Minutes | Board Governance Committee (BGC) Meeting
BGC Attendees: Becky Burr (Chair), Maarten Botterman, Ron da Silva, Ram Mohan, and Lousewies van der Laan
Other Board Member Attendees: Cherine Chalaby, Sarah Deutsch, Chris Disspain, Lito Ibarra, Manal Ismail, Khaled Koubaa, George Sadowsky, Matthew Shears,
ICANN Org Attendees: Susanna Bennett (SVP & Chief Operating Officer), John Jeffrey (General Counsel and Secretary), Vinciane Koenigsfeld (Director, Board Operations), Elizabeth Le (Associate General Counsel), Wendy Profit (Manager, Board Operations), and Amy Stathos (Deputy General Counsel)
The following is a summary of discussions, actions taken, and actions identified:
Board Member Peer Evaluation Reviews – The Committee noted that Board Liaisons are included in the peer evaluation process and they have been included in the cadence for upcoming reviews. The Committee noted that the peer evaluations that were launched in November 2017 have been completed. The next step in the evaluation process would be for the Board member being evaluated to meet with the Board Chair about the results of the evaluation. The Committee discussed and agreed that the Board member being evaluated should be permitted, at the member's discretion, to bring in another Board member into the meeting with the Board Chair about the results of the evaluation. The BGC also discussed whether a leadership development coach should be included as part of the discussion between the Board member being evaluated and the Board Chair. The BGC agreed that a leadership development coach should not be included in the session. Rather, leadership training can be utilized at the Board member's discretion as part of the Board member's yearly training budget. The BGC also discussed whether deadlines should be set by which meetings with the Board Chair to review the survey results must be completed. The Board Chair expressed a preference to conduct the sessions in person. The BGC agreed that the deadline should be by the next face to face meeting. The Committee also decided that no modifications to current peer evaluation survey questions is required in advance of the next round of reviews.
- Action(s): ICANN organization to distribute the survey results to the Board Chair and the Board member being evaluated.
Plan on Community Engagement re Board Member Integrity Screening Process – The BGC noted that integrity screening that was conducted of the Board members in November 2017 has been completed. The BGC discussed the next steps regarding the results of the screening and agreed to form a BGC Subcommittee on Ethics and Conflicts, which has the objective of reviewing the screening results and to provide recommendations to the BGC as appropriate. The Subcommittee shall be comprised of following members: George Sadowsky, Lito Ibarra and Sarah Deutsch. The BGC also discussed the plan to engage the community regarding the integrity screening process and agreed that a paper regarding the proposed process should be published for public comment prior to ICANN 61 with a blog from the BGC Chair to announce the public comment period. The BGC also agreed that the proposed integrity screening process should be included as one of the topics for the Board's sessions during ICANN 61 with the Supporting Organizations and Advisory Committees that do not currently use the integrity screening process facilitated by ICANN org. The BGC also discussed potential confidentiality concerns related to the screening process and requested that the Office of the General Counsel provide best practices recommendations on the process for treatment of confidential information as part of the screening process.
- BGC Sub-committee on Ethics and Conflicts to review the screening results and to provide recommendations to the BGC and Board.
- Board Chair to publish a blog reporting the results of screening following receipt of the Sub-committee on Ethics and Conflicts' recommendations.
- BGC Chair to publish blog announcing the public comment period for community input on the integrity screening process in advance of ICANN 61.
- ICANN org to publish proposed process for public comment.
- Office of General Counsel to provide best practices recommendations on the process for treatment of confidential information as part of the screening process in advance of ICANN 61.
- ICANN Board to include the integrity screening process as one of the topics for the Board's sessions during ICANN 61 with the Supporting Organizations and Advisory Committees during that do not currently use the integrity screening process facilitated by ICANN org.