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ISOC Document
Title: Summary of 1994 ISOC Board of Trustee Resolutions
Author(s): G. Huston (Secretary)
Date: 1994.06.27
Committee: BoT
Document: 94-252
Revision: 2
Supersedes:
Status: Draft
Maintainer: G. Huston
Access: BoT
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Resolutions of February 1994 meeting
Resolution 94-01: Financial Statements for ISOC Board of Trustees Meetings
The Board resolved unanimously to direct the ISOC Secretariat to formulate a
cash budget and an accrual budget at all such times as when the ISOC budget
is to be considered by the ISOC Board of Trustees
Resolution 94-02: Reserves for 1994 ISOC Budget
The Board resolved unanimously that until further direction of the Board of
Trustees, the financial reserves of the Society, estimated at USD 312,793 at
December 31, 1993, are to be used to provide working capital for the
operations of the Society, and shall not be encumbered for any other purpose.
Resolution 94-03: Borrowing by ISOC
The Board resolved unanimously that until further direction of the Board of
Trustees, the President and the Executive Director are instructed to conduct
the financial affairs of the Society such that debt beyond normal trade
payments in not incurred.
Resolution 94-04: 1994 ISOC Budget
The Board resolved unanimously that subject to further review at the next
regularly scheduled meeting of the Board of Trustees, the President is
authorised to carry out the budget for calendar year 1994, which calls for
total revenue of USD 967,500, total expenses of USD 965,456, and a budgeted
surplus of USD 2,044. In the event of an actual or projected shortfall in
revenue appropriate actions will be taken to reduce expenses such that a
deficit is not incurred.
Resolution 94-05: Audit Committee
The Board resolved unanimously to establish an Audit Committee, chartered to
review ISOC financial procedures and report to the Board of Trustees on a
continuing basis.
Resolution 94-06: Executive Director
The Board resolved unanimously to confirm the appointment of Anthony
Rutkowski as Executive Director of ISOC, to be appointed within terms
consistent to that specified in the draft service agreement.
Resolution 94-07: ISOC Elections
The Board resolved unanimously to form a committee to report to the Trustees
on the proposed schedule for the 1995 Trustee elections, and propose any
appropriate changes to the existing elections procedure.
Resolution 94-08: ISOC Internal Procedures
The Board resolved unanimously to adopt the documented ISOC Internal
Procedures, as amended.
Resolution 94-09: Individual Membership Fees
The Board resolved to immediately set individual annual membership fees to
USD 35, and record all renewed memberships which occurred on or after 1
January 1994 as a two year membership.
Resolution 94-10: Non Voting Individual Membership
The Board resolved unanimously to establish a committee to investigate a
proposal for the establishment of a new non voting class of individual
membership of ISOC, and the committee is tasked to report on this matter at
the next meeting of the Board.
Resolution 94-11: Associate Organisational Members of ISOC
The Board resolved unanimously to establish a new class of organisational
membership of ISOC, Associate Organisational Member.
Resolution 94-12: Friends of ISOC
The Board resolved unanimously to establish a new category of listed
membership of ISOC, Friends of ISOC, with a minimum contribution to be
determined by the President of ISOC at a level not less than double
individual membership fees, for a listing period of 1 calendar year.
Resolution 94-13: ISOC Chapters
The Board resolved to empower the ISOC President to establish ISOC Chapter
charter procedures in accordance with these principles, and to implement
them:
a) ISOC will approve the formation of regional chapters for the purpose of
promoting local activity consistent with ISOC goals and charter.
b) ISOC Regional Chapters will be designated by ISOC after approval by the
President of a satisfactory application to ISOC.
c) ISOC Regional Chapters shall consist of local groups of ISOC members.
Resolution 94-14 Internet Standards Process
The Board unanimously resolved to establish a committee to finalise the
document RFC1310bis with particular reference to legal and insurance
implications and formulate a strategy by which this arrangement can be
effected with the IAB, IESG and IAB. This committee is tasked with presenting
the Board a codification of these practices, and should invite legal review
by the appropriate US and European entities.
