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Minutes – Board Audit Committee (AC) Meeting

AC Attendees: Rita Rodin Johnston – Chair; Harald Alvestrand, Steve Crocker, and Dennis Jennings

Staff Attendees: John Jeffrey – General Counsel and Secretary; Kevin Wilson – Chief Financial Officer; Samantha Eisner, Diane Schroeder , and Amy Stathos

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

  1. Reviewed the minutes from the prior AC meeting, and all voting members in attendance unanimously approved the minutes.
  2. Discussed the proposed Cost Accounting and Procurement Guidelines as currently under review by both the AC and the Board Finance Committee (BFC).
    • Actions:
      • Staff to integrate AC comments provided during meeting into draft documents.
      • Staff to provide redlines of Cost Accounting and Procurement Guidelines showing revisions made to address BFC concerns, and AC concerns where already noted.
      • AC to review redlines and provide feedback to staff via email, to facilitate posting of these documents in advance of the ICANN meeting in Nairobi.
      • Staff to create communication and training tools for ICANN staff to advise on the details of the Cost Accounting and Procurement Guidelines and the processes to be followed.
      • Staff to provide update to AC in Nairobi on responses to suggestion that the process of matching invoices to purchasing and receiving documents be more formalized..
      • Staff to create standardized update process for providing AC with information on ICANN’s internal control processes.
  3. Discussed the AC Best Practice materials provided by staff, and helpful changes to the organization of the document to better structure the AC agenda and work plan.
    • Actions:
      • Staff to revise document in line with AC comments.
      • Staff to provide AC with prioritization of work on the following best practices: Coordination of meetings with the Risk Committee and BFC; moving forward with the formation of an Internal Audit function; next steps in the AC oversight of ICANN’s existing Whistleblower policy; AC meetings with ICANN executive team members; and how to meet the best practice of ensuring that sufficient financial expertise is available to the AC.
      • Staff to report to AC in Nairobi regarding potential uses of external consultants to the AC to meet recommended best practices, as well as ways for the AC to work with the Board Governance Committee to identify skills and expertise that may be beneficial to look for in future Board members.
      • Staff to provide materials in advance of the Nairobi meeting on the details and possible structure of the Internal Audit function to facilitate discussions in Nairobi.
  4. Received request from AC member to collect all outstanding AC action items, for committee review and agenda setting.
    • Action:
      • Staff to provide standardized report on action items on a regular basis to ensure that all outstanding items are completed.
Domain Name System
Internationalized Domain Name ,IDN,"IDNs are domain names that include characters used in the local representation of languages that are not written with the twenty-six letters of the basic Latin alphabet ""a-z"". An IDN can contain Latin letters with diacritical marks, as required by many European languages, or may consist of characters from non-Latin scripts such as Arabic or Chinese. Many languages also use other types of digits than the European ""0-9"". The basic Latin alphabet together with the European-Arabic digits are, for the purpose of domain names, termed ""ASCII characters"" (ASCII = American Standard Code for Information Interchange). These are also included in the broader range of ""Unicode characters"" that provides the basis for IDNs. The ""hostname rule"" requires that all domain names of the type under consideration here are stored in the DNS using only the ASCII characters listed above, with the one further addition of the hyphen ""-"". The Unicode form of an IDN therefore requires special encoding before it is entered into the DNS. The following terminology is used when distinguishing between these forms: A domain name consists of a series of ""labels"" (separated by ""dots""). The ASCII form of an IDN label is termed an ""A-label"". All operations defined in the DNS protocol use A-labels exclusively. The Unicode form, which a user expects to be displayed, is termed a ""U-label"". The difference may be illustrated with the Hindi word for ""test"" — परीका — appearing here as a U-label would (in the Devanagari script). A special form of ""ASCII compatible encoding"" (abbreviated ACE) is applied to this to produce the corresponding A-label: xn--11b5bs1di. A domain name that only includes ASCII letters, digits, and hyphens is termed an ""LDH label"". Although the definitions of A-labels and LDH-labels overlap, a name consisting exclusively of LDH labels, such as""icann.org"" is not an IDN."