auDA AGM 2003 Minutes
Thursday 27 November 2003 10.30am
Hotel Intercontinental, 117
Macquarie St, Sydney
Chair: Tony Staley
Secretary: Jo Lim
Returning Officer: Chris
Disspain
Apologies: Kim Davies, Peter Dean, Greg Watson
Introduction and Welcome by the Chair
Motion (moved TS, seconded Craig Ng): The Notice of AGM is to be taken as read. Carried.
Quorum (7 members) present. Meeting declared open.
Secretary advised that 53 proxies were received: 21 Supply Class, 23 Demand Class, 9 Representative Association Class.
1. AGM 2002 Minutes
Motion (moved TS, seconded Josh Rowe): Approve the minutes of the AGM 2002. Carried.
2. Report from the Chair on auDA Activities and Progress
Report delivered by the CEO (below).
3. 2002-2003 Audited Accounts
Motion (moved TS, seconded Cheryl Langdon-Orr): Accept the audited 2002-2003 accounts. Carried.
4. Special Resolution to terminate the membership of Guy & Associates
Refer to explanatory memorandum.
Mr Guy (as nominee for Guy & Associates) was invited to respond to the resolution but was not present at the meeting.
Motion (moved Cheryl Langdon-Orr, seconded Adrian Kinderis): That the membership of Guy & Associates be terminated under clause 13.3 of the Constitution. Carried.
5. Resignation from Board of Retiring Directors.
Kim Davies (Demand), Peter Dean (Supply), David Keegel (General), Peter Nissen (Rep Assoc) and Josh Rowe (Demand) resigned from the Board. PD and DK did not stand for re-election.
TS thanked PD for his service to auDA.
TS acknowledged DK's historic status within the Australian DNS and thanked him for a brilliant contribution to the growth of .au and auDA.
6. Election of new Directors to the Board.
Election supervised by Craig Ng, Maddocks and John Higgins, Hayes Knight.
a. Supply Class (1 position)
Nominees: Larry Bloch, Bennett Oprysa
Elected: Larry Bloch
b. Demand Class (2 positions)
Nominees: Kim Davies, Josh Rowe, Karl Schaffarczyk, Liz Williams
Elected: Kim Davies, Josh Rowe
c. Representative Associations Class (1 position)
Nominees: Scott Gardiner, Chad Gates, Peter Nissen
Elected: Peter Nissen
7. Special Resolutions to amend the auDA Constitution
Refer to explanatory memorandum.
a. Karl Schaffarczyk asked whether the amendment would cover material benefits received after a general meeting. Craig Ng advised that the amendment covers all material benefits regardless of when they are received.
Motion (moved TS, seconded Bruce Arnold): That the Constitution be amended
by inserting the following after clause 11.1:
'11.2
Prohibition on Voting Agreements
A Member must not enter into or give
effect to any contract, arrangement or understanding under which the Member
(or any associate of the Member) has or will receive any material benefit in
consideration for voting in a particular way (including not voting) on any
matter before a general meeting including any election.'
Carried.
b. Motion (moved TS, seconded Josh Rowe): That the Constitution be amended
by deleting clause 16.1 and replacing it with the following:
'16.1 Entitlement to Vote
Every Member who:
a) was a Member on 14 October 2003 and has continuously been a Member since
that date; or
b) has been a Member for not less than three
(3) months,
present at a general meeting in person or
represented by proxy or representative has one vote, whether by show of
hands or on a poll.'
Carried.
c. Motion (moved TS, seconded Cheryl Langdon-Orr): That the Constitution be
amended be deleting clause 19.4.a and replacing it with the following:
'19.4 Nomination for Election
a. Each candidate for election
as a Director by a Class in accordance with clause 19.2 or 19.3 must be
proposed by a Member of auDA in that Class and seconded by another Member of
auDA in that Class.
aa. A Member may only propose or
second a candidate for Election as a Director if they have:
(i) paid their entrance fee (if any) and their membership fees as at the time
that the proposal takes place; and
(ii) in respect of a
candidate for election by a Class with 4 or more Members, not proposed or
seconded any other person for election as a Director at that election.'
Carried.
d. Paul Stubing asked about the definition of "month". Craig Ng advised that a month is a calendar month.
Motion (moved TS, seconded Simon Delzoppo): That the Constitution be amended
by deleting clause 13.2 and replacing it with the following:
'13.2 Termination of Membership for Non-Payment of Membership Fees
The Board may at any time terminate the membership of a Member for non-payment
of membership fees if:
a. the membership fees payable by
the member have remained unpaid for a period of not less than three (3)
months after the due date for payment; and
b. after the
end of that (3) month period, a notice of default has been given to the
Member by the Secretary; and
c. the membership fees
payable by the member remain in arrears for a period of one (1) month after
the date of service of the notice of default upon the Member in relation to
those outstanding fees.'
