Governance, Board Succession & Remuneration Committee Meeting Minutes

5 December 2013 – 10.00am.
Via Teleconference

Present:
Cheryl Langdon-Orr (Chair), Julie Hammer, Chris Disspain, Paul Levins, Graham McDonald, Paul Szyndler, Jacki O’Sullivan (Minutes)

Apologies:
Joe Manariti, Jo Lim


1. Agenda
The circulated agenda was accepted with an addition of an item in Other Business.

2. Previous Minutes
The Committee noted the 11 October 2013 minutes which had been Committee and Board approved via email and published.

3. Matters arising
The completed action items from the last meeting were noted.  The following action items were updated:

  • CD/PS/PL – Interaction with Department of Communications:  Prepare draft AoC framework document including auDA/Government relations history.  Ongoing item.

4.  Review of Outstanding Action Items
Government Relations protocols:

  • Paul Szyndler gave a summary update of the protocols work in progress and noted the last meeting with the Department was in August 2013.  A document on history, focussing on the government relationship, along with a draft proposal and AoC based on the ICANN model is in the process of being prepared.  It was also noted since the last meeting in August 2013, the new Secretary had attended the auIGF in Melbourne and proposed a meeting with auDA which will take place early in 2014.
  • The CEO suggested CD/PL/PS meet on 11 December following the Board meeting to discuss a timeline/information for the 2014 meeting with the Department.

5.   Strategic Risk Committee Chair – update on document repository status
No update.  Further information will be supplied after the December Risk Committee Meeting.

6.  New Business/Updates
There were no new business items raised by Committee members.

7.  Any Other Business

  • Board Performance Reporting:  The Committee was advised the last Board Performance assessment was completed in 2012 with no assessment completed for the current year.  An assessment will be initiated in the near future.
  • CEO Remuneration:  It was agreed a review meeting would be held with the CEO early in 2014 to map the CEO performance against KPI’s.

8.  Action Items

  • CD – forward CEO KPI’s to CLO. 
  • CLO - set date for CEO review meeting.
  • CD – meeting CD/PL/PS 11 December to discuss timeline/info for 2014 meeting with the Department.
  • CD/PS/PL – Interaction with Department of Communications:  Prepare draft AoC framework document including auDA/Government relations history.  Ongoing item.
  • JOS – initiate Board Performance Assessment.
  • JOS – Schedule 2014 Gov meeting schedule.

9. Next Meeting

  • 2014 meetings to be scheduled and advised.