<div dir="ltr"><div class="gmail_default" style="font-family:trebuchet ms,sans-serif">Partial answer to your question from Andrew Sullivan</div><div class="gmail_default" style="font-family:trebuchet ms,sans-serif">"<span style="font-family:Arial,Helvetica,sans-serif">For whatever it’s worth, I have not given notice of my resignation to the board or anyone else."</span></div><div class="gmail_default" style="font-family:trebuchet ms,sans-serif"><span style="font-family:Arial,Helvetica,sans-serif"><br></span></div><div class="gmail_default" style="font-family:trebuchet ms,sans-serif"><span style="font-family:Arial,Helvetica,sans-serif">(in response to a question from NY, trying to understand why the board was apparently acting urgently but not answering questions.)</span></div><div class="gmail_default" style="font-family:trebuchet ms,sans-serif">-------</div><div class="gmail_default" style="font-family:trebuchet ms,sans-serif"><span style="font-family:Arial,Helvetica,sans-serif">The Zoom link for the observer sessions is at </span><span style="font-family:Arial,Helvetica,sans-serif"><a href="https://www.internetsociety.org/board-of-trustees/meetings/observer-guidelines/" target="_blank">https://www.internetsociety.org/board-of-trustees/meetings/observer-guidelines/</a> . You must agree not to record the session, but Ted reminds me they will be on </span><span style="font-family:Arial,Helvetica,sans-serif"> </span><a href="https://www.youtube.com/results?search_query=internet+society+board+of+trustees" style="font-family:Arial,Helvetica,sans-serif" target="_blank">https://www.youtube.com/results?search_query=internet+society+board+of+trustees</a><span style="font-family:Arial,Helvetica,sans-serif"> </span><span style="font-family:Arial,Helvetica,sans-serif">. </span></div><div class="gmail_default" style="font-family:trebuchet ms,sans-serif"><span style="font-family:Arial,Helvetica,sans-serif">---------------</span></div><div class="gmail_default" style="font-family:trebuchet ms,sans-serif"><span style="font-family:Arial,Helvetica,sans-serif"><br></span></div><div class="gmail_default" style="font-family:trebuchet ms,sans-serif"><span style="font-family:Arial,Helvetica,sans-serif">My opinion: </span><br></div><div class="gmail_default" style="font-family:trebuchet ms,sans-serif"><span style="font-family:Arial,Helvetica,sans-serif">Thank you UK chapter for speaking publicly. </span></div><div class="gmail_default" style="font-family:trebuchet ms,sans-serif"><span style="font-family:Arial,Helvetica,sans-serif"><br></span></div><div class="gmail_default" style="font-family:trebuchet ms,sans-serif"><span style="font-family:Arial,Helvetica,sans-serif">I believe nearly all the issues here would be resolved if ISOC created an important, role for the chapters & members and lived up to our promises of the funding needed. We also must have transparency and openness. We have to find a way across the North/South battle because 2/3rds of Internet users are in the South. </span><span style="font-family:Arial,Helvetica,sans-serif">One result is our growth is far behind the growth of the Internet. </span><span style="font-family:Arial,Helvetica,sans-serif"><br></span></div><div class="gmail_default" style="font-family:trebuchet ms,sans-serif"><br></div><div class="gmail_default" style="font-family:trebuchet ms,sans-serif"><span style="font-family:Arial,Helvetica,sans-serif">Ted: With so much in private, <b>it's time for you to have once a month zoom for questions from chapters.</b> It's a minimal requirement of the Chair to listen to the members, in an organized fashion to minimize the time and cost. If you don't have the time, someone like Pepper or Charles Mok might be a good substitute. </span></div><div class="gmail_default" style="font-family:trebuchet ms,sans-serif"><span style="font-family:Arial,Helvetica,sans-serif"><br></span></div><div class="gmail_default" style="font-family:trebuchet ms,sans-serif"><span style="font-family:Arial,Helvetica,sans-serif">I know several of the board members personally and my experience is almost all the board members are responsive to email. You and Andrew have been helpful even when we disagree. But most of the chapter leaders don't realize how to connect directly. It's a good idea to make it easy. </span></div><div class="gmail_default" style="font-family:trebuchet ms,sans-serif"><span style="font-family:Arial,Helvetica,sans-serif"> </span></div><div class="gmail_default" style="font-family:trebuchet ms,sans-serif"><span style="font-family:Arial,Helvetica,sans-serif">You should also simply say, in your role as Board Chair, that all ISOC staff should do their best to answer questions from chapters, except on personnel decisions or when there is an important reason for secrecy. </span></div><div class="gmail_default" style="font-family:trebuchet ms,sans-serif"><span style="font-family:Arial,Helvetica,sans-serif"><br></span></div><div class="gmail_default" style="font-family:trebuchet ms,sans-serif"><span style="font-family:Arial,Helvetica,sans-serif">Dave Burstein</span></div></div><br><div class="gmail_quote"><div dir="ltr" class="gmail_attr">On Fri, Mar 8, 2024 at 8:43 AM Olivier MJ Crépin-Leblond via Chapter-delegates <<a href="mailto:chapter-delegates@elists.isoc.org" target="_blank">chapter-delegates@elists.isoc.org</a>> wrote:<br></div><blockquote class="gmail_quote" style="margin:0px 0px 0px 0.8ex;border-left:1px solid rgb(204,204,204);padding-left:1ex"><u></u>
