Board of Trustees Meeting Minutes - 20 June 2019

via Teleconference

Draft Minutes

These minutes are DRAFT. They have been reviewed by the ARIN Board of Trustees prior to posting. These minutes will remain draft until they are reviewed and approved by the ARIN Board of Trustees at their next regularly scheduled meeting.

Attendees

  • Paul Andersen, Chair
  • Bill Sandiford, Vice Chair
  • Dan Alexander, Trustee
  • Nancy Carter, Treasurer
  • John Curran, President & CEO
  • Regenie Fraser, Trustee
  • Patrick Gilmore, Trustee
  • Peter Harrison, Trustee

ARIN Board Secretary & General Counsel

  • Stephen M. Ryan, Esq.

Scribe

  • Therese Simcox

ARIN Staff

  • Michael Abejuela, Assoc. General Counsel
  • Richard Jimmerson, COO

1. Welcome & Agenda Review

The Chair called the meeting to order at 2:13 p.m. EDT. The presence of a quorum was noted.

2. Approval of the Minutes

(Exhibit A)

It was moved by Nancy Carter, and seconded by Bill Sandiford, that:

“The ARIN Board of Trustees approves the Minutes of 07 April 2019, as written.”

The Chair called for any objections. There were no objections.

The motion carried with no objections.

3. Ratification of Policies and Editorial Changes

At their meeting on May 16, 2019, the ARIN Advisory Council recommended the following policies to the ARIN Board for adoption:

(Exhibit B)

It was moved by John Curran, and seconded by Dan Alexander, that:

“The ARIN Board of Trustees, based upon the recommendation of the ARIN Advisory Council, and noting that the ARIN Policy Development Process has been followed, adopts Recommended Draft Policy ARIN-2017-12: POC Notification and Validation Upon Reassignment or Reallocation.”

The Chair called for discussion. There were no comments.

The motion carried unanimously via roll call vote.

(Exhibit C)

It was moved by John Curran, and seconded by Patrick Gilmore, that:

“The ARIN Board of Trustees, based upon the recommendation of the ARIN Advisory Council, and noting that the ARIN Policy Development Process has been followed, adopts Recommended Draft Policy ARIN-2018-2: Clarification to ISP Initial Allocation.”

The Chair called for discussion. There were no comments.

The motion carried unanimously via roll call vote.

(Exhibit D)

It was moved by John Curran, and seconded by Peter Harrison, that:

“The ARIN Board of Trustees, based upon the recommendation of the ARIN Advisory Council, and noting that the ARIN Policy Development Process has been followed, adopts Recommended Draft Policy ARIN-2018-5: Disallow Third-Party Organization Record Creation.”

The Chair called for discussion. There were no comments.

The motion carried unanimously via roll call vote.

At their meeting on May 16, 2019, the ARIN Advisory Council recommended the following editorial change to the ARIN Board for adoption:

ARIN-Edit-2019-1: Remove IPv4 Reference in NRPM Section 6.10.1.

(Exhibit E)

It was moved by John Curran, and seconded by Regenie Fraser, that:

“The ARIN Board of Trustees, based on the recommendation of the ARIN Advisory Council, and having reviewed the editorial changes made to the ARIN Number Resource Policy Manual with regard to removing reference to IPv4 in Section 6.10.1, hereby adopts said changes.”

The Chair called for discussion. There were no comments.

The motion carried unanimously via roll call vote.

The Chair suggested that in the future, in order to enable the timely facilitation of the implementation of policies that did not require in-depth Board discussion, and to avoid those policies being delayed due to waiting for the next Board meeting, those particular policies could be ratified by the Board via an action-without-meeting on the Board’s mailing list. The Chair noted that any action-without-meeting requires unanimous support, otherwise it would be considered at the next Board meeting as usual.

The Chair asked if the Board was open to this suggestion, or should they continue with the current process. Discussion ensued on the merits of the suggestion, with the sense of the Board being able to utilize that option on simple matters.

The Chair stated that best judgement would be used in utilizing such a procedure; that there were no requirements that this suggestion be used; but that it is an option if useful.

4. ARIN Advisory Council Recommendation on Waitlist Policy

(Exhibit F, Exhibit G)

On 13 May 2019, the community consultation period ended on the AC’s response to this matter. The Board needs to review the recommendation to determine acceptance.

The Chair requested that the President explain a small drafting error of missing words in a single sentence that advises people on the waitlist with the opportunity to go to the transfer market. The President stated that the missing text of the sentence was purely an editing oversight in copying text that already exists in the Number Resource Policy Manual. Discussion ensued on whether or not to adopt the policy text as is with the error, or to correct it, by the Board’s motion. The President assured the Board that this error would not impact the policy, and could later be corrected by the Advisory Council. The Chair suggested that if there were no objection, the policy text be considered as amended accordingly, and there was no objection.

It was moved by John Curran, and seconded by Dan Alexander, that:

“The ARIN Board of Trustees accepts the ARIN Advisory Council’s recommendation to replace the Number Resource Policy Manual Section 4.1.8, as amended; and, reinstate the full operation of the Number Resource Policy Manual Sections 4.1.8, 4.1.8.1, and 4.1.8.2 immediately.”

