Internet Society Board of Trustees, 15 Jun 2018

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From YouTube: Internet Society Board of Trustees Meeting 140

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Internet Society Board of Trustees Meeting 140
15 June 2018, 13:00-14:00 UTC
Video Conference

A

Okay, we're recording now, okay.

B

Okay, so welcome to the meeting of the Board of Trustees of the internet society. This is meeting number 140 and we have posted the agenda that I guess Kevin will post it now into zoom. Yes, okay, perfect! So that's our our agenda! First of all, we received regret from a few trustees, but nevertheless we have you know quorum. So we have a seven vote. Interest is if I can be correctly and any declaration of conflict, taking into account the agenda that we should note. I, don't see all the video.

B

So if somebody has something please talk to me now, yeah now I see you so no conflict of interest right, okay, excellent perfect. So that was the the first point.

B

So, as you know, it's our tradition on and I think also it's in the bylaws that we have a meeting before before the AGM, so that we can actually know approve the reports from from the different committees to basically know convey the action points to the next board and basically know agree on on a few or make a few formal decisions so that you know they are made before we get to the AGM, which in this case is in two weeks in in Panama. So let's get started with the agenda.

B

The first em you know, I think we have, which is point two in the agenda, is to document the resolutions approved by a vote same since the last time, and we don't have any to pass any resolution. But John. You want to comment on that. Yeah.

C

These are seven resolutions that we've passed since last fall and due to clerical sloppiness by me, several of them should have been, should have been included in the minutes earlier. But it's just a clerical thing and they were there. They've been valid since they've, since they were passed. We just hadn't we haven't published from yet and I'm, not Kevin and I now have a spreadsheet. So we should. We should be able to fix this problem. Okay, excellent.

B

Perfect so those are they ever solutions and they are capturing the agenda. So, as we said, I mean the resolutions have been approved already. This is just a documentation matter, so we don't have any any resolution be likely related to approving those excellent.

B

So moving along to point number three in the agenda, which is the actionable items that we want to transfer from this board to which is, you know the 2017 2018 to the next board, which will be appointed at the IGM AGM in two weeks and is that 2018 2019 board so Cathy? You want to introduce the resolution.

D

Its intention with respect to three of the large programmatic areas, one would be the continuation of the 2018 plan which, as you know, goes through the end of the year. Continuation of the intent to to run and fund the I thought new foundation and, thirdly, to support the 2.0.

D

Process, that's going on so what this does? It says this board intends to do that, and it's basically asking the other board to accept this as a position. Okay,.

B

Excellent Thank, You, Kathy yeah Kevin is showing the never solution and the if you scroll up a bit yeah there, that's the resolution that we are passing and the summary of the agreed action items for for the next board. Okay, so the resolution haven't been introduced, I need someone to to move. The resolution has be fair moves on hurry seconds, so we're gonna do this by raising hands yeah thanks Kevin for moving into mosaic mode, so we're gonna be voting. Yes, no and abstain. So you know first years all trustees voting.

B

Yes, please raise your hands.

B

I'm, thank you. Trustee is voting, no raise your hands. Okay. Nobody and first is abstaining. Raise your hands. Okay, so the resolution passes unanimously. Thank you. Now we are moving to the part of the agenda where we accept the different reports that they have been produced. So we have, you know the Elections Committee governance, the auditor's report, the audit committee, the Finance Committee and then the president and CEO reports. So we will start with the election committee report Ciro.

B

She was chairing that committee, but unfortunately couldn't join us, so Hans Peter will be presenting these for him, so consider the flow resource yeah.

E

Kevin, could you project if lights or text prepared by Hiroshi okay? Here we are Election. Committee report can be a rather short report, because nothing out of water has happened during the process. Everything was run smoothly and without larger incidents. I'm, not sure if you want to hear all details who was selected and not selected or better read it up. I think everything is nicely captured in this report and reading it down is really a waste of a little bit of waste of time, so I'm happy to just present it as it was.

E

There was no challenges, no special things to do it went forward. We had no big problem. We had no problems with the election system, the only point which perhaps should be a little bit standing out. We tried to have some kind of discussion between candidates and the public, and we didn't succeed in having let's say any substantial discussion on any topics.

E

There were some initial questions which were answered past candidate 8 or which were answered by early most of the candidates, but there were no additional remarks, topics, discussion or so on, which were really well it. On the other hand, we had no bad things written into the pool either, so it was simply calm or completely silent. Okay, that small assault is a report. I have not to report much more. Thank.

B

You sweetie, maybe maybe just to stress the fact that the chapter selected Walid and the organization's elected Robert never just for for completeness exactly and you and Sean we're reelected by the IDF, true yeah, the IAB reappointed you both shown and myself that yeah for completeness, that's a very good point. So that means that the the next board we will have a lease living and pepper joining. So that will be a change in terms of both interest is excellent: Thank You, Hans Peter.

B

So we have a resolution to accept that report and I need someone usually I move this one who brought it in. So absolutely I was expecting that so Han speaker moves any one seconds. I see Glenn's seconds, okay, Glenn! Thank you! So, the same the same yes Glenn, you want to say something.

B

No. You are muted.

F

Okay, just testing my audio is that okay, it.

B

Works perfectly yes: okay,.

F

Some sometimes I sound like a mouse I want to acknowledge the the Volga for the excellent work she did on the nomination committee a lot of hard work. We did get a bit of blowback because it ended up. We got criticism because we didn't have a female candidate, but we I think we did more than enough with with a race with two of the three being candidates for PR, so I think we did the best we could so I think it was great to get as many people interested as possible.