<div>
Att: Ted Hardie - Internet Society Board Chair<br>
CC: Chapter Delegates Mailing List<br>
<br>
Dear Ted,<br>
<br>
Andrew Sullivan had a meeting with members of the ISOC UK England
Chapter leadership on Tuesday 20 February 2024.<br>
Prior to that meeting, we sent Andrew a list of questions/topics to
be addressed. Whilst we had a very friendly and productive meeting
indeed, Andrew felt that some of the questions we asked were better
aimed at the ISOC Board of Trustees directly.<br>
<br>
Please be so kind to find these questions below, along with
additional questions that we have in relation to issues that would
most likely fall into the category of matters that should be
addressed by the Board.<br>
<br>
We submit these questions to you in writing but would also be able
to arrange for a call of our Leadership Team with you and any of
your colleagues if you consider this to be appropriate.<br>
<br>
In order to put some structure in our discussions, there are four
main section topics:<br>
<br>
1. CEO renewal<br>
2. Internet Society Foundation<br>
3. ISOC's future<br>
4. Operational Issues<br>
5. Future Role of Chapters<br>
<br>
Topic 1: CEO renewal<br>
<br>
Given the need to expand the global reputation and footprint of the
Internet Society, the search for the next CEO should respect the
processes set in the past as well as well current accepted good
practice adopted by other significant top tier Internet
organisations.<br>
<br>
This process needs to comply by ISOC Bylaws.<br>
It should be tasked by the BoT to improve awareness and engagement
of the global communities in the Internet Society and its operations
and ensure to the community that basic principles of good governance
including transparency are evident.<br>
<br>
We therefore have the following questions relating to the topic of
CEO renewal:<br>
<br>
1.1 Has the Board already considered whether it would renew Andrew
Sullivan's contract, given that it is due to expire in August 2024
(5 months away)<br>
<br>
1.2 If it is decided, by any of the parties that the contract will
not be renewed, when will the process for the CEO search be started?<br>
<br>
1.3 Is there an already existing process in place for the search of
the next CEO?<br>
1.3.1 if yes, then is it based on the last search for ISOC CEO which
used a global selection process open to qualification by non-US
residents?<br>
1.3.2 if no, then will the community be asked for:<br>
a. best practices relating to the actual search for a CEO?<br>
b. the list of qualities required in the next CEO?<br>
(as is already common process in other I* organisations?)<br>
<br>
1.4 In the current climate of Government regulation worldwide would
you agree that people with known close ties to governments should be
excluded from being candidates as they are unlikely to inspire
confidence in ISOC's independence in representative roles other than
purely secretariat? Ditto for other individuals who might come from
organisations that might be perceived as having a strong conflict of
interest?<br>
<br>
1.5 Currently the Board Succession Planning Committee is made of:<br>
Ramanou Biaou - Chapters<br>
Luis Martinez - Chapters<br>
Brian Haberman - IETF<br>
Ted Hardie - Organisation<br>
Barry Leiba - Organisation<br>
Robert Pepper - Organisation<br>
Andrew Sullivan - Ex-Officio<br>
<br>
This, if it is indeed the next CEO Search Committee, appears
unbalanced between Chapters, IETF and Organisation members? Wouldn't
good practise mean balancing this out by having two members from
each IETF, Chapters and Organisation?<br>
<br>
1.6 Will the whole Board interview candidates or will it just be the
Board Succession Planning Committee? Are there operating rules in
relation to this?<br>
<br>
1.7 Will the whole Board be voting on the final candidate(s), given
that this has been a vital task of the Board in past CEO selections?<br>
<br>
<br>
Topic 2: Internet Society Foundation<br>
<br>
Our understanding of ISOC's intentions during the formation of the
Foundation was to establish a separate Board and governance for the
Foundation. It was proposed that the current arrangement of ISOC
trustees also all being Foundation Trustees, as only viable as a