Resolutions of June 1994 meeting
Resolution 94-15: Financial Procedures
The Board resolved unanimously to adopt the financial procedures, as
recommended by the Audit Committee, as an interim measure until such time as
a manual describing the internal controls and accounting procedures to be
used by ISOC for managing its finances has been adopted:
a. In the absence of a full-time business office manager, the
ISOC accountant shall hold all ISOC checks and be personally
involved in all transactions that involve the expenditure of funds
from the ISOC bank accounts.
b. At least two parties shall be involved in all transactions that
involve the expenditure of funds from the bank accounts. In particular,
and to the extent possible, the requestor of a disbursement should not
be the one to sign the check.
c. All revenue and expenditures of ISOC shall be properly vouchered.
d. Provide quarterly financial updates to the Board of Trustees
including at a minimum 1) the then current income statement and
balance sheet and 2) fiscal year projections in both cash and
accrual form. The projections shall be actual to date and estimates
to the end of the year.
e. Provide a plan to the Audit Committee by April 30, 1994
for management of cash, limiting bank exposure (ie. staying within
FDIC insurance limits, and investment of current assets)
f. If other than IRS guidelines are to be used for depreciation,
please let the audit committee know as soon as possible. Else, we
will assume the IRS guidelines will be used.
g. Expense all items under $1000 and capitalize all long term
assets of $1000 or more.
h. Operate as near as possible to cash so as to avoid long-term
ISOC obligations whenever possible.
i. Develop and document reasonable travel policies for all ISOC
travel (including employees, officers, trustees, contractors,
consultants, etc) and provide to the Audit Committee before the
next ISOC Board meeting.
j. Develop compensation and fringe benefit guidelines for timely
approval by the Board. The guidelines should require that employees
be paid at prevailing wages for the job, area and level of experience.
k. Obtain Board of Trustees approval for any additional benefits
including especially non-cash benefits, if any.
Resolution 94-16: 1994 IAB Nominations
The Board resolved unanimously to endorse the recommendation of the IETF Nominations
Committee that the following individuals as members of the Internet
Architecture Board:
Christian Huitema (INRIA)
Phill Gross (MCI)
Robert Elz (University of Melbourne)
Brian Carpenter (CERN)
Lixia Zhang (Xerox PARC)
Steve Crocker (Trusted Info Systems)
Resolution 94-17 Amendment of the By-Laws
The Board of Trustees resolved with a vote of 15 in favour, 0 opposed and 0
abstentions that Article VII, Section 3 of the Internet Society By-Laws shall
be amended by inserting the following provision at the end of such Section:
However, if the named recipient is not then in existence or is no
longer a qualified distributee, or is unwilling or unable to
accept the distribution, then the assets of the Society shall be
distributed to a fund, foundation or corporation organized and
operated exclusively for the purposes specified in Section
501(c)(3) of the United States Internal Revenue Code (or
corresponding section of any future United States Federal tax code).
Resolution 94-18: Employee Benefits
The Board resolved to approve the provision of non-cash benefits to ISOC
employees within the general guidelines of the draft Employee Benefits
document provided to Trustees (dated 14 June 1994).
Resolution 94-19 Procedures for Nomination and Election of Trustees
(Supersedes Resolution 92-11)
The Board resolved unanimously to adopt the following process for the
nomination and election of ISOC Trustees.
Procedures for Nomination and Election of Trustees
1. Trustee Positions to be Filled
The Board of Trustees will advise the Nominating Committee of the
number of Trustee positions to be filled by vote of the individual
members at each annual election. The Board may also advise the
Nominating Committee of its desires with respect to the backgrounds of
individuals to be nominated in order to achieve the balance of
experience and qualifications required by the provisions of By-Law
Article III, Section 2, which provides that "the Board shall seek to
have among the Trustees representative individuals from industry, from
educational and nonprofit organizations and from government."
1.1 Date of Election
The Board of Trustees will annually adopt a timetable for Trustee
elections. The election date shall be not less than 40 days prior
to the next Annual Meeting of the Society.
