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Minutes – 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 discussion, actions taken and actions identified:

  1. Reviewed and approved minutes from previous AC meeting.
  2. Discussed the proposed call for expressions of interest (“EOI”)for an independent external advisor to provide financial expertise, as needed, to the AC, including the extent of qualifications and ideas for dissemination of the call for EOIs. The AC agreed upon language for proposed call for EOIs and that the AC would provide an advisory to the full Board on this topic.
    • Actions:
      • Staff to finalize language for call for EOIs in line with AC comments.
      • Staff to draft cover memo explaining background on and introducing the role of an independent external advisor to provide financial expertise to the AC, for AC Chair review prior to circulation to the Board.
  3. Received update from staff on preparations for the independent audit of ICANN’s financial statements, and the planning to release the financial statements along with a blog posting regarding the financial statements.
    • Actions:
      • Upon completion, staff to circulate financial statements to AC for review.
      • Staff to organize AC meeting in sufficient time prior to publication to enable the AC to review and approve the publication of the financial statements.
  4. Received an update from staff regarding the new Controller who joined the organization since the prior AC meeting, as well as the completion of the engagement of a firm to perform the internal audit function, including the status of work on designated projects and anticipated delivery of reports to the AC. Also received an update on the status of the migration to a new financial reporting system, as well as updated internal procedures regarding internal controls.
    • Action:
      • Staff to provide report to the AC, and provide a copy to the Board Finance Committee, regarding the planned migration of the financial reporting system, including rationale for the selection of the identified system.
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."