Council Minutes 26/04/01

MINUTES OF THE GENERAL MEETING OF THE COUNCIL OF THE INTERNET SOCIETY OF NEW ZEALAND INC HELD IN THE ISOCNZ BOARDROOM, 1:00 PM, THURSDAY 26 APRIL 2001

Note - for links to papers etc, see the Agenda.

Status: Minutes adopted at Council Meeting 010521

1. WELCOME

Peter Dengate Thrush opened the meeting at 1.15pm and welcomed those present.

2. PRESENT

• Peter Dengate Thrush (Chair), Frank March (Secretary), Keith Davidson (Treasurer), Simon Blake, Richard Bourne, Jordan Carter, Roger De Salis, Howard Frederick, Bob Gray, Steven Heath, Jennifer Northover, Rick Shera, David Zanetti, Sue Leader (Executive Director).

3. IN ATTENDANCE:

• Beverley Irvine (Administration Manager),
• John Vorstermans (Technical Manager) for part of the meeting.

4. APOLOGIES

• Absence:Andrew Mason
• Lateness: Mark Harris, John Hine
• Other:Roger De Salis (will be temporarily leaving the meeting twice)
• Bob Gray (will be temporarily leaving the meeting)

01/36 MOVED: (Chair/) That the apologies be accepted.CARRIED U

5. OBSERVERS

Michael Stevens, Chris Streatfield

6. MINUTES OF THE PREVIOUS MEETING AND SUBSEQUENT E-VOTES

01/ 37 MOVED: (Chair/) That the Minutes of the Council Meeting held 23 March 2001 be accepted as a true and correct record.

CARRIED U

7. MATTERS ARISING FROM THE MINUTES

There was a discussion on the current format of reports for council meetings which currently are placed in the pre-council meeting papers area of the website prior to the meeting. In particular there was concern about hypertext links within reports to other documents which makes printing out documents harder.

The staff was requested to investigate a method of providing councilors with all documents which require only a single print command. It was noted that in order for this to be successful that all reports must be received one week prior to the meeting. Reports received after that will not be included.

ACTION: Council to discuss format of Council reports further on the mailing list and Cr Hine to notify the Executive Director of the outcome.

8. REPORT FROM ISOCNZ CHAIR

The Chair had no report. He noted that this had been a maintenance time interrupted by Easter and Anzac Day, however everyone could see the volume of work which had been done by committees and working groups over the period.

9. REPORT FROM EXECUTIVE DIRECTOR

The Executive Director spoke to her report

• She highlighted the Lease Summary paper explaining the details of the lease on the new premises. The lease has not been finalized until now as the architect had not been able to provide a final area measurement until all the firewalls and construction had been completed. In answer to questions she advised that there was no relationship between the area and the amount of the lease, the $25000 + GST per annum was for the area as seen, not on a per square metre basis. In response to a question she confirmed that it fell within budget.

01/38 MOVED: (Chair/De Salis)THAT the Executive Director sign the Lease for the premises located at Level 4, Hibernian House, 89 Willis Street, Wellington at a rental of $25000 + GST per annum

CARRIED U

ACTION Executive Director to amend Lease Summary with words "per annum" after the word "GST"

ACTION Executive Director sign lease .

Cr Linton arrives at 1.25pm

• The Executive Director explained that the Technical Manager and MEP WG and Cr Heath have considered e-voting systems and he recommends going with Catalyst. This system would cover all e-voting, viz. voting (where there are registered voters) and polling (where the voter only needs to have an email address). The issues have been covered by the recommendations of the Constitution review Working Group. There is now a need to move quickly on this issue.

01/39 MOVED: (Chair/)THAT the Council ratifies the decision of the Executive Director and Technical Manager to use Catalyst software for an e-voting system

• The Mailing lists are now in-house and asked that any Councilor who might have old archives contact the Technical Manager. She reminded Councilors that uploads to the Website take place at 6am and 6pm.
• A proposal from the New Zealand Maori Internet Society (NZMIS) to create a new second level domain (2LD) ".maori.nz" was received on April 12 and referred to Council. Discussion deferred until the 2LD Report (Item 14.2.c below)
• The Executive Director noted today's NZ Herald article, and has contacted them to ensure the article was amended. Executive Director to contact Computerworld to ask them to also amend the facts in their editorial in the their latest issue.