1.2 Use of Electronic Mail
All communications concerning the nomination and election of
Trustees shall be in the form of electronic mail except the
ballot, which shall be in the form of first class postal mail.
Members of the Society who are not reachable by electronic mail
may participate in the nomination process by postal mail.
2. Nominating Committee
The Board of Trustees will annually appoint a Trustee Nominating
Committee. The Nominating Committee will consist of 5
individual members of the Society. The Chair of the Nominating
Committee shall be a member of the Board of Trustees. At least
2 members of the Nominating Committee shall be individual
members of the Society not currently serving in any elected or
appointed capacity in the Society.
2.1 Nominations by Committee
The Nominating Committee will notify the members of the Society of
the procedures for nominating individuals for election to the
Board of Trustees, and will provide a minimum period for receiving
nominations of 30 days. The number of individuals nominated
shall exceed the number of Trustees to be elected.
2.2 Nominations by Petition
The Nominating Committee will notify the voting members of the
Society of the names of individuals nominated by the committee for
election to the Board of Trustees not less than 105 days prior to
the date established for Trustee elections. Additional
nominations for election to the Board of Trustees may be made by
petition filed with the Chair of the Nominating Committee not less
than 75 days prior to the election. Petitions may be filed
electronically. The Nominating Committee shall specify the number
of signatures of voting members required for petitions, which
shall be at least fifty voting members of the Society, or 1%
of the total number of voting members of the Society, whichever is
greater.
2.3 Candidates for Election
The Nominating Committee will provide the names of a completed
slate of candidates for election to the Elections Committee not
less than 74 days prior to the election date.
3. Elections Committee
The Board of Trustees will annually appoint an Elections Committee
composed of three voting members of the Society which will be
responsible for establishing and supervising elections.
The Chair of the committee shall be a Trustee whose term of office
does not expire during the year of the election.
3.1 Eligibility to Vote
All individual members of the Society in good standing are
eligible to vote. An individual member is in good standing if his
or her annual dues are not more than 60 days past due on the date
of mailing of the ballot.
3.2 Ballot
TheTrustee election shall be conducted by written ballot of the
individual members, which shall be mailed to each member of the
Society in good standing not less than 60 days prior to the
date of the election.
3.3 Voting
Each voting member will be entitled to as many votes as there are
Trustee positions to be filled by vote of the members. Votes may
be cumulated on behalf of one or more candidates for election. A
member may use fewer than the total number of votes available if
he or she so chooses.
3.4 Receipt of Ballots
All ballots for Trustee elections shall be received by the Chair
of the Elections Committee by 5 pm local time on the day prior to
the date of the election, at the place established by the
Elections Committee for delivery of the ballots.
3.5 Counting of Ballots
The counting of ballots will take place on the election date, at a
time and place established by the Elections Committee. At least
two members of the Elections Committee shall be present at the
counting of the ballots. The committee will establish procedures
to ensure the privacy, validity and accuracy of all ballots.
3.6 Certification of Vote
The Elections Committee shall certify the results of the annual
Trustee election to the Board of Trustees within 10 days following
the election, forwarding a list of the candidates and the number
of votes each candidate has received.
3.7 Challenges
No challenge to any Trustee nomination or election procedure or
result may be brought except by an individual member in good
standing. Any challenge must be addressed to the President of the Society
with a recital of the reasons for the challenge, and must be received
within 20 days of the election date. The President,
after consultation with the Chairs of the Nominating
and Elections Committees and the members of the Board of Trustees,
shall advise the author of the challenge of the Board's decision,
which shall be final, within 40 days of the election date.
