Minutes | Meeting of the Governance Committee of the Board (BGC) | 15 February 2023

BGC Attendees: Becky Burr, Sarah Deutsch (Chair), Avri Doria, Danko Jevtović, León Sánchez, and Matthew Shears

BGC Member Apologies: Edmon Chung

Other Board Member Attendees: Manal Ismail, Patricio Poblete, Sajid Rahman, and Katrina Sataki

ICANN org Attendees: Bart Boswinkle (Sr. Director, ccNSO Policy Development Support), Michelle Bright (Board Content Coordination Director), Xavier Calvez (SVP, Planning and Chief Financial Officer), Franco Carrasco (Board Operations Specialist), Samantha Eisner (Deputy General Counsel), John Jeffrey (General Counsel and Secretary), Elizabeth Le (Associate General Counsel), Becky Nash (VP, Planning), and Amy Stathos (Deputy General Counsel)

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

1. Agenda review – The Chair opened the meeting and then reviewed the meeting agenda.

2. IANA and PTI Planning Governance Recommendations – The BGC received a briefing on a proposal from the ICANN org Planning Team to reduce complexity and duplication in the strategic and operating planning process for IANA and PTI while continuing to preserve PTI as a separate legal entity and to preserve the principles of the IANA stewardship transition. The recommendations are: (i) align the PTI Strategic Plan period to the ICANN Strategic Plan Period; and (ii) align the timing of the PTI and ICANN annual operating plan and budget process, which will require a PTI Bylaws amendment. The PTI Board is supportive of opening a public comment proceeding for community input on the proposed recommendations. The Committee noted that the next step would be a briefing of the recommendations to the full Board before the PTI Board initiates the Bylaws amendment process.

   • Action: ICANN org to prepare briefing materials to full Board.

3. Discussion re BGC Questionnaire Exercise – The Committee discussed the responses received from the questionnaire that the BGC issued to Board Committees, Working Groups, Caucuses, and Ad-hoc groups regarding key governance issues. The Committee also discussed action items for the Committees, Working Groups, Caucuses, and Ad-hoc groups based upon the responses received. The Committee asked ICANN org to send the relevant action items on behalf of the BGC to each group, requesting that they review the action items and provide the BGC with their input including goals for completion.

   • Action: ICANN org to send the relevant action items on behalf of the BGC to each group, requesting that they review the action items and provide the BGC with their input, including goals for completion.

4. Discussion re Outline for the Consideration of Future ccPDP Recommendations – The Committee received a briefing from the Board Ad-Hoc Working Group on the ccNSO Retirement Recommendations on a proposed process for handling future ccNSO policy development recommendations. The BGC noted that the proposed process tracks the Framework for Establishing Board Working Groups and Caucuses, which was codified by the BGC in 2020 and amended in 2021. The BGC Chair noted that the Committee will take the proposal under consideration and will determine next steps.