Registry Establishment Report 01/03/02
Report Adopted by the Council Meeting of 01 March 2002
21 February 2002
InternetNZ Council members
Establishment of Registry Company
1 At your meeting on 1 February, you resolved to accept advice from
Ernst & Young that a new company is established to manage the
registry function for the shared registry system. This paper updates
you on progress with this.
Company Incorporation
2 It is proposed to incorporate the company immediately following the 1 March Council meeting when the Council will consider the initial directors proposed for the company by the President. If no decision is taken on directors, then I would propose that the Society's officers (either some or all) are appointed as the establishment directors.
3 The Administration Committee has considered the issue of the company's constitution, and identified specific requirements to be included (eg. appointment and removal of directors, permission to act in the best interests of the holding company (ie InternetNZ), different procedures for meetings, ability to provide indemnity and insurance for directors and employees). Johnston Lawrence will draft the constitutional provisions. It is proposed that the Admin Committee is delegated authority to approve the constitution on behalf of the Council.
4 Two names have been reserved for the company and a decision is required on which is preferred:
- New Zealand Domain Name Registry Ltd
- New Zealand Shared Registry Ltd
5 The initial share capital will be $1,000 (1,000, $1 shares).
Transition Funding
6 Establishment (development and pre "go-live") and operating budgets for the registry have been prepared. Forecasts of expenditure and revenue for the next 24 months are being prepared so an accurate assessment of the short term funding requirements can be identified. These will form the basis for discussions with Domainz about funding for the transition. These discussions need to commence within the next week, and should include the directors of the new registry company.
7 The second schedule of the development contract will need to be signed off early in March to enable the prototyping phase to commence. In the absence of a funding transfer from Domainz for the development, this second phase will also need to be signed off by Domainz (as for the technical architecture). A draft memorandum of understanding has been sent to Domainz for signature to record the agreement between InternetNZ and Domainz.
Registry Structure
8 The staffing resources required for the registry were assessed as part of the budget development process. At a minimum, the registry staffing is one person, managing a range of contracts - with registrars and providers (technical support, billing etc). If the routine technical support work (eg. registrar support) is provided in-house, the registry will need two technical staff, supported by external specialists (eg for DNS support and any development) as required. The key non-technical support activity is the monthly billing cycle, and associated queries from registrars.
9 In terms of other registry positions, a decision will be required on whether to outsource all the technical support requirements, or to have a mixture of in-house and outsourced support. A paper has been prepared on the Technical Support Options for the SRS and this will need to be addressed by both the registry manager and board. The other requirement is billing and administrative support, which could be managed by a staff member (probably on a part-time basis).
10 In order to make progress on the registry establishment, it is proposed to recruit the registry manager as soon as possible. The manager would then work with Domainz, Catalyst IT and the Technical Project Manager on establishment and transition issues. Approval is sought to commence the recruitment for this position.
Transition Plan
11 A meeting is scheduled with the Domainz CEO to discuss transition
issues. This includes the need for a joint plan to establish the
registry and transfer the registry operations, as well as agreeing a
joint communications strategy and plan.
Recommendations
12 It is recommended that the InternetNZ Council:
(1) note that, following the decision of the last Council meeting, work is underway to establish the registry company;
(2) note that the company will be incorporated following the 1 March Council meeting;
(3) agree to delegate approval of the company constitution to the Admin Committee;
(4) agree that the officers of the Society are appointed as the initial directors of the company if no decision is taken on the board appointments at the 1 March Council meeting;
(5) agree the name for the new registry company:
- New Zealand Domain Name Registry Limited, or
- New Zealand Shared Registry Limited;
(6) note the work being undertaken to forecast the short-term funding requirements for the SRS;
(7) approve the advertising of the registry manager position to enable timely recruitment to this position.