Resolution 94-20 1995 ISOC Nomination and Trustee Election Timetable
The Board resolved unanimously to adopt a Timetable for the 1995 Trustee
nomination and election process in accordance with the procedures of
Resolution 92-19 commencing with the opening of the Nominations period on
December 1 1994. The Timetable to be adopted is as follows:
December 1 1994 Nominations Period Opens
December 31 1994 Nominations Period Closes
January 15 1995 Nominations Committee Announcement
February 14 1995 Petition Period Closes
February 15 1995 Candidate Announcement
March 1 1995 Election Period Opens - Ballots posted
April 30 1995 Election date
May 1 1995 Challenge Period Opens
May 10 1995 Elections Committee Certifies Result
May 20 1995 Challenge Period closes
June 9 1995 ISOC Response to Challenge Period Closes
June 13 1995 1995 Annual General Meeting
Resolution 94-21 - ISOC Mission Statement
The Board resolved to accept the following as a mission statement for ISOC:
General Character of the Organization
The Internet Society is the international organisation for global cooperation
and coordination for the Internet and its internetworking technologies and
applications.
Purposes and Goals of the Organization
Its principal purpose is to maintain and extend the development and
availability of the Internet and its associated technologies and applications
- both as an end in itself, and as a means of enabling organizations,
professions, and individuals worldwide to more effectively collaborate,
cooperate, and innovate in their respective fields and interests.
Its specific goals and purposes include:
a) development, maintenance, evolution, and dissemination of standards for
the Internet and its internetworking technologies and applications;
b) growth and evolution of the Internet architecture;
c) maintenance and evolution of effective administrative processes necessary
for operation of the glob al Internet and internets;
d) education and research related to the Internet and internetworking;
e) harmonization of actions and activities at international levels to
facilitate the development and availability of the Internet;
f) collection and dissemination of information related to the Internet and
internetworking, including histories and archives;
g) assisting technologically developing countries, areas, and peoples in
implementing and evolving their Internet infrastructure and use;
h) liaison with other organisations, governments and the general public for
coordination, collaboration, and education in effecting the above purposes.
Operation of the organization
The Internet Society operates through its international Board of Trustees,
its International Networking Conferences and developing country workshops,
its regional and local chapters, its various standards and administrative
bodies, its committees and its secretariat. The Board of Trustees is headed
by a President with the assistance of several officers.
Resolution 94-22 ISOC Role relating to the Internet Standards Process
The Board resolved that on the matter of Internet Standards, the Board of
Trustees intends to pursue the following course of action:
a) to organise and manage an efficient and technically competent process
for developing, adopting and maintaining Internet standards.
b) to accept responsibility for identifying and securing appropriate levels
of funding for standards related activities
c) to endeavour to secure the broadest possible international acceptance
of, and support for, Internet standards.
d) to take all necessary steps to protect and indemnify those individuals
participating in the standards process when acting in an official
capacity within the processes and procedures adopted by the Board of
Trustees.
Resolution 94-23 ISOC Awards Committee
The Board resolved to establish an ISOC Awards Committee and initially task
this Committee to prepare a description of an ISOC Awards program and
associated funding implications.
Resolution 94-24: Code of Ethics Statement
The Board resolved that, on the basis that the Internet will only function
effectively within a spirit of cooperation, the Board:
1. Recognises the need for an Internet Code of Ethics and the importance
of educating the community on this matter, and
2. Recommends that the Internet Architecture Board and the ISOC Advisory
Council be asked to draft an appropriate code of ethics for
consideration by the ISOC Board of Trustees at their next meeting.
Resolution 94-25: INET'94 Conference
The Board of Trustees of the Internet Society unanimously resolved to commend
the Conference Committee of the 1994 INET/JENC Conference on a highly
successful event. Under the leadership of General Chairman Geoff Manning,
Program Chair Bernard Plattner, and the Local Arrangements Chair Jan
Guntorad, a dedicated group of volunteers has given generously of their time
and efforts in organising the premier international networking meeting of
1994.
The Board also wishes to recognise the special efforts of RARE staff members
Marieke Dekker, Judith Kiers and John Martin, and Liz Barnhart of EDUCOM,
whose work contributed significantly to the high quality of the conference.
Resolution 94-26: INET'94 Internet Workshop for Developing Countries
The Board of trustees of the Internet Society resolved to commend the
Organisers and Instructors of the 1994 Workshop for Developing Countries,
held in conjunction with the INET'94 Conference in Prague, Czech Republic.
