Board Meeting No. 143

7-8 March 2019

Rainbow Room, 16th Floor, South Building
Portopia Hotel
Kobe, Japan

Guide to Board of Trustees session types:

• Closed executive session: board members only.
• Open to observers session: local and remote attendees are welcome to listen in.
• Open forum session: local and remote attendees are welcome to ask questions, provide input, and discuss with the board. There are no open forum sessions scheduled for the Kobe meeting.

Note: Times on this agenda are listed in UTC for the benefit of remote participants and observers in different regions.

Internet Society Board of Trustees Meeting #143

High-Level Schedule & Agenda

Thursday, 7 March

Open to Observers Session

00:00-00:05       
1. Welcome, Apologies and Declaration of Conflicts–G. Camarillo (5 mins)

00:05-00:10       
2. Document resolutions approved by e-vote since board meeting #142–J. Levine (5 mins)

Resolution 2018-XX: Delegate authority for PIR mediation
RESOLVED, that the ISOC Board of Trustees delegates to David Frolio the authority to approve any negotiation involving PIR and Afilias, in respect of a dispute currently in mediation between them.

Resolution 2018-XX: Approve the minutes of the 142nd Board meeting
RESOLVED, that the minutes of the 142nd meeting of the Board of Trustees, held in Bangkok on November 9-10 2018, are approved.

Resolution 2019-XX: Approval of PIR’s execution of ICANN 6th Middle East DNS Forum sponsorship agreement
RESOLVED, that the Board of Trustees of the Internet Society approves PIR’s execution of the ICANN 6th Middle East DNS Forum sponsorship agreement as presented.

Resolution 2019-XX: Approval of the 2019 Internet Architecture Board slate
RESOLVED, that the 2019 Internet Architecture Board slate, consisting of the following individuals, is approved:

• Jari Arkko
• Stephen Farrell
• Wes Hardaker
• Zhenbin Li
• Mark Nottingham
• Jeff Tantsura

FURTHER RESOLVED, that the Internet Society Board of Trustees thanks the IETF Nominations Committee and its Chair, Scott Mansfield, for their time and hard work.

Resolution 2019-XX: Update the Board Travel Policy
RESOLVED, that the Travel Policy for Trustees is updated by replacing the “Other Travel” section with text as presented.

Resolution 2019-XX: Approve Strategic Implementation Fund and Technology Systems Alignment
WHEREAS the CEO has requested a Strategic Implementation Fund in the amount of USD 1 million for specific improvements in the areas of Internet Society community outreach, operations, fellowships and human resources; and
WHEREAS the CEO has also requested funding in the amount of USD 710,000 for Technology Systems Alignment which will enable the Internet Society to align its information technology eco-system more closely to the key open standards championed by ISOC and the IETF; and
WHEREAS the Board agrees with the CEO that the Multi-Stakeholder Project should be suspended and acknowledges that the remaining funds designated for the Project, together with an anticipated 2019 budget surplus, will amount to approximately USD 1 million;
RESOLVED, that the Board approves the Strategic Implementation Fund and the Technology Systems Alignment as presented; and,
FURTHER RESOLVED, that the Board designates that funding in the amounts requested for both of these activities are to be drawn from the remaining Multi-Stakeholder Project budget, the anticipated 2019 budget surplus, and that the balance of the total is to be drawn from the Internet Society’s net asset reserves.

00:10-00:15       
3. Adopt amendments to the ISOC By-laws–J. Levine (5 mins)

PURPOSE: To update and amend the By-laws of the Internet Society

PROPOSED RESOLUTION:
Resolution 2019-XX: Amend the ISOC By-laws
RESOLVED that the board adopts the amendments to the ISOC By-laws, as presented.

00:15-00:20       
4. Recently De-Chartered Chapters–C. Saegesser (5 mins)

PURPOSE: To record the Board’s receipt of a list of recently de-chartered chapters, pursuant to the Internet Society Chapter de-chartering process.

No resolution required.

00:20-00:40       
5. Overview of ISOC Special Interest Groups–C. Saegesser (20 mins)

PURPOSE: To learn about the status of Special Interest Groups.

No resolution required.

00:40-01:00       
6. Report of ISOC Youth SIG–É. Diones and L.V. Arroyo (20 mins)

PURPOSE: To learn about the activities of the Youth SIG.

No resolution required.

01:00-01:20
Break (20 mins)

01:20-01:40       
7. Report of the ISOC Nominations Committee–G. McKnight (20 mins)

PURPOSE: To accept the final report of the ISOC Nominations Committee.

