Approved Board Resolutions | Organizational Meeting of the ICANN Board 7 November 2019

  1. Main Agenda:
    1. Election of ICANN Board Chair
    2. Election of ICANN Board Vice-Chair
    3. Appointment of Membership and Leadership of Board Committees
    4. Confirmation of Officers of ICANN
    5. PTI Member Meeting:

    6. Annual Meeting of the Member
    7. Election of PTI President
    8. Election of PTI Board Member

 

  1. Main Agenda:

    1. Election of ICANN Board Chair

      Resolved (2019.11.07.45), Maarten Botterman is elected as Chair of the Board.

    2. Election of ICANN Board Vice-Chair

      Resolved (2019.11.07.46), León Sánchez is elected as Vice-Chair of the Board.

    3. Appointment of Membership and Leadership of Board Committees

      Resolved (2019.11.07.47), membership and leadership of the following Board Committees is established as follows:

      Accountability Mechanisms

      • León Sánchez (Chair)
      • Becky Burr
      • Sarah Deutsch
      • Chris Disspain
      • Avri Doria
      • Mandla Msimang
      • Nigel Roberts

      Audit

      • Sarah Deutsch (Chair)
      • Chris Disspain
      • Avri Doria
      • Danko Jevtović
      • Merike Käo
      • Akinori Maemura
      • Mandla Msimang

      Compensation

      • Maarten Botterman (Chair)
      • Ron da Silva
      • Sarah Deutsch
      • Chris Disspain
      • León Sánchez
      • Tripti Sinha

      Executive

      • Maarten Botterman (Chair)
      • Göran Marby
      • León Sánchez
      • Tripti Sinha

      Finance

      • Ron da Silva (Chair)
      • Harald Alvestrand
      • Becky Burr
      • Lito Ibarra
      • Danko Jevtović
      • Ihab Osman
      • Tripti Sinha

      Governance

      • Tripti Sinha (Chair)
      • Becky Burr
      • Ron da Silva
      • Ihab Osman
      • Kaveh Ranjbar
      • León Sánchez
      • Matthew Shears

      Organizational Effectiveness

      • Avri Doria (Chair)
      • Becky Burr
      • Lito Ibarra
      • Danko Jevtović
      • Mandla Msimang
      • Ihab Osman
      • Matthew Shears

      Risk

      • Lito Ibarra (Chair)
      • Harald Alvestrand
      • Merike Käo
      • Akinori Maemura
      • Kaveh Ranjbar
      • Nigel Roberts
      • Matthew Shears

      Technical

      • Akinori Maemura (Chair)
      • Harald Alvestrand
      • Lito Ibarra
      • Merike Käo
      • Kaveh Ranjbar
      • Nigel Roberts
      • Tripti Sinha

      Rationale for Resolutions 2019.11.07.45 – 2019.11.07.47

      Article 7, Section 7.2 and Article 14 of the ICANN Bylaws call for the Board to appoint the Board Chair, Board Vice-Chair, and establish membership and leadership of each Board Committee, including filling any vacancies which may occur in these positions during the year.

      The appointment of the Board leadership and Board Committee membership and leadership is consistent with ICANN's Mission and is in the public interest as it is important to ensure that the Board and its Committees have the properly skilled expertise to carry forth ICANN's Mission, Commitments and Core Values.

      This decision will have no direct fiscal impact on the organization and no impact on the security, stability or resiliency of the domain name system.

      This is an Organizational Administrative Function that does not require public comment.

    4. Confirmation of Officers of ICANN

      Resolved (2019.11.07.48), Göran Marby is elected as President and Chief Executive Officer.

      Resolved (2019.11.07.49), John Jeffrey is elected as General Counsel and Secretary.

      Resolved (2019.11.07.50), Xavier Calvez is elected as Chief Financial Officer.

      Resolved (2019.11.07.51), Susanna Bennett is elected as Chief Operating Officer.

      Resolved (2019.11.07.52), David Olive is elected as Senior Vice President, Policy Development Support.

