Minutes Regular Meeting of the Board - Montréal
ICANN's Transition Board of Directors held a meeting in Montréal, Canada, on 26 June 2003. Directors Vint Cerf (chairman), Amadeu Abril i Abril, Karl Auerbach (joined the meeting while in progress), Ivan Moura Campos, Lyman Chapin, Jonathan Cohen, Mouhamet Diop, Masanobu Katoh (via teleconference), Hans Kraaijenbrink, Sang-Hyon Kyong, Andy Mueller-Maguhn, Alejandro Pisanty, Nii Quaynor, Helmut Schink (via teleconference, departed while meeting in progress), Francisco da Silva, Paul Twomey, and Linda S. Wilson participated. Vint Cerf served as chair of the meeting. Also present at the meeting were Louis Touton, ICANN's Vice President, General Counsel and Secretary, Daniel Halloran, ICANN's Chief Registrar Liaison, and Esme Smith, with Jones Day, outside counsel to ICANN.
Shortly before 9:00 a.m. local time, the meeting was called to order by Vint Cerf.
Approval of Minutes
As the first item of business, Mr Cerf introduced the minutes from the Board’s 2 June 2003 meeting for approval. Mr. Kyong makes a motion for approval, which motion is seconded by Mr. Cohen:
Resolved [03.95] that the minutes of the regular meeting of the Board of Directors held on 2 June 2003 are hereby approved and adopted by the Board as presented.
(The Board approved the above resolution in a unanimous vote.)
Change in Dates for Kuala Lumpur Meeting
A change in the date for the 2004 meeting of the Board in Kuala Lumpur, Malaysia was presented for approval by Mr. Cohen with the reading of the following resolutions, which motion was seconded by Mr. Pisanty:
Whereas, in resolution 03.37 the Board authorized the President to make arrangements for the June 2004 ICANN meeting to be held in Kuala Lumpur, Malaysia;
Whereas, the President, during the preparation of the 2003-2004 budget has proposed that the date of this meeting be moved to July 2004;
Whereas, the local hosts have agreed to this change in dates;
Whereas, this change has been endorsed by the Meetings Committee of the ICANN Board of Directors;
Resolved [03.96] that the President is authorized to make arrangements for the holding of an ICANN meeting in Kuala Lumpur, Malaysia on 19-23 July 2004.
(The Board approved the above resolutions in a unanimous vote.)
Approval of 2003-2004 Budget
Mr. Twomey, ICANN’s President, presented the 2003-2004 Budget to the Board for approval, which motion was seconded by Mr. Campos and the following resolutions put to a vote.
Whereas, ICANN's bylaws require that the President prepare and submit to the Board a proposed annual budget of the Corporation for the next fiscal year;
Whereas, the President, with the endorsement of the Finance Committee and with the assistance of the Budget Advisory Group, has followed an open and consultative process in developing the budget, with a Preliminary Budget discussed at ICANN's March 2003 meeting in Rio de Janeiro, Brazil; with subsequent discussion and other comments on that Preliminary Budget; with the President’s submission of a Proposed 2003-2004 Budget on 17 May 2003; with minor modifications made to that Proposed Budget and posted on 24 June 2003; and with presentation of the Proposed 2003-2004 Budget as modified at the ICANN Public Forum on 25 June 2003 ("Proposed Budget");
Whereas, the Board has reviewed the Proposed Budget and has found that its adoption is in the best interests of the Corporation;
Resolved [03.97] that the Proposed Budget is hereby adopted as the annual budget of the Corporation for the fiscal year beginning 1 July 2003 (as adopted, the "Budget"); and
Further resolved [03.98] that the President is authorized and directed to implement and carry out the Budget and is directed to inform the Board of material variances from the Budget during the upcoming 2003-2004 fiscal year.
(The Board approved the above resolutions in a unanimous vote.)
Appointment of Independent Auditors for 2002-2003 Fiscal Year
Mr. Cerf read for the Board resolutions regarding appointment of the company’s independent auditors for the year just concluded, following which the below resolutions were presented by Mr. Schink and seconded by Ms. Wilson:
Whereas, the Audit Committee has recommended that ICANN seek to retain KPMG LLP to conduct an audit of ICANN's financial statements for the 2002-2003 fiscal year;
Whereas, the President has negotiated with KPMG LLP, in consultation with the Audit Committee, regarding the terms of its engagement to audit ICANN's financial statements for the 2002-2003 fiscal year;
Resolved [03.99] that the Audit Committee is delegated authority to authorize the President to enter into an agreement with KPMG LLP, for the conduct of the audit of ICANN’s financial reports for the 2002-2003 fiscal year.
