Minutes 140th Executive Board Meeting


Author:	Daniella Coutinho
Date:	2020/12/15
Status:	Final

Attendees:

Christian Kaufmann (CK), Chair
Falk von Bornstaedt (FvB), Member
Ondřej Filip (OF), Treasurer
Raymond Jetten (RJ), Member
Remco van Mook (RvM), Member
Maria Häll (MH), Member
Piotr Strzyżewski (PS), Secretary

Gwen van Berne (GvB), Chief Financial Officer, RIPE NCC
Daniella Coutinho (DC), Management Assistant, RIPE NCC
Fergal Cunningham (FC), Acting Chief Communications Officer, RIPE NCC
Athina Fragkouli (AF), Chief Legal Officer, RIPE NCC
Hans Petter Holen (HPH), Managing Director, RIPE NCC
Mirjam Kühne (MK), RIPE Chair
Kaveh Ranjbar (KR), Chief Information Officer, RIPE NCC
Felipe Victolla Silveira (FVS), Chief Operations Officer, RIPE NCC
Carolien Vos (CV), HR Director, RIPE NCC

1. Welcome and Agenda

The Chair opened the meeting at 09:01 and welcomed everyone. It was noted that all members of the RIPE NCC Executive Board (the Board) were present.

1.1 Apologies, New Agenda Points

There were no apologies and no relevant new agenda points.

1.2 Approval of Minutes

Resolution EB#140-R-01:

The RIPE NCC Executive Board approves the minutes of EB#138 and EB#139.

The RIPE NCC Executive Board unanimously adopted the resolution.

1.3 Dates of Next Meetings

5 February 2021, virtual, one-day strategy session, additional meeting
11+12 March 2021, virtual, strategy sessions and formal EB meeting
17 May 2021 in the morning, virtual, briefing session ahead of RIPE 82
21+22 June 2021, strategy sessions and formal EB meeting

2. Action list review

Action Items in Progress

Action EB414 / 16/06/2020 / HPH
The RIPE NCC Managing Director will provide a document with strategic objectives as discussed with the RIPE NCC Executive Board.
Deadline: until next EB meeting in September 2020.
Status 08-09-2020: In progress.
HPH to review and complete the document for the Board to comment on. Final version in December 2020 Board meeting
Status 11-12-2020: In progress.
The strategic objectives will be discussed on 5 February 2020. The Board asked for the details of the objectives ahead of the meeting.

Action EBD415 / 08/09/2020 / GvB
To improve transparency in the purchases by separating consultancy in the Finance Report.
Deadline: Briefing Session before RIPE 81
Status 11-12-2020: In progress.
GvB provided an improved report for topic 3.3, but further improvements can be made.

Closed Actions

Action EBD416 / 08/09/2020 / FC
To publish the draft report of the Executive Board Election Task Force to the membership as soon as possible.
Status 11-12-2020: Closed. The report was published on ripe.net

Action EBD417 / 08/09/2020 / AF
To refine the wording of the document Management Regulations of RIPE NCC and have it approved by the RIPE NCC Executive Board afterwards.
Status 11-12-2020: Closed. On the agenda for sign-off at topic 4.4

Action EBD418 / 08/09/2020 / HPH
To implement a system that allows electronic signing of documents by members of the RIPE NCC Executive Board.
Status 11-12-2020: Closed. Electronic signing is possible since September 2020.

Action EBD419 / 08/09/ 2020 /HPH
To call for volunteers for the NRO NC seat.
Status 11-12-2020: Closed. On 14 September 2020 the call for volunteers was emailed to the community.

Action EBD420 / 08/09/2020 / HPH
To add ‘Brexit – consequences for the RIPE NCC’ to the agenda of the Executive Board meeting in December 2020.
Status 11-12-2020: Closed. On the agenda at topic 3.4.

3. Reports from the RIPE NCC

3.1 Report from the Managing Director

Hans Petter Holen shared his report during the Strategy Sessions of 10 December 2020 and his remarks were taken into account by the Board.

3.2 Annual validation Integrated Risk Management

The annual validation of the Integrated Risk Management framework was shared during the strategy sessions of 10 December 2020 and the outcome has been taken into account by the Board.

3.3 October Report from the CFO

Gwen van Berne informed the Board on changes in her team and reporting timelines. New financial governance will be put in place along with a new purchase policy. The most important change is that financial accounting and management accounting will be related and internal and external purpose will be aligned.
Gwen shared the Management Information report for October 2020 and afterwards she presented the changes for the financial governance. The Board noted the whole setup is a remarkable change and the internal reporting is approaching the standard of external reporting. The October report from the CFO was concluded with an update on liability insurance for the Board.