      Resolved (2019.11.07.53), Ashwin Rangan is elected as Senior Vice President, Engineering & Chief Information Officer.

      Resolved (2019.11.07.54), Theresa Swinehart is elected as Senior Vice President, Multistakeholder Strategy and Strategic Initiatives.

      Rationale for Resolutions 2019.11.07.48 – 2019.11.07.54

      Pursuant to Article 15, Section 15.2 of the ICANN Bylaws "[t]he officers of ICANN shall be elected annually by the Board, pursuant to the recommendation of the President or, in the case of the President, of the Chair of the Board. Each such officer shall hold his or her office until he or she resigns, is removed, is otherwise disqualified to serve, or his or her successor is elected."

      The annual appointment of the Officers is consistent with ICANN's Mission and is in the public interest as it is important to ensure that the organization identifies individuals who assume the duty and responsibility for managing the organization and carry forth ICANN's Mission, Commitments and Core Values.

      This decision will have no direct fiscal impact on the organization and no impact on the security, stability or resiliency of the domain name system.

      This is an Organizational Administrative Function that does not require public comment.

    5. PTI Member Meeting:

    6. Annual Meeting of the Member

      Resolved (2019.11.07.55), the ICANN Board confirms that this meeting is the Annual Meeting of the Member of Public Technical Identifiers ("PTI").

    7. Election of PTI President

      Whereas, pursuant to Section 7.2 of the PTI Bylaws, ICANN as the sole member is required to annually elect a President of PTI.

      Resolved (2019.11.07.56), the ICANN Board, in its role as sole member of PTI, hereby re-elects Kim Davies as the President of PTI.

    8. Election of PTI Board Member

      Whereas, ICANN, in its role as sole member of PTI, has the obligation to elect all members of the PTI Board in accordance with Article 5 of the PTI Bylaws.

      Whereas, the term for Seats 1 and 3 of the PTI Board are up for election.

      Whereas, the Nominating Committee selected Lise Fuhr to serve again in Seat 1 of the PTI Board for the term beginning at the end of this meeting of the Member and ending at the end of the annual meeting of the Member in 2022, pursuant to Section 5.5.1.1 of the PTI Bylaws.

      Whereas, ICANN organization recommends that Jia-Rong Low, ICANN's Vice President, Stakeholder Engagement & Managing Director - Asia Pacific, to serve in Seat 3 of the PTI Board for the term beginning at the end of this meeting of the Member and ending at the end of the annual meeting of the Member in 2022, pursuant to Section 5.5.1.3 of the PTI Bylaws.

      Whereas, there are no other changes to the composition of the PTI Board.

      Resolved (2019.11.07.57), ICANN, in its role as sole member of PTI, re-elects Lise Fuhr to serve in Seat 1 of the PTI Board and elects Jia-Rong Low to serve in Seat 3 of the PTI Board, with terms ending at the end of the annual meeting of the member in 2022.

      Rationale for Resolutions 2019.11.07.55 – 2019.11.07.57

      The resolutions taken here today fulfill ICANN's responsibility, as the sole member of PTI, to annually elect the President of PTI and elect Directors to the Board. The regular election of a PTI President and elections of Directors will allow the PTI Board to continue its work.

      The election of the PTI President and Board directors are taken fully in line with the obligations as set forth in the PTI Bylaws, and respectful of the community's recommendations of the proposed composition of the Board.

      These actions confirm ICANN's continued commitment to its Bylaws and ICANN's obligations surrounding the performance of the IANA Functions that are contracted to PTI. This also directly serves ICANN's mission to ensure the stable and secure operations of the Internet's unique identifiers, and serves the public interest in the continued stable performance of the IANA functions.

      None of the actions taken today are anticipated to have any impact on the security, stability or resiliency of the DNS, though PTI is essential to ICANN's security, stability and resiliency work. There are resource implications in supporting PTI, which are reflected in the PTI, IANA and ICANN Budgets.

      The appointment of the PTI President and the appointment of the PTI Board are Organizational Administrative Functions for which public comments were not necessary.

Published on 7 November 2019