(The Board approved the above resolution in a unanimous vote.)
ICANN’s Geographic Regions
Mr. Chapin reads resolutions regarding the allocation process of assigning countries to one of five geographic regions for ICANN, which, as presented by Mr. Chapin were seconded by Mr. Kyong. The Board engaged in discussion of the appropriateness of the allocation process, and some board members expressed discomfort with ICANN’s oversight of this issue. Mr. Abril states his intention to abstain from the vote, with the view that the issue is beyond the mission of ICANN. Mr. Abril raises a concern that there should be flexibility for choice by the relevant countries. Mr. Cerf asks the board members to consider, however, whether giving countries a choice in the matter would be feasible. Mr Diop voices the view that review of the allocation method should be undertaken in conjunction with changes in the underlying U.N. document on which the method is based, and changes considered at such times. Mr Pisanty echoes concerns about the appropriateness of the action voiced by Mr. Abril, but states he will nonetheless vote in favor of the resolutions, as changing the current method and process would be a large task. Mr. Quaynor states a belief that physical location of a country should be a determining factor. The Board then proceeded with a vote on the following resolutions.
Whereas, Article VI, Section 5, of the ICANN Bylaws requires the Board to define a specific allocation of countries and territories among five geographic regions (Europe; Asia/Australia/Pacific; Latin America/Caribbean islands; Africa; North America), and to review that Section at least every three years to determine whether any change is appropriate;
Whereas, this allocation is different from, and independent of, the designated regions of the Regional Internet Registries;
Whereas, at its July 2000 meeting in Yokohama, the Board in resolution 00.64 directed the staff "to assign countries to geographic regions on the basis of the United Nations Statistics Division's current classifications of "Countries or areas, codes and abbreviations," as revised 16 February 2000, and "Composition of macro geographic (continental) regions and component geographical regions," as revised 16 February 2000," with the understanding that dependent territories be grouped together with the country of citizenship for the territory;
Whereas the staff proceeded to create an allocation table on that basis;
Whereas the existing definition of geographic regions and the associated allocation table have functioned well, without significant controversy, over the past three years;
Whereas the staff has prepared and posted an updated allocation table on the basis of the most recent (March 2003) version of the United Nations Statistics Division documents;
Resolved [03.100] that the ICANN Board reaffirms the existing definition of five geographic regions and reaffirms the existing methodology for allocating specific countries and territories to particular regions, pursuant to Article VI, Section 5, of the ICANN Bylaws, and
Further resolved [03.101] that the ICANN Board adopts the allocation table posted by the staff on 5 June 2003.
(The Board’s vote in favor of the resolutions is 13-1-3, with Mr. Auerbach voting against, and Messrs. Abril, Mueller-Maguhn and Quaynor abstaining.)
Approval of Proposal by At-Large Advisory Committee
Resolutions regarding the formation of the At-Large Advisory Committee (“ALAC”) were presented by Mr. Quaynor for consideration, and seconded by Mr. Campos. Mr. Auerbach commented on the unwieldy nature of the structure, but expressed hope that it would be successful in its goals. The Board then proceeded with a vote on the following resolutions:
Whereas, on 15 June 2003 the Interim At-Large Advisory Committee posted a document describing its recommendations concerning the process for forming At-Large Structures and Regional At-Large Organizations (RALOs);
Whereas, public comment was invited on that document, both by e-mail and at the ICANN Public Forum in Montréal on 25 June 2003;
Whereas, after considering the public comments received, the Board concludes that the recommendations of the Interim At-Large Advisory Committee should be adopted and approved;
Resolved [03.102] that the Board hereby adopts the recommendation of the Interim At-Large Advisory Committee on "minimum criteria for an At-Large Structure", and hereby establishes them under Article XI, Section 2(4)(i) of the bylaws as the criteria and standards for the certification of At-Large Structures within all Geographic Regions, subject to revision for any region upon the entry of a Memorandum of Understanding between ICANN and the RALO for that region;
Further resolved [03.103] that the Board approves the "certification process for At-Large Structures" and "Application for 'At-Large Structure’ (ALS) designation" recommended by the Interim At-Large Advisory Committee;
Further resolved [03.104] that the Board hereby adopts the "Proposed procedures for Board review of ALAC certification decisions" as recommended by the Interim At-Large Advisory Committee, and hereby establishes them under Article XI, Section 2(4)(i) of the bylaws as the procedures for review of At-Large Advisory Committee decisions to certify or de-certify At-Large Structures; and
Further resolved [03.105] that the Board hereby adopts the "Proposed guidelines for the form of each Regional At-Large Organizations' (RALO) Memorandum of Understanding (MOU) to be entered into with ICANN" as recommended by the Interim At-Large Advisory Committee, and hereby establishes them under Article XI, Section 2(4)(g) of the bylaws as the criteria and standards for the certification of RALOs.
