Minutes 102nd Executive Board Meeting

Attendees:

• Dmitry Burkov, ICANN Liaison
• Maria Häll, Member
• Christian Kaufmann, Secretary
• Nigel Titley, Chairman
• Remco Van Mook, Treasurer
• Salam Yamout, Member
• János Zsakó, Member

• Hans Petter Holen, RIPE Chairman
• Sabine Mader, Assistant to the Managing Director, RIPE NCC
• Axel Pawlik, Managing Director, RIPE NCC
• Paul Rendek, Director of External Relations, RIPE NCC
• Jochem de Ruig, Chief Financial Officer, RIPE NCC

Agenda

1. Agenda / Comments

1.1 Apologies, New Agenda Points

1.2 Approval of Previous Minutes, EB#101

1.3 Date of Next Meetings

- 16 & 18 November, Informal Meetings during RIPE 71, Bucharest
- 10 December 2015, 13:00, RIPE NCC Offices, Amsterdam (Lunch at 12:00)
- 31 March 2016, all day, venue tbd as MENOG 17 Istanbul was moved to 23/24 March
- 23 & 25 May, Informal Meetings during RIPE 72, Copenhagen
- 6 July 2016, 13:00, Oslo (Lunch at 12:00)
- 8 September 2016, 09:00, RIPE NCC Offices

1.4 Conference Attendance Executive Board 2015/2016

2. Remaining Outstanding Actions, not covered by agenda

2 a) action items completed

2 b) action items in progress

3. Report from the RIPE NCC

3.1 Financial Update

3.1.1 Financial Outlook 2015-2017 and Stress Test

3.1.2 Draft RIPE NCC KPI Q2 2015 Report

3.2 RIPE NCC Corporate Governance

3.3 Proposal for the Implementation of Russian Personal Data Legislation

3.4 Legal & Corporate Documents

3.5 Arbitration

3.6 Services

3.6.1 ATLAS

3.7 LEA Requests

4. General Meeting Preparations

4.1 Draft RIPE NCC Activity Plan and Budget 2016

4.2 Draft Agenda RIPE NCC General Meeting 18 November 2015

4.3 General Meeting Presentations

5. Review of Active Policy Proposals

6. Good of the Internet

7. External Relations

7.1 ICANN / IANA

7.2 NRO / RIRs

7.3 ITU

7.4 RIPE

7.5 IETF

8. AOB

The Chairman Nigel Titley opened the meeting at 13:20

1. Agenda / Comments

1.1 Apologies, New Agenda Points

No apologies, all Board members were present. Rob Blokzijl was not present at the meeting and Nigel reported that Rob had sent his apologies for not joining.

Nigel asked if there were any new agenda points to bring forward. Janos asked that the functions of the Board be discussed in agenda item 8.

1.2 Approval of Previous Minutes, EB#101

Nigel noted that all comment to date had been incorporated and asked the Board if they had any further comment to the minutes of EB#101. No comment was brought forward and the Board approved the minutes of Executive Board Meeting EB#101.

1.3 Date of Next Meetings (1305-1315)

• 16 & 18 November, Informal Meetings during RIPE 71, Bucharest
• 10 December 2015, 13:00, RIPE NCC Offices, Amsterdam (Lunch at 12:00)
• 31 March 2016, 10:00, RIPE NCC Offices, Amsterdam
• 23 & 25 May 2016, Informal Meetings during RIPE 72, Copenhagen
• 6 July 2016, 09:00, Executive Board Retreat, venue TBD, Oslo
• 7 July 2016, 13:00, venue TBD, Oslo
• 8 September 2016, 09:00, RIPE NCC Offices, Amsterdam (Lunch at 12:00)

1.4 Conference Attendance Executive Board 2015/2016 (1315-1330)

Nigel asked the Board to update the calendar of events and provide Sabine with details of intended travel by the close of the meeting.

