InternetNZ AGM - 27 July 2007

InternetNZ's 2007 Annual General Meeting was held on Friday 27 July 2007 at:

Level 10, Exchange Place
5 - 7 Willeston Street
Wellington

Minutes

Minutes of 2007 AGM of the Internet Society of New Zealand (Inc).

Following a function for Members and guest speaker presentations from Phillip Greene, and noting the presence of a quorum of financial members, the AGM convened with a welcome from the President, Colin Jackson. Members were present in Wellington, and by videoconference in Auckland and online through a webcast and IRC.

Meeting opened: 6.46pm
Colin noted that there had been an adjustment to the running order of the meeting.  Voting is declared open again for the first half of the meeting, and will close around the half-way point of the meeting, after the discussion on the structural review.

Apologies:
Apologies were received from: Scott Bartlett, Open Media Limited - Steven Ellis, Stewart Fleming, Michael Foley, Julian Kersey, Pete Macaulay, Dave Moskovitz, Rodney Prescott, Judy Speight, and Carol Stigley

President / Alick Wilson
AGM 01/07 THAT the apologies as noted above be received.
Carried

Minutes of 2006 AGM and Matters Arising:
The minutes of the 2006 AGM were taken as read.

President / Chris Streatfield
AGM 02/07 THAT the minutes of the 2006 Annual General Meeting be received and adopted as a true and accurate record of the meeting.
Carried U

There were no matters arising from the minutes.

President’s Report
Colin noted that his written report is printed within the Annual Report.

Aside from those matters, Colin noted that during the past two years, InternetNZ had improved its position from “Good” to “Great”.  Major achievements included InternetNZ hosting the ICANN Wellington meeting, and lobbying forcefully around broadband issues.  The organisation had raised its profile hugely, to the extent that it was no longer necessary to explain to others what InternetNZ is.  Hand-in-hand with the work that had been done, InternetNZ had expanded its political influence.  Colin observed that the Internet and Open Source have a symbiotic relationship which is supported by InternetNZ.

Colin noted that the function of InternetNZ was a tribute to the work done by staff, led by Keith, and those in the DNC Office led by Debbie, and to the efforts of Volunteers.  In particular, Colin mentioned David Farrar and Simon Riley who are both standing down from Council after a long stint.  Colin named and thanked all outgoing councillors, and said that the Society presents a unique governance model.

Colin thanked the Society for the honour of having been its President.

Peter Dengate-Thrush / Richard Bourne

AGM 03/07 THAT the President’s report be accepted and that the President be thanked by acclamation for his work.

Carried unanimously with applause

President / Bruce Barton

AGM 04/07 THAT the Annual Report be received.
Carried U

Treasurer’s Report and 2007/08 Budget / Business/ Strategic Plan.
Colin invited the Treasurer to address his report and the Accounts for the 2006 year. Michael Wallmannsberger noted that the written report is printed within the Annual Report document. Michael noted that the Society finished the year in a better financial position than was anticipated, but that the strategy for the future remains important.  Michael asked if there were any questions for the accounts - none were received.

Treasurer /Jennifer Northover

AGM 05/07 THAT the Treasurer’s Report be adopted.
Carried U

Treasurer / Steven Heath

AGM 06/07 THAT the Audited Annual Accounts be accepted.
Carried U

Treasurer /Jennifer Northover

AGM 07/07 THAT Grant Thornton be appointed auditor for the ensuing year.
Carried U

Colin spoke to the Strategic Plan, commenting that it had been prepared following extensive internal debate, and presented a fair reflection of what the organisation wants to achieve.  He asked if there were any questions relating to the strategic plan - none were received.

President/Don Hollander

AGM 08/07 THAT the 2007/08 Strategic Plan be adopted.
Carried U

Michael noted that the Budget had been prepared following a rigorous process, and balanced the organisation’s priorities against financial restraint. Comments or questions were invited.  None were received.

Treasurer/Jennifer Northover

AGM 09/07 THAT the 2007/08 Budget be adopted.

Carried U

Structural Review
Colin invited Roger Hicks, Chair of the Structural Review Task Force to speak to this item.

Roger noted that the process of the structural review had taken many months.  Thanks were due to the members of the task force, and to the staff who had supported them, in particular Jordan Carter.  The review aimed to determine the best possible structure for the organisation to take it from its first ten years to the next 10 years.  Roger emphasised that the review was not driven by any crisis, but was based on the success of the organisation to date.

Roger outlined the process the Task Force had followed during the review, and summarised the recommendations proposed.  Key to these are the recommendations for a change to the structure of the Society, with the Council focussing more on governance issues, and changes to the constitution to enable this.  These recommendations are now presented to the members as remits.  Voting closes shortly.  The floor was opened to questions.