F

So it went very well so it was a little bit of hard work, but I think everybody should be proud of their work. Excellent.

B

Yeah yeah I mean, like the elections, are, are kind of you know successful in the nomination process. It's successful and yeah this year we had a good nomination process with with a lot of interest, so that was that was absolutely a great thing. Thanks for bringing it up, Glenn, okay, perfect! So now we're gonna do the same thing: Racing hands! You know you can vote, yes, no or abstain, so everyone in voting. Yes, please raise your hands, everybody voting. No, please raise your hands. Everybody are staying in.

B

Please raise your hands, so the resolution passes unanimously.

B

You know, III, don't fully understand the symbols you guys are doing with their fingers, but but you know, I will count only hands up or hands down for your information. Moving on to point number, five in the agenda, which is the government's governance committee report and again hans-peter- will introduce it. So hospital authority is again yours, so.

E

This one is even shorter, because I have no written report so far, because the Governance Committee has nothing big to report.

E

We committed our time to discuss some of the input introduced, open points and more or less tables them all, though, what I will do is write a letter to the incoming next Governance Committee, as it's done usually and listing the open points and pointing to things which has to be changed for one of the things we want to slightly modify the way elections are done by not allowing having different people to apply, as well as like member as chapter member.

E

So slight recommendation and this letter has been written this year from the Governance Committee and it has to be adjusted and redone next year, so nothing major to report and yeah a lot of things discussed, but no real production output.

E

Excellent. Thank.

B

You Peter, yeah and I know that I mean all trustees are very interested in what the government's committee will be working on next year. So so that's great that you have, you know they hand over type of you know, process excellent, so hands Peter. Do you want to move yeah?

B

Okay, thank you have to be their hands. Peter moves anyone seconds, Harry's seconds, I, guess, okay, perfect! So the same process as before raise your hands. If you are voting, yes, please, okay, I'm voting! No, please raise your hands and abstaining. Please raise your hands. Okay. The resolution passes unanimously. Thank you and sometimes Peter for for introducing both reports and moving on to point number. Six in the agenda, which is the independent auditors report, and you know it's sort of the Audit Committee mr. John Levin is gonna, introduce it so John go ahead. Thank you.

B

C

Pleased to say the audit report is several pages long, but it can be summarized as saying everything is fine. The auditor the auditors said they were happy with they're happy with everything in it said Sandy and the committee went over it and we all agree so I encourage I, encourage us to adopt it. Okay, good excellent.

B

Thank you any any quick, any questions, okay, good! Then John. Do you want to move I? Guess I. Do yes, okay! Thank you, John, any any one seconds. The motion they serious seconds. Thank you so again, the same routine. We're gonna do raise our hands, so you know trustees voting. Yes, please raise your hand, trustees voting. No, please raise your hands. Okay and trustees. Voting up staying. Please raise your hands. Okay, so there's a resolution passes unanimously excellent.

B

Good I'm, Kevin I'm thinking that you may want to ping thought at some point because we may be ready before 15 to the hour. So just you know logistics, okay, the other day, thank you, Kevin, okay, excellent. So that was point number six in the agenda and point number seven in the agenda is related to that which is the audit committee report and again our audit committee is John, so please John, could you please introduce there?

B

C

Know I finally sent out the the audit committee report Wednesday afternoon after we had our final meeting. What well, while waiting in line to have lunch: okay and the yeah and the audit committee- that the only thing is slightly interesting about the audit committee report is that last year we had a plan to create an internal risk management risk management process, enrichment, risk management committee. Our auditors helped design one with a beautiful color map of sort, here's the dangerous stuff and your offensive stuff, which we can go over in more detail.

C

If you want we've, we all looked at it with them and with Sandy, and then we encouraged sandy to put together a a charter for the staff committee, which we then, which we then approved so uh so that is, that is underway. It I guess up I'll, ask sandy anything else. Anything else. You want to say about that.

G

No I mean yes, it's underway and where we're getting the Charter together, we're getting some staff, training together and other items, so it is certainly under way. Okay,.

C

Yeah and other than that, it's the usual stuff- and we do have updated conflicts of interest from all of the board members, so everybody can come to the AGM. Okay, excellent. You got all of us right, yeah, some question about this array, but that's all that's.

B

All sorted out, we got em all excellent, excellent glad to hear perfect. Thank you very much for introducing the report then, and did you want to move so moved? Okay, who seconds hans-peter seconds? Okay, so again the same routine trustees voting? Yes, please raise your hands trustees. Voting! No! Please raise your hands trustees both in abstain. Please raise your hands yesterday, I didn't see you raising your hand, you voted yes, okay, so I had missed it. Yes,.

H

B

Excellent Thanks, sometimes they mosaic is not so clear. You know if the video freezes I may lose some some hand. Okay perfect, so they have a solution, then passes unanimously.

B

So this is good. We are moving on to point number eight on the agenda another. Yet another report, which is that Finance Committee report and our treasurer Sean, is going to introduce that so Joan. Please go ahead. All.

I

Right, hey, so you would have saw this late last night or early this morning, just kind of wanted to summarize what we've done. I listed the committee members, which is myself as the chair, Richard Barnes, Kathy Browns ex officio non-voting Gonzalo ogon hans-peter. We held a number of meetings this year and all the meetings we need for a particular purpose to go over. You know budgeting type things or other things to pop up.