2. Remaining Outstanding Actions, not covered by agenda (1330-1345)

2 a) action items completed

EB316 19/03/2015
Axel Pawlik to draft jointly with the other RIR CEOs a document defining the operations of the Joint RIR stability fund.
Status 16/06/2015: Ongoing:  see proposal for discussion under topic 6.2
Status 02/10/2015: DONE

EB320 16/06/2015  JdR
The Board tasked Jochem to liaise with the Treasurer to purchase two different government bonds in EUR for an amount of 1 million EUR each.
Status 02/10/2015: DONE

EB321 16/06/2015  AP
The Board asked Axel to submit the required changes to the RIPE NCC corporate documents to the Board within two weeks for their approval. Approval will be given by email on the Executive Board mailing list.
Status 02/10/2015: DONE

EB323 16/06/2015  AP
The Board asked Axel to contact Kathy Brown for her advice on the current funds given to ISOC for IETF support and whether these funds should be directed to the IETF Endowment fund.
Status 02/10/2015: DONE

EB327 16/06/2015  AP
The Board asked Axel to provide a more consolidated budget report for all expenditure that could be categorised for the good of the Internet.
Status 02/10/2015: DONE

EB328 16/06/2015  AP
Axel to prepare for a RIPE NCC strategy meeting with the Executive Board scheduled to take place on 1 October 2015.
Status 02/10/2015: DONE

Resolution EB#101-R-01:
The Board approves the proposed rental agreements for the new office building at Stationsplein 5, Amsterdam (de Oost) and authorises and instructs Axel to sign the contract.
Status 02/10/2015: DONE

2 b) action items in progress

No outstanding action items remained in progress.

3. Report from the RIPE NCC

- External Relations Update July-September 2015

No questions were raised about the External Relations update.

EB319 16/06/2015  AP
The Board asked Axel to produce graphical representation of resources spent in the various regions on External Relations activities and provide a summary of activities with a balance from the regions.
Status 02/10/2015: DONE

Paul presented graphics that showed  where the External Relations resources were spent in the various areas of the RIPE NCC service region. He explained the balance of the resources spent based on activity in a particular country or area. The graphs covered a period of one year of activity from 1 October2014 to 1 October 2015.

The Board was pleased to see the spread of activity throughout the region and asked Paul if he could make the links to the graphics available for the Board to browse in their own time.

EB326 16/06/2015  AP
The Board asked the RIPE NCC to analyse the current and expected customer base to see what category of business they belong to. They also asked that the RIPE NCC collect specific data on any new members that join the RIPE NCC.
Status 02/10/2015: Ongoing. The Board examined the report but stated this was a start but the analysis needed more work. They asked for more comprehensive work to be carried out in order for the RIPE NCC to obtain a better understanding of its membership. The Board asked the RIPE NCC to use an external party in addition to internal resources to investigate the categorisation of members. The Board agreed that the RIPE NCC could spend up to 5,000 EUR to investigate this further. If the activity resulted in a higher expenditure Axel was asked to report this on the Board mailing list.

- Housing, verbal update

Jochem provided a short update on the progress in the RIPE NCC Housing. No questions were raised.

3.1 Financial Update

3.1.1 Financial Outlook 2015-2017 and Stress Test

EB325 16/06/2015  AP
The Board asked the RIPE NCC to work on the financial stress testing that was requested at the GM May 2015 meeting.
Status 02/10/2015: DONE

The RIPE NCC Management presented a financial outlook 2015-2017 and stress test to the Executive Board. The financial outlook showed different scenarios with changes in membership growth, expenses and results. After some discussion and clarification, the Board agreed to the proposed model that forms the basis of the Draft Activity Plan & Budget 2016.

From the stress test the Executive Board concluded that, at this time, the current reserve levels are sufficient to cover the expenses in a worst-case scenario.

3.1.2 Draft RIPE NCC KPI Q2 2015 Report
The Board discussed the report and briefly commented on various KPIs. They agreed that it would be useful to identify a list of KPIs based on perceived importance by each Board member. Nigel asked Axel to produce a doodle poll to identify the ranking of KPIs by each Board member. Nigel also asked for unification in the style of reporting for ease of analysis.
ACTION: The Board asked Axel to use a unified style to report the KPIs. They also asked Axel to produce a doodle poll to identify the ranking of KPIs by each Board member.

3.2 RIPE NCC Corporate Governance

The Board discussed the document as a result of a third party review of the RIPE NCC corporate governance. There were a few areas that were brought forward for discussion, namely the title of the Executive Board and the notion of a term limit for Board members.

After discussion, the Board agreed that they would review the title used for the RIPE NCC Executive Board at a time when there were other issues to discuss that require a change in the RIPE NCC Articles of Association.  They also discussed potential term limits of the Executive Board members. After discussion, the Board decided that no change was needed and that no term limits would be proposed.
ACTION: The RIPE NCC Board asked Axel to prepare a presentation for the RIPE NCC General Meeting November 2015,  summarising the findings of the third party review of the RIPE NCC corporate governance.

