Approval of Minutes

 

RESOLVED [01.__] that the minutes of the meetings of the Board for 25 September 2000, 17 and 31 October 2000, and 16 November 2000, are hereby approved and adopted by the Board as posted.

 

Ad Hoc Committee

 

Whereas, on 26 August 1999, in resolution 99.79, the Board established an ad hoc group to be charged with developing the objectives and proposing structures for future policies in the area of numbering, especially as required to meet global market needs and taking into account the convergence of information technology services and networks;

 

Whereas, an Ad Hoc Group on Numbering and Addressing was convened for discussion of these issues by way of a web-based public comment forum established for that purpose under the guidance of an editorial group;

 

Whereas, in the time since establishment of the forum various participants have made useful contributions to the web-based public comment forum on numbering and addressing issues, including an extensive report posted by Mark McFadden and Tony Holmes on 8 March 2001;

 

It is therefore

 

RESOLVED [01.__] that the Board refers the work product of the Ad Hoc Group on Numbering and Addressing to the Address Council of the Address Supporting Organization for further consideration and development of recommendations as appropriate by that body;

 

RESOLVED [01.__] that the Board declares the work of the Ad Hoc Group on Numbering and Addressing completed;

 

RESOLVED [01.__] that the Board requests the ICANN staff to arrange for continued on-line archiving of the substantive postings of the Ad Hoc Group for a suitable period of at least one year; and

 

RESOLVED [01.__] that the Board thanks Mark McFadden, Tony Holmes, and the editorial board for their significant contributions to the work of the Ad Hoc Group.

 

Budgetary Support of At Large Study

 

Whereas, Article II, Section 5 of the ICANN Bylaws provides for a comprehensive study of the concept, structure and processes relating to an "At Large" membership of ICANN;

 

Whereas, in resolution 00.11 the Board established a temporary Advisory Committee, known as the "At Large Membership Study Committee," to undertake this study;

 

Whereas, the At Large Membership Study Committee has presented to the Finance Committee a proposed budget for the study;

 

Whereas, the Finance Committee has reviewed that proposed budget and has made recommendations to the Board that funds be appropriated accordingly;

 

It is therefore

 

RESOLVED [01.__] that the President is authorized to expend funds of the Corporation in support of the At Large study in an amount not to exceed US$ 450,000 (of which US$ 100,000 has already been authorized by the Board) on direction of the Chair of the At Large Membership Study Committee, with the expectation that the Chair and members of the At Large Membership Study Committee will continue to expend these funds carefully in support of the accomplishment of the charter of that Committee.

 

Proposal for Revision of VeriSign Agreements

 

Whereas, a proposal has been presented to the Board for various revisions in the agreements among ICANN, Network Solutions, Inc., and the United States Department of Commerce that were approved on 4 November 1999 in resolutions 99.132 and 99.133 and were signed on 10 November 1999;

 

Whereas, the Board intends to consider what action, if any, to take on this proposal in its meeting scheduled for ___________, 2001;

 

It is therefore

 

RESOLVED [01.__] that the Board requests all members of the Internet community, including the Names Council and any of the constituencies and other participants in the Domain Name Supporting Organization, to provide comments on the substantive merits of the proposal no later than ____________, 2001;

 

RESOLVED [01.__] that the staff is directed to maintain through that date a web-based public comment forum for the purpose of receiving such comments.

 

New TLD Agreements

 

Whereas, in resolution 00.89 the Board selected seven proposals to operate or sponsor top-level domains for negotiations toward appropriate agreements between ICANN and the registry operator or sponsoring organization;

 

Whereas, in resolution 00.90 the Board authorized the President and General Counsel to conduct those negotiations on behalf of ICANN, subject to further Board approval or ratification, to enter into appropriate agreements;

 

Whereas, the base agreements have been negotiated with the four selected unsponsored top-level domain registry operators (NeuLevel, Afilias, Global Name Registry, and RegistryPro);

 

Whereas, the base agreements and many of the associated appendices, as completed and agreed by the negotiators, have been posted for public comment;

 

Whereas, the Board has received a presentation from the General Counsel and the proponents on the progress and results of their negotiations;

 

Whereas, comments from the public have been received on a web-based public comment forum and at a Public Forum held on 12 March 2001;

 

Whereas, the Board has considered the posted agreement and appendices, the presentations, and public comments and finds that approval of the agreements is necessary and appropriate to further ICANN’s purposes;

 

It is therefore

 

RESOLVED [01.__] that the President and General Counsel are authorized and requested to complete negotiation of the remaining unsponsored top-level domain appendices as soon as feasible and to post the resulting appendices on the ICANN web site, along with any minor corrections or adjustments to the base agreement and appendices as already posted;

 

RESOLVED [01.__] that the Board shall be notified of the complete posting of the agreement and appendices for any of the four unsponsored top-level domains (.biz, .info, .name, and .pro) and after that notification seven days shall be allowed for Board members to make any additional comments to the President and General Counsel;

 

RESOLVED  [01.__] that in the absence of the request of any Board member to the contrary based on policy considerations, the President is authorized to sign the posted agreements after the conclusion of those seven days; and

 

RESOLVED [01.__] that upon signature of the agreements the President is authorized to take such actions, including causing reports to be made to the United States Department of Commerce, as appropriate to implement the agreements.

 

Appointment of Auditors

 

Whereas, the Board has received a report of the Audit Committee recommending that KPMG, LLP, be engaged to conduct an audit of the Corporation’s financial matters for the fiscal year ending 30 June 2001;

 

It is therefore

 

RESOLVED [01.__] that KPMG, LLP, are appointed to conduct the annual financial audit of the Corporation for the fiscal year ending June 30, 2001, for a fee not to exceed US$28,000 and to conduct selective reviews of ICANN’s financial management for an additional amount not to exceed US$ 10,000;

and

RESLOVED [01.__], that the President is authorized to enter an engagement letter with KPMG, LLP for this purpose.

 

 

Disbursement Authority

 

RESOLVED [01.__] that the Vice President and General Counsel, Louis Touton, and the Chief Financial Officer, Andrew McLaughlin, and each one of them, may authorize disbursements of the Corporation's funds, and sign checks of the Corporation, in amounts of $10,000 or less.

FURTHER RESOLVED [01.__] that, upon his taking office as President of the Corporation, M. Stuart Lynn may authorize disbursements of the Corporation's funds, and sign checks of the Corporation, in amounts of $50,000 or less.

FURTHER RESOLVED [01.__] that, upon his taking office as President of the Corporation, M. Stuart Lynn may authorize disbursements of the Corporation's funds, and sign checks of the Corporation, in amounts exceeding $50,000, when so authorized by action of either the Board, the Finance Committee, or the Executive Committee.  Such approvals shall be given upon a showing that they are within the President’s authority.

FURTHER RESOLVED [00.__] that the authorizations to disburse funds and to sign checks as set forth in Board resolutions 00.35 through 00.38 shall cease to be effective as of the adoption of this resolution.

Handling of DNSO Funds

 

Whereas, the Audit Committee has reviewed and reported to the Board on the practices by which ICANN receives, handles, and disburses funds contributed to the support of the Domain Name Supporting Organization;

 

It is therefore

 

RESOLVED [01.__] that the President is authorized, until further action by the Board, to maintain a separate bank account for holding funds contributed to the support of the Domain Name Supporting Organization, to place in that account funds contributed for that purpose, and to make disbursements from that account upon authorization of the Names Council or its designee.