I

I guess I also wanted to let everybody know that sandy and I do also talk even more because there's lots of stuff that pops up and just so that she keeps me aware so I'm not surprised and we're doing this RFP process for the investment advisors, and so we blocked off an entire week to try to interview with them. But it looks like it might all happen on one day, so that'll be nice okay. So the basic summary of the financials, the internet side, is we're in pretty good shape.

I

Basically 2017 we were able to you know fit within the thirty nine million dollar financial envelope that we had. We had a deficit of about eighty to that. Eighty two thousand dollars, which kind of really wasn't a big deal, but it was mostly based on lower than anticipated, I just sponsorship and registration revenue, but this is awesome by lower than budgeted spending of personnel and operating costs. But you know in the market in Europe they can't seem to make any money in investment market in the u.s. from eight nine million dollars.

I

I guess I should note that you know we've been talking a lot about the increase in revenue that we're gonna get from the you know the finalization of the PR back and provider contract coming through we're not really gonna start to see that till 2018, on the new-look notable exception of that, though, was the forty million dollar sweep from their reserves to ours.

I

um Excuse me, then, I kind of want to hit like the big funds that we take care of the first one is the continuity fund, which is you know to make sure. If it's a rainy day, we don't have any money, what to do.

I

Basically, in 2017 we gained 11.4%, which beat all the strategic indices that we were modeled against. So it's up to eighteen point: six million, as at the end of the year in December, 31st 2017, and at the end of this quarter, it's it's des. It's kind of flattened out by 18.5 million, and what we do when we talk with the investment advisors is talk with them about.

I

You know what, if any changes we should kind of make, and we basically just decided to kind of play a little bit with in the actual allocation tables that we're allowed to have so basically we're making no changes and, as a result of the resolution, to get the to set the amount that we wanted to have in the continuity fund, which is 16 million. We've decided to just kind of leave it alone and just let it run okay. So the next big fun is the ITF endowment fund.

I

There's really only the only real contributions this year were from ripe. They made a multi-year commitment to put in about a hundred and ten euros, and that came, but again the fun has grown from I. Think 50% after fee. So what from two point? One: seven to two point: six, which is pretty good and as of March 31st, the balance 2.6 million; and basically again, we reviewed the investment portfolio and the risk.

A

I

B

Said they put 110 euros, I assume means 110 thousand euros. Yeah.

I

It's a hundred ten thousand euros gear, correct, good, there's a key in there. I just missed it, okay, so the last and fun one is always a special non-recurring fund. This is the ten million dollars that we got from PIR back in like 2014 and we keep kind of like you know, talking about it and spending it and we're.

I

Finally getting to the point where we are so the ten million dollars they gave us three point: three seven million remain at the end of December 2017 and we got one point: eight, six million now at the end of March. That's because we decided to give the 500k for the dynamic and security stuff and also the $1,000,000 for the AI asset to Dido transition got out of. There came out of that bucket, so eventually we'll. Finally, you know drain that that money down to it, okay, so on to staff and process.

I

Basically, nothing has really changed. Staff sandy sandy and Co we're still running the ship down there and we're gonna confess aim process that we did last year for this year's budget.

I

Pr interest, PIR interactions, I know that sandy and company has interactions down there and I have interactions with Jeff and we're basically gonna kind of continue to have those meetings to just you know, make sure there's goodwill and so there's no no major surprises on the on the horizon.

I

Okay, so for financial advice going forward, we obviously still have this huge. You know amount of money that we get from PIR and- and you know the Finance Committee I think rightly so- thinks that there should be a way to try to look out and find other sources so that we can kind of spread things out with the way we set up the foundation. The hye-suk foundation I think there's less of that. Concern for that.

I

But I still don't think that we should rest on our laurels because who knows maybe org goes poof next week and then we're in a big big band of trouble. So I think it's it's just we're just doing our due diligence by looking looking out for other things, I think that one of the things was the trend was revenues versus expenses. You know in the past the board is, you know, really concerned that the expenses were going faster than revenues. That's not really true.

I

Now, but since we're gonna have more money, I think we need to make sure we don't fall back into that. So I think we just have to make sure that we monitor.

I

You know the things that we're spending our money online so that we're not kind of overshooting the the money that's on its way in, and we have a couple of recommendations for the next Finance Committee, which were the same as the ones from last year continue to process continue the process used successfully for the development of the annual budget over the past few years or the board to develop goals for the ITF endowment and how it'll work with I asset to NATO and the continued joint meetings with the PIR finance team.

B

Okay, hospita had that question on the chat. So if you could check that regarding the rfp just.

E

A micron it it's, you talked about one week for the rfp, but you wrote a little more than one month so.

I

Yeah, so the idea is that the RFP has been out and running, and what we're doing is that week is basically what we're gonna be interviewing. The final candidates, so sandy and I are gonna, sit in a room and get so by them. I wanted to know how many liquid lunches, like it have in this one-day period. I thought we clearly needed to spread this out now, daddy's giving me the know.

I

You know so it'll just be one day and we'll do it and then we'll report back yeah, because the idea is that we also have an advisor with us helping so cuz like if they told me it's one, penny versus ten I, probably wouldn't know so the nice thinking about having this independent person, who kind of has a sense of the fees we can kind of get a better feeling for. What's what's good and what's not good.

B

Excellent, any any other questions for Shawn.

I

Ok, good so Shawn. Would you like to move I would like to move to put this in minutes. Ok,.

