Internet Society of Australia
A Chapter of the Internet Society
ABN 36 076 406 801Minutes of Directors' Meeting, 14 November 2005
The meeting commenced at 5:45 pm EST on 14 November 2005 and took place by way of teleconference in accordance with the Articles of Association of the Society. 1. Welcome 1.1 Attendance: Greg Adamson, Gunela Astbrink, Narelle Clark, Kevin Karp, Ross Kelso, Kate Lance (ED), Cheryl Langdon-Orr, Jeremy Malcolm, Peter Nissen (observer) 1.2 Apologies: Adam Creed, George Fong, Tony Hill, Andrew McRae, Gerry White 2. Minutes of Previous Meeting Accepted - Moved: Cheryl, Seconded: Kevin 3. Actions Arising from the Minutes Done - Cheryl to approach ACIF. Done - Cheryl to arrange meeting after auditor's report received for Solvency Resolution. Done - Kate to inform members about AGM and to call for nomination of directors and to prepare memorandum for meeting. Done - Kate has renewed Thawte Certificate To happen after this evening's meeting - Gunela to chair sub-committee meeting (Gunela, Jeremy, Kate, Cheryl (ex-officio), Greg) to arrange APIA half day at APRICOT. New actions: 3.1 Cheryl to re-confirm room booking for face to face meeting and AGM 3.2 Cheryl to arrange and distribute agenda for Budget/Marketing face to face meeting. 3.3 Cheryl to send CCCR notes to Kate. 3.4 Kate to put Financial Reports on website 3.5 Kate to write up the DCITA TCCM report in January 3.6 Kevin to request status update for project funding 3.7 Narelle to book post-AGM restaurant 3.8 All directors to contact their accounting contacts to find an auditor for next financial year. 4. Reports 4.1 Financial Reports Verbal report of balances and forthcoming payments. Financial reports accepted as presented. 4.1.1 Motion: Invoice from Auditor to be paid Proposer: Cheryl, seconder: Greg, carried unanimously. 4.2 Executive Director's Report Director's report accepted. 5. Any Other Business 5.1 Auditor's Letter of Indemnity - Board resolved that the Treasurer (CLO) and Vice-President (NC) should sign and send the letter to the auditor. Proposed: Greg Adamson, seconded: Kevin Karp Carried unanimously. 5.2 Director's Report to Membership - Board resolved that the Treasurer (CLO) and Vice-President (NC) should sign the Directors' Report. Proposed: Cheryl, seconded: Kevin Karp. Carried unanimously. 5.3 Solvency Resolution - The directors have considered the audited accounts tabled by the Honorary Treasurer, and resolved that: "The directors believe that the company will be able to meet its debts as and when they fall due over the next twelve months." Proposed: Cheryl, seconded: Ross. Carried by all directors without objection or abstention. 6. Membership Issues 6.1 Members who are not up to date with payment will not be sent membership cards. 7. Discussion 6.1 Meetings attended * Ross Kelso 31 Oct & 1 Nov - CTN Council 1 Nov - CTN AGM * Tony Hill 20 Oct AUUG - ISOC-AU Stream Presentation 21 Oct National ICT Industry Alliance 24 Oct AEEMA 31 Oct/1 Nov First Australian IPv6 Summit 8 Nov ISOC Change of Procedure: Directors should email the board mailing list the meetings that they have attended prior to the time of Director's meetings in order to have the record incorporated into the minutes. Emailing the board list ensures that a corporate memory is accumulated, as all board list submissions are archived. 6.2 ACIF Resolution: To notify ACIF that the society's nominee for the Consumer counsel be changed to Cheryl as the primary, with two alternates, Jeremy and Tony. Proposed Cheryl, seconded: Gunela. Carried unanimously. 7. Any Other Business 7.1 AGM - Kate to put Financial Reports on website - Narelle to book restaurant 7.2 CCCR - Cheryl to send Kate CCCR meeting notes 7.3 Apricot APIA meeting - Gunela requested topic suggestions 8. Next meeting The meeting closed at 7:05pm. The next meeting will be the AGM at 6:00 pm AEST on 7th December, 2005 (face to face at 11am-4pm, Maddocks), with next Director's meeting at 5:45pm on 12th December. 9. Confirmation Signed as a correct and complete record of the above meeting. Narelle Clark, Vice-President, ISOC-AU