3.4 Brexit

Gwen presented the potential impact of Brexit on the RIPE NCC in the area of income from members and vendors (tax impact), suppliers (contractual impact) and employees (those with a British passport). Gwen noted the RIPE NCC is confident that the impact can be managed.

3.5 Revising Charging Scheme

Now that the membership growth is stabilising or even shrinking, the costs per LIR will go up in the future. At the same time, the complexity of maintaining the registry due to transfers, mergers and acquisitions increases. Therefore, Gwen presented on options for the Charging Scheme in 2022. The goal of the presentation was to explore the topic and gather some thoughts.

The Board noted most members are not keen on changing the charging scheme. The current charging scheme is based on the recommendation from the Charging Scheme Task Force in 2012.
The Board asked that these recommendations are taken into account. It was also noted that the Board had a long session on the charging scheme two years ago and the no-go areas that were outlined there are still valid. The Board suggested not to introduce penalties but rather give rebates when registrations are compliant.

Gwen shared the timeline for the project. Various things will be investigated, like transfer fee options, policy must-haves, compliance issues and introduction of new fees. The Board asked to start with the project as outlined.

3.6 RPKI

Felipe Victolla Silveira presented the RPKI Resilience Report. He gave an outline of the invalid RPKI certificate that was published on Wednesday 9 December 2020 and an overview of the project highlights (Audit RFC Compliance, audit framework, CPS review and technical infrastructure) and project status.

4 General Meeting

4.1 Lessons learned from GM

Christian Kaufmann noted that he appreciated the Board took over his duties during the last General Meeting. Fergal Cunningham shared a short report on the voting issues that occurred.
The Board discussed whether an open mic at the end of the GM would be useful. Members need a place to discuss their issues openly and transparently. It was decided to more specifically ask for additional topics when the agenda for the GM is sent to the members and at the end of the presentation from the Chair.

4.2 Follow up from the Executive Board Elections Task Force and implementation of amendments to the Articles of Association

The Board discussed the proposed internal procedure for the implementation of the recent amendments to article 9.1 of the Articles of Association (AoA) and the adoption of the Code of Conduct for candidates of the Executive Board as presented by Athina Fragkouli.

The Executive Board Election Task Force recommended that the proposed Code of Conduct for candidates for the Executive Board should be adapted from existing RIPE codes of conduct. According to the same Task Force’s recommendations, the evaluation of whether a behaviour violates the Code of Conduct should be conducted by the existing body for violations, the RIPE Trusted Contacts. This caused issues to be raised within the RIPE Code of Conduct Taskforce, because the Trusted Contacts could be placed into a difficult position. Therefore it was decided to add the possibility of establishing another neutral trusted party that will be announced by the Executive Board before the opening of a nominations period.

Resolution EB#140-R-02
The RIPE NCC Executive Board adopts the proposed document “Code of Conduct for Candidates for the Executive Board”.
The RIPE NCC Executive Board unanimously adopted the resolution.

4.3 Activity Plan and Budget 2021

Fergal Cunningham shared the last changes that were made since the Draft Activity Plan and Budget 2021 was presented to the membership. The Board did not receive any feedback outside of the usual channels. The Board agreed to publish the document.

Resolution EB#140-R-03
The RIPE NCC Executive Board approves the publication of the RIPE NCC Activity Plan and Budget 2021.
The RIPE NCC Executive Board unanimously adopted the resolution.

4.4 Board Management Regulations

Last adjustments have been made to the Management Regulations document that was presented at EB#138. The Board had no further comments and noted that this is a good step in securing the governance model.

Resolution EB#140-R-04
The RIPE NCC Executive Board adopts the proposed document “Management Regulations of the RIPE NCC”.
The RIPE NCC Executive Board unanimously adopted the resolution.

4.5 Mailing list moderation

During EB#139, the Board decided in resolution EB#139-R-02 to remove the temporary moderation of the members-discuss mailing list and to moderate emails in accordance with the purpose of the mailing list and the principles of the RIPE Code of Conduct. The resolution expires this month and therefore needed to be revisited.

The Board agreed to make the current resolution permanent, with the amendment that any member of the Board member can do the moderation, to allow for more flexibility.

Resolution EB#140-R-05
The RIPE NCC Executive Board revisited the Resolution EB#139-R-02 and resolves to make the moderation described therein permanent. Accordingly, the RIPE NCC Executive Board will keep moderating emails sent from individual subscribers who send emails evaluated as not in accordance with the purpose of the mailing list and the principles of the RIPE Code of Conduct. This evaluation and moderation will be conducted by a designated member of the RIPE NCC Executive Board and a RIPE NCC staff member. All emails, accepted or rejected, will be archived on the RIPE NCC website.
The RIPE NCC Executive Board unanimously adopted the resolution.

5. RIPE

The RIPE Chair, Mirjam Kühne, gave an update during the meeting on RIPE and the activities of the RIPE Chair Team. More details can be found in the recent RIPE Labs article.

