Board of Trustees Meeting Minutes - 11 December 2001 [Archived]

Salt Lake City, Utah

Attendees:

• Scott Bradner
• David Conrad
• John Curran
• Scott Marcus
• Ray Plzak
• Michael Straty
• Bill Manning, Trustee-elect
• Lee Howard, Trustee-elect
• Thérèse Colosi, Recording Secretary (via teleconference)
• Susan Hamlin, Director of Member Services (via teleconference)
• Richard Jimmerson, Director of Operations
• Dennis Molloy, ARIN counsel

Chairman of the Board, John Curran, called the meeting to order at 6:31 p.m. Roll call was taken and the presence of a quorum was noted for the record.

The meeting agenda was reviewed and accepted with the addition of one item: an update on ICANN contract negotiations.

Adoption of past Board meeting minutes - Motion: The Board of Trustees adopts the minutes of the July 27, 2001 meeting as written.

The motion was made by Scott Bradner and seconded by David Conrad. There was minor discussion of the motion. The motion passed unanimously.

Motion: The Board of Trustees adopts the minutes of the August 15, 2001 meeting as written.

The motion was made by Scott Bradner and seconded by Scott Marcus. There was minor discussion of the motion. The motion passed unanimously.

Proposal for election of ARIN representatives to outside organizations - Scott Marcus presented a draft proposal. Motion: The Board of Trustees adopts the “Procedures for Nominations and Elections for Outside Positions.”

The motion was made by Scott Bradner and seconded by Ray Plzak.

During the discussion, minor changes were agreed upon. It was noted that the Board feels any constraints on the type of individual required for a specific position should be left to the Nominating Committee to recommend.

Scott Bradner noted that this is a referential document in that if other documents get changed, the impact on this document should be noted.

There being no further discussion, the motion was passed unanimously.

Discussion of Conflict of Interest - Dennis Molloy presented suggested language based on comments made during the July 27, 2001 Board meeting. After much discussion it was decided to remand it to Counsel to further modify the language and ensure its scope to conform to Virginia Code.

Status of ARIN building - Ray Plzak presented an informational report. The move-in date was confirmed for January 11, 2002. All permits are in place. The issue of a document control plan was raised and will be considered.

Status of LACNIC - Ray Plzak presented an informational report. He stated that LACNIC submitted its formal application to ICANN in November. The countries and islands making up LACNIC were discussed. LACNIC’s transition plan and ARIN’s role in assisting the emerging registry were also discussed.

Additional Agenda Item Requested - Scott Bradner requested to present a report from the ITU.

Creation of a Finance Committee - Motion: The Board of Trustees dissolves the Audit Committee.

The motion was made by Scott Bradner and seconded by Scott Marcus. It was noted that the Board requested the President to form a pro-tem committee to review audits at the time they are produced. The President will request guidance on composition of the committee at the time it is formed. The motion passed unanimously.

Motion: The Board of Trustees dissolves the Investment Committee and thanks those members who served on the Committee.

The motion was made by Scott Bradner and seconded by Scott Marcus. The motion passed unanimously.

Motion: The Board of Trustees creates a Finance Committee to perform the duties as described in the committee charter.

The motion was made by Scott Bradner and seconded by Scott Marcus. The motion was passed unanimously.

The proposed Charter was revised and agreed upon, and is included herein as Appendix A .

Discussion of Bylaws Changes -

a. Motion: Amend Article IX, Section 1 of the ARIN Bylaws to read: The fiscal year of ARIN shall be from January 1 to December 31.

The motion was made by Scott Bradner and seconded by David Conrad. The motion was passed unanimously.

b. Approval of Board Meeting Minutes - Motion: The Board of Trustees add a Section 17 to Article VI of the Bylaws as follows:

Section 17. Approval of Meeting Minutes. Minutes of the Board of Trustees shall be approved by a procedure adopted by the Board.

The motion was made by Scott Bradner and seconded by John Curran. The motion was passed unanimously.

