6 May 2024, Amsterdam
Author: Fergal Cunningham
Publication Date: 14 May 2024
Status: Draft
The Chair opened the meeting at 14:02 and welcomed everyone.
The Chair noted all members of the RIPE NCC Executive Board (the Board) were present. No additional items were added to the agenda. Harald noted he would have to leave at 15:00.
None of the Board members noted a conflict of interest regarding the topics on the agenda.
The RIPE NCC to work with the Board to arrive at a future-proof structure and funding model.
Status 06/05/2024: On the agenda for EB#175, topic 3. This has also been placed on the agenda for the RIPE 88 Meeting.
The Board acknowledged the depth of feeling from members that is evident from the charging scheme discussion that has taken place since draft proposals were made in April. They also noted that there was a diverse spread of opinion, including many alternative suggestions for how a charging scheme might look, with the majority of input received indicating that the issue of fairness was a key consideration for members.
Board members discussed the topic at length, examining various ways in which the feedback could be accommodated. Options such as creating a task force consisting of members to look at the issue and make recommendations were suggested. Ondřej Filip said that the Board should discuss such options with the members at the General Meeting.
Hans Petter Holen said that the difficulty was not so much in receiving this level of feedback at this point in the governance process but rather in trying to get the same level of feedback when it came to discussions on such matters as the Activity Plan and Budget, the organisation’s strategy, and input on services and short-term planning. This would help to ensure an overall situation in which members were guiding the RIPE NCC on all aspects of its governance rather than just the funding model.
Athina Fragkouli took the Board through legal considerations of several options available regarding the agenda for the RIPE NCC General Meeting May 2024. She noted that the Board cannot change the GM agenda in the four weeks before the GM takes place. She also gave an analysis of the situation regarding a member proposal for an agenda topic and potential resolution that gained enough expressions of support in order to meet the threshold provided for in the Articles of Association (AoA). She said that the member topic must be added to the agenda.
Athina said that, following internal legal analysis and advice from the external law firm that gives us expert advice on Dutch corporate law, the AoA did not allow members to propose a resolution relating to the Charging Scheme at the General Meeting. This legal framework ensures that a Charging Scheme may only be proposed by those who were elected, have better insight into the financials and the operations of the organisation, and who have a duty of care for the well-being of the organisation and are liable in case of mismanagement.
The Board thanked Athina for the analysis and assessed the options available. The Board members felt strongly that they had been trusted to make decisions for the good of the membership and the well-being of the organisation.
The Board agreed that members would be asked to vote on the Board’s Charging Scheme proposal as usual, and the member proposal would be added to the GM agenda as a topic for discussion without an attached resolution to vote on.
There was further discussion on how to move forward beyond the May GM and it was noted that the next agenda topic would cover this aspect.
It was further agreed that future charging schemes will have to be an agenda item for the first Executive Board meeting after the upcoming election at the GM, and that the new Executive Board will have to decide on a process going forward that involves the membership.
Hans Petter introduced this topic and explained that a BoF entitled “Building a Stable Future for the RIPE NCC” would be happening at RIPE 88 and that it would be led by Remco van Mook.
Remco explained the purpose of this BoF, saying that we needed to consider the bigger picture about how to move the RIPE NCC forward. He said that the current structure of our organisation and governance needed a full review, while new pressures in the RIR system and new stakeholders we are accountable to have changed the landscape we operate in. And as discussed in the previous topic, the current funding model of the NCC is not sustainable. We now have to do the hard work of completely reinventing how we manage our membership and our funding, while taking into account how we can mitigate current risks and future-proof the RIPE NCC.
Mirjam Kühne said she was thinking about all this from the RIPE community perspective, especially the relationship between RIPE and the RIPE NCC, and the many issues emerging from that relationship. She said she would present high-level thoughts in a RIPE Labs article and discuss the issue at the Community Plenary, which would lead into Remco’s talk there.
Remco was asked what he expected to achieve from this BoF. He said that at this stage, he expected there to be a fruitful discussion on some of the key issues that the RIPE NCC needed to resolve in order to move forward in a stable manner. He said the focus would not be on the charging scheme for 2025 but rather would deal with the bigger question of how the RIPE NCC can be funded for the long term in a way that is sustainable and accepted by members. He said he would report on the outcomes of the BoF at both the General Meeting on 22 May and at the Community Plenary on 23 May.
There were no other items to discuss.
The RIPE NCC to work with the Board to arrive at a future-proof structure and funding model.
Status 06/05/2024: Ongoing. Discussed at EB#175, topic 3. This has also been placed on the agenda for the RIPE 88 Meeting.