It was decided to hold the RIPE 82 meeting as a virtual meeting.
For the first time in RIPE’s history, an appeal was received to a policy that was discussed in one of the Working Groups. This was a good opportunity to test the appeal procedure as outlined in the PDP. The appeal has now been closed and the RIPE Chair Team is working on a review of the process, gathering input from all parties involved. Some of the outcomes might require changes to the PDP and/or creation of addition documentation.
The RIPE Chair Team met with all current RIPE Task Forces to review and possibly update charters and work items and to see how the RIPE Chair Team can best support them.

The RIPE Database Requirements Task Force recently published a document including a number of recommendations.

The Code of Conduct Task Force is about to publish the first document on their charter (the actual code of conduct). In their recent minutes they noted the following:

“But we were surprised by the update to Article 9 of the RIPE NCC Articles of Association, which was adopted at the RIPE NCC General Meeting that took place during RIPE 81. We took some time to understand if this change would impose an additional burden on the yet-to-be-formed Code of Conduct Team. We established that while the RIPE NCC might choose to adopt an updated RIPE Code of Conduct for the Executive Board election process, the RIPE NCC would run a separate implementation.”

Mirjam appreciated that in the document discussed at topic 4.2 of EB#140, it was suggested to involve the “Trusted Contacts or another neutral trusted party”.
The RIPE Chair Team is working on a number of ongoing and long-term activities:
- Review of the current PDP document and the history of the PDP
- Review of the RIPE Document Store (metadata, consistency, creation of documents)
- Review of the RIPE presence on ripe.net, starting with small changes to the existing website and possibly a more thorough revamp next year.

The RIPE Chair Team is pleased to hear that Community Engagement is part of the RIPE NCC activity plan and they are very happy with the support of the RIPE NCC staff, especially in Communications, Web Services and the Policy Development Office.
The RIPE Chair Team attended a number of online events such as ENOG, Government Roundtable meetings, LINX sessions, Euro-IX Forum, DNS WG sessions and various relevant webinars.

6. AOB

None

7. Executive Session

The Board evaluated the performance of the Managing Director. This part of the meeting was not minuted.

Resolutions

Resolution EB#140-R-01:
The RIPE NCC Executive Board approves the minutes of EB#138 and EB#139.
The RIPE NCC Executive Board unanimously adopted the resolution.

Resolution EB#140-R-02:
The RIPE NCC Executive Board adopts the proposed document “Code of Conduct for Candidates for the Executive Board”.
The RIPE NCC Executive Board unanimously adopted the resolution.

Resolution EB#140-R-03:
The RIPE NCC Executive Board approves the publication of the RIPE NCC Activity Plan and Budget 2021.
The RIPE NCC Executive Board unanimously adopted the resolution.

Resolution EB#140-R-04:
The RIPE NCC Executive Board adopts the proposed document “Management Regulations of the RIPE NCC”.
The RIPE NCC Executive Board unanimously adopted the resolution.

Resolution EB#140-R-05:
The RIPE NCC Executive Board revisited the Resolution EB#139-R-02 and resolves to make the moderation described therein permanent. Accordingly, the RIPE NCC Executive Board will keep moderating emails sent from individual subscribers who send emails evaluated as not in accordance with the purpose of the mailing list and the principles of the RIPE Code of Conduct. This evaluation and moderation will be conducted by a designated member of the RIPE NCC Executive Board and a RIPE NCC staff member. All emails, accepted or rejected, will be archived on the RIPE NCC website.
The RIPE NCC Executive Board unanimously adopted the resolution.

Action Items

Action Items in Progress

Action EB414 / 16/06/2020 / HPH
The RIPE NCC Managing Director will provide a document with strategic objectives as discussed with the RIPE NCC Executive Board.
Deadline: until next EB meeting in September 2020.
Status 08-09-2020: In progress.
HPH to review and complete the document for the Board to comment on. Final version in December 2020 Board meeting
Status 11-12-2020: In progress.
The strategic objectives will be discussed on 5 February 2020. The Board asked for the details of the objectives ahead of the meeting.

New Action Items

None

Closed Action Items

Action EBD416 / 08/09/2020 / FC
To publish the draft report of the Executive Board Election Task Force to the membership as soon as possible.
Status 11-12-2020: Closed. The report was published on ripe.net

Action EBD418 / 08/09/2020 / HPH
To implement a system that allows electronic signing of documents by members of the RIPE NCC Executive Board.
Status 11-12-2020: Closed. Electronic signing is possible since September 2020.

Action EBD419 / 08/09/ 2020 /HPH
To call for volunteers for the NRO NC seat.
Status 11-12-2020: Closed. On 14 September 2020 the call for volunteers was emailed to the community.