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Special Meeting of the ARIN Board of Trustees

Thursday, 27 May 2010
Teleconference

Minutes

Attendees:

  • Paul Vixie, Chair
  • Paul Andersen, Trustee
  • Scott Bradner, Treasurer
  • John Curran, President & CEO
  • Timothy Denton, Trustee
  • Lee Howard, Secretary
  • Bill Woodcock, Trustee

Minute Taker:

  • Therese Colosi

ARIN Staff:

  • Nate Davis, COO
  • Bob Stratton, Director, Financial Services

ARIN Counsel:

  • Stephen M. Ryan

1. Welcome

The Chair called the meeting to order at 9:06 a.m. EDT. The presence of quorum was noted, acknowledging that Tim Denton and Bill Woodcock would be delayed.

2. Agenda Bashing

The Chair called for any comments.  It was noted that Items 4 and 5 may be potentially moved to the end of the agenda to give one or both gentlemen time to join the teleconference.

3. Approval of the Minutes

It was moved by Lee Howard, as Secretary and seconded by Scott Bradner, that:

“The ARIN Board of Trustees adopts the Minutes of the April 8, 2010 as written.”

The Chair called for discussion. There were no comments.

The motion carried unanimously with no objections.

4. Nomination Committee (NomCom) Charter

Bill Woodcock joined the meeting at this time (9:08 a.m. EDT)

It was moved by Lee Howard, and seconded by Scott Bradner, that:

“Resolved, that there be, and is hereby designated, a Nominations Committee, with the specified Charter, responsible for identifying, recruiting, and certifying a properly selected slate of Trustee and Advisory Council candidates to be placed in nomination before the Membership for election, in accordance with ARIN Bylaws and documented procedures.”

The Chair called for discussion.  Tim Denton joined the meeting at this time (9:12 a.m. EDT).

The President explained that this adds a Charter to the NomCom. It also removes the inclusion of the ASO AC ARIN Region Members, since the nomination and election of candidates to serve on the ASO AC/NRO NC from the ARIN Region is not limited to ARIN Member participation; and, this body should not be included under the purview of the Nomination Committee.  The current petition recourse available to ARIN Board or Advisory Council nominees, not moved forward by the NomCom, could not apply as currently designed to ASO AC Nominees. While it is true that once every three years the Board appoints a Nominee to serve on the NRO NC, the call for nominations is still open to anyone who wishes to put forth a candidate.

Lee Howard noted that section 3.0 of the Charter needed the following edit:  “The NomCom identifies, recruits, and advances a slate of Trustee, Advisory Council candidates…” to “The NomCom identifies, recruits, and advances a slate of Trustee, and Advisory Council candidates…” , before it is published. The President noted this edit and stated it would be incorporated prior to publication.

The motion carried unanimously via roll call.

5. Changes to ARIN Bylaws

A)     ARTICLE VIII: Elections and Appointments, Section 2.b. Nominations by Petition.

It was moved by Scott Bradner, and seconded by John Curran, that:

"The ARIN Board of Trustees amends ARIN Bylaws, by adding ARTICLE VIII: Elections and Appointments, Section 2.b. Nominations by Petition, to read as follows:

a.  Nominations by Petition. The President of ARIN shall notify the membership of the procedures for nominating Trustee and Advisory Council Candidates by petition and, procedures for completing the petition process; and, shall provide for at least seven (7) calendar days to receive petition intent and another fourteen (14) calendar days to receive the necessary signatures. The number of signatures required for petition nominations shall be at least two percent (2%) of General Members in Good Standing as of the established opening date of the nomination period. Only one signature per General Member in Good Standing, via its Designated Member Representative, shall count toward the petitioner's signature requirement."

The Chair called for discussion. The President explained that, for simplicity, staff recommends using 2%. For example, last year at 2%, the required signatures would have been 69, not 172.  Consequently, one petitioner last year would have been successfully added to the ballot as they had obtained 84 signatures. However, it is the Board’s decision.

Scott suggested that messages to the Community include the number of signatories required.  The President agreed, stating he and the Chair will draft a message to the Community regarding response to feedback from last year. Paul Andersen requested the President find ways to streamline the process by which a petitioner can communicate to the membership, making it easier for people to support a petition.