(The Board approved the above resolutions in a unanimous vote.)
Mr. Cerf calls upon Mr. Kraaijenbrink to read into the record resolutions regarding the formation of a Country-Code Names Supporting Organization for ICANN; Mr. Kraaijenbrink then makes a motion for consideration by the Board, which motion is seconded by Mr. Quaynor. Mr. Mueller-Maguhn then raises consideration of an amendment to the proposed language of the ccNSO bylaws. Mr. Cerf suggests the Board discuss and vote on an inclusion of the amendment language, as proposed by Mr. Mueller-Maguhn. Mr. Auerback seconds Mr. Mueller-Maguhn’s motion, and the process of discussion of the proposed amendment by the Board commences. Various board members raise the point of being leery of last-minute amendments to heavily negotiated language, and the interests of a minority group as voiced in the proposed amendment taking on too much significance. After deliberation, discussion, and the exchange of view-points on the proposed amendment, Mr. Cerf calls for a vote on including the language by Mr. Mueller-Maguhn, and the proposal for inclusion of the language does not pass. Mr. Cerf then calls on the Board to vote on the language as originally proposed. The below resolutions were then approved by acclamation by the Board, and the Country-Code Names Supporting Organization’s bylaws approved and adopted as originally proposed.
Whereas, beginning in March 2002 the ICANN community engaged in intensive discussion, led by the Committee on ICANN Evolution and Reform (ERC), concerning reforms to ICANN’s procedures and organizational structures;
Whereas, on 31 October 2002 the Board adopted New Bylaws to implement most aspects of the resulting reforms, to become effective upon adoption of a transition article for the bylaws, which occurred on 15 December 2002;
Whereas, one important goal of the 2002 ICANN reform process was development of a Country-Code Names Supporting Organization (ccNSO);
Whereas, in September 2002 the ERC appointed a ccNSO Assistance Group, consisting of ccTLD managers, participants of the GAC, and other knowledgeable members of the community to develop recommendations concerning the structure and processes of a ccNSO;
Whereas, the ccNSO Assistance Group prepared and posted ten reports, with numerous recommendations, and in this process adjusted its recommendations to reflect public comments received;
Whereas, this process was not completed in time for inclusion of provisions concerning the ccNSO in the New Bylaws;
Whereas, the ccNSO Assistance Group posted its compiled recommendations, reflecting comments received online and in numerous consultations with ccTLD managers, on 26 February 2003;
Whereas, after additional public comment, on 22 April 2003 the ERC posted its Fifth Supplemental Implementation Report, which endorsed, with minor adjustments, the recommendations of the ccNSO Assistance Group;
Whereas, after comment by ccTLD regional groups and others, on 29 May 2003 the ERC posted its Response to Comments Received on its ccNSO Recommendations;
Whereas, on 13 June 2003, the General Counsel posted a set of proposed amendments to the bylaws to implement the ERC’s recommendations;
Whereas, at the Montréal meeting the assembled ccTLD managers, members of the Governmental Advisory Committee, and other members of the ICANN community intensively discussed the proposed amendments to the bylaws, leading to various adjustments to the language of the proposed amendments;
Whereas, the Governmental Advisory Committee has stated in its Montréal communiqué that the proposed amendments to the bylaws, as adjusted in the discussions, address its concerns regarding the ccNSO structure and procedures;
Whereas, the ccTLD managers have stated in their Montréal communiqué support for the proposed amendments to the bylaws as adjusted;
Whereas, in discussions at the ICANN Public Forum on 25 June 2003, several representatives of ccTLD managers and regional groups of ccTLD managers expressed their support for the proposed amendments to the bylaws as adjusted;
Whereas, the Board is satisfied that proposed amendments to the bylaws as adjusted are broadly supported in the community of ccTLD managers and other affected parties, and that their adoption will help ICANN fulfill its mission by bringing into the ICANN process meaningful participation of ccTLD managers, which represent a very important segment of the Internet community;
Resolved [03.106] that the Board adopts the amendments to the bylaws shown in Appendix A to these minutes; and
Further resolved [03.107] that on behalf of the Internet community the Board expresses its deep appreciation to the members of the ccNSO Assistance Group and other ccTLD managers, as well as the Governmental Advisory Committee and others in the community who participated in the discussions, for their vital assistance on achieving this important milestone in ICANN’s evolution.