Discussion ensued on the merits of the policy, with the Board generally being in favor of the AC’s recommendation.

The motion carried unanimously via roll call vote.

5. Petition of the ARIN Advisory Council Abandonment of ARIN-Prop-266: BGP Hijacking is an ARIN Policy Violation

(Exhibit H, Exhibit I, Exhibit J, Exhibit K)

The President explained that, per the Policy Development Process (PDP), when the AC takes an action on a proposal and it is successfully petitioned, the result is that proposal remains on the AC’s docket for continued work. If a successful petition was in opposition to the proposal being ruled as “out of scope,” the Board will review this to determine if the proposal was properly rejected for being out-of-scope.

Mr. Curran stated that this proposal calls for setting up a new service for reporting hijacking, and for a review of reports by a newly created expert panel. The text identifying hijacking as a policy violation would require that ARIN take an enforcement position with respect to valid reports involving ARIN registry customers, despite the proposal not explicitly described in the proposed policy to that effect. This would result in a significant expansion by ARIN into the area of routing enforcement, in addition to the reporting service that does not presently exist within ARIN.

The President asked if ARIN should expand its activity to provide the hijacking reporting service, noting that it is a substantial reach from ARIN’s present mission and scope. In addition, if the Board did want ARIN to increase its enforcement power, it would likely be necessary to amend the Registration Service Agreement (RSA), to make it more clear that those obtaining resources are also making contractual commitments on how they route their networks. Mr. Curran states such an RSA change would be unlikely to be well-received by the majority of the community.

It was moved by John Curran, and seconded by Dan Alexander, that:

“The ARIN Board of Trustees, having reviewed the application of ARIN’s Policy Development Process to ‘ARIN-Prop-266: BGP Hijacking is an ARIN Policy Violation’, affirms the determination that the policy proposal is out-of-scope.”

The Chair called for discussion. It was the sense of the Board’s comments that the proposal was out of scope due to its call for establishment of new service.

The motion carried unanimously via roll call vote.

6. Strategy Retreat Planning Discussion

The Chair stated this item would be discussed later in this meeting.

7. Treasurer’s Report of Q1 Financials

The Treasurer stated that the information in the report is posted on the Board’s Wiki for the Board to view. She noted that net assets increased in the last quarter, which made a big difference on the balance sheet. There were some small variances in actual expenses versus planned, but they were only off collectively by 3%. She stated that generally the results were positive, and that she was happy to answer any questions.

8. Update on CFO Hiring Process

The President provided a confidential briefing to the Board on the status of hiring for this position.

Counsel made a request of the Chair to reorder the agenda in order for him to address his items, as he was in transit. The Chair agreed to do so and stated that items 10 and 11 would be discussed at this time.

10. ARIN General Counsel Update

(Exhibit M)

Counsel provided an attorney-client privileged briefing to the Board on legal matters.

11. Review of Election Campaign Guidelines

(Exhibit N)

The President presented a slide deck to the Board that outlined various election campaign issues that had arisen in recent years, and the staff recommendations to address some of them. The staff recommendations included: (1) increasing visibility of the current candidate speech guidelines; and (2) a recommendation to modify the Acceptable Use Policy (AUP) for both the ARIN Whois database and the ARIN mailing lists to prohibit their use for ARIN election campaigning; and, offer the candidates the ability to provide brief statements to the voters via ARIN, and have a candidate forum for more interaction with the community.

It was noted that these recommendations occurred due to the historical experience where candidates sometimes gave speeches supporting someone other than themselves, and due to reports of candidates using the ARIN Whois database to send harvest emails to issue campaigning emails to members.

Discussion ensued on the merits of the recommendations. It was the sense of the Board that ARIN should more widely communicate the existing guideline that candidates should focus only on their own qualifications in their candidate speeches.

The Board favored the staff recommendation for ARIN to provide an interactive “ARIN Candidate Forum” where members of the community can pose questions to the candidates, following the candidate speeches.

The Board further discussed adding more lines on the ‘statement of support’ form for biographical information and candidate affiliations, as further information would aid members in assessing these statements. It was the sense of the Board that this would be useful. The President indicated that he had sufficient guidance from the Board on the how to proceed on the election campaigning reforms, and would proceed accordingly.

After further discussion, Board consensus was not reached at this time on modifying the AUP to forbid the Whois database from being used, or changing the ARIN mailing list AUP to specifically prohibit election campaigning. The Board indicated its consensus to await the implementation of the consensus items in this election cycle before the AUP topic was definitively addressed.

The Chair stated that item 9 would be discussed at this time.

9. Fellowship Program Changes

(Exhibit L)

It was moved by Paul Andersen, and seconded by John Curran, that:

“The ARIN Board of Trustees hereby discharges the 2019 Fellowship Selection Committee, noting the existence of the new staff-facilitated Fellowship Program.”