B

An approved a resolution, excellent yes, um any one seconds, I have Harry seconds. Okay, so again the same procedure. You know, raise your hands if you want to vote yes,.

B

Okay, um raise your hand if you want to vote, no raise your hand if you want to abstain. Okay resolution passes unanimously. Okay, thank you. Thank you, Sam for preparing the comprehensive report that was that was useful, useful Glen. Do you one YES on.

F

The investment do we have a screen to make sure that any of the investments are ethical investments like whether green or non tobacco are or any-any do we have any kind of screening process on not just a rate of, but the investment is in ethical companies, so maybe some of your tongue. You.

G

Happy to take that, yes, the answer is yes, we have put our money into club ESG funds and, as we go through the RFP process, that's one of our focus as well as we need potentially a new investment manager, we're looking for those investment managers that have experience in this and not just starting that process now. So, yes, absolutely we.

I

Do that we actually do that last year,.

G

I

It turns out the ones we moved into the you know. Green funds actually returned better than the other ones.

I

But it was just to be fully clear: not all of them got moved because some of them there were no ratings in the space, so we just left them alone and as as the ratings get applied to more and more of them, that we, then we start to look at say. Okay, we are gonna pick those this. He said that the the new RFP process, they're gonna, hear that upfront like okay. This is an overarching thing that you guys have to provide to us. Go from late yeah.

F

I guess it gets back to the fact that we're not investing in a kind of military armaments or anything of that nature.

D

And to ensure that we tell them that there are things that we don't want, so they've got to be very careful, so so there's things we want socially beneficial funds that are working and they're things we don't want, which is in the mix of something you know where we are supporting something and not in line with our values. Now we gotta be kind of clear about the limits there and that's a good discussion to have when this okay.

F

B

That's it. Thank you playing good point, yeah good point, because these days yeah we decided some time ago and it's good to point it out in the in the session. Okay, any any more questions for for Sean or sandy or or regarding their financials excellent. Thank you. So moving along to point number, nine in the agenda, which you know Cathy, will give us the the CEO reports.

D

One getting ready for the actual transition of the CEO, and secondly, just how this how staff has been reacting over this period as the first matter. We have a staff team together ahead by great wood, that's putting together a briefing for the eventual new CEO that would walk that person through a lot of the processes procedures what's going on and where my experience when I came in was I got like five years like it's like it's overwhelming. You know, there's such and long lectures about what did what the IOC was and all this.

D

So we decided to perhaps be a little bit more progressive here and have an online version, something that has some nice hyperlinks in it so that you could go. You know, sort of hi and and I think, because I believe we're in quite good shape around where much of these materials are now Thank, You, hunts, Peter and others that we are going to be able to provide that kind of navigation in this kind of briefing if it comes out as well as I hope it well.

D

This might be something for the whole board that you'd like to make use of, and we can think about how that might be used. So I I have not yet seen the first draft, although I have seen a very good outline and I feel quite good that this is under way we'll be ready at the appropriate time. Any comments or thoughts on that yeah.

B

I mean we were doing exactly the same this year with you know, Kevin's help on on producing materials, for name you chairs of the committees, because that was an issue. We identified that the choice of the new committees they sometimes they didn't, have the necessary background, so we are doing roughly the same there. So when I mean we may get inspiration on how to do things from from that, so that will be even I mean just to say that I agree with you that can be useful for the board as well.

D

Together with Todd staff, who are pretty sharp on now, where things can be found in how we can easily find them and have them available, so I actually feel very good about that. Now. Turning to I wait your directions on.

D

The right in terms of a staff, kind of integration of work and transition, I couldn't describe a better situation and and because we have a fairly detailed.

D

That we have organized ourselves into these campaigns that you will hear and when we get to penalize, is moving to be quite successful. As successful approach is very busy and they are producing.

D

Worry, on the one hand, secondly, I think they have high confidence in this board that there's always.

D

Of course, you know the back job, there's always of course, the rumor mill and all of that, but it's really been kept to a minimum, I think and I think you will be happy when you see the major issues that you just targeted for your new board that are the major, the major accomplishments we have to get done by the end of the year, both in the action plan issues in the foundation that these things are well along and well-developed. So you'll have further plans for their presentations on that.

D

For you in the next week's Catamount board meeting, so I will go into it there. There are internal kinds of improvements that we have been working on, the MS, so we're actually out now for the contract. I think is about to be signed. We're.

C

Going to move forward.

D

On that, we've got a lease and a bill bell. You know I hope all of you will actually come to a meeting there. So you see what a cool thing this is: we're calling this a collaborative sector rather than an office, because it's smaller frankly there's kind of open space, but there's also offices that can be used, etc.

D

We've moved into that office in two weeks time or our next week, I believe we actually do the physical move, simile invert in Geneva, we will move out of the current office into one that looks like we're about to put an offer on. That's not far away from the original office makes all the staff happy, but will also be smaller and will also be around this kind of collaborative hub idea. Both of these together will not increase our cost. In fact, the move in Virginia brings it down a lot.

D

Geneva is another whole story. Sometimes the costs of doing business in Geneva is something that one should probably do some some good analysis on, but for now that is our headquarters and we're making that move. So all in all, I would say that both the work of the internet society is going on of these and that the internal kind of projects that we committed to are also on schedule, and we will have a much more full report on that when we get to Panama yeah. The other big issue that.

D

D

Know that you have.