[The Board takes a short break, and reconvenes to continue the meeting with discussion of the ccNSO Launching Group.]
ccNSO Launching Group
Mr. Cerf invites Mr. Pisanty to introduce proposed resolutions to establish the framework for a launching group for the ccNSO. Mr. Pisanty reads the resolutions for the benefit of those directors participating by phone, then moves to adopt the resolutions. Mr. Pisanty’s motion is seconded by Mr. Kraaijenbrink. Mr. Twomey asks a procedural question regarding the method by which the in-formation ccNSO can be consulted through the launching group. Mr. Twomey’s question is answered by Mr. Touton, ICANN’s General Counsel, who also clarifies the role and authority of the launching group. Mr. Cerf then calls for a vote on the proposed resolutions.
Whereas, the Board has approved Appendix A to these minutes, consisting of an amendment to the Corporation's bylaws to establish a ccNSO;
Resolved [03.108] that the Board hereby requests the nine ccTLD members of the ccNSO Assistance Group to call for an additional six members to join with the nine ccTLD members of the Assistance Group, to form a launching group for the ccNSO ("Launching Group"), the membership of which Launching Group shall be identified in writing to the Secretary within thirty days following the adoption of these resolutions;
Further resolved [03.109] such Launching Group shall have authority to solicit additional ccTLD managers to join with the members of such Launching Group to eventually comprise the ccNSO, which shall be deemed constituted once thirty members have joined;
Further resolved [03.110] that such Launching Group shall also have the authority to establish a schedule and procedures for the selection of the initial ccNSO Council; and
Further resolved [03.111] that such Launching Group shall not have the authority (a) to initiate a ccPDP or (b) otherwise engage in development of substantive policies, or (c) select on behalf of the ccNSO any director or observer or other participant in any ICANN body.
(The Board’s vote in favor of the resolutions is 16-1-0, with Mr. Auerbach voting against the proposed resolutions on the basis that the resolutions were not provided to him sufficiently in advance of the meeting to allow time for consideration of the proposal.)
Sponsored TLD Request for Proposals
Mr. Cerf begins the discussion of the sTLD RFP by describing the intent of the resolutions, namely both to pursue commentary on the draft RFP posted, and request the company prepare for a more intensive, in-depth study of the creation of new TLDs as a general matter and the appropriate philosophy and framework for the process. Mr. Campos then puts the resolutions regarding the sTLD RFP on the table, which motion is seconded by Mr. Cohen. The Board then proceeds to discuss particular issues, including whether a new round for creation of sTLDs should be limited to those proposals from 2000, and the process and requirements for operation of a registry. Board members, including Mr. Auerbach, question the appropriate criteria (if any), beyond technical capability that should be considered when granting a TLD. Mr. Diop expresses a concern regarding consumer protection, and as a corollary point Mr. Cerf raises the idea that some type of business asset protection should be instituted by each registry operator. Mr. Auerbach extends this reasoning to the need for ICANN to at least encourage practices that give some level of protection to consumers registered within a particular registry. Concerns regarding TLD confusion are raised, including in the context of the introduction of internationalized domain names.
Mr. Abril raises a question regarding the two-part nature of the resolutions addressing both the sTLD RFP and the future of the creation of new TLDs generally. Mr. Abril expresses a concern that with respect to the sTLD RFP, input should be received from concerned groups. Mr. Cerf suggests, which suggestion is accepted, that ICANN’s supporting organizations such as the GNSO are to be invited, and encouraged, to comment during the 60 day comment period for the RFP.
At this time Mr. Cerf calls for a formal vote on the following resolutions.
