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Meeting of the Executive Committee - Minutes

A meeting of the Executive Committee of the Board of Directors of the Internet Corporation for Assigned Names and Numbers ("ICANN") was held by teleconference on 16 June 2003. The following members of the Committee were present by telephone: Vint Cerf, Hans Kraaijenbrink, Sang-Hyon Kyong, Alejandro Pisanty, and Paul Twomey. Also present on the teleconference was Louis Touton, ICANN's Vice-President, Secretary, and General Counsel, and Esmé Smith of Jones Day, ICANN's outside counsel.

The meeting was called to order by Dr. Cerf at 13:10 UTC (6:10 am U.S. Pacific Time).

Approval of Minutes

Prior to the meeting, draft minutes of the 6 May 2003 Executive Committee meeting had been circulated. Mr. Kraaijenbrink noted a small error in the draft minutes: under "Reimbursement of Director's Expenses" the statement "Dr. Cerf suggested that clause [6] be revised . . ." should read "Dr. Cerf suggested that clause [5] be revised . . .". This was corrected.

Mr. Kraaijenbrink moved, with Dr. Pisanty's second, that the Executive Committee adopt the following resolution:

Resolved [EC03.10] that the minutes of the Executive Committee meeting held on 6 May 2003 are hereby approved and adopted as corrected.

The resolution was adopted by a 5-0-0 vote.

Reimbursement of Mouhamet Diop Expenses

The Executive Committee discussed approval of reimbursing Mouhamet Diop for approximately US$5,000 in expenses in attending the Pan-Arab Regional Conference on WSIS that will be held in Cairo 16-18 June 2003. ICANN has been invited to attend and give a presentation, but logistics make it difficult for a member of ICANN staff to attend. Dr. Diop has agreed to represent ICANN at the meeting.

In response to Dr. Cerf's inquiry, Mr. Touton explained that the estimated cost was US$5,000, but that authorization to reimburse up to US$5,500 was being requested to leave room for variation from the estimate.

Dr. Twomey reviewed the importance of the WSIS process and the Pan-Arab Regional Conference.

Dr. Kyong moved, with Dr. Twomey's second, that the Executive Committee adopt the following resolution:

Whereas, Article VI, Section 22 of the ICANN bylaws provides that the Board may authorize the reimbursement of actual and necessary reasonable expenses incurred by Directors performing their duties as Directors;

Whereas, in resolution 01.109 the Board delegated to the Executive Committee the authority to approve reimbursements to Directors;

Whereas, Director Mouhamet Diop has been requested to attend the Pan-Arab Regional Conference on WSIS to be held 16-18 June 2003 on behalf of ICANN, with estimated expenses for his travel and accommodations expected to be approximately US$5,000;

Whereas, the Executive Committee finds Dr. Diop's attendance at the Pan-Arab Regional Conference on WSIS to be in the interests of ICANN;

Resolved [EC03.11] that the Executive Committee authorizes the reimbursement, upon presentation of satisfactory documentation, of Dr. Diop's expenses for travel and accommodations while attending the Pan-Arab Regional Conference on WSIS to be held 16-18 June 2003 in an amount not to exceed US$5,500.

The resolution was adopted by a 5-0-0 vote.

Reimbursement of Stuart Lynn Expenses

The Executive Committee discussed a hotel expense that Stuart Lynn incurred while serving as ICANN's President in January 2003. Dr. Lynn originally mistakenly thought that ICANN had paid this expense directly, but discovered his error when the charge appeared on a credit-card statement he recently received. Mr. Touton noted that ICANN was obligated to reimburse Dr. Lynn for this expense.

Mr. Kraaijenbrink moved, with Dr. Pisanty's second, that the Executive Committee adopt the following resolution:

Whereas, M. Stuart Lynn incurred US$434.50 in hotel expenses while acting on behalf of ICANN as its President in January 2003;

Whereas, Dr. Lynn's presentation of this expense was delayed due to a misunderstanding on his part as to who had paid the expense;

Whereas, the General Counsel has advised that ICANN's employment agreement with Dr. Lynn obligates it to reimburse him for the expense;

Resolved [EC03.12] that the President is authorized to reimburse Dr. Lynn in the amount of US$434.50 for this expense.

The resolution was adopted by a 5-0-0 vote.

There being no further business, the meeting was adjourned at 13:15 UTC (6:15 am U.S. Pacific Time).

_______________________
Louis Touton
Secretary

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