Motion: The Board of Trustees adopts the following procedure for approving meeting minutes:

Procedure: Staff composed meeting minutes are sent to the Board Secretary for approval. Upon the Secretary’s approval, the draft minutes are sent via electronic means to the Minutes Committee comprised of the Board as a Committee of the whole. Members have ten (10) business days to respond with approval or suggested changes. Lack of response within ten days will be construed as approval of the minutes as drafted. If changes are received, they will be incorporated by the Secretary and the revised draft will be sent back to the Committee for final approval. If a second round of review is necessary, response is required within five (5) business days.

The motion was made by Scott Bradner and seconded by Scott Marcus. The motion was passed unanimously.

The Chairman noted that he reserved the right to review this procedure, in light of parliamentary procedure, and report back to the Board at its next meeting if he found anything out of order.

c. Article VIII, Advisory Council, Section 5. Nominations and Election of Advisory Council Members. Motion: The Board of Trustees delete the following language from Article VIII, Section 5.a. “When a vacancy or vacancies occur upon the expiration of the term of office of an Advisory Council member or members, the Advisory Council members whose terms do not expire shall seek nominees to fill each vacancy or vacancies from among the general membership of ARIN.” And replace it with, " When a vacancy or vacancies occur upon the expiration of the term of office of an Advisory Council member or members, any General Member in good standing may nominate one or more candidates for consideration as a nominee for election to the Advisory Council."

The motion was made by Scott Bradner and seconded by Scott Marcus. Discussion focused on the reason for the change, to bring the nominating procedure for the Board and Advisory Council closer in line with one another. The motion was passed unanimously.

Discussion of the definition of an ARIN Member -

Noted that: Members affected by this discussion (John Curran, Chair and Lee Howard, Trustee-elect) left the room. John Curran appointed Scott Bradner as Acting Chair.

Susan Hamlin presented an overview of issues related to defining members in cases involving single organizations with multiple maintainer IDs. During the discussion, Bill Manning and David Conrad volunteered to assist staff in formulating a proposal.

Motion: The Board requests that the President have staff continue to research the question and report back with recommendations for developing a written policy.

The motion was made by Scott Marcus and seconded by David Conrad. The motion was approved with John Curran not voting and one abstention (Ray Plzak).

Note : John Curran and Lee Howard returned to the room. John resumed his role as Chairman.

Discussion of the role of the Advisory Council - Ray Plzak provided a background report and suggested language to provide detail concerning the role of the Advisory Council.

Motion: The Board of Trustees adds directions to the duties of the ARIN Advisory Council as agreed upon, subject to final editing by the President.

The motion was made by Scott Bradner and seconded by David Conrad. Much discussion followed and numerous revisions were agreed upon. The motion was passed unanimously.

Motion: The Board recommends that the President send the document with wording changes to the current Advisory Council for comment prior to finalizing it.

The motion was made by Scott Bradner and was seconded by David Conrad. The motion passed unanimously.

ICANN Contract Update - Ray Plzak discussed the status of the RIR contract negotiations with ICANN.

Report on ITU - Scott Bradner reported that Korea has made a formal request to the ITU to modify the IPv6 format to incorporate e.164 country codes. In the ensuing discussion, it was noted that modifying the IPv6 address format was within the purview of the IETF, not the ITU.

Review of Advisory Council Recommendations

Policy Proposal 2001-1 : Reassignments (/29 to /28)

The ARIN Advisory Council, at its October 30 meeting, moved to recommend that the Board of Trustees not consider this policy change as there was no consensus for such change expressed either on the mailing lists or during the October public policy meetings.

No action was required or taken by the Board.

Policy Proposal 2001-2 : /24 Reassignment for multi-homing -

The Board was informed of the Advisory Council’s recommendation that they adopt the policy. During a reading of the policy, the Board found problems with the language, noting that parts were not clear. Motion: The Board of Trustees requests that the President have staff reword the language of Policy Proposal 2001-2: /24 Reassignment for multi-homing, based on Board concerns, and present it to the Board at its next meeting.

