Minutes 3rd Executive Board Meeting

Present:
Keith Mitchell, Chairman (KM)
Wilfried Woeber (WW)
Wim Vink (WV)
Frode Greisen (FG)
Kees Neggers (KN)
Daniel Karrenberg (DK)
Rob Blokzijl (RB) from item 6.2 onwards
Fay Howard (FH)

1. Approval of agenda

The agenda as laid out in document EB(98)03 was approved with the
addition of two small points under AOB as detailed in these minutes.

2. Minutes approved.

The minutes of the previous meeting, as laid out in document EB(98)01were formally approved. The Board did, however recall that areview of professional and legal Liability Insurance had been discussed and reminded DK that they wish to see this done as soon as possible.

Action - DK to review and if necessary update Liability Insurance

Resolution EB03 - 01 The Board approved the minutes of the 2nd RIPE
NCC Executive Board as laid out in document EB(98)01.

3. Internal Restructuring

DK informed the board of the resignations of Paul Ridley and Carol
Orange. Due to the growth of the NCC a restructuring was already
planned during the course of the year. Following the resignations of
these two managers it needs to be executed within a matter of weeks
rather than months. After being presented with the draft
organisational chart with a top level management team of three persons
the board recommended that a fourth person with financial expertise be
added to this management team and sanctioned the expense of doing
so. The board did not feel that this would create a top heavy
structure and it was pointed out that with the predictions for growth
in 1998, the additional arm of management would be justified by the
staff numbers at the end of the year.

It was agreed to continue with one director formally reporting to the
board. Further development of the structure and appointment of
personnel are the responsibility of DK. The board wishes to be kept
informed about developments.

4. Finances

4.1. 1997 Results

DK reported preliminary figures for the 1997 results. It was expected that to close 1997 with a loss of around 650kECU and remaining reserves of around 400kECU. Details were still being worked upon and would be finalized by 20/3. Reports would be published within the TERENA annual report where RIPE NCC was a project up until 31/12/98. The Board do not have to approve the accounts for 1997 as
they are part of the TERENA finances.

The company tax liability for 1995-1997 is still undetermined because it is hoped to convince the tax authorities that no structural profit was made over the 3 years which would result in no company tax being
owed. No decision expected until the end of this year. The maximum liability is conservatively estimated as 100kECU.

4.2. Profit & Loss Account

The P&L for 1998 and actuals for January were presented. On the income
side about 2200kECU in contributions had been received representing more than 50% of the amounts invoiced. An estimate over February indicates that by the end of that month roughly 66% of the contributions invoiced were received. This represents a significant improvement over previous years. The forecast result for 1998 is a surplus of 330kECU which is to be kept in a clearing house as agreed
last year.

4.3. Other Financial Reports

Cash flow is expected to remain positive over the year 1998 with the lowest forecast cash level being in excess of 500kECU later in the
year.

4.4 . Authorization of Personnel for Banking Procedures

Due to the management changes, financial authorisations need to be adapted.

Resolution EB03 - 02 The Board approved there being three members of staff authorized in respect of external payments at the limits previously set for Daniel Karrenberg. They granted power of attorney to Daniel Karrenberg to select two staff in addition to himself provided he keeps the Board of informed of any changes.

5. Remuneration of General Manager

5.1. Establishment of a Compensation Committee

Due to other pressing business connected with the setting up of the
association and the separation of activities from TERENA the
remuneration of DK has not been reviewed since December 1996.

The Chairman and Treasurer asked to negotiate a remuneration policy
with DK to be effective retroactive on 1/1/1998. The results of this
will be ratified by the board as soon as possible.

6. RIR Issues

6.1 Cooperation With Other Regional Registries

DK gave an update verbally and requests that the board establish contacts with the respective boards of ARIN and APNIC. KM will try to speak to his opposite numbers in APNIC and ARIN.

6.2 Russian Regional Registry

RB updated the board on developments. After some discussion it was decided to make a statement on the matter as soon as practical. RB and DK were asked to draw up such a statement.

7. Internet Governance

7.1 RIPE CENTR

A brief report was given on the ccTLD meeting of 2/3. The meeting had
been quite positive and the setting up of RIPE CENTR had been unanimously approved with the majority of nTLDs committing a contribution to the required funding for the rest of 1998. Two more meetings of the ccTLDs are planned (21/4 in Amsterdam and one at the
RIPE meeting in Stockholm 18-20 May)

RIPE CENTR is to produce its own response this week setting out the
position of the ccTLDs for comparison with the US green paper rather than just attacking it.

Resolution EB03 - 03 The Board mandated Daniel Karrenberg to negotiate terms with RIPE CENTR for the provision of services based upon document RIPE -167 with any profits being redistributed to RIPE CENTR
members.

7.2 RIPE NCC Response to recent developments in respect of IANA.

The Board felt that RIPE NCC should also be responding the US green
paper, with references to Jon Postel's paper. DK reported that a number of documents already exist. The board requested that the NCC should publish a position paper on internet governance in time to be submitted as a comment to the US Green paper on 23/3. DK was asked to produce it and to send it to the board for comments.

7.3 Root Name Server Operations

DK reported that the NCC is fully rseponsible for operation of the
root server located at the LINX and that operations are proceeding
normally. The NCC does all the maintenance and zone work requested by
IANA. London Internet eXchange manages the connectivity to the servers. It was agreed that it is now time to set up contractual arrangements between the LINX and the NCC concerning this. A new root name server in Amsterdam has been suggested to IANA but due to current
discussions about Internet governance taking precedence no decision is
expected soon.

8 . Next Meeting

EB04 to be held in Amsterdam, 5th May 1998 12.30 start.

9. AOB

9.1 Publicity/Press Reports

The Board requested that a short announcement of the new RIPE NCC
Association, introducing the Board, should be produced soon and regular news updates should be produced as soon as practical.