Minutes of Directors' Meeting, 8 November 2011

By Teleconference in accordance with the Article 80

The meeting commenced at 17:45

1.	Attendance
Present:		Paul Brooks (Treasurer), Narelle Clark 
(Vice-President), Roger Clarke,
George Fong, Rob Forsyth (UK), Robert Gregory, Jerry Leeson, Cheryl 
Langdon-Orr (Secretary),
Skeeve Stevens, Tony Hill (President)
Apologies:	Gunela Astbrink (American Samoa), Andrew McRae (US)
The Board appointed Paul Brooks to the casual vacancy, under Article 53.1.
Moved:     Rob G.	Seconded:     Cheryl

2. 	Elections of Office-Bearers
The Board appointed Tony Hill to act as chairperson of the meeting 
for the purpose of the
election, in accordance with Article 50.1.
Moved:     Skeeve	Seconded:     Cheryl
The following Office-Bearers were elected, in accordance with Articles 49-52.
President		Narelle
Vice-President	George
Secretary		Cheryl
Treasurer		Paul
The Board thanked the outgoing President for his sterling service 
over an extended 10-year
period.
Moved:     George	Seconded:     Paul

3. 	Minutes of Previous Meeting
The Chair was assumed by the incoming President
The Board adopted the Minutes of the Meeting of 11 October 2011.
Moved:     Paul	Seconded:     George

4. 	Actions Arising/Carried Over from the Minutes
See Attachment

5. 	Reports

5.1 	Executive Director's Report
	The Board accepted the Report.

5.2 	Executive Committee Report
	The Board noted that, In line with the restructure of ISOC-AU 
activities into programs
	with support purchased in relation to each program, the 
Executive Director agreed in
	discussions with the President and Executive Committee to 
bring forward the end of her
	Executive Director Agreement to 4 November 2011.
	The Board expressed its appreciation to Holly Raiche for the 
considerable efforts and
	achievements during her period in the position.
	Moved:     Paul	Seconded:     Rob G.
	The Board formally thanked the Past President and Executive 
Committee for resolving
	this important matter expeditiously and sensitively, to 
enable the Board to commence
	planning for the future activities of the Society.
	Moved:     Roger	Seconded:     Jerry
	The Board noted that the role of Minutes Secretary will continue.
	The Board noted that the ED's Report would be replaced by the 
EC Report in future.

5.3 	Treasurer's Report
	The Board noted that the financial statements for FY 2010-11 
had been approved by
	circular resolution between meetings.
	The Board accepted the Report.

5.4  	Revenue Sub-committee (PB, RF, CLO)
	Nil Report.

5.5 	Sponsorship Sub-committee
	Nil Report.

5.6  	Membership Sub-committee (RF, SS, CLO, JL)
	Nil Report.

5.7 	Remuneration Sub-Committee (Board Executive)
	Nil Report.

5.8	Director's Representations
	Response received from the Attorney-General  (28 Oct 2011), 
replying to the joint letter
	re Engagement by the Attorney-General's Department with Civil 
Society (1 Sep 2011),
	signed in conjunction with Liberty Victoria, NSW CCL, QCCL, 
CLA, APF and EFA.
	Skeeve participated in the eCrime Symposium in part in his 
ISOC-AU role.

6. 	Membership Issues and Initiatives
The Board noted that there would be benefits in better articulation 
of ISOC-AU's roles and
contributions in the current context, as a means of conveying the 
value proposition to members.
The Board established a Task Force to propose replacement text that 
achieves that aim,
comprising Narelle, George and Skeeve.
The Board noted that Skeeve intended to bring forward a proposal in 
relation to liaison
roles between ISOC-AU and various market segments.

7. 	SIGs Report

7.1 	IPv6 SIG
	Nil Report.

7.2 	S&E (Skills & Expertise)
	Nil Report.

7.3 	Accessibility & Usability
	Nil Report.

8. 	Discussions With Notice

8.1 	The Board and the Board Committees
	Held Over:  The Board has under discussion a Task Force to bring 
forward to the Board
	concrete recommendations relating to changes to the Committee 
structure, change in the
	frequency of Board meetings, and the need for documentation 
of delegations to Committees.
	The Board noted that this is to be a major item at the next 
Board meeting.

8.2 	Other Governance Matters
	Held Over:  The Board has under discussion a Task Force to 
undertake a review of the
	company's Constitution, and bring forward to the Board 
options for amendment in order
	to better serve the current need.
	The Board noted that this is to be a major item at the next 
Board meeting.

8.3 	Position of Immediate Past President
	The Board recognised a named position of Immediate Past 
President, which can be used by
	the incumbent externally to the organisation as well as 
within it, and which carries
	with it a standing invitation to attend Board meetings, if 
the incumbent is not a
	Director at the time.
	Moved:     Skeeve	Seconded:     Cheryl

9. 	Other Business
Nil.

10. 	Next Meetings
	Tue 13 Dec 2011, 5:45pm
	Tue 14 Feb 2012, 5:45pm
Tue 13 Mar
Tue 10 Apr
Tue   8 May
Tue 12 Jun

The meeting concluded at 19:00


Attachment:   Matters Carried Over from Previous Meetings

3.1	Suitability of Google Docs as the Board's shared work-area
	ROGER to clarify concerns about Accessibility without a 
Google login, and
	Accessibility and use by Google and third parties
	Ongoing

3.2	Juniper
	ANDREW, PAUL to liaise further with them about membership renewal
	Ongoing

3.3 	Flexibility on Membership Rates
	EXEC CTEE to organize a meeting of Membership Committee to 
include consideration of this
	Ongoing, but possibly to be included in the broader review of 
the Articles and By-Laws

3.4	Forum Series
	EXEC CTEE TO WORK WITH ROBG re Copyright, and likely speakers 
to articulate the plans.
	(The Launch event was postponed due to low acceptances in a busy week)
	Ongoing

3.5	ISOC-AU Policy Position on USO Issues
	GEORGE to draft for the Board's consideration
	Ongoing

3.6	Organisational Membership / Sponsorship
	ALL BOARD MEMBERS are to provide specific suggestions 
regarding organisations and
	individuals within them who are good prospects to approach, 
and to arrange two
	organisational contacts per Director by September - now 
amended to March 2012
	Ongoing

3.7	Governance and Authorisations
	TONY, NARELLE  to provide a background document and//or proposal
	Ongoing, but possibly to be included in the broader review of 
Board Committees

3.8	NBN
	GUNELA, GEORGE, HOLLY to tele-conference prior to meeting with NNSW MP
	Done, but expanded to consideration of a possible regional 
forum on the NBN
	Ongoing

3.9	A Process for reporting on IPv6 uptake in Asia
	GUNELA, NARELLE, PAUL to progress
	Ongoing (APNIC and some IPv6 allocation databases exist)

3.10	Paul's Attendance at the Meeting of 11 Dec 2010
	HOLLY to amend the web-site copy of the Minutes
	PAUL to amend the draft report of Directors' attendance at meetings
	Ongoing [but possibly already completed]

3.11	Documents for the AGM
	PAUL to revise and circulate the Financial Statements and 
Directors' Statement
	PAUL to draft and circulate further text, comprising brief 
explanatory wording
	for members
	Done and Closed

3.12	Nominations the AGM
	CHERYL to clarify re nomination by one person of both 
themselves and another
	Done and Closed

Signed as a correct and complete record of the above meeting.
Narelle Clark, President, ISOC-AU