Audit Committee (AC) Meeting Minutes 4 October 2012

AC Attendees: Erika Mann – Chair; Bill Graham; Gonzalo Navarro and Judith

Other Board Attendees: Steve

Staff Attendees: Akram Atallah – Chief Operating Officer; Xavier Calvez – Chief Financial Officer; John Jeffrey – General Counsel and Secretary; Shawn Capistrano, Samantha Eisner, Amy Stathos and Alina

Invited Attendees: Two representatives from the Independent Audit Firm of Moss

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1. Review of Report of Independent Auditors: The AC had a discussion with the Independent Auditors to complete the required communications with the Independent Auditors. The AC discussed ICANN's public support requirement for the purposes of its tax-exempt status. The AC also discussed with the Independent Auditors how ICANN can prepare for the implementation of new standards that will come into effect in 2016.

   • Action:

     • Staff to provide reporting to the AC on the calculations of public support

     • Staff to follow up with AC member regarding question of how AC may interact with tax