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Preliminary Report | Organizational Meeting of the ICANN Board

Formal Minutes are still to be approved by the ICANN Board.

Note: This has not been approved by the Board and does not constitute minutes but does provide a preliminary attempt setting forth the unapproved reporting of the resolutions from that meeting. Details on voting and abstentions will be provided in the Minutes, when approved at a future meeting.

NOTE ON ADDITIONAL INFORMATION INCLUDED WITHIN PRELIMINARY REPORT – ON RATIONALES – Where available, a draft Rationale for each of the Board's actions is presented under the associated Resolution. A draft Rationale is not final until approved with the minutes of the Board meeting.

An Organizational Meeting of the ICANN Board of Directors was held in Montréal, Canada on 7 November 2019 at 09:30 local time.

Maarten Botterman, Chair, promptly called the meeting to order.

In addition to the Chair, the following Directors participated in all or part of the meeting: Becky Burr, Ron da Silva, Chris Disspain, Sarah Deutsch, Avri Doria, Rafael Lito Ibarra, Danko Jevtović, Akinori Maemura, Göran Marby (President and CEO), Mandla Msimang, Ihab Osman (telephonically), Nigel Roberts, León Sánchez (Vice Chair), Matthew Shears, and Tripti Sinha.

The following Board Liaisons participated in all or part of the meeting: Harald Alvestrand (IETF Liaison), Manal Ismail (GAC Liaison), Merike Käo (SSAC Liaison), and Kaveh Ranjbar (RSSAC Liaison).

Secretary: John Jeffrey (General Counsel and Secretary).

  1. Main Agenda:
    1. Election of ICANN Board Chair
    2. Election of ICANN Board Vice-Chair
    3. Appointment of Membership and Leadership of Board Committees
    4. Confirmation of Officers of ICANN
    5. PTI Member Meeting:

    6. Annual Meeting of the Member
    7. Election of PTI President
    8. Election of PTI Board Member

 

  1. Main Agenda:

    Maarten Botterman introduced the initial meeting of the new Board and asked for León Sánchez to assume leadership of the meeting for the first item. Göran Marby, President and CEO, indicated that he would abstain from voting on agenda items related to electing the Board Chair, Vice-Chair, and Chairs of Board Committees.

    1. Election of ICANN Board Chair

      León Sánchez introduced the agenda item. The Board then took the following action:

      Resolved (2019.11.07.45), Maarten Botterman is elected as Chair of the Board.

      Fifteen members of the Board approved of Resolution 2019.11.07.45. One member of the Board abstained. The Resolution carried.

    2. Election of ICANN Board Vice-Chair

      The Chair, Maarten Botterman, introduced the agenda item. The Board then took the following action:

      Resolved (2019.11.07.46), León Sánchez is elected as Vice-Chair of the Board.

      Fifteen members of the Board approved of Resolution 2019.11.07.46 by acclamation. One member of the Board abstained. The Resolution carried.

    3. Appointment of Membership and Leadership of Board Committees

      Tripti Sinha introduced the agenda item and read the proposed slate of members to serve on various Board Committees. The Board then took the following action:

      Resolved (2019.11.07.47), membership and leadership of the following Board Committees is established as follows:

      Accountability Mechanisms

      • León Sánchez (Chair)
      • Becky Burr
      • Sarah Deutsch
      • Chris Disspain
      • Avri Doria
      • Mandla Msimang
      • Nigel Roberts

      Audit

      • Sarah Deutsch (Chair)
      • Chris Disspain
      • Avri Doria
      • Danko Jevtović
      • Merike Käo
      • Akinori Maemura
      • Mandla Msimang

      Compensation

      • Maarten Botterman (Chair)
      • Ron da Silva
      • Sarah Deutsch
      • Chris Disspain
      • León Sánchez
      • Tripti Sinha

      Executive

      • Maarten Botterman (Chair)
      • Göran Marby
      • León Sánchez
      • Tripti Sinha

      Finance

      • Ron da Silva (Chair)
      • Harald Alvestrand
      • Becky Burr
      • Lito Ibarra
      • Danko Jevtović
      • Ihab Osman
      • Tripti Sinha

      Governance

      • Tripti Sinha (Chair)
      • Becky Burr
      • Ron da Silva
      • Ihab Osman
      • Kaveh Ranjbar
      • León Sánchez
      • Matthew Shears

      Organizational Effectiveness

      • Avri Doria (Chair)
      • Becky Burr
      • Lito Ibarra
      • Danko Jevtović
      • Mandla Msimang
      • Ihab Osman
      • Matthew Shears

      Risk

      • Lito Ibarra (Chair)
      • Harald Alvestrand
      • Merike Käo
      • Akinori Maemura
      • Kaveh Ranjbar
      • Nigel Roberts
      • Matthew Shears

      Technical

      • Akinori Maemura (Chair)
      • Harald Alvestrand
      • Lito Ibarra
      • Merike Käo
      • Kaveh Ranjbar
      • Nigel Roberts
      • Tripti Sinha

      Fifteen members of the Board approved of Resolution 2019.11.07.47. One member of the Board abstained. The Resolution carried.

      Rationale for Resolutions 2019.11.07.45 – 2019.11.07.47

      Article 7, Section 7.2 and Article 14 of the ICANN Bylaws call for the Board to appoint the Board Chair, Board Vice-Chair, and establish membership and leadership of each Board Committee, including filling any vacancies which may occur in these positions during the year.

      The appointment of the Board leadership and Board Committee membership and leadership is consistent with ICANN's Mission and is in the public interest as it is important to ensure that the Board and its Committees have the properly skilled expertise to carry forth ICANN's Mission, Commitments and Core Values.

      This decision will have no direct fiscal impact on the organization and no impact on the security, stability or resiliency of the domain name system.

