Resolutions of Board Meeting No. 165

Resolutions Passed at the Board Meeting No. 165
22 June 2024

Resolution 2022-17: Approve the minutes of the 164th Board meeting
RESOLVED, that the minutes of the 164th meeting of the ISOC Board of Trustees, held by videoconference on 11 May 2022, are approved.

Resolution 2022-18: Accept the 2021 Independent Auditors Report
RESOLVED, that the 2021 Independent Auditors Report is accepted as presented.

Resolution 2022-19: Accept the Audit Committee Report
RESOLVED, that the report of the 2021-2022 Audit Committee is accepted.

Resolution 2022-20: Accept the CEO Succession Planning Committee Report
RESOLVED, that the report of the 2021-2022 CEO Succession Planning Committee is accepted.

Resolution 2022-21: Accept the Elections Committee Report
RESOLVED, that the report of the 2021-2022 Elections Committee is accepted.

Resolution 2022-22: Accept the Executive Committee Report
RESOLVED, that the report of the 2021-2022 Executive Committee is accepted.

Resolution 2022-23: Accept the Nominations Committee Report
RESOLVED, that the report of the 2021-2022 Nominations Committee is accepted.

Resolution 2022-24: Accept and convey action items to the 2022-2023 Board of Trustees
RESOLVED, the 2021-2022 Board of Trustees accepts as accurate the following Summary of Agreed Board Action Items and,
FURTHER RESOLVED, that the Board conveys this Summary to the 2022-2023 Board for consideration.

Summary of Agreed Board Action Items

At the close of each Internet Society board year, the outgoing Board of Trustees conveys to the incoming Board a list of priorities which, based on its knowledge and experience, are crucial for the continued success of the organization. Now at the close of its term, the 2021-2022 Board conveys the following priorities to the 2022-2023 Board:

• Continue to support the projects and activities approved as part of the Internet Society’s 2022 Action Plan,
• Consider implementation of policies and procedures to increase board diversity and improve structures of consultation along the lines of those suggested in the recent Open Forums on Governance Reform,
• Support the evolution of the relationship of the Internet Society and the Internet Society Foundation as a supporting organization.

Resolution 2022-25: Appoint Muhammad Shabbir to the ISOC Board of Trustees
WHEREAS Maimouna Diop has recently resigned from the Board of Trustees of the Internet Society with one year remaining on her term, and
WHEREAS the Board has the power to appoint an interim trustee pursuant to Article II, Section 3 of the Amended and Restated By-Laws of the Internet Society, and
WHEREAS the Board desires to exercise this power to retain an appropriate breadth of experience, and
WHEREAS Muhammad Shabbir distinguished himself as a member of the 2021-2022 board,
BE IT RESOLVED, that the Board appoints Muhammad Shabbir to the ISOC Board of Trustees for a term of one year, effective at the start of the 2022 Annual General Meeting.