[Chapter-delegates] Internet Society Foundation meeting F34

[Olivier MJ Crépin-Leblond]

Dear Ted,

thank you for your response and explanation. This makes sense - thus why 
are the minutes and/or resolutions written in such a way, or with 
explanatory text that explains both the context and resolution itself?

I still think that we have a problem having resolutions that refer to 
"as presented" in closed meetings and to exhibits that are not 
published. Such resolutions do not make up much of a track record, do 
they? Could it be considered to have the "exhibits" published where non 
confidential and even with relevant redaction?

To give you a little heads up, I refer you to the ICANN Redaction Policy 
Guidelines which I hope your Board Governance Committee will study.
https://www.icann.org/en/board-activities-and-meetings/briefing-materials-guidelines

Many other organisations have similar guidelines and I invite the ISOC 
BoT to launch such a study. The current level of transparency is, in my 
humble opinion, still not what we should, as a community, expect from an 
organisation that promotes openness.

Kindest regards,

Olivier

On 17/11/2025 20:57, Ted Hardie wrote:
> Hi Olivier,
>
> The policy that was changed named the Foundation's executive director 
> as the individual with signature authority over Foundation contracts 
> up to a certain level.  With the recent restructuring, the equivalent 
> position is the VP of Philanthropy, and the update simply changed the 
> language in the policy to match the new structure and title.
>
> regards,
>
> Ted
>
> On Mon, Nov 17, 2025 at 5:36 PM Olivier MJ Crépin-Leblond 
> <ocl at gih.com> wrote:
>
>     Dear Ted,
>
>     I have followed with interest the recent Internet Society and
>     Internet Society Foundation Board meetings. I had a question
>     relating to a couple of Internet Society Foundation Resolutions.
>     https://www.isocfoundation.org/meeting-agenda/f34-agenda/
>
>     Quoting the resolutions:
>
>     *9. Approval of Various Foundation Governing Documents – Sally*
>     *Wentworth*
>
>     *a. Extraordinary Grant Investment Request Policy*
>
>     Resolution F2025-X: Approve Amendments to the Extraordinary Grant
>     Investment Request Policy
>
>     /WHEREAS, via Resolution F2021-16, the Internet Society Foundation
>     Board of Trustees adopted an Extraordinary Grant Investment
>     Request Policy outlining and authorizing specific actions the
>     Executive Director could take;/
>
>     /WHEREAS, due to the recent restructuring of the Executive
>     Director role, policy details have been updated;/
>
>     /RESOLVED, that the Internet Society Foundation Board of Trustees
>     hereby adopts the amendments to the Extraordinary Grant Investment
>     Request Policy as presented./
>
>     *b. Signature Authority and Delegation of Authority Policy*
>
>     Resolution F2025-X: Approve Amendments to the Signature Authority
>     and Delegation of Authority Policy
>
>     /WHEREAS, via Resolution F2022-17, the Internet Society Foundation
>     Board of Trustees adopted a Signature Authority and Delegation of
>     Authority Policy outlining and authorizing specific actions the
>     Executive Director could take;/
>
>     /WHEREAS, due to the recent restructuring of the Executive
>     Director role, policy details have been updated;/
>
>     /RESOLVED, that the Internet Society Foundation Board of Trustees
>     hereby adopts the amendments to the Signature Authority and
>     Delegation of Authority Policy as presented./
>
>     --- End Quote ---
>
>     I looked back at F2021-16 and F2022-17:
>     ( https://www.isocfoundation.org/board-of-trustees/resolutions/ )
>
>     Quoting:
>
>     /*Resolution F2021-16: Adopt Extraordinary Grant/Investment
>     Request Policy*/
>
>     /WHEREAS the Board of Trustees (the “Board”) and the Executive
>     Director of the ISOC Foundation occasionally receive grant or
>     investment funding requests outside of the approved budget and the
>     ordinary grant request process,/
>
>     /RESOLVED, that the Board hereby adopts the Extraordinary
>     Grant/Investment Request Policy for the ISOC Foundation, attached
>     hereto as exhibit A./
>
>     /*Resolution F2022-17: Adopt Signature Authorization and
>     Delegation of Authority Policy*/
>
>     /WHEREAS, the Board of Trustees has general authority under
>     applicable statutes and the Internet Society Foundation by-laws to
>     enter into all contracts to which the Internet Society Foundation
>     may be a party, and may delegate such authority to one or more
>     Authorized Signatories for the day-to-day management of the
>     Internet Society Foundation; and/
>
>     /WHEREAS, a policy regarding signature authorization and
>     delegation of authority will promote the efficient operation of
>     the Internet Society Foundation and establish sound internal
>     controls where only individuals with properly delegated signature
>     authority are able to commit the Internet Society Foundation to
>     binding obligations and execute contracts on behalf of the
>     Internet Society Foundation;/
>
>     /RESOLVED, that the Board of Trustees hereby adopts the Signature
>     Authorization and Delegation of Authority Policy as presented./
>
>     --- End Quote ---
>
>     Unfortunately "Exhibit A" is not comprised in the Minutes, and by
>     the way, neither are any "Exhibits" attached to any Resolution,
>     thus are the Resolutions, in your view, complete when the majority
>     of them are referring to Exhibits that are not made public?
>
>     And then "as presented" is also not made available publicly.
>
>     So what are the changes that were voted by the Board in regards to
>     the "Extraordinary Grant/Investment Request Policy" and the
>     "Signature Authority and Delegation of Authority Policy"?
>
>     Kindest regards,
>
>     Olivier Crépin-Leblond
>
>
>
>

-- 
Olivier MJ Crépin-Leblond, PhD
http://www.gih.com/ocl.html

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