D

B

Excellent, yes sounds great Riga yeah. Regarding your comment about having Trustees visiting the office, we were talking about that and the option of having there between no this year, which is in Montevideo, but next year in in Reston, around September was getting some traction, so I mean we will obviously decide this in the AGM in a couple of weeks. But anyway, that's one of the options on day on the table.

D

B

Excellent perfect any comments, questions for Kathy Adira, please, yes,.

H

Thank you I just to ask what was the rationale for moving the getting a new office in Geneva? Was the space too big or what was our motivation.

D

Some are used for that thing that they're looking at, and so the decision was made to look elsewhere, see if we could get pods here, he's done all this himself but see we could get a space that we could design the way we want to design it on.

H

D

Floor and outcomes like that great work with staff to make sure that they didn't feel like they were being displaced from a neighborhood, that everybody feels very common.

B

Todd was pointing out in the chat room that the least was anyway and then by the end of the year. So, okay I think hats. Peter has a question: let's be there. Yes,.

B

Okay, good any any more questions: excellent, okay, Thank You, Kathy yeah. We don't have a solution here. So thanks thanks for the report that was that was useful. So now at this point, I think we can move that. That completes the or concludes the you know blog. We had four reports, so we have accepted a bunch of reports and then got any no Kathy's report and now moving on to to a different point, which is point number ten in the agenda, which is the update on organizational membership.

B

2.0 I'm, driven by thought so totally is gonna. Give us a high status update, so Todd. Please.

J

B

Loud and clear, thank.

J

You thank you for the time. I do have I, think you've all received it already, but I I do have a short. What I hope to be a very short PowerPoint to show you and just kind of talk through this I think you all recognize all of this information, as as we've talked about it on a couple of occasions, so far, I'll preface anything I'm about to say with it's not only been.

J

It's been one of the highlights of working at the to get to work on this with this team to take a very complex thing, that is this membership for the organization and fundraising, and all of that, and so to be able to pull it apart and think about it and put it back together in a way that I think meets the values of the organization has been. You know, maybe funds the wrong word, but it has been a challenge and being something that I'm very interested in how an organization like this works.

J

So enough with my my preface there so just to follow up with you. What you all asked me to do and what we've gone off and done so your request in our March meeting was to confer with community, as we do talk about what it is. We want to do and gather their feedback. So we went out, we contacted directly all 150, it's I think it's actually in the 149 level, but 150 members inviting them to a one-to-one conversation. This wasn't sent out by a blast, email or anything like that.

J

We spoke to them or tried to speak to them, one to one and then gathered data based on a few questions, a very small presentation and then a few questions back the results this time we're not as good as the first time we asked for the community to get involved. Part of him said: look, we did this with you. We we told you what we wanted if you're telling us if you're gonna tell us that you're gonna do that we're good, but we have.

J

We did have 31 organizations and you can see the breakout 23 from what normally has been our membership and ate from the OTA. We had those conversations we collected that feedback and put together this plan. Excuse.

A

Me Todd, if you're, if you're going through this page by page you'll, have to give me a verbal cue.

J

A

Maybe you are how's that working for people it.

B

Was working fine for me? Okay,.

A

I'm sorry I wasn't seeing it.

J

J

J

Before that, so the general overview was our results were mixed and it depended I think we could put some very you know thick lines in the spreadsheet of differences between OTA are foundational members.

J

What level of membership they were and then those who felt like that benefits truly, where benefits or not, but the majority view was the proposed plan, makes sense and is generally supported, so I put in here just some of the things that we heard first on the strengths always start with the positive, as they say, harmonizing voting rights that seem interesting to most everyone in there that that one one organization, one vote, other things to our governance, the benefits of engagements publications, information and communications are already being felt and appreciated.

J

We've brought people in on our community networks here with a round table just recently, our IDE Internet Governance campaign is doing the same thing. We are engaging with the community, we are asking their opinion, we're asking them to get involved and, most importantly, we're asking them to be advocates with us figure. This out most realize this idea of a diversity of geography, corporates and nonprofits and the size of the organization, a very welcomed approach, and then those in the middle tears said and when I say middle tears, I mean in the silver range.

J

You know the ten ten to twenty thousand dollar range. Those folks said you know increasing the the dues by a certain amount. It's fine with us. We just need a heads up to it so that we could put it in our budget and then we've had some success with going to new organizations for membership and talking about our new benefits and selling them or talking to them, proposing to them at the twenty thousand dollar. Mark and you'll see some other data here in a minute.

J

We currently have over 90 organizations in our pipeline for presentations and proposals, the pipeline and obviously that just comes down smaller's go through it, but with really two events that we've gone to and talked to people. To have that many already, who have said hey, I'm, interested in hearing more, is fairly.

J

We do have some folks who still have some challenges with those who pays higher about the opportunity to partner. The words were: are you leaving money on the table? You're now getting a hundred thousand dollars from me, and now you only want a membership of one thousand and I'm only gonna budget, twenty thousand at the organization, may be missing out on some money.

J

Those at the bottom end where their budgets can't manage dad saying you know the opposite: hey, that's way too much I, don't know that I'm gonna be able to do it that well, as you have heard, you know, through your conversations with folks, Platinum and Gold members, believe their primary benefits were there multiplier in the boat and they're very loudly from mostly our corporate.

J

Our corporate partners, who have said you know large nonprofits, should think what a corporation does, because they can afford to do so global host these next two points really have to deal with AI asset 2o, which are you all, are talking about, and I know we're thinking about that a lot.