ACTION: Executive Director contact Computerworld to ask for corrections to Editorial.

• The end of year accounts were submitted to the accountant last week and he advises that they will be forwarded to the Auditor for final checking next week.
• Rebranding is moving forward - Executive Director is to speak to Logo designers tomorrow.
• There was discussion on the merits of taking suggested logos to the AGM rather than just options for the rebranding. Comments included whether the last AGM directed the rebranding specifically.

01/40 MOVED: (Secretary/Northover) THAT the Executive Director be authorized to get quotes for logo development CARRIED U

• Greater publicity on the matter was needed and it was decided that this would be arranged by the Administration Committee, through the Secretary, on the Members List.

ACTION: Secretary to publicise Rebranding issue prior to AGM to members

• Executive Director reported on her meetings during the month including with a representative of the NZ Film and Video Security Office on ISP regulation in NZ. In the absence of regulation this organization's procedure is to representations to government through the US Ambassador.
• .Because of APNIC staff changes there has been no progress on the APNIC training sessions at the ISP Forum
• Executive Director has been approached by the Special Olympics to host a domain name for them.

01/41 MOVED: (De Salis/Hine)THAT The proposal to host a domain name for the Special Olympics be recommended to the Board of Domainz for their consideration CARRIED U

ACTION: Executive Director refer proposal to host Special Olympics Domain Name to Domainz Board

• A lengthy discussion took place on the request for an SGM. on the subject of Domainz paying legal costs for former CEO, Patrick O'Brien. The result of the call was that it failed as there were only 17 petitioners at the deadline (20 required). Petitioners were advised that the call had failed. It is understood the petitioners are now awaiting the result of the court case before deciding on further action.
• Executive Director will provide a copy of her presentation to the e-commerce conference in Australia.

The Chair asked for detail about that evening's "Opening" function which was provided

01/42 MOVED: (Chair/)That the Report from the Executive Director be received and thanks be extended to her and the staff for their work in what has obviously been a busy month CARRIED U   (ACCLAMATION)

10. REPORT FROM THE TREASURER

• The Treasurer presented his report Balance Sheet and Profit and Loss. He noted that these were end of March figures but were not the year-end figures as they had not yet been audited, but he expected they would be close.
• Domainz accounts were also available on the website - they showed a good return for the year
• Discrepancy in the budgeted honoraria against actual figures was questioned – this arose because of the difference in the financial year and the payment date.
• It was noted that the amount spent on Sponsorship was lower than the budget – this was accounted for by the change of emphasis on NetDay to "Telecom" NetDay meaning no Internet Society funds were spent.
• It was noted that the funds spent by Working Groups were lower than Budget – this was because in the budget an equal allocation across all Working Group's was made as it was not known how much would be needed by each, and the fact that the funds spent by the SRS WG were shown separately.

Council requested that notes should be appended to the reports to highlight items which Councilors should be aware of even if the Treasurer is present at the meeting (see Motion /01 March 23 2001).

01/43 MOVED: (Chair/)That the Report from the Treasurer for the month of March be received CARRIED U

01/44 MOVED: (Chair/)That Interim Domainz Financial Report from the Treasurer be received CARRIED U

. DRAFT BUSINESS PLAN AND BUDGET

Executive Director presented the draft Business Plan Narrative

The Chair asked that the Business Plan be discussed in detail and approval for each section be given, so that when the Plan is presented at the AGM all Councilors support each item. (Items which were agreed to be amended are noted under their section headings below)

The Executive Director went through the narrative and explained the transitional nature of the Business Plan with the SRS Implementation proceeding. She noted that an allocation for the DRS review is possibly no longer necessary.

INTRODUCTION

With regard to the provision for funds to review the DRS Cr Gray explained that there is a review of the DRS being undertaken for Domainz by The Hunter Group. He presented a paper to Councilors on the subject. The Domainz Board intends that the report should be delivered to the Board who will advise if there are matters in the report that they do not wish to become public. The Hunter Group will then adjust the report reflecting this but clearly identifying what is being left out and whether it materially affects their report.

There was discussion about the perception that this report is not then independent, but that Council does not wish to duplicate effort. A compromise may be that The Hunter Group could certify the final report, including reference to those matters which have been omitted at the request of Domainz.

