Meeting of the ARIN Board of Trustees Meeting - 21 March 2022

Teleconference

 

Attendees

  • Bill Sandiford, Chair

  • Tina Morris, Vice Chair
  • Bram Abramson, Trustee
  • Nancy Carter, Treasurer
  • John Curran, President & CEO
  • Peter Harrison, Trustee
  • Catherine Middleton, Trustee
  • Paul Andersen, Past Chair

ARIN Staff

  • Michael Abejuela, General Counsel, Secretary
  • Alyssa Arceneaux, Executive Coordinator, Scribe
  • Einar Bohlin, Vice President, Government
  • Richard Jimmerson, COO
  • Christian Johnson, Vice President, Information Security
  • Brian Kirk, CFO
  • Steve Ryan, Counsel
  • Thérèse Simcox, Sr. Executive Assistant
  • John Sweeting, CCO

1. Welcome, Agenda and Conflict of Interest Review

The Chair called the meeting to order at 1:01 p.m. ET. The presence of a quorum was noted.

The Chair reviewed the agenda with the Board. There were no changes.

2. Approval of the February 28 and March 1 Board Minutes

(Exhibit A, Exhibit B)

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

“The ARIN Board of Trustees approves the Minutes of February 28 and March 1, as written.”

The Chair called for discussion. There were no comments. The motion carried with no objections.

3. Policy Ratification

(Exhibit C)

At their meeting on 25 February 2022, the ARIN Advisory Council moved to forward editorial change ARIN-edit-2021-5 to the ARIN Board of Trustees for ratification.

It was moved by John Curran, and seconded by Bram Abramson, 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 ARIN-edit-2021-5: Update ISP and End-User Reference for 2022 Fee Schedule.”

The Chair called for discussion. The President stated that the AC concluded their work under the Policy Development Process on this matter and made an editorial/clarification change recommendation to the Board. He noted that the Policy Development Process was properly followed. The President noted a markup document was provided by a Board member leading up to the meeting and described that markup has not been previously provided to the Board as policy change is worked via PDP in plain text. He noted that if it is desired by the Board, staff can provide a markup comparison to the Board for recommended policy changes going forward. The Board agreed that the markup document is preferred in the future, and that the Board members were good with current policy writeup in this instance.

The motion carried with all in favor via a roll call vote.

4. ARIN Committee Reports

  • Compensation Committee: It was noted that the President sent his revised 2022 objectives to the Chair last week, and the Chair will be moving forward in the coming weeks to review them with the committee.
  • Finance Committee: The Finance Committee Chair stated that were no updates since the last Board meeting but that an upcoming meeting was being scheduled for the beginning of April. The Finance Committee Chair notified the Board that one Board member stepped down from the Finance Committee in light of their appointment to lead other committees for 2022.
  • Governance Committee: The Governance Committee Chair has requested time on the next agenda to discuss next steps on all the consultations now that they have been completed. The Governance Chair would like to view these in conjunction with the initial recommendations.
  • Mailing List AUP Committee: The Mailing List AUP Committee Chair has reached out to all committee members and discussed with Joe Pace his continuance on the Committee for 2022, but the Mailing List AUP Committee Chair did not know for governance reasons if there needed to be a call out to the community. It was noted that it is fine for a community member to serve more than a single year. The Mailing List AUP Committee Chair requested that a communication go out to the community indicating that Mr. Pace has accepted to continue in the position for this year.
  • Nominations Committee: The Nominations Committee Chair has sent out communications to learn more about the operations of the committee and is awaiting feedback before moving forward.
  • Risk & Cybersecurity Committee: The Risk & Cybersecurity Committee Chair is working with both Board members and staff to compose an agenda for the inaugural meeting. This meeting will happen in the coming weeks.

5. ARIN Committee Charters

(Exhibit D, Exhibit E, Exhibit F, Exhibit G, Exhibit H)

It was moved by John Curran, and seconded by Catherine Middleton, that:

“The ARIN Board of Trustees adopts the following Board Committee Charters: Compensation Committee, Governance Committee, Mailing List Acceptable Use Policy, and Risk & Cybersecurity, as amended.”

A question was asked on the Finance Committee Charter about removing the Risk Register line item from the Financial Responsibilities as it was previously discussed about moving to the Risk & Cybersecurity Committee. Reporting responsibilities is section 3.3 in other charters and needs to be added to the Finance Committee Charter. The amended Finance Committee charter is to be added to the next Board meeting agenda for adoption.

The motion carried unanimously with all in favor.

6. Proposed Board SharePoint Organization.

(Exhibit I).

The COO gave a summary of the proposed information structure to be used with the Board SharePoint site. The Chair suggested that Board members take the time to review the proposed structure and reach out to staff with feedback. The President asked that members provide their feedback by the end of the week so that staff can move forward with organizing the information per the Board’s preference.

7. General Counsel Update.

The General Counsel provided an attorney-client privileged update on legal matters to the Board.

8. Open Action Item List

(Exhibit J)

The President provided an update on the action item list to the Board.

9. Any Other Business

The Chair asked for any other business.

  • One Board member noted the word “community” may need clarification. More specifically, he noted there are likely subsections of the community that are often being referred to in our meetings, and that perhaps there is a need to be clear about which groups are being referred to when the word “community” is being used and that some consistency should be established for use in our documents and minutes. The President will provide a short write-up of the term “community” within ARIN’s definition to the Board for further discussion.
  • The Chair noted that a couple of Board members saw that ARIN 50 in October was special and asked if anything was being done to commemorate the milestone. The President stated that Q4 of 2022 is even more significant because it is also the 25th anniversary of the organization. ARIN turns 25 at the end of this year and is conducting its 50th meeting in October. The President noted staff would work to highlight these special milestones in Q4 of 2022.
  • The question of an August 2022 face-to-face Board workshop came up, and the Chair asked that the Trustees be polled for their availability.

10. Executive Session

The Board entered an executive session at 2:04 p.m. ET.

11. Adjournment

Catherine Middleton moved to adjourn, seconded by Peter Harrison. The meeting adjourned with no objections at 2:47 p.m. ET.