J

Those global host partners who have those glass, Platinum and Gold memberships. They have an agreement through some of them running all the way up to 2025.

J

They want to know how this thing translates and they're right. We should have a one-to-one mapping of how this thing actually translates or each one of them that's individual, but I think you all would agree that some of that also is dependent upon I asked a tool. What happens there? We want to be comfortable and ready to do kind of both sides that if I ask the two Oh doesn't happen in this year, 2018, which you know sounds like it will.

J

What are we going to do and how do we map that, if it does, we probably have some work to do there and I know we do and then those that pay very small amounts they have. What we've heard from people is those that pay very small amounts. You know they could gang up or they could. Somebody could buy in with multiple memberships and having to have a impact on the governance with a very small fee and we've kind of tossed that around and and we kind of see what their their conversation is.

J

You know the risk of such might be very low, but I think we have a plan to to address that as well, so quickly, some financials for you and and thank you to Sandy and her team for helping me get this stuff. So this is our year-to-date revenue just through q2, and the percentages are of the q2 budget through q2 budget. So first half I guess is the way to look at that and you can see where we are memberships grants and contributions, corporate partners event sponsorships here.

J

In all cases you will see we're lagging a bit behind, but not from lack of trying and working and all that and you'll see on the next slide that we have some things in the pipeline. That I think will come to shore this up very quickly. I did want to point out that this doesn't include anything.

J

That's been raised for IETF in DSS or PII our fund, so this is just about the pieces that the partnership development team is responsible for and also point out for you always to keep in mind that we have had a hundred and seventy thousand dollars of platinum membership, money, they're directed away from their membership and a full hundred and a hundred thousand was away from my Sauk programs into two things outside of our our our scope of program. So you take that one hundred and seventy and add it back into that six.

J

Ninety four and you see we're bit closer to budget than what this shows, but this is the exciting part for me, because this is the part where what we're talking about in the marketplace as it were, is starting to bear some fruit. So over 90 organizations in a prospect stage, most of those in proposal stage. We have several stages. We use as we look at our pipeline membership corporate partnerships.

J

You can see that you know you add in some of these things and you start to see that we're really closer, but we need to sign up. We need to get the signature on the contract asked, if is doing very well for us, we're we're very excited about the opportunities for that big event in Africa and then the fellowship stuff that we have going over IETF. We also see some pretty good traction on that, and just my notes here just keep you all in mind that we have a second full time.

J

Fundraiser coming on, June 18th will be based in the UK to work on EMEA, so we've got more coming and more opportunity here and I'm very excited about that, so get to cut to the chase. That was the talk.

B

I think this area this year, I had a question on the previous slide, so this area please go ahead. Yes,.

H

I could wait until the end or ask now I just would like to know if you want a now. Yes, please: what is the concept of corporate partnership, the.

J

The idea of the corporate partnership was that there are some people who or we are approaching or will talk to them about membership and that they will say you know, I'm not really ready for a membership. But this thing you have going on in IOT campaigns. That's very interesting to me: can I can I help with that?

J

Can I give some money or contribute in a way that doesn't put me into a membership, but it does give me the opportunity to donate or see I used, IOT I shouldn't know if I should use community networks, because that's where we're seeing most of this right now and some of it could be gifting kind in terms of equipment for Community Network project in one of our three flagship deployments. So we're looking at that.

J

We've named a corporate partnership because it's not truly a membership, but you could think of it more as a contribution to a particular program and.

H

It's different dandy and the sponsorship and grants and contributions so.

J

When we think of sponsorships we're thinking, events a particular event that they are gonna sponsor and they'll get some know some notoriety during that or a fellowship being contributing towards sending someone to an actual event somewhere. So yeah, that's the difference there and our budget is broken out like this to Desiree as we work through these things. So we have these buckets that were working for yeah.

H

Just trying to get my head around what what it is thank you.

J

So the proposal to cut to the chase, we think with all of the data that we have gathered from folks. We believe that there is a general consensus that there is time for some change here and that it should be phased in over time. You can't do this Big Bang.

J

There are some changes that have to be made so proposal number one is that we move forward with the phased in approach, as I talked to you about in March in London that we would set all this up to be with their contractual 2019 renewal and then there, which then puts their voting pieces in place for the 2020 election impact on our global host. We have an agreement with these folks and some of them through 2025.

J

We we have to honor those agreements so that whatever is in those agreements, that's what we would do and again we need to do a one-to-one mapping for them with specifically stating that 20,000 will go to membership and the balance of whatever their membership is at that time to the program of their choice, just like they have now.

J

In the interim from the 2020 elections until their contract terminates, we would let their votes go to 3x instead of 6x platinum as those folks have now, and that would be through their contractual term and again, I'll point out that the asterisk is I asked a to Oh. Has impact on all of this and I think that, with the global host agreements, that is probably going to be a need to be a renegotiation with the IETF LLC LLC once that is in place.

J

I think that the IETF at least what I'm hearing IETF is thinking the same. They are thinking from the is a tool point of view that these contracts would need to be renegotiated. Somehow I will say just you know, I think that that's needs to be looked at once we get there all other full members, their votes go to 1x, starting with their 2019 renewal, as we've talked about plus. All of these other benefits I think it was fair enough.