The relationship between this report and the previous internal Board report prepared by Cr De Salis was discussed, and it was accepted that the first report was not independent and does not meet the criteria set down by the AGM.

Cr Harris arrives 2.20pm.

01/45 MOVED: (Shera/Hine)THAT council expects the independent report commissioned by Domainz from the Hunter Group will meet the requirements of AGM Resolution No. 30, subject to that report being presented to and accepted by Council prior to PublicationCARRIED

FOR: Bourne, Blake, Shera, Davidson, Linton, Gray, Frederick, Northover, March

AGAINST:Harris, Carter, Zanetti, Heath

ABSTENTIONS:Chair

AMENDMENT (MOVED Linton/Heath)THAT the unabridged report be provided to Council

LOST

FOR:Linton, Shera, Heath, Zanetti, Carter, Harris

AGAINST:Bourne, Blake, Davidson, Gray, Frederick, Northover, Hine, March

ABSTENTIONS:Chair

[Amended at Council Meeting 010521 - Previous Minutes: Cr Zanetti pointed out that in the amendment to Motion 01/45: (AMENDMENT (MOVED Linton/Heath) THAT the unabridged report be provided to Council

LOST

FOR: Linton, Shera, Heath, Zanetti, Carter, Harris

AGAINST: Bourne, Blake, Davidson, Gray, Frederick, Northover, Hine, March

ABSTENTIONS: Chair

It was in fact he and not Cr Linton who moved the amendment.]

• Councilors must be confident that they know all matters which have gone into the report and in turn must undertake to treat such knowledge as confidential and not discuss it outside the Council.
• In view of this, Line 38 of the draft Budget should be removed from the combined budget sheet, and the final line should be removed from the Introduction to the narrative.

Delete all words after "nature" in first paragraph. Move second paragraph to Section 3.

It was noted that the role of "Executive Assistant" was not a vacancy but that the role is, in effect, disestablished. Move Administration Manager to after Executive Director. Add start date to Executive Director, and add note to the effect that the Council established the role as it was seen, and has proved to be, essential to the professional functioning of the Society.

The chair noted that throughout the further discussion of the Narrative Business Plan, silence would be taken as assent on the part of Councilors.

Add statement from Introduction regarding changes in workload after SRS Implementation.

Change e-democracy to electronic democracy

Note at end of first paragraph that a significant proportion of Council Meeting expenses relate to ccTLD Management

Note review of Executive Director and Staff roles and workloads as part of SRS Implementation. Move ISP Forum to 2.c. Membership Services

Rewrite in light of Council Resolution 01/45

As the Council cannot know what costs will be change the word "prudent" to "initial".

Change addition error so total in table reads $330,000

Add line noting that if the proposed amendment to the constitution is passed which requires Registrars to notify nameholders of ISOCNZ membership then membership numbers may increase

01/46 MOVED: (Chair/Davidson)THAT The Business Plan be adopted as a draft for the coming year CARRIED U

3.05pm REFRESHMENT BREAK

Meeting resumes at 3.15pm

12. ADMINISTRATION COMMITTEE (Cr March)

• Executive Director's 2001 Contract

The Council moved into committee to discuss the contract for the Executive Director

POINT OF ORDER:TAPING

TAPING RESUMES 3.45pm

01/47 MOVED (Secretary/Chair):That the Administration Committee be asked to make a firm recommendation to Council as soon as possible, taking into consideration all information received. CARRIED U

12 a) CONSTITUTIONAL REVIEW WORKING GROUP

Chris Streatfield spoke to the final report of the Working Group.

All material is now on the website. Need Council now to approve the process for ratification.

There are some contentious issues:

• The suggestion that Registrars should inform Domain name holders with information about the Internet Society
• There is an amendment proposed to reduce the size of Council
• The Veto proposal may attract an amendment
• That a working email address must be supplied as a condition of membership

Gavin Adlam is to be asked for a legal opinion before the final report is published. Executive Director and Cr Hine also to prepare comments which will be received by the Working Group by Sunday 29 April, after which the paper will be prepared.

