Minutes | Meeting of the Board Governance Committee 28 June 2022

BGC Attendees: Becky Burr, Sarah Deutsch, Avri Doria, Danko Jevtović, Ihab Osman, León Sánchez and Tripti Sinha (Chair)

Other Board Member Attendees: Manal Ismail, Göran Marby, and Patricio Poblete

ICANN org Attendees: Franco Carrasco (Board Operations Specialist), John Jeffrey (General Counsel and Secretary), Vinciane Koenigsfeld (Director Board Operations), Elizabeth Le (Associate General Counsel), Wendy Profit (Board Operations Senior Manager), Amy Stathos (Deputy General Counsel), and Theresa Swinehart (SVP, Global Domains and Strategy)

The following is a summary of discussions, actions taken and actions identified:

  1. Agenda review – The Chair opened the meeting and reviewed the meeting agenda.
  2. Review of Past Activities – The Chair recapped the following action items from the prior meeting: (i) ICANN org to schedule candidate interviews for the Nominating Committee 2023 leadership; (ii) BGC Chair to prepare materials for the upcoming slating discussion; (iii) ICANN org to update the Board Member Self-Evaluation Survey (Survey) to reflect the Committee's discussion and to launch the Survey once it has been updated; (iv) ICANN org to publish the Board Conflicts of Interest Policy with a notation that the BGC reviewed the policy on a date certain and no changes were recommended; (v) ICANN org to revise the Board Governance Guidelines (Guidelines) to reflect the Committee's discussion at its 19 May 2022 meeting; and (vi) BGC members to provide comments on the Guidelines via email for further discussion. The Chair noted that items (i), (iii), (iv), and (v) have been completed, and that items (ii) and (vi) are in progress.
  3. Consideration of Nominating Committee (NomCom) 2023 Leadership – BGC members Sarah Deutsch and Avri Doria recused themselves from the discussion out of an abundance of caution to avoid any perception of a conflict of interest. The BGC reviewed and discussed the candidates' Expressions of Interest, their curriculum vitaes, and their interviews for the 2023 NomCom Chair and Chair-Elect. The BGC did not finish its consideration of the matter and agreed to continue the discussion at its next meeting.
  4. Review of Board Governance Guidelines – The BGC reviewed and approved a recommendation to the Board to adopt the revisions to the Board Governance Guidelines. The Committee agreed to address the issues that were raised by email that included Reconsideration Requests in a separate discussion at a later date.

    • Actions: ICANN org to prepare relevant Board materials.

Published on 25 July 2022