J

What folks were saying that large nonprofits and I'm, using the definition for large nonprofits, from a noted of the American Society of Association executives as these buckets for house? What size, a membership organization or an association nonprofit is if their turnover is 20 million a year? They call them large that we should work with them to pay as a corporation. Does this next point on the top one right hand would be what's different for these memberships below $5,000, and that is to create a non-voting membership.

J

They received the benefit they received the opportunity to be in our community and to have input and all of that, but they would not get member of not get voting rights. I think that that would set us up in a way that we could do several things with that. We could continue to have our diversity.

J

We could also have the opportunity for those people who would be at a higher level money-wise to have a chance to come in and be a part of our organization and see the work that we're doing have a bit of contribution in terms of money and then get to have a what we would call here in the US.

J

The try before you buy type thing before you go up to that higher level where you do have governance capabilities and all that that it would be a way to dip your toe in the water as it were. We would still do some of the discounting factors, although we would reduce the tears and we're working on what that would look like. You know the dollars themselves and what the discount would be for those who want to spend more money in that corporate partnership realm as Desiree was asking about.

J

We would create a menu of partnering and we've got the start of that. You've seen that in other presentations, but we would, in our marketing materials, bet that out better and then again is a tool. Has some impact on all of this and I look forward to working with those folks? Once that's.

B

Rich so Todd before we move to the next time slide. So on the on the non-voting membership, don't we have the risk that I mean if a non-voting membership provides? Basically all the benefits, except the governance for much lower, mean that you know some organizations are actually interested in this and and they basically take that instead of the other or your conversations don't solve this problem. Yeah.

J

Our conversations bear out that that really what folks are interested in, they are interested in the benefits they want to be involved. They want to have this information and all that, and could there be a risk over time of people saying well, I just want to pay five thousand dollars so that I can have all of these benefits. I think it's pretty small, but I there could be there.

J

I won't tell you that they wouldn't, but we do have a good segment of our our folks who say you know I'm interested I'm here for the governance I'm here to also have an input into who's on the board in the direction of the Internet Society. We've seen that I.

B

J

Kathy wants to chime in on yeah.

B

Kathy wants to yeah.

D

Push that it would be more corporate activity in the rest of the world now, depending how large they or maybe you would still pitch them on voting rights. But if it's a smaller person, maybe we would go this way, but I hear what you're saying that it could result in the opposite incentive. So I think would have to be closely watched, but that was part of.

B

B

Any other question I had joining the queue and then they Syria so Joan yeah.

C

I guess I have kind of the flip question, which is by flattening the membership categories you know and dropping with the plaid current Platinum and Gold members pay we're kind of leaving a million dollars on the table and I'm wondering how much of that do you see coming back through partnerships and other stuff John.

J

I think the first thing to say there is that if you look at those who are paying $100,000, primarily the majority of them are supported the IETF that their monies are going to the IETF, and it is my distinct feeling that once I asked the two Oh comes about what I know of it today and I know you all are working through that, if the opportunity or if the request is that those checks are written directly to the IETF and not through Isaac we're going to lose.

J

That million dollars anyway from a nice octave, it's going to go directly to the IETF my job and what I've been thinking here is how do I bring that back up for the support of the of the Internet Society itself and I think that that, in those cases, we're not talking about people who are going to come to the table with a hundred thousand dollars at a time, they're going to come with $20,000 big companies who are gonna come with that twenty fifteen to twenty thousand dollars and if they want to spend money on other things or do gifts in kind and all that for our programs, we have an opportunity for them to do that in our corporate sponsorships.

J

So I'm I'm, really reacting to the market on this I think that if all things were equal, I completely agree with you. But with is a oh and the opportunity to give their money directly to IETF I. Don't think we're I think we're gonna lose that money.

C

That makes sense me I have to say the when I've seen what I've seen here. I asked her to other sort of a placeholder yeah we'll have some sort of some sort of organizational fundraising thing and nobody, except maybe Alyssa's. Nobody even thought about it yet, but I'll make sure we keep it in mind. Yeah.

J

Because what I'm hearing back is like can't call the name of the person who's actually now working on fundraising there, but the question has come up: should we be renegotiating these global host agreements and these bigger agreements that that are putting direct money into IETF to Raisa I? Think it's all a reasonable question, but if so, that's where the money will go or we're working on trying to build it back up. I.

C

Know Gonzalo is wearing three hats here. So what do you think so.

B

I think exactly as as what God was saying actually and I talked to him about that. As I have said many times, I mean the the parts of a larger organization paying for I, so they are different than the parts of the large organization paying for the ITF and at this point, I have the feeling that if you look at you know who are writing the text like JSON myself, you know those guys we are kind of closer to the idea side of things. So in that sense, I fully agree with thoughts, analysis, okay,.

C

I'll make sure the idea that America has very expensive membership levels, for you, I mean.

B

We, as I said I mean they are, they are talking to us in terms of you, know, renegotiating the global host agreement so in that sense, I'm already working on on that with them. So so they are doing that.

B

They see that please thank.

H

You so just trying to understand when would be the cutoff date I can see and Todd. You proposed a phased approach in 2019, renewals and 2024 the election impact. When would be this, when do you expect this change of the fee structure would actually take place next year? Yes,.

J

It would take place with her as we go to each of these and as their renewals, because they're not all in one timeframe. You know it's when they came in and we do these on one-year contracts. So, as their renewals come up in 2019 before that, well just step back Desiree, we would actually start talking to people beforehand what it looks like, so they can budget appropriately. That was the reason to do it in the 2019 renewal it so that they would have full full transparency of what we would.

