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Minutes – Board Finance Committee (BFC) Meeting 5 December 2010

BFC Attendees: Gonzalo Navarro, Rajasekhar Ramaraj – Chair; George Sadowsky; Bruce Tonkin (Observer).

Other Board Attendees: Steve Crocker; Dennis Jennings; Katim Touray.

Staff Members Present: Akram Atallah – Chief Operating Officer; John Jeffrey – General Counsel and Secretary; Kevin Wilson – Chief Financial Officer; Juan Ojeda, Diane Schroeder and Amy Stathos

Guests: Sebastien Bachollet and Cherine Chalaby (Board members to be seated on 10 December 2010

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

  1. New Charter: Staff reported on the revised charter and the rationale for making revisions, which includes addressing more of the strategic role of the BFC and conformance to the new format for all other committee charters.

    • Actions:

      • Staff to distribute motion with charter for the committee to review throughout the week

      • Committee to approve online

  2. FY10 Financials: Staff reported on various issues relating to the financials for FY10, including the fact that the following documents have been posted: (i) the audited financials; (ii) the director expenses; (iii) director contractual relationship report; (iv) the FY10 Financial results discussion; and (v) the finance blog.

  3. FY11 Financials: Staff provided an update regarding revenue to budget variances to date.

    • Actions: Staff to provide regular updates to the Committee on the status of the FY11 financials.

  4. FY12 Budget Process: Discussed fact that budget cycle is starting earlier this year, including SOs and ACs. Staff reported that they have had calls with each SO and AC, which were largely positive. Staff reported that SOs and ACs would like additional information on the format for budget requests, and clarification on the differences between basic and specific services. Staff reported one the plan for involving SOs and ACs, and the community, with budget process as well as prioritizing services requested by the SOs and ACs.

  5. Asia Pacific meeting proposal: Staff presented a report on the proposals received and the budget for the June 2011 meeting in the Asia Pacific region. The committee approved and recommended the budget for Board approval.

  6. Investment Policy: The Committee discussed the required annual review of the investment policy. That review has been completed by independent experts who determined that the current policy is fundamentally sound. Some minor modifications may be required, however, and staff recommended that additional work be conducted to further analyze the investment policy.

    • Action: Staff to continue additional work in assessing the investment policy and the investment managers.

  7. Disbursement Policy: Committee discussed housekeeping changes to Disbursement policy given the fact that the COO will be named the interim CFO. The committee approved and recommend Board approval of the revised Disbursement Policy.

  8. Registry Agreement Renewals: Staff discussed upcoming registry agreement renewals and revenues stemming from those renewals.

  9. Cost Accounting Framework: Staff provided report on cost accounting framework and manner of organizing data into department and one that shows distinction between core operations and projects.

  10. Plans for 2011: Committee discussed the upcoming plan for the BFC including, FY12 budget development, cost accounting framework, financial system replacement, updates to Investment Policy, strategic plans for facilities, reserve fund policy and new gTLD funds.