Under the energetic leadership of Chairman George Sadowsky, the volunteer
instructors and the dedicated workshop participants worked together to
produce an extraordinary learning experience which will contribute measurably
to the growth of the worldwide Internet.
The Board also wishes to recognise the special efforts of the Workshop staff
member Joanne Scott, whose exceptional efforts contributed significantly to
the success of the workshop. The Board would also like to note with
appreciation the efforts of the Track Leaders:... and the Instructors:...
Resolution 94-27: Commendation to Steve Wolff
The Board of Trustees of the Internet Society resolved unanimously to extend
its thanks and sincerest appreciation to Steven Wolff for his many
contributions to the Internet community while serving as Director of the
Networking Division of the national Science Foundation from 1987 to 1994.
Realization of the program goals of the NSFNET during this period has
transformed the Internet from an activity serving the particular goals of the
research community to a worldwide enterprise which has energised scholarship
and commerce in dozens of nations. The personal leadership of Dr Wolff, often
under conditions of public controversy, has been an indispensable ingredient
in surmounting a daunting array of technical, operational and economic
challenges.
His extraordinary commitment to the growth and success of the Internet
reflect the highest standard of service tot he networking community and
command our respect and admiration.
Resolution 94-28: Commendation to Jon Postel
The Board resolved that on the occasion of his leaving the Internet
Architecture Board after serving from 1983 until 1994, the Board of Trustees
of the Internet Society wish to express to Jon Postel its deepest
appreciation for his many contributions to the technical maintenance of the
Internet
His depth of experience, his steady hand during periods of rapid change and
strass, and his unvarying strength of his personal commitment to the work of
the IAB have benefited all the members of the Internet community.
Resolution 94-29: Commendation to Robert Braden
The Board resolved unanimously that on the occasion of his leaving the
Internet Architecture Board after serving from 1983 until 1994, the Board of
Trustees of the Internet Society wish to express to Robert Braden its great
appreciation for his many contributions to the technical architecture of the
Internet
His special experience in end to end protocol development and his personal
commitment to the work of the IAB have benefited all the members of the
Internet community.
Resolution 94-30: Commendation to Barry Leiner
The Board resolved unanimously that on the occasion of his leaving the
Internet Architecture Board after serving from 1983 until 1994, the Board of
Trustees of the Internet Society wish to express to Barry Leiner its deepest
appreciation for his many contributions to the technical architecture of the
Internet
His depth of experience and strong personal commitment to the work of the IAB
over more than a decade of service have benefited all the members of the
Internet community.
Resolution 94-31: Commendation to Stephen Kent
The Board resolved unanimously that on the occasion of his leaving the
Internet Architecture Board after serving from 1983 until 1994, the Board of
Trustees of the Internet Society wish to express to Stephen Kent its deepest
appreciation for his many contributions to the technical architecture of the
Internet
His special knowledge of security measures and his strong personal commitment
to the work of the IAB over more than a decade of service have benefitted all
the members of the Internet community.
Resolution 94-32: Commendation to Anthony Lauck
The Board resolved unanimously that on the occasion of his leaving the
Internet Architecture Board after serving from 1989 until 1994, the Board of
Trustees of the Internet Society wish to express to Anthony Lauck its
appreciation for his many contributions to the technical architecture of the
Internet
His depth of experience and strong personal commitment to the work of the IAB
over more than a decade of service have benefited all the members of the
Internet community.
Resolution 94-33: Commendation to Robert E. Kahn
The Board resolved that on the occasion of his selection as recipient of the
Marconi prize of the Marconi International Fellowship the Board of Trustees
of the Internet Society wishes to convey to Dr Robert E. Kahn its profoundest
appreciation for his many contributions to the Internet.
Commencing with his far sighted recognition of the revolutionary potential of
packet networks more than two decades ago, he has continued to exert
extraordinary leadership in the networking community. His founding role in
the Internet Society, including generous support of the needs of the society
during its startup period is especially valued by his fellow Trustees. The
Board looks forward to overcoming many future Internet challenges in company
with our honoured colleague Robert Kahn.
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