Carried.
8. Other Business
Adrian Kinderis encouraged the auDA Board to continue to take action against companies that engage in misleading and deceptive conduct. TS confirmed the Board's strong resolve in this area.
9. Close of Business
Meeting closed at 11.25am.
CEO's Report on auDA Activities and Progress, 2001-2002
When we met at last years’ AGM auDA was 4 months into the new regime and I was tentatively suggesting that the transition had gone well and we appeared to be on track. Now, 12 months later I think it is clear that, on the whole, the systems and policies we have put in place are operating with a high degree of stability and acceptance.
Policy: We have bedded down the new policies and reviewed some of them already. We have had public consultations on both the whois policy and the change of registrar policy. As a result of those reviews some changes have been made. Currently we are finalising a review of the reseller policy and various other existing policies will be reviewed in the coming year.
We have also begun implementing the recommendations of the New Names Panel on geographic community names. We have formed and are facilitating a National Reference Group to bring about the introduction of the 8 new second level domains. The NRG comprises representatives of Commonwealth, State and local governments, the Geographic Names Board and the community generally. Significant progress has been made and there are currently 2 draft papers out for public consultation.
Registry: The registry is operating well and an increase in the number of com.au and net.au domain names from 268,000 on 1 July 2002 to over 350,000 has led to a reduction of $5 in the per domain name price charged to registrars.
The registry service levels required by auDA are set to world’s best practice standards. AusRegistry continues to surpass these as well as refining and updating its systems and technologies. As part of their ongoing development they are finalising the upgrade of registry software from EPP V6 to EPP V9 and this is expected to be implemented during the first 6 months of 2004.
Registrars: From a base of 9, we now have 19 accredited registrars and over 700 appointed resellers. During the year, following feedback from registrars we reviewed and made some changes to the accreditation criteria.
There have been a few relatively minor policy or code of practice breaches by registrars or resellers and we continue to actively monitor performance and adherence.
We dealt with a registrar ceasing to operate and the systems in place to cope with such an eventuality held up well causing as little inconvenience as possible to registrants.
We completed the transfer of day to day management of edu.au from auDA to AICTEC and their registrar Education AU.
As with any relatively young industry there have been growing pains but we are encouraged that the industry is rapidly maturing and continuing to demonstrate a willingness to work closely with us for the benefit of the community as a whole. We held a very successful registrars conference earlier this year at which many issues were canvassed and I hope that we have demonstrated that whilst we cannot give registrars everything they would like, we do listen and make changes and adjustments where we can.
Registrants: The acceptance of auDA by the community and the level of knowledge about domain names and the policies that govern them continue to grow but there is still much work to do to ensure that registrants and potential registrants understand the system, their rights and obligations and have a sufficient degree of knowledge to ensure that they are not susceptible to scams.
The au Dispute Resolution Policy has now been operating for over a year and there have been 11 published decisions. We anticipate and increase in activity as more domain names become subject to the policy.
Security: Security is a major issue and we are constantly monitoring and reviewing the structure of and redundancies within .au to ensure that it is as stable and secure as possible. In that respect we work closely with NOIE, ASIO and other government departments.
Finances: As you will have noted from the accounts, our financial position continues to improve. We operate within our budget overall and expect another surplus at the end of the current financial year. At that time we will have reached the second anniversary of the new regime and will analyse the costs and inflow of funds with a view to reducing the auDA domain name fee from its current level of $10 per name.
Future: We have worked hard to formulate a long term vision and goals for auDA and have now published the auDA Moving Forward report on our web site.
Thanks are due to the Board, who continue to give of both their time and intellect, and to Jo and Elspeth for their tireless commitment to auDA and its goals and their willingness to turn up every day, work hard and, wherever possible, have fun.
I believe that this first year has demonstrated that the new systems are stable and secure and that the policies and framework of .au provide a competitive market place within which registrars and their resellers can successfully operate and the number of domain registrations can grow.
auDA is never going to be universally popular. The supply constituency would like us to focus on their needs and on representing them. The demand side wants greater consumer focus and for us to be tougher on registrars and resellers. The key to auDA being successful is to ensure a balance between those 2 competing goals whilst maintaining the stability, security and integrity of the system. I believe that we have achieved this during that last 12 months.
Thank you.