3.3. Proposal for the Implementation of Russian Personal Data Legislation

EB318 16/06/2015  AP
The Board requested the RIPE NCC to construct a plan to manage perceived concerns with Personal Data laws in Russia. As part of this action, the RIPE NCC will investigate how a copy of the database could be maintained outside of the European Union.
Status 02/10/2015: DONE. Presentation by Jochem

After some discussion the Board decided that no action would be taken at this time. They agreed that if any issue would arise that the RIPE NCC Board would re-evaluate its position.

3.4 Legal & Corporate Documents

The Board reviewed the following corporate governance documents:

- Updated Due Diligence Document, for sign-off
- Inter-RIR Transfer Templates, for sign-off
- Updated Arbitration Procedure, for sign-off

After a call for any further comment, the Board agreed to publish the set of corporate governance documents.
ACTION: The Board asked Axel to publish the set of corporate documents: Updated Due Diligence Document, Inter-RIR Transfer Templates, and Updated Arbitration Procedure brought forward for review.

EB324 16/06/2015  AP
The Board asked the RIPE NCC to draft an amended process including an extended Arbitration procedure to add flexibility in the arbitration process in light of potentially complex cases.
Status 02/10/2015: DONE

3.5 Arbitration

- Update on current cases

Jochem provided an update on the recent arbitration request. The Board agreed to monitor the progress of the request.

3.6 Services

3.6.1 ATLAS

After a brief discussion, the Board agreed that the ATLAS project could be removed from the agenda as a standing agenda point.

3.7 LEA Requests

Jochem reported that no formal requests from Law Enforcement have been brought forward directly to the RIPE NCC.

4. General Meeting Preparations

4.1 Draft RIPE NCC Activity Plan and Budget 2016

Jochem mentioned that he gave a detailed overview of the Draft RIPE NCC Activity Plan and Budget 2016 at  the Executive Board Retreat held on 1 October 2015 and would therefore not cover this again in this meeting.

After discussion, the Board asked Jochem to clarify the details around the expenditure of the RIPE NCC housing project. They agreed this would make the expenditure clearer for the membership. The Board asked for the minor amendments to be incorporated and approved the resolution.

Resolution EB#102- R-01
The RIPE NCC Executive Board approves the publication of the Draft RIPE NCC Activity Plan and Budget 2016.

4.2 Draft Agenda RIPE NCC General Meeting 18 November 2015

The Board briefly discussed the draft agenda and resolutions for the upcoming RIPE NCC General Meeting. After item 3 in the agenda the Board agreed to provide the IETF with a presentation slot to present the importance of the IETF Endowment to the RIPE NCC membership. The Board asked Sabine to edit the time of the meeting based on local time in Bucharest.

Resolution EB#102- R-02
The RIPE NCC Executive Board approves the Draft Agenda for the RIPE NCC General Meeting of 18 November 2015.

4.3 General Meeting Presentations

Nigel confirmed that the meeting presentations would follow the draft agenda of the meeting. No further points were raised.

5. Review of Active Policy Proposals

The Board reviewed the current RIPE policy proposals. The Board had nothing further to add to the proposals.

6. Good of the Internet

EB317 19/03/2015 SY/MH
Salam Yamout and Maria Häll will work on a proposal with SIDA (Swedish International Development Cooperation Agency) regarding the funding for ISIF (Information Society Innovation Fund) projects, as well as further development of the RACI project.
Status 16/06/2015: Ongoing: see proposal for discussion under topic 3.4.3.1
Status 02/10/2015: Ongoing and waiting for RIR coordination.

EB322 16/06/2015  SY/MH
The Board asked Maria and Salam to approach the Seed Alliance to request funding for the RACI project.
Status 02/10/2015: Ongoing and waiting for RIR coordination.

7. External Relations

7.1 ICANN / IANA

Hans Petter Holen announced that he was elected as Chairman Elect to the ICANN Nom Com.

No further questions were raised.

7.2 NRO / RIRs

No further questions were raised.

7.3 ITU

After a brief discussion, the Board agreed that the ITU could be removed from the agenda as a standing agenda point.

7.4 RIPE

Hans Petter reported that he had been working with Benno Overeinder, the current RIPE Program Committee Chairman. He was pleased to see that the agenda was taking shape. He further reported that the general organisation of the upcoming RIPE meeting was in very good order.

He confirmed that the RIPE Code of Conduct has been circulated to the RIPE Working Group Chairs and the RIPE Program Committee. Hans Petter reported that consensus has been reached on the Code of Conduct and that we could expect its publication shortly.

