20 April 2015 Board Minutes

Meeting of the .au Domain Administration Board

20 April 2015 – 11.00am

auDA, 114 Cardigan Street, Carlton

Present:

Tony Staley (Chair), Chris Disspain, Erhan Karabardak, George Pongas, Graham McDonald, Joe Manariti, Josh Rowe, Julie Hammer, Kartic Srinivasan, Paul Levins, Simon Johnson, Stuart Benjamin

Observers:

Adrian Kinderis (Item 8), Annaliese Williams (DoC), Derek Whitehead (Items 4-5), Jacki O’Sullivan (auDA–Minutes), Jo Lim (auDA), John Higgins (Nexia Australia), Maggie Whitnall (Item 8), Naomi Tandy (DoC),

Apologies:

Nil

1.    Continuous Disclosure

There were no matters to disclose.

2.    Confirmation of February 2015 Minutes

The minutes of the 23 February 2015 Board meeting were confirmed.

3.    Finance

The Board noted the March 2015 accounts.

4.    2015 Names Policy Panel

• Derek Whitehead advised that the panel had now met 3 times and had completed an issues paper which canvasses comments on several issues, in particular direct registrations in .au.  The paper has been published on the website and will be promoted this week with comments closing on 1/6/15.
• The Panel is schedule to meet again in June and July to discuss responses and finalise the paper.

5.    edu.au Review

• Derek Whitehead, Chair of eDAC, presented eDAC’s final report on its review of edu.au Domain’s Governance Arrangements and Eligibility and Allocation Policies. The process run by eDAC was along the lines of auDA’s Panel process and included two rounds of consultation with relevant stakeholders in the Australian education and training sector. 
• The Board formally accepted the recommendations of the eDAC final report and the auDA Chair will confirm the acceptance via a formal letter to eDAC.

6.    CEO Report

• The CEO report was noted.
• The COPO advised the Board an OH&S review had been conducted by Worksafe consultancy, Action OHS. Overall the report indicated auDA's practices are operating well with only a few recommendations for changes in line with OH&S best practice.  These recommendations will be reviewed and implemented as required.

7.  Board Committee Updates

Finance & Audit Committee:

• The Chair advised the Committee had met on 15 April 2015 and minutes would be circulated in due course.
• The Committee advised a review of the current investment portfolio had been completed by Neal Dunn, Nexia, and recommended some changes to the investment strategy:   

-       in relation to Term Deposits, the Board approved the recommendation to 1) increase the total amount invested from $3m to $5.5m, and 2) invest higher amounts than the $250k Government Guarantee limit in selected institutions.  A list of institutions which could have higher amounts allocated is currently being compiled and a recommendation will be submitted for Board approval at the next meeting.   

-       in relation to Bond Fund investments, the Board approved the recommendation to invest $600,000 into the PIMCO Diversified Fixed Interest Fund (in addition to the existing Bond Fund investments).

• The Board was advised an initial draft of the 2015-16 Budget had been circulated to the Finance Committee however the draft was still being finalised pending the April 2015 final figures.  The final draft will be reviewed by the Committee at the May 2015 meeting and forwarded to the Board for approval at the June 2015 meeting.

Governance, Board Succession & Remuneration Committee:

• The Chair advised the Committee had met on 16 April 2014 and minutes would be circulated in due course.
• The chair advised the following:
  • Legal advice had been sought regarding online & proxy voting and will be circulated when received.
  • The Board Performance Review was progressing.
  • QC opinion had been sought regarding the conflict of interest matters raised and discussed at the December and February Board meetings.The Committee noted the clear advice received from Daryl Williams QC that there is no legal impediment to an employee of the registry operator being elected, or remaining, a director of auDA. The Board agreed that this matter is now closed.

Strategic Risk Committee:

• The Chair advised the Committee had met on 23 February 2015 and minutes had been circulated, approved and published.
• The committee is currently assessing risks and updating the risk log and would continue this process at the next meeting scheduled for 20 April 2015.

8.    AusRegistry Presentation

• Adrian Kinderis and Maggie Whitnall attended from AusRegistry and gave a presentation on .au creates and the 2015 .au survey.

9.    Membership

The following membership applications were approved in the classes indicated.

10.  Board Correspondence

The Board noted and discussed correspondence received from Scott Reading regarding .org.au domain name eligibility.  The Board agreed to instruct staff to continue to process and deal with the matter in accordance with auDA policy.  The auDA Chair will provide a formal response to Scott Reading.

11.  Other Business

There was no other business.

12.  Next Meeting

The next Board meeting will be held on Monday 15 June 2015.