The motion carried unanimously via roll call.

B)   ARTICLE VIII: Elections and Appointments, Section 2. Nomination of Candidates.

It was moved by Scott Bradner, and seconded by Lee Howard, that:

"The ARIN Board of Trustees amends ARIN Bylaws, ARTICLE VIII: Elections and Appointments, Section 2. Nomination of Candidates, a. Nomination Committee to read as follows:

a. Nomination Committee. The Board shall annually appoint a Nomination Committee consisting of seven (7) persons, including: two (2) members of the Board of Trustees, two (2) members of the Advisory Council, and three (3) volunteer General Members in good standing.  A Nomination Committee charter, which includes the Committee selection procedure and scope of responsibilities, shall be approved by the Board and publicly available on the ARIN website.   Any member of the Nomination Committee may be removed by a majority vote of the Board of Trustees. The Nomination Committee shall be responsible for identifying, recruiting, and certifying a properly selected slate of Trustee and Advisory Council Candidates to be placed in nomination before the membership for election. The Nomination Committee shall, following evaluation of Nominees' experiences and qualifications, submit its list of selected Trustee and Advisory Council Candidates to the President of ARIN prior to the final Public Policy and Members Meeting of the year. No person may be a member of the Nomination Committee and also be a Candidate for election to a Trustee or Advisory Council position in the same year."

The Chair called for discussion. President explained that this makes clear that Board is adopting a NomCom Charter which includes a Selection Procedure. This is also included in the NomCom Charter‘s Scope of Responsibilities section and is compatible with this Bylaws change.

The motion carried unanimously via roll call.

6. Impaneling the NomCom with Board Members

The President stated that per the NomCom Charter, two ARIN Board members need to be chosen by the Board to be part of the Committee, with one serving as the Chair of the NomCom. He called for two volunteers. Tim Denton, Paul Andersen, and Scott Bradner volunteered.  It was noted that any Board members that are up for re-election this year could not serve on the Committee; and, that all three volunteers were qualified to serve.

The Board appointed Scott Bradner and Paul Andersen to serve on the NomCom, with Paul serving as Chair.

7. Finance Committee (FinCom) Report

Scott Bradner, as Treasurer, stated that the FinCom had met on May 17th and recommends the Board accept the Audit Report. He stated that the auditors reported no problems. The Board reviewed the results of the audit.

It was moved by Scott Bradner, as Treasurer, and seconded by Paul Vixie, that:

“The ARIN Board of Trustees accepts the Audit Report.”

The Chair called for discussion. There were no comments.

The motion carried unanimously via roll call.

Scott added that the FinCom will release an RFP for a new auditing firm to avoid potential bias by using the same firm for too long a period. He also stated that the FinCom discussed suggestions relative to fees on IPv6; and, that the Board will discuss recommendations later in the agenda.

8. Draft Policy Ratifications

At their meeting on May 20, 2010, the ARIN Advisory Council recommended the ARIN Board adopt the following Draft Policies: 

A) Draft Policy 2010-4: Re-Work of IPv6 Allocation Criteria.

It was moved by Scott Bradner, and seconded by Paul Andersen, that:

“The ARIN Board of Trustees, based on the recommendation of the ARIN Advisory Council, and noting that the Policy Development Process has been followed, adopts Draft Policy 2010-4: Re-Work of IPv6 Allocation Criteria.”

The Chair called for discussion.  There were no comments.

The motion carried unanimously via roll call.

B) Draft Policy 2010-6: Simplified M&A Transfer Policy.

It was moved by Scott Bradner, and seconded by Lee Howard, that:

“The ARIN Board of Trustees, based on the recommendation of the ARIN Advisory Council, and noting that the Policy Development Process has been followed, adopts Draft Policy 2010-6: Simplified M&A Transfer Policy.”

The Chair called for discussion. The President stated this version clarified the text to reflect that a transfer is either under 8.2 or 8.3; and, that it was well considered by the Community and the AC. There were no legal concerns.

The motion carried unanimously via roll call.