James Scott noted his endorsement and support for the changes, and asked for clarification of the objectives of the Foundation.  Simon Riley replied that the foundation was to cover all projects which were for the public good, and might include such items as the CyberLaw Fellowship programme, Netsafe, and the Pacific Island Partnership Project.

The meeting moved into Committee at the request of Steven Heath.

On moving out of Committee, the meeting adjourned for a ten minute break, and reconvened at 7.45pm.

Executive Director’s Report
Colin invited Keith to speak to his report. Keith noted the written report in the Annual Report document, and went on to summarise the progress of projects being undertaken by InternetNZ.

During Keith’s summary, the voting for Council elections and on the remits presented to the meeting closed at 7.51pm.

Key areas of work include continuing progress on the Telco regulations, and LLU; input to various public policy projects, including the introduction of the Anti-Spam legislation on 5 September, and the Copyright Bill; and technical policy projects such as Peering and Certification Authority.  Internally, the organisation has redeveloped its general ledger and has an active membership plan to increase the number of members.  New staff members Richard Wood and Campbell Gardiner were introduced to those present at the meeting.

Keith thanked the Council members for their tireless energy and contributions.

He also announced that this year, no new Fellows would be appointed to the Society.

David Farrar was invited to address the meeting, and noted that the first ever AGM of the Society held in 1995, directed the Council to prominently display plaques recognising the contribution of those involved in the governance of the Society.

David acknowledged that this was the suggestion of Don Hollander, who was present at today’s AGM.  InternetNZ is a volunteer based Society; it was founded by, and is governed by volunteers, and these plaques are an appropriate way to mark the service of these volunteers.

The plaques were unveiled to applause.

David went on to acknowledge the supreme work of Roger Hicks in chairing the Structural Review Task Force.  Roger was thanked with applause.   Colin Jackson, the current President, was thanked for all his work with InternetNZ, and David noted that InternetNZ stood to lose from Colin’s departure.

Speeches of thanks were followed by the presentation of gifts to retiring Councillors.

David Farrar/Jamie Baddely

AGM 10/07 THAT the report of the Executive Director be received.
Carried U

Announcement of Election Results & Vote on Constitutional Amendments
The Returning Officer (RO) announced the election results. Keith is the RO and is a member but wished it recorded in the minutes that he did not vote, due to the conflicts of the positions of Executive Director and Returning Officer.

President:
Pete Macaulay

Vice President:
Frank March

Councillors:
Liz Butterfield
Hamish MacEwan
Stewart Fleming
Judy Speight
Michael Foley
Scott Bartlett

The full results of the preferential ballot will be published on the InternetNZ website next week.

Resolutions 1 and 2 for Constitutional Amendments were carried.  Resolution 3 was lost.

Colin congratulated all those who have been elected, and thanked all those who stood for office.

DNC/NZOC Report
Debbie Monahan (DNC) summarised the years operation for her office, as the NZOC Chair Frank March had left the meeting.  The DNC spoke to her presentation and noted that the Annual Report includes the formal report on the Domain Name Commission.

The .nz domain name space continues to grow, both from the perspective of the number of registered names, and number of authorised registrars.  The Dispute Resolution Service came into existence at the start of June 2006 and the operation of that service was summarised for the meeting.

Debbie invited questions.  James Scott asked what challenges the DNC sees for the coming year.  Debbie replied that the Registering Managing and Cancelling Domain Names policy is entering the third round of consultation as part of its review, and that a Working Group has been established to consider the possible implementation of IDNs in the .nz space.

Andy Linton / Richard Currey

AGM 11/07 THAT the DNC/NZOC Report be received
Carried U

NZRS Report
Anne Urlwin (Chair) and Nick Griffin (GM) delivered a brief presentation. The report outlined the operation of the Registry for the year, noting the dividends paid to InternetNZ, and that the Service Level Agreement had been met in 10 out of the last 12 months.  The Technical and Business Systems Review set out a roadmap for the coming four to five years, and results from significant interaction with some of the members who were present at the meeting.

Colin thanked Anne and Nick for the presentation and for their work.

Chris Streatfield / Don Hollander

AGM 12/07 THAT the NZRS Annual Report be received.
Carried U

General Business
Election results.  Keith advised the AGM that the election results announced earlier in the meeting were an interim result only, and that the ballot would be scrutineered by a Justice of the Peace on Tuesday 31 July 2007.  Full results would be published then.

David Farrar / Jim Higgins

AGM 13/07 THAT the ballot be destroyed.
Carried U         

PACNOG.  Andy Linton noted his thanks to InternetNZ and its Pacific Internet Partners for the support of the PACNOG meeting in Rarotonga this year.

Liz Butterfield recorded her thanks to the InternetNZ staff for doing a great job, and particularly mentioned her thanks to Keith for his leadership.

Participants based in Auckland also recorded their thanks.

There being no further business, the 2007 Annual General Meeting closed at 8.40 p.m.

Signed as a true and correct record:

………………………………………………
President, CHAIR