Whereas, in resolution 02.152 the Board directed the President to develop a draft request for proposals for the Board's consideration for the purpose of soliciting proposals for a limited number of new sponsored gTLDs (sTLDs);
Whereas, on 25 March 2003 ICANN posted Criteria to Be Used in the Selection of New Sponsored TLDs as a topic paper for the Rio de Janeiro meeting;
Whereas, comments were received on that topic paper at the Public Forum held in Rio de Janeiro on 26 March 2003 and by e-mail;
Whereas, on 24 June 2003 the ICANN staff posted draft materials for a request for proposals for a limited number of new sTLDs;
Whereas, the draft materials were discussed at the ICANN Public Forum in Montréal on 25 June 2003 and are open for public comment by e-mail;
Whereas, the public comment raised various issues, including whether the request for proposals should be limited to applicants who proposed sTLDs in the November 2000 new-TLD selection process, or whether applications should also be accepted at this stage from others wishing to propose sTLDs;
Whereas, the Board places high priority on developing an appropriate long-term policy for introduction of new gTLDs into the domain-name system using predictable, transparent, and objective procedures;
Resolved [03.112] that the Board invites public comment, to be submitted by e-mail on or before 25 August 2003, on the draft request for proposals for sTLDs, posted on 24 June 2003, and specifically (a) notes that it has an open mind concerning whether the request for proposals should be limited to applicants who proposed sTLDs in the November 2000 new-TLD selection process, or whether applications should also be accepted at this stage from others wishing to propose sTLDs and (b) requests public comment on that issue; and
Further resolved [03.113] that the President is requested to provide to the Board, no later than 26 July 2003, a detailed plan and schedule for development of an appropriate long-term policy for introduction of new gTLDs into the domain-name system using predictable, transparent, and objective procedures, including at least the following elements:
(a) completion of the presently ongoing review of the results of the new-TLD proof of concept initiated in 2000;
(b) obtaining advice and analysis on issues pertinent to such a long-term policy from appropriate sources;
(c) commencement of a well-focused Policy-Development Process within the Generic Names Supporting Organization on such a long-term policy; and
(d) consultation with ICANN’s Advisory Committees and other Supporting Organizations.
(The Board adopts the above resolutions, 16-0-1, with Mr. Abril abstaining due to certain affiliations and relationships with registry operators.
Approval of Check Signing Authorization and Expense Reimbursement
Mr. Cerf reads the following resolutions into the record, and puts the proposal for adoption on the table. Mr. Touton, ICANN’s General Counsel, makes a minor clarifying amendment to the resolutions. Mr. Kyong seconds the motion, and the Board proceeds to a vote.
Whereas, on 22 May 2003, Louis Touton, ICANN’s currently serving Vice President, General Counsel, and Secretary announced he would end his service to ICANN, which is scheduled to conclude at the adjournment of this meeting;
Whereas, in resolution 03.94 the Board elected Daniel E. Halloran, effective upon Mr. Touton's resignation as Secretary, to serve as Acting Secretary;
Whereas, ICANN desires to establish certain check-signing authority of the Acting Secretary, in replacement of the check-signing authority that it previously accorded to Mr. Touton;
Resolved [03.114] that as ICANN’s Acting Secretary, Daniel E. Halloran may authorize disbursements of ICANN’s funds, and sign checks of ICANN, in amounts of US$ 10,000 or less until such time as a Vice-President of Business Operations of ICANN is duly appointed and confirmed;
Further resolved [03.115] that Daniel E. Halloran may authorize disbursements of ICANN’s funds, and sign checks, for the services of Dr. Paul Twomey, as ICANN’s President, that fulfill the terms of the Managerial and Consulting Services Agreement entered into by ICANN and ArgoPacific, not to exceed US $22,366 dollars per month pursuant to the terms of such agreement until such time as a Vice-President of Business Operations of ICANN is duly appointed and confirmed; and
Further resolved [03.116] that the Board, acting under Article XIII, Section 8 of the bylaws, hereby designates Daniel E. Halloran, during his service as Acting Secretary, to approve reimbursements to the President of expenses incurred in connection with performance the President’s duties to ICANN, in amounts of US$10,000 or less until such time as a Vice-President of Business Operations of ICANN is duly appointed and confirmed.
(The Board’s vote in favor of the resolutions is 16-0-1, with Mr. Twomey abstaining from the vote.)
Thanks for Meeting Assistance
The below resolution was read into the record and proposed by Mr. Twomey, seconded by Mr. Cerf, and adopted by the Board by acclamation.