stop gap. The evolution of the governance of the Foundation appears
to have stalled since the attempted sale of PIR.<br>
<br>
Given that the current arrangement causes a serious conflict of
interest between the organisations:<br>
<br>
2.1 What are the current steps being made to move this along? When
will a new Board be selected for the Foundation?<br>
<br>
2.2 What processes to involve the broader community are being
undertaken?<br>
<br>
[ For your information, Andrew Sullivan did not feel there was a
conflict of interest in having the same Board members for both the
Foundation and the Internet Society itself. He also was not around
when the Internet Society Foundation was created thus was not aware
of the "interim Board" arrangement - thus it would be good to shed
some light on this matter. ]<br>
<br>
<br>
Topic 3: ISOC's future<br>
<br>
It is notable that in relation to other Internet organisations
referred to as I* including IETF, ICANN, IAB, Regional Internet
Registries. ISOC alone today has no operational powers or
responsibilities for Internet resources, networks, or governance
communities including Chapters. This has frequently led to comments
by operators in those communities to ask "What is the point of
ISOC"?<br>
<br>
3.1 What is the Point of ISOC today and into the next five years in
the Board's view?<br>
3.1.1 Is there a 5 year strategic plan in place?<br>
<br>
[ Andrew told us that there was indeed a new 5 year plan in the
works. However, our observation is that it looks like it has not
been shared yet and whilst the previous plan had included
involvement of communities with dedicated staff members in charge,
these staff members coordinating these consultations have since been
laid off, thus what is the current status? <br>
How is this plan being developed? <br>
What is the time scale for this development? <br>
What is the position with regards to input into the decision making
process from Chapters? ]<br>
<br>
[ 3.2 answered by Andrew ]<br>
<br>
3.3 ISOC Financials<br>
<a href="https://www.internetsociety.org/about-internet-society/organization-reports/#financial-reports" target="_blank">https://www.internetsociety.org/about-internet-society/organization-reports/#financial-reports</a><br>
2022 Financial Statements show the Internet Society making a loss
for that year.<br>
<br>
[ Andrew mentioned that this was due to financial markets but profit
would return in 2023. ]<br>
<br>
3.3.1 Is there oversight and reporting that is specific to keeping
track of the proportion of .org revenues being spent on internal
administration and staff compared to funding community works?<br>
The annual financial statements do not show this.<br>
3.3.2 With other I* organisations providing detailed information
about the management of their projects as well as per department
cross-referencing, is ISOC prepared to rise up to the levels of
transparency that are now expected in public benefit entities and to
produce an annual financial report that provides more information
than its minimal published financial statement?<br>
3.3.3 Is ISOC ready to publish its financials on multi-year projects
including its forecasts going forward? Scrutiny of Form 990 appears
to show random continuity year on year and there is no way to find
out what is happening?<br>
<br>
3.4 MANRS<br>
ISOC made a total divestment of its MANRS project to a US
not-for-profit, The Global Cyber Alliance (GCA) - and Andrew's
response was that this was needed because "ISOC is a good incubator
but terrible at running long term projects".<br>
<br>
3.4.1 Why was this divestiture effected given that this was a
successful project which comforted the ISOC brand as being
pertinent?<br>
<br>
3.4.2 Was a risk assessment done prior to moving MANRS elsewhere to
an organisation so close to law enforcement as to ensuring that the
Internet Society goals and principles in this important area remain
at the top of the routing security agenda?<br>
<br>
3.4.3 By what criteria was the GCA chosen as an suitable
organisation to run the MANRS project? Were there conditions imposed
on Goals?<br>
<br>
3.4.4 Are there Performance Agreements (SLAs) in place for the
ongoing conditional funding of the GCA?<br>
3.4.4.1 If yes, are there clauses to cancel the GCA Secretarial and
Operational duties, should it fail in its SLAs?<br>
<br>
Topic 4: Operational Issues<br>
<br>
4.1 New Chapter Membership Administration System<br>
<br>
Many Chapters have complained about the inadequacy of the new
Membership System.<br>
Andrew's answer has been "ask <a href="mailto:AMSHelp@isoc.org" target="_blank">AMSHelp@isoc.org</a>" - but then
Chapters are also told that simple features such as setting the
subject of a mailing sent to members, is currently not possible and
nobody knows when that will be fixed. Clearly there is a problem.