The motion was made by Scott Bradner and seconded by Ray Plzak. The motion was passed unanimously.

It was noted that the suggested language revisions are not substantive in nature, therefore the revised policy would not need to re-enter the Internet Resource Policy Evaluation Process.

Policy Proposal 2001-3: IPv6 Micro-assignments

Although this policy was sent out for last call comments, the IPv6 Working Group Chairman recently asked that this policy proposal be discussed further on the mailing list. As reflected in the ARIN VIII meeting minutes, attendees agreed that a definition of exchange points was needed before this policy could be enacted. Such as discussion will take place on the v6 working group mailing list.

No action was required or taken by the Board.

Policy Proposal 2001-4: Modification of the IPv6 allocation policies

Based on the discussions in the public policy meetings, the Advisory Council agreed to revise the current proposal and send it back out to the global v6 list for additional comment.

No action was required or taken by the Board.

Policy Proposal 2001 -5: Micro assignments for multi-homed sites

The ARIN Advisory Council, at its October 30 meeting, moved to recommend that the Board of Trustees not consider this policy change as there was consensus expressed during the October Public Policy meeting to drop the policy and close discussion of it.

No action was required or taken by the Board.

Policy Proposal 2001 -6: Single organizations with multiple aggregation points. Motion: The Board of Trustees based on the recommendation of the Advisory Council and in accordance with the Internet Resource Policy Evaluation Process, adopts Policy Proposal 2001-6 regarding single organizations with multiple aggregation points.

The motion was made by Scott Bradner and seconded by Scott Marcus. After discussion, it was agreed that there was much procedural language in the policy. The consensus of the Board was that staff should remove the procedural language and present the policy language back to the Board. After this discussion, Ray Plzak moved to table the motion, and this was seconded by David Conrad. The Motion passed unanimously.

Scott Bradner then moved to send 2001-6 back to staff with request to provide the Board with a policy statement without the procedural language. Scott Marcus seconded the motion, which was passed unanimously.

The Board requested that the revised language be available in January 2002.

Policy Proposal 2001 - 7: Copies of the WHOIS database -

Motion: The Board of Trustees adopts the following policy, based on the recommendation of the Advisory Council and in accordance with the Internet Resource Policy Evaluation Process: ARIN will provide a bulk copy of WHOIS output, minus point of contact information, on the ARIN site for download by any organization that wishes to obtain the data providing they agree to ARIN’s acceptable use policy.

The motion was made by Scott Bradner and seconded by Ray Plzak. The motion passed unanimously.

It was noted that the Board wishes the President to determine if a fee schedule should be applied to the release of database copies.

Any Other Business -

Class C Address Space - It was mentioned that this space is almost exhausted, and that perhaps some attention should be paid to the matter.

Farewell to Michael Straty - As this was his last Board meeting, the Board thanked Michael for his contribution to ARIN, having served three years as Treasurer and as a member of the Board of Trustees. Michael was presented with a commemorative, glass award.

Adjournment - Scott Bradner moved that the meeting adjourn at 10:00 p.m. and seconded by Ray Plzak. It was suggested that a teleconference meeting be held in January to elect Board officers and complete action items from tonight’s meeting. The motion was passed unanimously.

APPENDIX A

CHARTER OF THE FINANCE COMMITTEE

The committee shall consist of the Treasurer, the President, and one other member from The Board of Trustees. It shall function in three areas: Finance, Audit, and Investment.

FINANCE

The Committee shall:

1. Annually review ARIN’s fee structure.
2. Review level of support for outside organizations such as ICANN, ISOC, and Merit.

AUDIT

The Committee shall:

1. Review the auditor report.
2. Present the audit report to the Board of Trustees.

INVESTMENT

The Committee shall:

1. Review the investment performance on an annual basis.
2. Assess the investment advisor.
3. Audit the plan.
4. Recommend changes to the plan.