Whereas, ICANN has successfully completed its June 2003 meeting in Montreal; Whereas, the planning and execution of the meeting has been conducted in exemplary fashion; Whereas, the gracious and warm hospitality, splendid facilities, strong support, and close attention to fulfilling the needs of participants have all been truly magnificent;
It is therefore resolved [03.117]: The ICANN Board expresses its deep appreciation and thanks, on its own behalf and on behalf of all participants, to the CIRA for hosting this meeting: Specifically we wish to thank Maureen Cubberly, Bernard Turcotte, Gabriel Ahad, Lynn Gravel, and Sophie Gullemette of JPDL, the onsite coordinator. The Board also extends its thanks to all sponsors of the meeting, including BCE, Verisign, Tucows, AusRegistry, ICM Registry, Hostopia, Public Internet Registry, EasyDNS, BLG Canada, TM Domain Registry, .NU Domain, and Uniform S.A. The Board expresses its great appreciation to John Crain, Diane Schroeder, Theresa Swinehart, Mary Hewitt, Dan Halloran, Anne-Rachel Inne, Steve Conte; Barbara Roseman, Denise Michel, Michael Evans, Tina Dam, Nelle Connell, Michelle Cotton, Laura Brewer; and Terri Darrenougue and the rest of the ICANN staff for their dedicated efforts in ensuring the smooth operation of the meeting.
(Mr. Cerf introduces the topic of thank-you resolutions for ICANN’s departing General Counsel, Louis Touton, and for departing Board members. The following resolutions are read into the record and adopted by acclamation.)
Thanks to Louis Touton
Whereas, Louis Touton has served ICANN since before its creation in September 1998, working with Jon Postel, the original Internet Assigned Numbers Authority;
Whereas, Louis has devoted countless hours working selflessly and tirelessly to serve the Internet community through the ICANN process;
Whereas, Louis has dedicated virtually all his time and efforts since his arrival at ICANN as its Vice President and General Counsel;
Whereas, Louis Touton has served with distinction all three of the presidents and the two chairpersons of ICANN, to date;
Whereas, Louis has exhibited an uncanny ability to remember virtually every action, transaction, resolution, and contract detail on demand;
Whereas, Louis has contributed to the technical, legal, and policy well-being of ICANN in countless ways and at all times during his tenure;
Therefore, the Board of ICANN resolves [03.118]:
1. That Louis Touton has earned the immeasurable gratitude of the Internet Community, the ICANN Board members, and colleagues at ICANN;
2. That the Board expresses its specific appreciation for the support, guidance, and expertise with which Louis has served every Board member as General Counsel;
3. That Louis Touton shall be enrolled as entry #4 on the IANA Special People Numbers Registry (SPNR) per exhibit A below;
Special People Numbers Registry (SPNR) - per IANA
(last updated 2003-06-25)
For those who have worked for the benefit of the Internet into
the wee hours too often, for too little compensation, and with
too little public appreciation.
Thank you for your dedication.
1 Jon Postel
2 Joyce K Reynolds
3 Bob Braden
4 Louis Touton
5 Daniel Karrenberg
6 Stephen Crocker
7 Scott Bradner
8 Stephen Wolff
(registry created 2003-06-25)
4. That Louis Touton shall have a tree planted in his name at the Russ Hobby ranch in Northern California, adjacent to the tree planted for Jon Postel in 1998; and
5. That the Board expresses its wish that Louis will depart from ICANN with great pride in his contributions and find long life and great satisfaction in his future endeavors. The Board expresses the wish that he will make himself available from time to time for consultation with his ICANN colleagues.
Live long! and Prosper!
Thanks to Amadeu Abril i Abril
Whereas, Amadeu Abril i Abril was named to serve the ICANN Board by the Domain Name Support Organization in November 1999;
Whereas, Amadeu has served ICANN as chairman of the Conflicts of Interest Committee, and member of the Reconsideration Committee and the Board Governance Committee;
Whereas, Amadeu has carried out his duties as Director with skill, panache, and an unfailing sense of responsibility and adherence to principles;
Whereas, Amadeu has served as a moral compass and conscience for the Board;
Therefore the Board of Directors of ICANN resolves [03.119]:
1. That Amadeu Abril i Abril has earned the respect and deep gratitude of the ICANN Board and constituents for long and faithful service; and
2. That the Board wishes Amadeu Abril i Abril success and satisfaction in his new role in the GNSO and looks forward to his continued contributions to the work of ICANN in support of the Internet Community.
Thanks to Karl Auerbach
Whereas, Karl Auerbach was elected by popular vote to the ICANN Board in November 2000;
Whereas, Karl served ICANN ably as a member of the Committee on Conflicts of Interest and the Internationalized Domain Name Internal Working Group;
Whereas, Karl served with great diligence, determination and considerable attention to his duties as a Board member;
Therefore, the Board of Directors of ICANN resolves [03.120]:
1. That Karl Auerbach has earned the appreciation of the Board of Directors, that it offers without limitation;
2. That Karl has brought special technical expertise to his role on the Board; and
3. And that the Board wishes Karl Auerbach all good things in his future work.
Thanks to Jonathan Cohen
Whereas, Jonathan Cohen has served as an ICANN Director since November 1999, at the election of the Domain Name Supporting Organization;
Whereas, Jonathan has served as Chairman of the Meetings Committee, and as a member of the Finance, Conflicts and Board Governance Committees;
Whereas, Jonathan has brought extraordinary energy, enthusiasm and clarity of thought to the ICANN Board;
Therefore, the Board of ICANN resolves [03.121]:
1. That Jonathan Cohen has earned great respect, gratitude and admiration of the Board and the ICANN Community;
2. That Jonathan has brought color and humanity to his task as a member of the Board; and
3. and that the Board expresses its great appreciation for the years of service given by Jonathan Cohen and that it wishes health and success to him in all his future years.
Thanks to Francisco da Silva
Whereas, Francisco A Jesus da Silva was nominated to the Board of ICANN by the Protocol Support Organization in December 2002;
Whereas, Francisco Jesus da Silva has served with distinction and energy as a member of the Board of ICANN and as a member of the Board Governance Committee;
Whereas, Francisco brought to the Board a unique perspective regarding technology and policy;
Whereas, Francisco Jesus da Silva will return to the Board in a Liaison role;
Therefore, the Board of ICANN resolves [03.122]:
1. that Francisco Jesus da Silva has earned the great respect and appreciation of the ICANN Board and Community for his term of service on the ICANN Board;
2. that Francisco blended a unique sense of humor with his skill and thoughtful deliberations as a Board member;
3. that the Board expresses its great appreciation to Francisco Jesus da Silva for his commitment to ICANN and its work and wishes for his continuing success in his new role in the ICANN process.
Thanks to Hans Kraaijenbrink
Whereas, Hans Kraaijenbrink has served as a Director of the Board of ICANN from its beginning in October 1998;
Whereas, Hans has served with unmatched energy, honor and distinction as the Chair of the Reconsideration Committee, Chair of the Board Governance Committee and as a member of the Executive Committee, the Evolution and Reform Committee, the Advisory Committee on Independent Review, the Election Committee, and the CEO Search Committee;
Whereas, Hans has brought tenacity, adherence to principles and a profound sense of responsibility to the mission of ICANN;
Whereas, the ICANN and its Community has been shaped in countless ways by the tireless efforts of Hans Kraaijenbrink, most notably in his service on the Evolution and Reform Committee in the matter of the formation of the ccTLD Names Support Organization (ccNSO);
Therefore the Board of Directors resolves [03.123]:
1. that Hans Kraaijenbrink has earned the deep respect, gratitude and admiration of the Board and the ICANN community;
2. that Hans has brought discipline and devotion to duty and service to the highest level of distinction during his term of service;
3. that the Board expresses on behalf of the ICANN Community and itself its unending appreciation for Hans Kraaijenbrink’s contributions and its wish for Hans’ long and healthy life filled with satisfying challenges and success.
Thanks to Sang-Hyon Kyong
Whereas, Sang-Hyon Kyong has served as a Director of the Board of ICANN since October 2000, having been elected by the Address Support Organization;
Whereas, Sang-Hyon has served with distinction as a member of the Executive Committee, the Internationalized Domain Name Committee and the Meetings Committee;
Whereas, Sang-Hyon has brought particular care and attention to consistency and clarity to his work on behalf of ICANN and its community;
Therefore, the Board of ICANN resolves [03.124]:
1. that Sang-Hyon Kyong has earned the praise, appreciation and respect of the ICANN Board and the ICANN Community;
2. that Sang-Hyon has brought dignity and thoroughness to the deliberations of the ICANN Board;
3. that the Board expresses its great gratitude to Sang-Hyon Kyong for his service to the Board and the ICANN Community and offers to him its wish for long and healthy life filled with satisfaction and success.
Thanks to Andy Mueller-Maguhn
Whereas, Andy Mueller-Maguhn was elected by popular vote to the ICANN Board in November 2000;
Whereas, Andy has served the ICANN Board well as a member of the Meetings Committee and as Chair of the President’s Committee on Privacy;
Whereas, Andy has brought to the Board an unmatched devotion to freedom of speech and personal privacy and the interest of individual users of the Internet;
Therefore, the Board of ICANN resolves [03.125]:
1. that Andy Mueller-Maguhn has earned the respect and gratitude of the ICANN Board and Community for his period of service as a Director;
2. that Andy has unfailingly reminded the Board of its responsibility to the global Internet user community;
3. that it expresses its deep appreciation for Andy Mueller-Maguhn’s service to the ICANN Board and that it wishes for him health, long life and all success in his future work, notably as chairman of the President’s Committee on Privacy.