9. IN-ADDR Transition Update

The President provided the Board with background on the IN-ADDR zone file generation, and the fact that, going forward, it will be handled by ICANN rather than ARIN. He stated that he had discussed the issue with the appropriate parties (IAB and RIRs). He stated this was a good situation and the right decision. ARIN will document this transition with ICANN, and per the IAB, RIRs and ICANN, all must agree on any future changes. The President stated that additional information about the relationships could be found in RFC 2860.

Additionally, the President stated that the IP6 zone, not handled by ARIN, would be moved to ICANN as well.

Scott Bradner asked if there were any budgetary implications of not doing this. The President replied that it would be of neutral to minimal impact on the budget.

10. Extension of Legacy Registration Service Agreement (LRSA)

The President provided an overview of this topic stating that at their last meeting, the Board was concerned that passing a motion to extend the offering would appear that the Board was undecided on a cut-off date. He explained that the LRSA could not be offered indefinitely because it precludes the AC and the community in moving policy forward that doesn’t have a safe harbor; and, currently, the AC and community are discussing such types of policies on the Public Policy Mailing List.

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

"The ARIN Board of Trustees approves the extended the period of offering the LRSA Agreement to December 31, 2010 in order to allow additional organizations to participate while not precluding indefinitely future policy changes in this area."

The Chair called for discussion. Lee Howard stated he did not see a compelling reason for extending the offering period. The President replied that there will be people wanting to list legacy resources and have them made available to the community, and that won’t be able to happen unless it has been validated that they are the holder of such resources. The LRSA is the conduit to make that happen. If ARIN has a designated transfer policy, but does not offer the LRSA, people cannot participate in a meaningful way.

The motion carried with 4 in favor, 1 against (Lee Howard), and 2 abstentions (Scott Bradner and Bill Woodcock) via roll call.

Tim Denton mentioned that due to time constraints he would need to leave the meeting soon. The Chair estimated the meeting would end in roughly 10 minutes and appreciated his remaining in the meeting if at all possible. (10:03 am EDT)

11. New Registration Services Agreement (RSA) Rollouts

The President explained that changes to ARIN’s RSA and LRSA are administrative in nature, and include: removing references to the Certificate Practice Statement (which was part of x.509-based validation); updating the reference to our online portal (ARIN Online); and, adding specific reference to our online operational documentation.

Specific Modifications reflected in Version 10.1 of the RSA include the following:

  1. ARIN removed references to the "Certification Practice Statement" from Sections 3 and 5(a).
  2. In Section 3, the term "Procedures" is added to reference the operational documentation on ARIN's website regarding its implementation of the policies in the Number Resource Policy Manual.
  3. The name of the Service, "ARIN Online", is now used in place of the type of service being provided, "ARIN's Secure Login Website". Examples can be found in Sections 5(a) and 15(j).

Modifications reflected in Version 2.2 of the LRSA include the following:

  1. ARIN removed references to the "Certification Practice Statement" from Sections 2 and 5(a).
  2. In specifications on communication with ARIN, references to ARIN Online, its Secure Customer Website, have been added so that exchanges via this mechanism are permitted. Examples can be found in sections 5(a) and 15(j).

The Chair asked for any questions and wanted to make sure that everyone understood what these changes mean. There were no questions and no further discussion.

The President stated a message will be posted to the Community.

12. Any Other Business.

ARIN Consultation and Suggestion Process. 

"ACSP Suggestion 2010.1: Offer Legacy RSA Signatories No Initial Fee IPv6 Address Blocks (Or something close)."  Scott Bradner stated that the FinCom had discussed this submitted suggestion in their May 17th meeting, and found that the benefits did not outweigh the issues.

The Chair called for the Board to consider the matter of the submitted suggestion at this time; and, further asked if there were any objections to the FinCom’s recommendation on this matter. There were no objections. The Chair noted it was the sense of the Board to follow the FinCom’s recommendation to not offer the suggested fee waiver. The President stated the Fincom’s recommendation will be followed, and a message will be drafted.

13. Adjournment

The Chair entertained a motion to adjourn at 10:08 a.m. EDT. Scott Bradner moved to adjourn. There were no objections.