AGM Minutes - 2000

Tuesday 5th December 2000, 6:00pm
The West End Room, Rydges Hotel. 186 Exhibition Street. Melbourne, 3000

Chair: Greg Watson
Deputy Chair: David Thompson
Secretary: David Keegel
Treasurer: David Thompson
Returning Officer:     Chris Disspain


Apologies:
Kevin Dinn, Michael Malone


  1. Introduction and Welcome by the Chair.

    Motion (moved Greg Watson, seconded Kim Davies):
    The Notice of AGM is to be taken as read
    Carried

    Meeting declared open
  2. Previous Minutes.

    Motion (moved Greg Watson, seconded David Thompson):
    Accept the Minutes of the 1999 AGM.
    Carried

  3. Report on auDA Activities (Chair of auDA). Greg Watson reported on auDA's current activities.
    Key points covered as follows:

      Funding
      Policy Development
      Independent Directors
      CEO
      CFO
      Office
      AUNIC
      Authority
      International

    Projections for 2001 - some areas of interest will include:
      Name Panel
      Competition Panel
      Dispute Resolution
      New Second Level Domains
      Expanding Membership
      AUNIC
      .au Delegation
      ccTLD constituency

  4. Report on auDA Finances (Treasurer of auDA)
    David Thompson submitted and narrated the audited accounts for FYE June 2000.

    Motion (moved Greg Watson, seconded Chris Chaundy):
    The audited accounts be accepted
    Carried

  5. Special Resolution
    A special resolution is proposed to alter the constitution of au Domain Administration to enable remuneration to the independent Directors appointed under 18.2(f).

    Motion (moved Greg Watson, seconded Kim Davies):
    That the existing Article 5 of auDA's Constitution be amended by adding new sub-clause (h) in the following terms: "of remuneration to Directors appointed pursuant to Clause 18.2(f) of this Constitution in the capacity as director or officer, where the remuneration has the prior approval of the directors of auDA and where the amount payable is approved by ordinary resolution of the members of auDA in general meeting.''
    Carried

  6. Amount payable to independent Directors
    Motion (moved Greg Watson, seconded Kim Davies):
    "That the Board be authorised to pay by way of remuneration to the independent Directors appointed under Article 18.2(f) an amount not exceeding the sum of $35,000 in aggregate per annum from the date of this resolution such amount to be distributed amongst the said directors at the discretion of the Board.''
    Carried

  7. Resignation from the Board of retiring Directors.
    Chris Chaundy, Michael Malone, Mark Hughes, Kim Heitman, Greg Watson and Kevin Dinn retired in accordance with article 19.3.
  8. Election of new Directors.
    Election of new Directors to the Board (article 19.3) under the auDA constitution (article 16). The election was supervised by Craig Hand and Jo Lim, with Chris Disspain presiding as Returning Officer.

    Supply Class (2 positions)
    Nominees: James Blackmore, Larry Bloch, Chris Chaundy, Michael Malone.
    Elected: Chris Chaundy, Michael Malone

    Demand Class (1 position)
    Nominee: Patrick Corliss
    Elected: Patrick Corliss

    Representative Association Class (2 positions)
    Nominees: Kim Heitman, Thomas Muecke, Greg Watson, Liz Williams
    Elected: Kim Heitman, Greg Watson

    All Membership Classes (1 position)
    Nominees: James Blackmore, Thomas Muecke, Liz Williams
    Elected: Liz Williams
  9. Confirming Appointed Directors

    Motion (moved Greg Watson, seconded Peter Gerrand):
    "That the appointment of Greg Crew as a Director of auDA for an initial one year term (4 September 2000 to 3 September 2001) is confirmed.''
    Carried

    Motion (moved Greg Watson, seconded Peter Gerrand):
    "That the appointment of Tony Staley as a Director of auDA for an initial one year term (4 September 2000 to 3 September 2001) is confirmed.''
    Carried

  10. Other Business
    Patrick Corliss noted the requirement for Liz Williams and himself to resign from the Competition Panel and asked about replacement of Panel Members. Liz Williams agreed it was important to maintain representation.

    The Chair responded that appropriate replacements could be considered by the Panel's Co-Chairs.

    A question was asked about the term "Independent Director."
    This isn't defined by the constitution, but is conventionally used to refer to Directors appointed under 18.2(f) by the elected Board, for their independence from partisan DNS issues.
  11. Close of Business
    The meeting closed at 7:20pm