Resolutions of Board Meeting No. 166

Resolutions Passed at the Board Meeting No. 166
18-19 June 2022

Resolution 2022-26: Accept the Finance Committee Report
RESOLVED, that the report of the 2021-2022 Finance Committee, attached hereto as Exhibit A, is accepted.

Resolution 2022-27: Appoint a Liaison to the IETF Nominations Committee
RESOLVED, that the ISOC Board appoints Brian Haberman as ISOC Board Liaison to the IETF Nominations Committee for the 2022-2023 term.

Resolution 2022-28: Appoint a Trustee of the IETF Trust
RESOLVED, that the ISOC Board appoints Victor Kuarsingh as a trustee of the IETF Trust for a term of two years.

Resolution 2022-29: Appoint chairs and members of committees of the Board
RESOLVED, that the ISOC Board makes the following appointments to committees of the Board for the 2022-2023 term.

Audit Committee
Chair: Luis Martinez
Members: Brian Haberman, Victor Kuarsingh and Sagarika Wickramasekera.

CEO Succession Planning Committee
Chair: Brian Haberman
Members: Ted Hardie, Barry Leiba, Luis Martinez and Robert Pepper.
Non-voting, ex-officio member: Andrew Sullivan

Compensation Committee
Chair: Ted Hardie
Members: Brian Haberman, Victor Kuarsingh, Barry Leiba and Robert Pepper.

Elections Committee*
Chair: Luis Martinez
Members: Brian Haberman and Charles Mok.
Non-voting, ex-officio member: Andrew Sullivan

Executive Committee
Chair: Ted Hardie
Members: Laura Thomson and Robert Pepper
Non-voting, ex-officio members: Andrew Sullivan

Finance Committee
Chair: Laura Thomson
Members: Ted Hardie, Robert Pepper, Jon Peterson and George Sadowsky.
Non-voting, ex-officio member: Andrew Sullivan

Governance Committee
Chair: Charles Mok
Members: Victor Kuarsingh, Barry Leiba, George Sadowsky, Muhammad Shabbir and Sagarika Wickramasekera.
Non-voting, ex-officio member: Andrew Sullivan

Nominations Committee*
Chair: Jon Peterson
Members: Barry Leiba and Sagarika Wickramasekera.

PIR Nominations Committee
Chair: Ted Hardie
Members: Charles Mok, George Sadowsky, Muhammad Shabbir and Laura Thomson.

*Note: Appointment of some committee members will be undertaken at a future meeting.

Resolution 2022-30: Approve the minutes of the 165th board meeting
RESOLVED, that the minutes of the 165th meeting of the ISOC Board of Trustees, held by videoconference on 8 June 2022, are approved.

Resolution 2022-31: Welcome new Chapters
RESOLVED, that the ISOC Board of Trustees warmly welcomes the Interplanetary Chapter of the Internet Society, and the Internet Society Qatar Chapter.

Resolution 2022-32: Accept the Summary of Agreed Board Action Items from the 2021-2022 Board of Trustees
RESOLVED, the ISOC Board of Trustees accepts the Summary of Agreed Board Action Items as conveyed by the 2021-2022 Board of Trustees.

• 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 2022-33: Recognition of outgoing Trustees
RESOLVED, that the Board thanks Richard Barnes and Paul Ebersman at the conclusion of their terms for their dedication and outstanding service to the Internet Society as members of the Board of Trustees. The Board also thanks Mike Godwin and Maimouna Diop who both resigned earlier in the year.


Resolution 2022-34: Approve dates and locations for 2022 board retreat and 2023 board meetings
RESOLVED, that the board approves the following dates for its 2022 board retreat and 2023 meetings and, provided that it is safe and practical to meet and travel, the following locations.

• 2022 Retreat: 21-23 September in Europe
• 2023 Q1 Meeting: 1-2 April, co-located with IETF
• 2023 Annual General Meeting: 16-18 June in Washington, DC
• 2023 Q4 Meeting: 11-12 November in Prague

Resolution 2022-35: Recognizing the service of Kevin Craemer to ISOC and the Board of Trustees
In Recognition and Profound Appreciation of Distinguished Service by Kevin Craemer in advancing the mission of the Internet Society.
WHEREAS Kevin Craemer has provided outstanding service to the Internet Society;
WHEREAS Kevin Craemer has served as Board Liaison with dedication, integrity and distinction;
WHEREAS the Board of Trustees wishes to recognize that service;
RESOLVED, that the Internet Society Board of Trustees acknowledges and extends its profound appreciation to Kevin Craemer for his many years of service to the Internet Society.