PROPOSED RESOLUTION:
Resolution 2019-XX: Accept the 2018-2019 ISOC Nominations Committee report
RESOLVED that the report of the 2018-2019 ISOC Nominations Committee is accepted as presented.

01:40-02:00       
8. Report of the PIR Nominations Committee–O. Cavalli (20 mins)

PURPOSE: To accept the final report of the PIR Nominations Committee.

PROPOSED RESOLUTION:
Resolution 2019-XX: Accept the 2018-2019 PIR Nominations Committee report
RESOLVED that the report of the 2018-2019 PIR Nominations Committee is accepted as presented

02:00-02:05       
9. Appoint members of the PIR Board–O. Cavalli (5 mins)

PURPOSE: To appoint members of the PIR Board of Directors.

PROPOSED RESOLUTION:
Resolution 2019-XX: Appoint members of the PIR Board
RESOLVED, that the ISOC Board of Trustees appoints the following individuals to the Board of Directors of the Public Interest Registry for three-year terms commencing with the PIR Board’s 2019 mid-year meeting:

• Lise Fuhr
• Keith Davidson
• Greg Kapfer

02:05-02:30       
10. Proposal to update Committee Charters–D. Miloshevic (25 mins)

PURPOSE: To approve changes to the charters of board committees.

PROPOSED RESOLUTION:
Resolution 2019-XX: Revision of Committee Charters
RESOLVED, that the revised committee charters as proposed are accepted.

02:30-02:40       
11. Update on Organization Membership–A. Sullivan (10 mins)

PURPOSE: To receive a brief update on ISOC’s Organization Membership program.

No resolution required.

02:40-03:00       
12. Update on the Multi-stakeholder Project–A. Sullivan (20 mins)

PURPOSE: To receive an update on the Multi-stakeholder Project.

No resolution required.

03:00-04:00
Break for Lunch

Resume in Open to Observers Session

04:00-04:30       
13. Report by ISOC Japan Chapter–Tomohiro Fujisaki (30 mins)

PURPOSE: To learn about the local Chapter and the community it serves.

No resolution required.

04:30-05:30       
14. Any Other Business (60 mins)

05:30-05:45
Break

Resume in Closed Executive Session

05:45-06:15       
15. CEO Transition Follow-up Activities–S. Turner (30 mins)

PURPOSE: To receive a report on CEO Transition follow-up activities.

No resolution required.

06:15-07:00       
16. Proposal to update the Board’s Conflict of Interest policy–D. Miloshevic (45 mins)

PURPOSE: To consider a proposal on updating the Board’s Conflict of Interest policy.

07:00-07:30       
17. Meeting locations for 2020–G. Camarillo (30 mins)

PURPOSE: To consider dates and locations for the board’s meetings and retreat in 2020.

No resolution required.

07:30-08:00       
18. Any Other Business (30 mins)

08:00
Board meeting recess until next day.

Friday, 8 March

Resume in Closed Executive Session

00:00-00:30       
19. ISOC Year-end Financial Report–S. Spector (30 mins)

PURPOSE: To receive a 2018 year-end financial report from the CFO.

No resolution required.

00:30-00:55       
20. Update on InterCommunity–J. Wood & J. Dogniez (25 mins)

PURPOSE: To receive an update on plans for InterCommunity in 2019 and beyond.

No resolution required.

00:55-01:25       
21. Update on our emerging Fellowships strategy–S. Wentworth (30 mins)

PURPOSE: To receive an update on plans to improve ISOC’s Fellowship programs.

No resolution required.

01:25-01:45
Break

Resume in Open to Observers Session

01:45-02:20       
22. Update on the Internet Society’s 2019 Action Plan–A. Sullivan (35 mins)

PURPOSE: To receive an update on the 2019 Action Plan.

No resolution required.

Move to Closed Executive Session

02:20-03:00       
23. Planning for 2020 and Beyond–A. Sullivan and R. Abdul Rahim (40 mins)

PURPOSE: To receive a report about the new strategy for board, staff and community consultation to define objectives and develop annual plans.

No resolution required.

03:00-04:00
Break for Lunch

Resume in Open to Observers Session

04:00-04:30       
24. Chapters Advisory Council Steering Committee Report–E. Diaz (30 mins)

PURPOSE: To receive a report from the Chapters Advisory Council Steering Committee of the Internet Society.

No resolution required.

04:30-05:00       
25. Any Other Business (30 mins)

05:00       
26. Adjournment of Board Meeting #143

05:00-05:15
Break

Internet Society Foundation Board of Trustees Meeting #3

Agenda of Foundation Meeting is posted on Foundation’s website.

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