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ICANN Board Organizational Meeting in Cape Town, South Africa 5 December 2004

Election of Board Chairman

Whereas the Board Governance Committee has recommended that Vinton Cerf be elected as Chairman of the Board.

Resolved (04.114) that Vinton Cerf is elected as Chairman of the Board, to serve at the pleasure of the Board and in accordance with the Bylaws of the Corporation, and shall hold such office until his resignation, removal, or other disqualification from service, or until his successor shall be elected and qualified.

(Eleven votes in favor, none opposed, no abstentions.)

Election of Board Vice-Chairman

Whereas the Board Governance Committee has recommended that Alejandro Pisanty be elected as Vice-Chairman of the Board.

Resolved (04.115) that Alejandro Pisanty is elected as Vice-Chairman of the Board, to serve at the pleasure of the Board and in accordance with the Bylaws of the Corporation, and shall hold such office until his resignation, removal, or other disqualification from service, or until his successor shall be elected and qualified.

(Eleven votes in favor, none opposed, no abstentions.)

Board Committee Assignments

Resolved (04.116) that membership of the following Board committees be established, to continue on the basis of the charters as presently in effect:

Audit Committee

Raimundo Beca, Joichi Ito, Veni Markovski, and Njeri Rionge (Chair).

Board Governance Committee

Mouhamet Diop, Hagen Hultzsch, Thomas Niles, Alejandro Pisanty (Chair), and Vanda Scartezini.

Conflicts of Interest Committee

Hagen Hultzsch (Chair), Michael Palage, Hualin Qian, Njeri Rionge, and Vanda Scartezini.

Executive Committee

Hagen Hultzsch and Njeri Rionge, along with the Board Chairman, Vice-Chairman, and Paul Twomey, President of ICANN as an ex-officio member.

Finance Committee

Raimundo Beca, Hagen Hultzsch (Chair), Joichi Ito, Thomas Niles, Michael Palage, and Alejandro Pisanty.

Meetings Committee

Mouhamet Diop, Veni Markovski (Chair), Michael Palage, Hualin Qian, and Vanda Scartezini.

Reconsideration Committee

Raimundo Beca, Mouhamet Diop, Joichi Ito, Veni Markovski, and Thomas Niles (Chair).

(Eleven votes in favor, none opposed, no abstentions.)

Election of Corporate Officers

Resolved (04.117) that Dr. Paul Twomey is elected as President and Chief Executive Officer, to serve at the pleasure of the Board and in accordance with the Bylaws of the Corporation, and shall hold his office until his resignation, removal, or other disqualification from service, or until his successor shall be elected and qualified.

Resolved, (04.118) that John Jeffrey is elected as General Counsel and Secretary, to serve at the pleasure of the Board and in accordance with the Bylaws of the Corporation, and shall hold his office until his resignation, removal, or other disqualification from service, or until his successor shall be duly elected and qualified.

Resolved, (04.119) that Kurt Pritz is elected as Vice President, Business Operations, to serve at the pleasure of the Board and in accordance with the Bylaws of the Corporation, and shall hold his office until his resignation, removal, or other disqualification from service, or until his successor shall be duly elected and qualified.

Resolved, (04.120) that Paul Verhoef is elected as Vice President, Policy Development Support, to serve at the pleasure of the Board and in accordance with the Bylaws of the Corporation, and shall hold his office until his resignation, removal, or other disqualification from service, or until his successor shall be duly elected and qualified.

Resolved, (04.121) that Diane Schroeder is elected as Chief Financial Officer, to serve at the pleasure of the Board and in accordance with the Bylaws of the Corporation, and shall hold her office until her resignation, removal, or other disqualification from service, or until her successor shall be elected and qualified.

(Eleven votes in favor, none opposed, no abstentions.)

Thanks to Scribes, Sponsors, Staff and Translators

The Board extends its thanks to all sponsors of the meeting, including South African Airways, Uunet, Telkom Business, Broadband Solutions Technology, Afilias Global Registry Services, Neulevel/.biz, VeriSign, DeNIC, Posix, Public Interest Registry, Public Voice, Navigation Catalyst Systems, and LogicBoxes.

We would like to acknowledge the effort made by the staff of the Cape Town International Convention Center to meet all of our many requests.

The Board expresses its great appreciation to the ICANN staff present here in Cape Town; Laura Brewer; and Terri Darrenougue and the rest of the ICANN staff for their dedicated efforts in ensuring the smooth operation of the meeting.

The Board would like to express its great appreciation to Agence Intergouvernementale de la Francophonie (AIF) and INTIF, particularly Pietro Sicuro for providing the funding for the language translation at the Cape Town ICANN Meeting. We would also like to thank the Bohle Conference and Language Services for providing the language translation.

(Adopted by acclamation.)

Thanks to Local Hosts

Whereas, ICANN has successfully completed its 2004 Annual ICANN meeting in Cape Town.

Whereas, the gracious and warm hospitality, splendid facilities, strong support, and close attention to fulfilling the needs of participants have all been truly magnificent.

It is therefore resolved (04.122), the ICANN Board expresses its deep appreciation and thanks, on its own behalf and on behalf of all participants, to the Cape Town organizing team, to our hosts, and to the Department of Communication for the Republic of South Africa and The Hon. Dr. Ivy Matsepe-Casaburri, Minister for Communications for the Republic of South Africa, UniForum SA, and the South African Domain Name Authority.

(Adopted by acclamation.)