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Minutes

Location: Sokos Hotel Viru, Tallinn, Estonia
Date: 9 May 2007

  1. Welcome/Preliminaries
  2. Report from the RIPE NCC
  3. Presentation of the RIPE NCC Financial Report
  4. Adoption of the RIPE NCC 2006 Audited Financial Report
  5. Discharge of the Executive Board
  6. Financial Status Q1/2007 and Outlook
  7. Report from the Executive Board
  8. RIPE NCC Articles of Association
  9. RIPE NCC Executive Board Elections
  10. Close

1. Welcome/Preliminaries

Kees Neggers, RIPE NCC Executive Board Chairman, opened the meeting at 17:26 and welcomed the attendees.

2. Report from the RIPE NCC

The report on the RIPE NCC's activities was presented during the RIPE NCC Services Working Group on Wednesday, 9 May 2007 from 16:00-17:00.

Axel Pawlik, Managing Director RIPE NCC, asked the attendees if they would like to see the presentation again during the General Meeting. No one requested a repeat of the presentation.

3. Presentation of the RIPE NCC 2006 Financial Report

Jochem de Ruig, RIPE NCC Chief Financial Officer, presented the Financial Report 2006.

Questions:

It was asked why the operational and personnel expenses in 2006 were lower than the budgeted operational and personnel expenses?

Jochem answered that the number of full time employees was 6% below the budget and that this was the main contributing factor. He explained that new staff are often recruited with a lower salary than those who have been in the same function for a long time.

A question was asked why the actual depreciation costs were lower than budgeted depreciation costs for 2006.

Jochem responded that some projects that had been budgeted for didn't occur, so the actual costs were lower. The RIPE NCC has also been able to negotiate better prices for hardware and software.

At the end of 2006 the accounts receivable included the rebate that will be given to members in 2007. The question was asked what the total amount of accounts receivable would be without this rebate.

Jochem answered that it would have risen to just over EUR 3 million. This is higher than the 2005 accounts receivable level as a result of an 8% decrease in fees and a membership growth of around 12%.

A question was asked about depreciation of IT equipment and the new ruling by the Dutch government that everything has to be depreciated within five years.

Jochem answered that the RIPE NCC has amended its depreciation policy from 2007 onwards to comply with the five-year term.

It was asked why only EUR 5 million of the RIPE NCC's cash funds were held in a year deposit account and where the rest was kept.

Janos Zsako, Executive Board Treasurer, answered that the RIPE NCC Executive Board has executed a cash management policy that emphasises safety and flexibility. Safety is guaranteed by keeping the RIPE NCC's cash in three different financial institutes. Flexibility to support the organisation in case of a major financial problem is achieved by keeping a large amount of cash in daily deposit accounts. Approximately one-third of the available cash is deposited into a year deposit account. This has a slightly higher return rate than the current accounts. The rest of the cash was deposited in directly accessible deposit accounts. It also proved difficult to get better interest rates on any of the accounts with the current financial market predictions and so placing any more cash into a longer term deposit account would not have been of any real benefit. The RIPE NCC practises active cash management by keeping a maximum of 1 million euro in the RIPE NCC's current account for operational purposes.

It was requested that the Executive Board presents an overview of the RIPE NCC's long-term cash management and planning to explain the choices and decisions in detail and show what the alternatives are.

Jochem answered that this would be presented at the next General Meeting in October.

It was asked whether the fees for the RIPE Meetings could be lowered to increase community participation in the policy development process.

The Executive Board answered that a note would be made of this and it would be considered for discussion at the next General Meeting.

4. Adoption of the RIPE NCC 2006 Audited Financial Report

The Chairman noted that the RIPE NCC financial administration and procedures had been scrutinised and that an independent auditor had approved the Financial Report 2006. He added that, according to the auditor's rules, the Financial Report 2006 is an accurate portrayal of the financial situation at the RIPE NCC over 2006.

Resolution:
"The General Meeting adopts the 2006 Financial Report of the RIPE NCC."

