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Minutes | Special Meeting of the Board 21 February 2006

A Special Meeting of the ICANN's Board of Directors was held via teleconference on 21 February 2006 and was called to order at 1:00 P.M. PDT US.

Vinton G. Cerf (Chairman) presided over the entire meeting. The following other Board Directors participated in all or part of the meeting: Raimundo Beca, Susan Crawford, Mouhamet Diop, Demi Getschko, Hagen Hultzsch, Joichi Ito, Veni Markovski, Michael Palage, Alejandro Pisanty, Hualin Qian, Njeri Rionge, Vanda Scartezini, Peter Dengate Thrush and Paul Twomey.

Liaisons present included Steve Crocker (SSAC), Daniel Dardailler (TLG), Roberto Gaetano (ALAC), Thomas Narten (IETF), Mohamed Sharil Tarmizi (GAC), and Suzanne Woolf (RSSAC). John Jeffrey, General Counsel and Board Secretary and Kurt Pritz, Vice President, Business Operations was also present. Joe Sims and Jeff Levee of Jones Day were present on the call as outside counsel to ICANN.

Designation of Sao Paulo as 2006 Annual Meeting

Whereas, ICANN has received a proposal for hosting ICANN's Eighth Annual Meeting in Sao Paulo, Brazil, 4-8 December 2006.

Whereas, the proposal has been reviewed and approved by ICANN staff and the Meetings Committee.

Resolved (06.04), the President is authorized to make arrangements for ICANN's Eighth Annual Meeting in Sao Paulo, Brazil, and the Board hereby designates the 8 December 2006 meeting in Sao Paulo as ICANN's 2006 Annual Meeting.

The resolution was passed unanimously by a voice vote.

Approval of Contractor to Conduct GNSO Review

Whereas, Article IV, Section 4 of the ICANN Bylaws provides that the ICANN Board will regularly initiate an independent review of each supporting organization and supporting organization council.

Whereas, at its meeting in Luxembourg in July 2005, the ICANN Board requested the GNSO Council to prepare with the ICANN staff and Board a "Terms of Reference" document to guide an independent review of the GNSO, and to present the terms of reference to the Board for adoption at the meeting in December 2005, in Vancouver, Canada.

Whereas, comprehensive consultation between the GNSO Council, the GNSO Constituencies and members of the ICANN community was undertaken to develop the Terms of Reference.

Whereas, the draft Terms of Reference were approved by the GNSO Council and posted on the ICANN website for public comment, which yielded several helpful comments.

Whereas, at its meeting in Vancouver in December 2005, the Board directed staff to initiate the GNSO Review in accordance with the approved Terms of Reference.

Whereas, ICANN solicited proposals for independent review services in order to perform the review and careful evaluation of those proposals has been made.

Resolved (06.05), the President and the General Counsel are authorized to engage the London School of Economics Public Policy Group to conduct the GNSO Review according to the terms set out in their proposal, with expenditures not to exceed US$150,000.

The resolution was passed unanimously by a voice vote.

Designation of Academic Organization to Select Delegate for ICANN's 2006 Nominating Committee

Whereas, ICANN Bylaws Article VII, Section 2.8, provides that the Nominating Committee shall include a voting delegate from an "entity designated by the Board to represent academic and similar organizations";

Whereas, the Board Governance Committee has sought recommendations for this designation in a transparent, plural manner, which process has resulted in the recommendation of the entity in charge of Advanced Networks in CANARIE. Prof. Bill St. Arnaud is Senior Director Advanced Networks for CANARIE. CANARIE combines representation of a broad set of academic institutions, relevant expertise in the field of interest for the position, and the opportunity that it provide the services of an outstanding, accomplished and respected individual who fits the requirements of the Bylaws, in the person of Prof. Bill St. Arnaud.

Whereas, Prof. Bill St. Arnaud is a highly respected leader of the advanced networks of Canada, CANARIE and CANET, with high international standing and proven abilities to bring together the academic, private, and public sectors, and has indicated that he is ready to serve on the Nominating Committee.

Resolved (06.06), CANARIE Advanced Networks is designated to select a delegate to represent academic and similar organizations on the 2006 ICANN Nominating Committee.

The resolution was passed unanimously by a voice vote.

VeriSign Settlement Issues

There was an extensive and detailed discussion regarding the terms of the settlement, the public comments received, and the status of the various litigation actions between ICANN and VeriSign. Staff and outside counsel responded to questions from the board members regarding the litigation and the settlement. Counsel was asked to return to provide additional information at the next scheduled Special Board Meeting set for 28 February 2006.

The Meeting was adjourned at 3:00 PM.