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[council] Resolutions from the ICANN Board meeting on Saturday 2 Feb 2013

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  • Subject: [council] Resolutions from the ICANN Board meeting on Saturday 2 Feb 2013
  • From: Bruce Tonkin <Bruce.Tonkin@xxxxxxxxxxxxxxxxxx>
  • Date: Wed, 6 Feb 2013 01:01:37 +0000
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  • Thread-topic: Resolutions from the ICANN Board meeting on Saturday 2 Feb 2013

Hello All,

The main items covered in the ICANN Board meeting were:

- approval of change to Registry Stakeholder Group charter

- approval to get some additional office space in Southern California

- approval to engage financial auditor

 - adding David Olive, as Vice President, Policy Development Support, as an 
Officer of the company

- creating a Multi-Stakeholder Meeting Strategy Working Group to look at 
approach going forward for ICANN public meetings
(chaired by Sébastien Bachollet )

Details below.

Bruce Tonkin

From:  http://www.icann.org/en/groups/board/documents/resolutions-02feb13-en.htm

Approved Board Resolutions | Regular Meeting of the ICANN Board

2 February 2013

 1.  Consent Agenda:

        a.   Approval of Board Meeting Minutes

Resolved (2013.02.02.01), the Board approves the minutes of the 20 December 
2012 Special Meeting of the ICANN Board.

        b.   Registry Stakeholder Group Charter Amendments

Whereas, The ICANN Bylaws (Article X, Section 5.3) state, "Each [GNSO] 
Stakeholder Group shall maintain recognition with the ICANN Board."

Whereas, the GNSO Registry Stakeholder Group (RySG) has alerted ICANN Staff and 
the Board to a set of changes to its Charter including expanding the activities 
of its internal Observers Group, simplifying the process for assessment of 
annual dues and adding the immediate past Chair of the RySG to its Executive 

Whereas, the community had the opportunity to review and comment on the RySG 
Charter amendments and there were no objections to the changes.

Whereas, the Structural Improvements Committee recommends the Board approve the 
RySG Charter changes as presented.

Resolved (2013.02.02.02) the proposed amendments to the Registry Stakeholder 
Group Charter are approved by the Board.

        c.  Southern California Office Space Lease

Whereas, ICANN's current lease in Los Angeles expires 30 June 2022.

Whereas, ICANN's primary operations and staff are located in the greater Los 
Angeles area.

Whereas, current and future office space needs for primary operations will be 
at least 35,000 square feet.

Whereas, the Board Finance Committee has recommended that the Board approve 
this resolution.


Resolved (2013.02.02.04), the Board approves the redaction of the details of 
Resolution (2013.02.02.03), and corresponding rationale pending completion of 

        d.  Engagement of Independent Auditor

Whereas, Article XVI of the ICANN Bylaws 
(http://www.icann.org/general/bylaws.htm) requires that after the end of the 
fiscal year, the books of ICANN must be audited by certified public 
accountants, which shall be appointed by the Board.

Whereas, the Board Audit Committee has discussed the engagement of the 
independent auditor for the fiscal year ending 30 June 2013, and has 
recommended that the Board engage Moss Adams LLP.

Whereas, the Board Audit Committee has recommended that the Board direct the 
President and CEO or his designees to negotiate and execute a professional 
services agreement with Moss Adams.

Resolved (2013.02.02.05), the Board authorizes the President and CEO to engage 
Moss Adams LLP as the auditors for the financial statements for the fiscal year 
ending 30 June 2013.

        e.  Officer Appointment and related document revision

Resolved (2013.02.02.06), David Olive is elected as an Officer of ICANN with 
the title of Vice President, Policy Development Support.

Resolved (2013.02.02.07), Paragraph 4 of ICANN's Contracting and Disbursement 
Policy shall be revised to read as follows: ICANN Officers include:  (i) 
President and Chief Executive Officer (CEO); (ii) Chief Operating Officer 
(COO); (iii) Chief Financial Officer (CFO); (iv) General Counsel and Secretary; 
and (v) Vice President, Policy Development Support.

2.  Main Agenda:

a.   Multi-Stakeholder Meeting Strategy Working Group

Whereas, ICANN has committed to identifying ICANN Meeting locations two years 
in advance.

Whereas, after consideration that adoption of a prior Consolidated Meetings 
Strategy proposal was not timely, the Public Participation Committee (PPC) 
initiated work to create a working group to address the meeting location 

Whereas, the PPC has developed a proposed charter for a multistakeholder 
Meetings Strategy Working Group (MSWG) and recommends that the Board adopt the 
charter and approve the creation of the MSWG.

Resolved (2013.02.02.08), the Board approves of the creation of the MSWG and 
adopts the Charter of the MSWG. The MSWG is expected to provide its report to 
the Board no later than ICANN's 2013 Annual General Meeting.

Resolved (2013.02.02.09), the original members of the MSWG from the ICANN Board 
are: Sébastien Bachollet, Chair and Chris Disspain.

Resolved (2013.02.02.10), the MSWG, working with the PPC, is directed to 
proceed with the identification of community members pursuant to the Charter. 
Community member appointments do not require the approval of the full Board.

Resolved (2013.02.02.11), the President and CEO is directed to provide the MSWG 
with the staff support necessary to enable the MSWG to undertake and complete 
its work. 

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