Can you provide the Board's Commitment that these problems will be
fixed and give a time estimate as to by when this will be the case?<br>
<br>
4.2 Termination of contract for Joly McFie - isoc.live<br>
<br>
At the recent Chapters Advisory Council meeting, we learned that <span>Joly McFie's services were no longer going to
be contracted for Live Streaming. The powers that be at ISOC found
that most people were watching recorded videos than the live video
streaming, which in my opinion makes sense because live watching
requires people to do it at a time T but many people like to watch
the event later - and also when Live, many people had a preference
to be on the original Zoom channel to take an active part in
asking questions remotely. The Live Channels archive was great for
ISOC's image. A great showcase of: "This is what we do!" - with
"we" conveying the global dimension of the Internet Society
through its memorable Chapter events.<br>
<br>
It seems to have been decided unilaterally that in order to cut on
costs, Joly will not longer be contracted full time to LiveStream
and Archive events with the added excellent professional service
of adding captions and making a recording very polished indeed and
ready for public consumption. <br>
We learned that </span><span>Joly can still be
contracted on a project basis by both ISOC teams and chapters. The
budget would come from the party who enters into the contract with
Joly. Chapters can include these costs in their event budgets when
applying for a Beyond the Net Small<<a href="https://www.isocfoundation.org/grant-programme/beyond-the-net-small-grants/" style="text-decoration:none;color:rgb(1,91,167)" target="_blank"><span style="text-decoration:none;color:rgb(1,91,167)"><font color="#015BA7">https://www.isocfoundation.org/grant-programme/beyond-the-net-small-grants/</font></span></a>>
grant.<br>
<br>
ISOC will continue to record its public marquee events and post
the recordings thereof for on-demand viewing.<br>
<br>
</span><span> ISOC's messages are unclear: on
the one hand it says that it has more money to support the
community than the number of applications it receives for funding
and on the other hand it cuts a major volunteer and chapter
support programme and replaces it with yet more bureaucracy. It is
replacing an ISOC Community Resource for everyone with an elitist
on-demand selection process with lengthy application documents
that will just push back on Chapter activity.</span><br>
<span> <br>
4.2.1 </span>Was this change in process / withdrawal of service
agreed with the Chapter Advisory Council or with Chapters in any
way?<br>
<span> 4.2.2 What will happen with the current
excellent archive of livestreams which constitute an amazing
library of Chapter events of many many years?<br>
4.2.3 Why introduce the unreasonable bureaucratic overheads in the
process of booking Joly McFie's services with an events budget
request? Some Chapters have regular Webinars and adding an
official request for an event budget is a waste of volunteer time.
Plus there is a limitation as to how many requests a Chapter can
make. Plus all the necessary bureaucratic reports that need to be
filed afterwards.<br>
4.2.4 Couldn't the Internet Society just have an on-demand
contract with Joly McFie and make payment on a per event basis,
without needing all the bureaucracy to file for "events budget"?<br>
</span><br>
<br>
5. Future Role of Chapters<br>
<br>
In terms of planning and operational basis and mindful of the
balance between Chapters, Organisations and IETF in the Internet
Society, have operational documents been drafted in regards to
cooperation between Chapters and HQ? We are aware of operational
requirements set on Chapters by contract but are there other
documents relating to the relationship between Chapters and HQ
especially when it comes to advocacy in countries worldwide?<br>
<br>
--- end of questions ---<br>
<br>
<br>
These questions are sent on behalf of the UK Chapter of the Internet
Society Leadership Team - we look forward to your responses.<br>
Best regards,<br>
<br>
Olivier MJ Crépin-Leblond, PhD<br>
Chair - Internet Society UK England Chapter<br>
<br>
</div>
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</blockquote></div>