Executive Committee Minutes - 20 March 2004

Present

Keith Davidson (Chair), Chris Streatfield, Simon Riley, David Farrar, Peter Macaulay (ED), Michael Wallmannsberger, Gale Blikshavn (Minutes), Michael Sutton (council observer)

(No Apologies).

Declarations of Interest

David Farrar noted to the committee that he is now Director of Curia, a Marketing Research Company. Also as from the 1 st April will no longer work in the office of the leader of the opposition.

Minutes of the Previous Meeting

Moved CS/MW "THAT the minutes of 12 February 2004be accepted".

CARRIED U

Matters Arising

Cyberlaw -Several Interviews to complete and being undertaken by the appropriate Committee. Cyberlaw Fellow to be added to Project Listings

ACTION: PMO .

Resolution on Microsoft - It was agreed that copies of MS Office were provided as a corporate donation and not a form of sponsorship. It was suggested that Microsoft be approached to change status of INZ account to one of an educational institution.

A few spare Copies of Microsoft Office 2003 were available for Councillors to use during their term on Council and must be returned at the end of same.

Minutes David noted the minutes were a good list of action points, and suggested that they be collated with Council and other action points and emailed to relevant responders on Fridays. Format to be in Excel.

ACTION: ED

PM's Report

Office Relocation

ED noted the move had gone well and requested special thanks to be recorded for John Vorstermans' input and time spent in setting up the new systems. The Committee authorised the ED to seek to reward John appropriately. Action: PM.

Executive Committee to be provided with access cards for attendance at meetings. Action: GB

Where any committee members will be attending the office out of hours, the office to be notified.

The building lease was tabled and authorised by consensus for signature over the common seal, which was completed . ACTION: Office to purchase stamp pad

New Term Deposit Accounts.

The fall-back account was verified (account suffix -82) and the new bank accounts will now be allocated equal funds from the total of the other accounts. Action: PM

It was raised and agreed that it would be cost effective for INZ office when arranging International travel to make available foreign exchange ($500US) prior to departure.

ED also noted hard drive on his computer had failed and was having difficulty in retrieving data. Advice was offered.

Project Management Office

ED presented 1 st paper from Hillary. Discussion was held. David noted to be agenda item for next meeting to pass policy on structure and function. The study to be released to Council for discussion ( Action: PM) , paper need to be amended to take account of the fact that we are a small organisation.

Simon noted to ensure we have the right systems in place to minimise overheads which was PM's responsibility. He queried what other systems were needed i.e. software, the allocation of human resource and corresponding responsibilities and that the Exec Committee would need to approve process and templates. PM noted that he had just received the Project Management Office guide from Hilary and would copies would be sent to Exec Committee. Action: PM

It was noted that it was important when determining the new processes that alignment between the consultant and INZ practices be kept aligned. The PM noted that Hilary would have some involvement with the next stage of the Interop Project Management structure.

Members Meeting

Only two members had rsvp'd their attendance at the Auckland meeting. Michael Wallmannsberger to email reminder to Auckland members. Action: MW

It was desirable to have a minute taker for the meetings and GB to attend for the purpose and provide copies of the papers for members. Action GB

Shandong Visit

Invitations to the Shandong delegation had been emailed to Mr Wang for visa applications but there was no confirmation of arrival dates yet. SR noted that this was a hosting function and requested that T&E be contacted for involvement, also that the Chinese embassy be contacted to verify delegation. Action PM. It was noted that it was important to include photo opportunity with the mayor as part of the itinerary.

Interop Project

The facilitation part of the project was now complete, awaiting comment on the final report. Investigation was underway for funding for the next stage of the project with the aim of raising $250k. No further work would be undertaken until confirmation was received that the money was available.

Outstanding invoices awaited payment and the committee agreed by consensus to pay the invoices as T&E had been invoiced for the final amount and payment from them was expected. It was agreed that this was the final payments from this stage of the project.

CS noted the lack of acknowledgment of InternetNZ in contributing to the Interop Project. David stated that special note would be made in our Annual report and new members newsletter. It was suggested that InternetNZ take ownership of certain parts of stage 2 of the project i.e. multicasting, and that a working party to determine InternetNZ involvement be convened so relevant reporting could be done at the AGM. It was seen as desirable for future work that INZ contribution be noted in the client's final reports.

It was noted that all future contracts of this kind should include a 15% administration and management fee and a 10% contingency fee. All costings and transactions to be transparent and "squeaky clean" to avoid any future issues.

It was agreed as an agenda item for the next meeting, a white board session to determine the project leaders and sponsors for all current projects be undertaken. Action: MW

ICOP

CS tabled proposal. A discussion on future progress was held and it was agreed by consensus that PM and CS meet (prior to PM going on leave), to determine an internal management of project. It was noted that Chris Gilchrist is currently doing InternetNZ honoraria review and may be able to advise.

It was noted that informed debate is needed to form a policy, with attention to the requirements of section 15 of the constitution and IRD requirements. It was noted that this process will also relate to volunteers acting as contractors and that there are a variety of options possible including one of temporary standown from Council during period of engagement on projects if remuneration is being paid.