3.55pm Cr De Salis Returns

Discussion:

• there was a feeling that consultation with members to date tended to dilute the input of Councilors. Chris Streatfield explained that all input was treated equally.
• In answer to questions about how representative the input was of members he conceded that it was only a small percentage.
• In reply to questions about whether this process has been rushed, he commented that the Working Group had always intended to produce the report by the end of March.

01/48 MOVED: (Harris/Shera)THAT the report of the Constitutional Working Group be received with thanks.CARRIED U (ACCLAMATION)

Discussion:

• Now that the Working Group had completed its task it was the role of Council to decide how to deal with the issues now.
• The timeframe to set up the SGM and the AGM
• The merits of on-line meeting vs. face to face meeting and how to include as many members as would like to take part.

01/49 MOVED: (Secretary/Treasurer)THAT the SGM to consider the Constitutional amendments be held face to face but co-located in Wellington and Auckland and with broad electronic participation. Details to be advised by Executive DirectorCARRIED

FOR:Bourne, Shera, Davidson, Linton, Gray, Frederick, Northover, March, Harris, Zanetti, Heath, Dengate Thrush

AGAINST:Carter, Blake

ACTION: Executive Director to advise a timetable to arrange for the SGM to be held before the AGM, meeting all legal and constitutional obligations.

13. INTERNATIONAL AFFAIRS COMMITTEE (IAC) (Cr Dengate Thrush)

(Presented at the end of the meeting)

There will be electronic discussion and vote on the attendance at the Stockholm ICANN meetings in May/June.

14. ccTLD MANAGEMENT ISSUES FOR .nz

a. Domainz Board Report (presented at the end of the meeting)

b. Report of SRS oversight committee and appointment of SRS Project Manager .(presented at the end of the meeting)

Cr Gray advised that Rose Percival has been appointed as the SRS Implementation Manager and will take up this position next week. She will meet with the SRS IOC in the Executive Director's Office at the conclusion of the Council meeting.

c. 2LD WG

Cr Heath spoke to his paper.

• The tenor of the current policy is correct, if Council want to change it they should set up a Working Group.
• There was discussion about whether second level domains are needed and how urgent this Review is. A Motion to be submitted at next Council meeting.

01/50 MOVED: (Northover/)THAT Councilor Heath should be thanked for his work with the .bank poll. CARRIED U (ACCLAMATION)

Time became pressing at this stage of the meeting and all further items therefore had limited time for discussion.

bank.nz process

• Policy is very explicit that if a proposal fails the straw poll the application lapses.
• Suggestion that the WG and Executive Director review
• Combine 30 – 60 discussion periods

Motion to set 2LD proposal fees

• On line discussion for next meeting

".maori.nz" 2LD proposal

• Executive Director to ".maori.nz" proposers to let them know what is happening Cr Shera to forward wording to Executive Director.

ACTION: Executive Director to write formally to NZMIS regarding their proposal

ACTION: Cr Shera to provide Executive Director with agreed wording for the letter to NZMIS.

The Chair again expressed appreciation to Cr Heath (Acclamation)

17. SPAMMING (Cr Zanetti)

Lack of time precluded a discussion on the paper

18. Motion regarding process for Fellows Membership Category

Cr Hine spoke to his paper

• There was no formal Motion setting up the Fellow Grade.
• The intention is to submit nominations and he feels they must come to the May meeting for approval.
• Request for a formal process be set up for next year.

ACTION: Cr Hine to be refer the Fellowship process to the Constitutional Working Group.

With the time constraints Cr Hine asked that the paper be left on the table.

19. Social Impact Committee Report

There was no time to discuss the report .

• Cr Frederick circulated copies of the papers for the ISOCNZ sponsored Waitakere City Economic Development Summit which is to be held tomorrow.
• Cr Northover has put over 40 hours into the organization of our presentation at the Waitakere Electronic Summit (Acclamation).
• Crs Frederick, Northover and Mason will be present.
• The Tauranga event is to be held on 16 June. Hopefully 4 or 5 councilors will be present.

The Committee were thanked for their work and wished well for the event tomorrow. ACCLAMATION

20. GENERAL BUSINESS

As time had run out, there was no General Business discussed.

Meeting closed at 5.10pm.

Note - for links to papers etc, see the Agenda.

©2001 The Internet Society of New Zealand
Last updated 13 February 2002