Resolutions Passed at the Board Meeting No. 131
14 June 2016
Resolution 2016-24: Approve the minutes of the 130th Board meeting
RESOLVED that the minutes of the 130th meeting of the Board of Trustees, held April 9-10, 2016 via teleconference, are approved.
Resolution 2016-25: Accept the Elections Committee Report
RESOLVED that the Report of the 2016 Elections Committee is accepted.
Resolution 2016-26: Accept the Governance Committee Report
RESOLVED that the Report of the Governance Committee is accepted.
Resolution 2016-27: Accept the Finance Committee Report
RESOLVED that the Report of the Finance Committee is accepted.
Resolution 2016-28: Accept the 2015 Independent Auditors Report
RESOLVED, that the 2015 Independent Auditors Report is accepted, in reliance on the PIR 2015 Independent Auditors Report as accepted by the PIR Board on April 7, 2016.
Resolution 2016-29: Adopt a Continuity Fund Reserve Policy, a revised target level for reserves, and to direct the CFO to add funds
WHEREAS the Board of Trustees of the Internet Society previously adopted a $20 million target level of funding for a reserve fund to be used to help ensure the reasonable sustainability of the IETF/IASA and of the Internet Society (the “Continuity Fund”) by Resolution 2012-39; and
WHEREAS ISOC staff, in cooperation and agreement with the Finance Committee of the Board, has recommended a revision of the target level of funding and recommended fully funding the Continuity Fund at the revised target level;
RESOLVED, that the Board adopts a revised target funding level for the Continuity Fund of $16 million;
RESOLVED, that the Board directs ISOC’s CFO to add approximately $1.5 million of unrestricted funds to the Continuity Fund to fully fund it;
RESOLVED, that the purpose of the Continuity Fund adopted in Resolution 2012-39 be maintained such that the Continuity Funds will by a first order of importance cover up to 3 years of IETF/IASA expenses and secondly, be for the funding of ISOC’s expenses; and
FURTHER RESOLVED, that the Continuity Fund Reserve Policy is hereby adopted and approved.
Resolution 2016-30: Adopt the Amended and Restated By-Laws
RESOLVED, that the Amended and Restated By-Laws, as presented, be adopted by the Board.
Resolution 2016-31: Adopt updated policies and procedures of the Board
RESOLVED, that the following updated policies and procedures are adopted as presented.
Procedure for Conducting Electronic Votes
Procedure for Conducting Election of Officers of the Board
Procedure for Mailing Lists
Procedure for the Conduct of Meetings
Resolution 2016-32: Accept the updated Fiduciary Obligations of Trustees
RESOLVED, that the updated Fiduciary Obligations of Trustees are accepted as presented.
Resolution 2016-33: Accept and convey actionable items for the 2016-2017 Board of Trustees
RESOLVED, The Board of Trustees accepts as accurate the following Summary of Agreed Board Actionable Items
FURTHER RESOLVED that the Board of Trustees conveys this Summary of Agreed Board Actionable Items to the 2016-2017 Board of Trustees.
Summary of Agreed Board Action Items:
At a planning retreat held in January 2014, the Internet Society Board of Trustees decided that:
1.) ISOC exists to advance the deployment and evolution of a global, open and trusted Internet available to everyone on the earth;
2.) ISOC is a global, trusted, authoritative leader that gets things done; and
3.) ISOC should focus on three strategic priorities:
I. Maintain and strengthen multi-stakeholder processes for advancing global and local Internet Governance;
II. Advance core infrastructure and evolution of Internet technology; and
III. Promote the robustness and resiliency of Internet security through technical standards and deployment.
The Board’s decisions and priorities set the Internet Society on a refocused path to meet challenges facing the Internet and ISOC in the years ahead. Staff presented the Board with a revised 2014 work plan and subsequent annual Action Plans and budgets based on these priorities.
The 2013-2014 and 2014-2015 Boards considered these priorities crucial to the continued success of the Internet Society and resolved to convey them in a Summary of Board Action Items to successive Boards. Now at the close of its own term, the 2015-2016 Board also wishes to convey these decisions and priorities to the 2016-2017 Board, as well as the following additional recommendations:
I. Continue support for the 2016 Internet Society Action Plan, including its further refined strategic and operational objectives;
II. Continue support for recent Board-approved initiatives in the areas of ISOC technology improvements, positioning and branding, website redesign and curation, and Beyond the Net grants; and,
III. Continue efforts to build the corpus of the IETF Endowment to ensure long-term, sustainable funding for the development, evolution, and use of open Internet protocols.