Thanks to Jun Murai
Whereas, Jun Murai has served as a Director of ICANN from its beginning in October 1998;
Whereas, Jun has served with distinction as Chair of the Root Server System Advisory Committee from its founding, as a member of the Audit Committee and the At-Large Nominating Committee;
Whereas, Jun Murai has brought to the Board a broad, deep and innovative understanding of the Internet and its operation;
Therefore, the Board of ICANN resolves [03.126]:
1. that Jun Murai has earned the great respect and appreciation of the ICANN Board and Community;
2. that Jun has contributed enormously to the continued stability of the Internet and the ability of the Domain Name System to absorb seemingly unlimited growth;
3. that the Board expresses its heartfelt gratitude for many years of service to ICANN, the ICANN and the Internet Community and its wish for his long life, happiness, and reward for work well done.
Thanks to Nii Quaynor
Whereas, Nii Quaynor was elected by popular vote to the Board of ICANN in November 2000;
Whereas Nii has served with honor and distinction as a member of the Membership Advisory Committee, the Evolution and Reform Committee, the Executive Committee, and the CEO Search Committee;
Whereas Nii has brought a special perspective of the developing world to the Board of ICANN and an unmatched sense of dignity and fairness to its work;
Therefore, the Board of ICANN resolves [03.127]:
1. that Nii Quaynor has earned the trust, appreciation, and great respect of the ICANN Board and Community;
2. that Nii has contributed immeasurably to the continued growth of the Internet in Africa, especially with regard to the continuing formation of the African Network Information Centerl, among many other accomplishments;
3. that the Board expresses its deepest appreciation to Nii Quaynor for long years of service to the ICANN Board, ICANN, and the Internet Community and that it offers to Nii its wish for long life, happiness and success in all things.
Thanks to Helmut Schink
Whereas, Helmut Schink was appointed to the Board of ICANN by the Protocol Support Organization in September 2000;
Whereas, Helmut Schink has served with honor and distinction as Chairman of the Audit Committee, on the Finance Committee and as a member of the CEO Search Committee;
Whereas, Helmut has brought to his task as Board Member an abiding regard for precision and logical process;
Therefore, the ICANN Board resolves [03.128]:
1. that Helmut Schink has earned the great respect and deep gratitude of the ICANN Community and the Board for his period of service on the Board of ICANN;
2. that Helmut has contributed enormously to the proper operation and leadership of ICANN through his service on the various committees and his thorough attention to the details of corporate governance;
3. that the Board wishes for Helmut Schink health, long life, and lasting satisfaction in all his future endeavors.
Thanks to Linda Wilson
Whereas, Linda Wilson was named to the Board of ICANN from its origin in October 1998;
Whereas, Linda has served with enormous energy, skill and great leadership during the course of her long tenure and a Board member, as the Chair of the Finance Committee, the Chair of the Audit Committee, Chair of the Advisory Committee on Independent Review, Chair of the Nominating Committee, Chair of the At-Large Nominating Committee, member of the CEO Search Committee, and member of the Board Governance Committee;
Whereas Linda Wilson has served the ICANN board and the ICANN Community with tireless energy, unmatched skill and attention to detail, and commitment beyond all norms of duty and responsibility;
Whereas Linda has brought to her Board service great wisdom and moral authority;
Whereas Linda has given, without stint, and at considerable personal cost, five long years of service as a Board member;
Therefore, the Board of ICANN resolves [03.129]:
1. That Linda Wilson has earned the admiration, respect, and deepest gratitude of the Board and the ICANN Community;
2. That Linda has set a standard for devotion to duty and responsibility beyond any reasonable expectation;
3. That Linda is a living embodiment of the meaning of service and leadership;
4. That it expresses its most heartfelt and passionate appreciation to Linda Wilson for her stewardship of all things ICANN and that it wishes for her long life, health, happiness, and endless satisfaction in all things that she undertakes.
Effective Time and Date of the New Board
Mr Touton introduces the below resolution for the Board, which is proposed by Mr. Cerf and seconded by Mr. Chapin, and unanimously adopted by the Board.
Whereas, Article XX, Section 2, Paragraph 5, of the ICANN bylaws calls for the Transition Board to establish the Effective Time and Date of the new Board;
Resolved [03.130] that the Board hereby declares the adjournment of this meeting to be the effective time and date of the new Board.
The meeting was then adjourned shortly before 12:00, noon, local time.