The Chair called for discussion. The Chair requested annual reporting on the Program’s goals. The President agreed to do so, but pointed out that some goals are beyond a one-year timeframe; and, those out-year goals will require time for measuring their success. The Chair acknowledged.

The motion carried with no objections and all in favor.

10. ARIN General Counsel Update

Previously discussed.

11. Review of Election Campaign Guidelines

Previously discussed.

The Chair stated that item 6 would be discussed at this time.

6. Strategy Retreat Planning Discussion

The Chair requested feedback from the Board in preparation for the Board’s strategic planning workshop/meeting to be held this August. The Chair noted that the President circulated a summary of the current strategic process to the Board including the updates made earlier this year. He pointed out that it is important that the Board discuss this to have clarity on expected deliverables. Mr. Andersen noted that the concern heard the most with the current form of strategic plan is it appears to be a set of values and tactics, but that the Board is looking for a longer-term view. It would prefer a strategic plan document with a higher-level structure to include pillars, or goals, and then higher-level strategies to achieve them. There are other organizations of similar nature whose plans might offer some ideas for structure. He indicated the outcome of the strategic planning could be a high-level document, which could possibly have some consultation with the community before adoption. He also noted that future goals would be to move to a longer-term strategic plan, and update it less frequently than each year.

The President noted his earlier Board email summarized the current status of the strategic planning process. He stated that staff has just finished updating the strategic planning process, based on Board input earlier in the year, and the revised planning process was on the March consent agenda. Staff was directed to: start the planning process work earlier this year, including reviewing proposed topics from Board members; and, to start the development of a draft of the updated strategic plan, so that these could be available and sent to the Board before the August workshop. It is unclear if staff is still to draft a proposed update of strategic plan given that we will be working on new structure for the strategic plan in the weeks leading up to the workshop. The President also noted that he provided a verbal “State of ARIN“ report to the Board last year, including a high-level overview of: major changes in its ecosystem, and the risk and opportunities faced by ARIN. He had been intending to provide this as a written report for the workshop, if the Board concurs. The President reiterated that staff is ready to work within any process that the Board wants, but requested clarity as soon as possible in order to support the strategic planning effort properly.

Discussion ensued on various alternate structures for the strategic planning process and strategic plan document. There was significant support for the view that the Board should be working on the high-level strategic direction for the organization, and then let the organization build its operating plan and budget, to help achieve the direction in that strategic plan.

A Board concern was raised with regard to the multiple issues currently at hand. Within the strategic planning process there are cascading events that result from the discussions. A high-level planning session would not address the one-off items that arise that often should not have to wait for following year’s cycle to receive Board guidance. It was noted that the Board needs a structure to manage strategic planning, but not be so bound that they cannot respond in a shorter timeframe to urgent items that need a response for the current year.

The Chair proposed a way forward with several steps: The Chair would cycle a few different structures of strategic plan formats from other like-minded organizations on the Board mailing list to see if the Board can find a strategic plan output format that is more suitable. Additionally, given that ten topics is too many for a two-day workshop, the Chair and staff would review the topics to determine which topics are straightforward, and which topics need more discussion, and then update the Board via their mailing list. This way, the Board will be focusing its time on the topics that need more deliberation, and consider the ones where there is already agreement on strategy.

As it is a two-day meeting, it was suggested to discuss high-level items on the first day, and then more immediate-need issues on the second. A further suggestion was to consider further extending strategy discussions to the Board’s other in-person Board meetings. This was generally supported as long as it did not impact member interaction, as that was an issue with the busy Board meeting schedule during ARIN 43.

The President noted that the operation plan and budget development work starts immediately after the strategic planning process, and that the Board might want to detach these processes if the strategic plan becomes more high-level and with longer term goals.

The Chair stated that any necessary tactical input on activity plan and budget for the coming year can be dealt with on the second workshop day, if the Board is nimble. The President stated that he was looking forward to seeing the new strategic planning process, and that he was in support of change as needed. The Chair stated that he would provide weekly reports to the Board, but noted that changing the strategic planning process will only work if the entire Board participates and provides feedback to these emails.

Mr. Ryan left the call during this discussion.

The President called for a point of order at this time (4:58 p.m. EDT). He stated that the Advisory Council’s monthly teleconference was to begin at 4:00 p.m. EDT, and asked the Chair whether staff should inform the AC that their call will be delayed, or if the Board should exit this meeting now. The Chair asked that staff let the AC know their call will be delayed until 4:05 p.m. EDT. The President acknowledged and directed staff to inform the AC.

12. Any Other Business

The Chair called for any other business.

Explore Alternative Teleconferencing Options

As there were some technical difficulties with WebEx, it was requested that the President look into alternatives. The President acknowledged the request.

ARIN Board Face-to-Face Meeting 2020

The Chair stated that in the interest of time, this item would be discussed on Board’s mailing list.

13. Adjournment

The Chair entertained a motion to adjourn at 4:02 p.m. EDT. Patrick Gilmore moved to adjourn, seconded by John Curran. The meeting was adjourned with no objections.