It was agreed to seek advice on accepted practice to manage the allocation of time/payment for elected persons and members in a volunteer capacity where remuneration is required to enable them to effectively contribute. Action: MW and SR

Website

PM updated the committee on progress to date. It was noted that this project's leader and sponsor will also need to be determined. A timeline on website completion was requested. It was also noted that the Web site have the Project Management structure put in place around it. Action PM/GB

Anti-spam

DPF stated final report had been written however due to technology failure now required rewrite. It is his intention to write to the Minister of Technology regarding meeting to discuss co-convening workshops, submissions and involvement in WSIS in the next few weeks. It was noted that InternetNZ was the first organisation approached to contribute to submissions. NZDMA was now reported in media stating that legislation was required. DPF noted that legislation may be in place by the end of the year.

Letter to be drafted for Internet providers introducing anti-spam site and ask them to participate in the unbundling submission . Action: DF

Route Mirror

KD proposed a $10,000 project for INZ to supply hardware for a B or F Root Mirror located at WIX. Would be a one off cost from 2004 general fund budget and would need approval prior to next Council meeting.

Moved (Chris Streatfield/Michael Wallmannsberger) TO: accept the proposal to create a taskforce comprising the President, for further work on the InternetNZ Wellington Root Mirror.

CARRIED

Abstention: Keith Davidson

Finance:

CS updated the committee on the timeline for the end of year reporting and Annual Report. It was noted that any loans to be repaid this financial year should recorded as current liabilities. All transactions of related/interested parties are specified and identifiable in the accounts.

Projected under spend of budget was $230k approximately, although some budget lines were overspent. Noted to ensure information pertaining to any overspends is available for the AGM. Action: All\

Noted that binding budget-lines (where specified amounts must be spent) were not seen as favourable for InternetNZ.

Also noted where non-cash donations of goods/services are supplied by volunteers and others they needed to be recorded in the accounts.

Treasury Policy

The policy has been completed once accepted by audit committee, policy to be released to Executive Committee for review, if accepted to be presented at the next Council meeting in April. Noted by CS that Council be asked to modify the bylaws as proposed.

Members Communications

DF and SR to meet to finalise business plan. Action DF & SR

DNC arranging for all relevant 2TLD papers to put up on the web and deadline will be extended. SR suggested NBR be informed. Noted that discussion/funding/dividend/draft papers be labelled appropriately. All future member's meetings to be minuted.

SR noted that members prefer holistic approach (rather than separation of DNC/NZRS/INZ), also noted by CS that funding policies include all methods and be communicated appropriately.

With regard to the annual report, further quotes were required as quote received was too high. Partition quotes were requested for printing, graphics and editorial. Action PM

It was noted that responsibility for a communication plan rests with the Executive Committee. During discussion it was noted an allocation of a small amount of funds was required to create a communications plan, to include current year communications, member consultation, branding and market placement of InternetNZ (currently perceived as a think tank for the Internet). DF suggested a communications and marketing taskforce working with PM. DF offered to chair and sought volunteers from either Council or members. SR noted education should be included and that Outreach committee/membership drives required a communications plan to be in place to facilitate. A communications plan scoping paper was requested for the next meeting. Action: DF and SR

The registrants poll was noted as underway during the meeting and results would be communicated. Action: DF

NZRS/NZOC Board Appointments

Noted there were two issues for consideration, a request by NZRS to run a remuneration review/their own external review, and the process for replacing directors. DF declared a conflict of interest and left the meeting.

It was noted as inappropriate that InternetNZ had not been notified of any external remuneration review by the subsidiary prior to its commencement.

After discussion the Executive Committee, it was agreed by consensus to undertake its own review of NZRS/NZOC board including operations and staffing, and seek a second opinion to the Sheffield review. NZRS Chair to be notified. Action KD.

DF rejoined the meeting.

Self Reviews

Board self-review papers from McKINSEY & COMPANY had been received. SR & CS endorsed. Constitution and Governance committee to review option of long or standard reviews. Completing self-reviews by Council was agreed by consensus. It was suggested that in order to participate in the next Council meeting that all Council members complete the self review prior to attending. Governance and Constitution committee to collate. Action: CS &SR

.Asia

After background report, item referred to International Committee for consideration, including: addressing how InternetNZ positions itself in relation to endorsing any bid proposals; and positioning of associates. Action: Int. Committee

Formalising of Agendas/Minutes

CS noted that Executive Committee to have same reporting as Council. MW raised issue of timings of meeting papers and it was agreed to continue to accept papers up to the time of the meeting, however agenda and date of all future Council and Executive Committee meetings to be finalised 2 weeks prior to date of meeting. Action: All

PM left the meeting 2.15

Calendar of Council and Executive Committee meetings for next 12 months to be completed. MW and KD to discuss after members meeting on Monday. Action: MW & KD

Draft Minutes of Council and Executive Committee meetings to be circulated within 48hrs of meeting and any comments referred within 72 hours. Minutes to be distributed no later than 4 days after meetings. Action: GB

It was also noted that agenda items be listed according to time item for agenda communicated to the Secretary. Action: All

Michael Wallmannsberger left the meeting.

General Business

SR updated the committee on latest developments with NGI and E-Regions. SR noted NGI discussion document is out and InternetNZ response is required. InternetNZ and E-Regions to work together on access issues. Action: SR

KD noted request to hold ICANN meeting in NZ had been received and requested scoping paper to be developed including site, accommodation and sponsorship for the next meeting. Action: KD

Noted that the agenda for Council meeting be set at next Executive Committee meeting on 10 April. Action MW / KD

Meeting closed at 2.45pm

Summary of Action Points