7.5 IETF

Nigel reported that Rob Blokzijl received the Jonathan B. Postel Service Award at the last IETF Meeting held in Prague.

Nigel confirmed that IETF Endowment would be discussed in the upcoming RIPE NCC Services Working Group and RIPE NCC General Meeting November 2015. The Board asked Axel to notify the RIPE NCC Services Working Group Chairs to reserve a slot for the IETF to present the IETF Endowment fund to the RIPE community and the RIPE NCC membership.

The Board briefly discussed a contribution from the RIPE NCC to the IETF Endowment fund. Before any further discussions Nigel asked Axel to produce an update to the budget to show the impact of a potential contribution to the IETF Endowment.

ACTION: The Board asked Axel produce an updated budget to show the impact of a potential contribution to the IETF Endowment.

8. AOB

1. Board Member Liaison Titles
As there are a number of new Board members, Janos felt it was useful to discuss liaison functions allocated to Board members. After some discussion the following liaison functions were allocated:

• Academic & Research Liaison  – Maria Häll
• Government Liaison – Salam Yamout

Nigel suggested that the discussion should continue at the upcoming Board meeting in December if any further liaison functions needed to be identified.

2. RIR Joint Board Meeting
The Board agreed that a joint meeting with the APNIC Board would be useful at the upcoming RIPE Meeting in May 2016. Axel was asked to contact APNIC and coordinate the potential meeting.
ACTION: The Board asked Axel to contact APNIC and coordinate a joint meeting of APNIC and RIPE NCC board members at the upcoming RIPE Meeting in May 2016.

Christian reported that he will contact the APNIC Board to request attendance at their upcoming Board meeting in February 2016.

The Chairman thanked the RIPE NCC and the Board members and closed the meeting at 16:15.

Outstanding Action Items:

EB326 16/06/2015  AP
The Board asked the RIPE NCC to analyse the current and expected customer base to see what category of business they belong to. They also asked that the RIPE NCC collect specific data on any new members that join the RIPE NCC.
Status 02/10/2015: Ongoing. The Board examined the report but stated this was a start but the analysis needed more work. They asked for more comprehensive work to be carried out in order for the RIPE NCC to obtain a better understanding of its membership. The Board asked the RIPE NCC to use an external party in addition to internal resources to investigate the categorisation of members. They agreed that the RIPE NCC could spend up to 5,000 EUR to investigate this further. If the activity resulted in a higher expenditure Axel was asked to report this on the Board mailing list.

EB317 19/03/2015 SY/MH
Salam Yamout and Maria Häll will work on a proposal with SIDA (Swedish International Development Cooperation Agency) regarding the funding for ISIF (Information Society Innovation Fund) projects, as well as further development of the RACI project.
Status 16/06/2015: Ongoing: see proposal for discussion under topic 3.4.3.1
Status 02/10/2015: Ongoing and waiting for RIR coordination.

EB322 16/06/2015  SY/MH
The Board asked Maria and Salam to approach the Seed Alliance to request funding for the RACI project.
Status 02/10/2015: Ongoing and waiting for RIR coordination.

New Action Items:

EB328 / 02/10/2015 / AP
ACTION: The Board asked Axel to use a unified style to report the KPIs. They also asked Axel to produce a doodle poll to identify the ranking of KPIs by each Board member.

EB329 / 02/10/2015 / AP
The RIPE NCC Board asked Axel to prepare a presentation for the RIPE NCC General Meeting November 2015 summarising the findings of the third party review of the RIPE NCC corporate governance.

EB330 / 02/10/2015 / AP
The Board asked Axel to publish the set of corporate documents: Updated Due Diligence Document, Inter-RIR Transfer Templates, and Updated Arbitration Procedure brought forward for review.

EB331 / 02/10/2015 / AP
The Board asked Axel produce an updated budget to show the impact of a potential contribution to the IETF Endowment.

EB332 / 02/10/2015 /AP
The Board asked Axel to contact APNIC and coordinate a joint meeting of APNIC and RIPE NCC board members at the upcoming RIPE Meeting in May 2016.

Resolutions:

Resolution EB#102- R-01
The RIPE NCC Executive Board approves the publication of the Draft RIPE NCC Activity Plan and Budget 2016.

Resolution EB#102- R-02
The RIPE NCC Executive Board approves the Draft Agenda for the RIPE NCC General Meeting of 18 November 2015.