      This is an Organizational Administrative Function that does not require public comment.

    4. Confirmation of Officers of ICANN

      The Chair introduced the agenda item. The Chair read the proposed slate of Officers of ICANN. The Board then took the following action:

      Resolved (2019.11.07.48), Göran Marby is elected as President and Chief Executive Officer.

      Resolved (2019.11.07.49), John Jeffrey is elected as General Counsel and Secretary.

      Resolved (2019.11.07.50), Xavier Calvez is elected as Chief Financial Officer.

      Resolved (2019.11.07.51), Susanna Bennett is elected as Chief Operating Officer.

      Resolved (2019.11.07.52), David Olive is elected as Senior Vice President, Policy Development Support.

      Resolved (2019.11.07.53), Ashwin Rangan is elected as Senior Vice President, Engineering & Chief Information Officer.

      Resolved (2019.11.07.54), Theresa Swinehart is elected as Senior Vice President, Multistakeholder Strategy and Strategic Initiatives.

      All members of the Board present voted in favor of Resolutions 2019.11.07.48, 2019.11.07.49, 2019.11.07.50, 2019.11.07.51, 2019.11.07.52, 2019.11.07.53, and 2019.11.07.54. The Resolutions carried.

      Rationale for Resolutions 2019.11.07.48 – 2019.11.07.54

      Pursuant to Article 15, Section 15.2 of the ICANN Bylaws "[t]he officers of ICANN shall be elected annually by the Board, pursuant to the recommendation of the President or, in the case of the President, of the Chair of the Board. Each such officer shall hold his or her office until he or she resigns, is removed, is otherwise disqualified to serve, or his or her successor is elected."

      The annual appointment of the Officers is consistent with ICANN's Mission and is in the public interest as it is important to ensure that the organization identifies individuals who assume the duty and responsibility for managing the organization and carry forth ICANN's Mission, Commitments and Core Values.

      This decision will have no direct fiscal impact on the organization and no impact on the security, stability or resiliency of the domain name system.

      This is an Organizational Administrative Function that does not require public comment.

    5. PTI Member Meeting:

    6. Annual Meeting of the Member

      The Chair introduced the agenda item, noting that the proposed actions on the agenda relate to annual governance requirements for Public Technical Identifiers. The Board took the following action:

      Resolved (2019.11.07.55), the ICANN Board confirms that this meeting is the Annual Meeting of the Member of Public Technical Identifiers ("PTI").

      All members of the Board present voted in favor of Resolution 2019.11.07.55. The Resolution carried.

    7. Election of PTI President

      The Chair introduced the agenda item to re-elect Kim Davies as the President of PTI, and the Board took the following action:

      Whereas, pursuant to Section 7.2 of the PTI Bylaws, ICANN as the sole member is required to annually elect a President of PTI.

      Resolved (2019.11.07.56), the ICANN Board, in its role as sole member of PTI, hereby re-elects Kim Davies as the President of PTI.

      All members of the Board present voted in favor of Resolution 2019.11.07.56. The Resolution carried.

    8. Election of PTI Board Member

      The Chair introduced the agenda item and Göran Marby, President and CEO, congratulated Jia-Rong Low on his new appointment to the PTI Board of Directors. The Board took the following action:

      Whereas, ICANN, in its role as sole member of PTI, has the obligation to elect all members of the PTI Board in accordance with Article 5 of the PTI Bylaws.

      Whereas, the term for Seats 1 and 3 of the PTI Board are up for election.

      Whereas, the Nominating Committee selected Lise Fuhr to serve again in Seat 1 of the PTI Board for the term beginning at the end of this meeting of the Member and ending at the end of the annual meeting of the Member in 2022, pursuant to Section 5.5.1.1 of the PTI Bylaws.

      Whereas, ICANN organization recommends that Jia-Rong Low, ICANN's Vice President, Stakeholder Engagement & Managing Director – Asia Pacific, to serve in Seat 3 of the PTI Board for the term beginning at the end of this meeting of the Member and ending at the end of the annual meeting of the Member in 2022, pursuant to Section 5.5.1.3 of the PTI Bylaws.

      Whereas, there are no other changes to the composition of the PTI Board.

      Resolved (2019.11.07.57), ICANN, in its role as sole member of PTI, re-elects Lise Fuhr to serve in Seat 1 of the PTI Board and elects Jia-Rong Low to serve in Seat 3 of the PTI Board, with terms ending at the end of the annual meeting of the member in 2022.

      All members of the Board present voted in favor of Resolution 2019.11.07.57. The Resolution carried.

      Rationale for Resolutions 2019.11.07.55 – 2019.11.07.57

      The resolutions taken here today fulfill ICANN's responsibility, as the sole member of PTI, to annually elect the President of PTI and elect Directors to the Board. The regular election of a PTI President and elections of Directors will allow the PTI Board to continue its work.

      The election of the PTI President and Board directors are taken fully in line with the obligations as set forth in the PTI Bylaws, and respectful of the community's recommendations of the proposed composition of the Board.

      These actions confirm ICANN's continued commitment to its Bylaws and ICANN's obligations surrounding the performance of the IANA Functions that are contracted to PTI. This also directly serves ICANN's mission to ensure the stable and secure operations of the Internet's unique identifiers, and serves the public interest in the continued stable performance of the IANA functions.

      None of the actions taken today are anticipated to have any impact on the security, stability or resiliency of the DNS, though PTI is essential to ICANN's security, stability and resiliency work. There are resource implications in supporting PTI, which are reflected in the PTI, IANA and ICANN Budgets.

      The appointment of the PTI President and the appointment of the PTI Board are Organizational Administrative Functions for which public comments were not necessary.

Published on 18 November 2019

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."