J

We would be asking them so that they can budget appropriately for their 2019 budget, but then we would do. We would do the transaction to the 2019 renewal, the financial transaction, we're delivering the benefits right now and started doing that work as of March or so so the Trent the financial transaction would be there, which would then impact the elections at the end of 2019, which obviously are the 2020 board seated board. Thank.

H

You and so I'm thinking along the same lines as a little bit concerned, perhaps for cutting down the Platinum fee and maybe trying to see whether wendy is administrative body setup, whether we still have Platinum members continuing to pay, because in my account we may lose three of those Ericsson and not to name or the organizations that may jump to the I asset 2.0 structure. But we may still withhold some of the original plays November.

H

So I wonder if a phased approach there would be if some delay would also take place or whether that would impact your plans of changing the global. The whole structure. I wonder what your thoughts on that would be well.

J

What the data tells me is that half of those Platinum members are global host companies as well so they're tied to this is a oh thing, the other four, because there's nine total members, the other four we've been talking to about this, and they still have interest in supporting programs of the Internet Society. So and again talking about it is different from signing the checks, as John was pointing up at that time.

J

I believe that the other four that aren't global host and aren't you know very transparently to the IETF and and the one I'm thinking about the top of my mind, is London trust media, who is just taking a position on our our Omak Committee, the the two chairs.

J

You know their interest in still supporting the Internet Society is strong and what we want. Our conversations with them is $20,000 for membership and you'll. Let me put $80,000 if I still want to do a hundred thousand to some program. You think that's reasonable, so I think we're we're still find. If we get to that point and I asked a to oh, isn't fully baked I concur with you Desiree.

J

We will need to have a look at that and see, but, like I said, five out of those members have contracts already we would have to do. We have to come. We'd have to continue those contracts and do a one-to-one mapping for them.

H

Thank you. So that means yeah there's a risk of $400,000 being I.

J

Hear yeah I mean there's a small risk there, but I I think what the four we're talking about. That.

J

H

With those members from all tiers be able to earmark anything towards the programs, or will they just get and say just membership benefits without earmarking? Any of their contribution to a particular isoka program is that why.

J

H

Creating a corporate partnership or that's.

J

Exactly why we're creating corporate partnerships, so their membership fee would be their membership feed and they would not have an opportunity of that fee to earmark towards anything. If.

D

J

Have monies that they wanted to put to that? We have a menu, a range of things that we can work with them and I think we're already seeing some of that as I stated with community that you know conversation with Nokia about how they would like to contribute.

J

Campaign so we're already seeing some of that start to work and giving them that flexibility from a menu of things and so far with new folks. It's it's well received.

H

Yeah, my worry, lasting at last comment is that smaller organizational members that paid 2.5 thousand US dollars per annum would actually now have a higher barrier of entry and.

H

And I would think that you would like to also have another meeting where you would create a and and discuss this non-voting membership proposition with them thoroughly. Because I would like to think we'd like to improve the diversity of small and medium and repair ship and small businesses. Rather than raise the barrier and.

J

I concur with you a hundred percent, and that's why we thought about doing it this way. In terms of you know, maybe it still is 2.5 hundred dollars. Maybe it is twenty five hundred dollars their membership stays the same. Just this this below 5,000 dollars, saying you know, we're gonna, deliver you benefits and what we've heard from them is the the voting and you can see from their voting track record.

J

Some of those smaller ones are not doing the voting Carson, but they are contributing and being a part of our diverse and and diverse organization and giving us legitimacy as well. So that's why we took a look at. Can we do something down here?

J

That would keep those folks in, but would guard against someone going out and buying 20 of these things, $22,000 memberships, to try to get a bunch of votes on the board, which is what some of the the fear was from some of the other members low risk again very low risk of that happen.

J

A

Think landslide was yeah. Please go ahead just.

J

The last slide was to kind of talk about how we would go about doing this, so I think we, you know over the couple of last couple of meetings, we've talked about how we get there.

J

This just gives the steps and in no order with no particular dates assigned, but we still believe that there should be a resolution for the board of support of this program, even though there's only one document that talks about the Voting Rights, which is the process document which we would set up the resolution and all that for if you agree to be done at the meeting in Panama, and then you can see the rest of your completing our marketing continue our recruiting efforts, notifying all members talking with them, that this is what we want to do, for the 2019 renewal would complete our role.

J

Rollout of benefits, I. Think the the piece that we're working on now is our working groups, Gotye type working groups and spreading that across the Omak as well. I asked a to oh I, want to.

J

You know continue to be very clear that this is something we're keeping our eye on and we stand ready to assist as soon as IETF is ready for us to do so, in whatever format that looks at we'd run our 2019 Board of Trustee elections, as always with the vote multipliers just like they are from 2018 membership and renewals and then 2020 this with the 2020 election is when this would take take effect. I think I went over 15 minutes, I apologize for that, but great questions and I appreciate the opportunity. Excellent.

B

Excellent, okay, so well we need every solution. Let's, let's start discussions within the board and let's see if we are ready by Panama or or you know, we we pass it at. You know a later point, but anyway, let's let's, let's start a discussion right now with um in the material that todd has presented on his previous presentations and then we will take it from there.

B

Excellent Thank, You Todd thanks a lot. Thank you, okay, excellent! So now the last pointing the agenda is any other business. Do we have any other business?

B

Okay, seeing known then I move to adjourn during.

A

The formal meeting yeah.

B

Thank you so Kevin can stop the recording now.