  • The resolution was unanimously accepted. There were no abstentions.
  • You can find the RIPE NCC Financial Report 2006 on pages 38-47 of the RIPE NCC Annual Report 2006

5. Discharge of the Executive Board

Resolution:
"The General Meeting discharges the Executive Board with regard to its actions as laid down in the Annual Report."

  • The resolution was unanimously accepted. There were no abstentions.

6. Financial Status Q1/2007 and Outlook

Jochem de Ruig, RIPE NCC Chief Financial Officer, presented an update on the financial status of the RIPE NCC.

7. Report from the Executive Board

Kees Neggers presented the report from the RIPE NCC Executive Board.

Kees noted that there was one addition to the RIPE NCC Activity Plan. Plans to develop a Business Continuity Plan (BCP) have been added.

Questions:

It was asked if there would be any significant financial impact for the RIPE NCC following the forthcoming exchange of letters with ICANN, requesting that it signs the DNS root.

Kees answered that finances were not an issue in the negotiations with ICANN and so there will not be any financial impact from these negotiations.

8. RIPE NCC Articles of Association

Kees Neggers presented the amended Articles of Association.

Resolution:

"The General Meeting in accordance with Article 21 of the Articles of Association adopts the amendments to the Articles of Association as proposed and announced by the Executive Board on 11 April 2007."

"Furthermore, the General Meeting instructs and authorises the Executive Board to amend any cross-references to the Articles of Association in the Standard Service Agreement and its Terms and Conditions to bring these in conformity with the Articles of Association as adopted in this General Meeting."

"Furthermore a power of attorney is given to every independent Executive Board member of the RIPE NCC, to Jacqueline Seignette, a lawyer from the Vogel & Ruitenberg law firm and/or to one of the employees of the notary office of Mr. M.J. Meijer cs., notary in Amsterdam, as well mutually as well as individually, to sign the deed changing in the RIPE NCC Articles of Association".

An explanatory document explains the proposed changes to the RIPE NCC Articles of Association.

Questions:

Kees was asked to clarify what is meant by 'special membership'.

He answered that 'special membership' was not defined. The introduction of the category is to allow the addition of 'special membership' should it be required in the future. For example, 'special membership' could refer to organisations that support the work of the RIPE NCC but do not require registration services. It may be necessary to amend the Articles of Association in the future to clarify such members' rights.

A comment was made that if the current policy proposal, 2006-01: "Provider Independent (PI) IPv6 Assignments for End User Organisations", is accepted and a direct relationship is created between the RIPE NCC and the End User of Internet number resources, this could potentially mean that the End User would be able to vote in the General Meeting through 'special membership'. This may or may not be desirable.

Kees replied that no new membership category was being created at the moment and that the term 'special membership' was added as a placeholder in case it is needed in future. He continued that any proposal to create a new membership category would have to be discussed with the membership before any action is taken.

It was noted that the resolution being voted on was not only to accept the amended Articles of Association but also to allow the RIPE NCC to amend the Standard Service Agreement (SSA). This is because the (SSA) cross-references the Articles of Association and these will have changed.

The resolution was accepted. There was one abstention.

9. RIPE NCC Executive Board Elections

Kees explained that Executive Board members are elected for three-year terms and that these terms expire over a staggered timeframe. He explained that there were two vacant seats to fill, explained the voting process and asked the candidates to introduce themselves.

The three candidates for the two vacant seats were:

  • Nigel Titley, Easynet (UK)
  • Max Tulyev, NetAssist LLC (Ukraine)
  • Janos Zsako, 3C Kft (Hungary)

Biographies of the candidates are available online.

Election Results:

Janos Zsako was elected into seat one and Nigel Titley was elected into seat two.

Seat One: Round One of Voting:

  • Nigel Titley: 33 votes
  • Max Tulyev: 1 vote
  • Janos Zsako: 38 votes

Seat Two: Round One of Voting

  • Nigel Titley: 59 votes
  • Max Tulyev: 13 votes

10. Close

The Chairman thanked the members for their participation and closed the meeting at 19:16.

Approved by:
Kees Neggers
Chair of the RIPE NCC Executive Board

Approved by:
Nigel Titley
Secretary of the RIPE NCC Executive Board