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2010 AGM Minutes

MINUTES of the Annual General Meeting of members of Canadian Internet Registration Authority held at the Westin Harbour Castle, Metropolitan Ballroom West on September 21, 2010 at 3:00 p.m.

1. Call to Order and Approval of the Agenda:
Paul Andersen, the Chair of CIRA, called the meeting to order and acted as Chair of the meeting, and Michael Stewart, Secretary of CIRA, acted as Secretary of the meeting.

The Chair declared that notice of this meeting had been duly given to all CIRA members in good standing in accordance with CIRA’s By-law No. 1, that there was a quorum present and that the meeting was duly constituted for the transaction of business.

2. Verification of the 2009 Annual General Meeting Minutes: The minutes of the Annual General Meeting held on September 22, 2009 were amended to change the spelling of certain words, then approved.

3. Report of the Board of Directors: Paul Andersen, CIRA’s Chair, delivered the report of CIRA’s Board of Directors. The Chair reported that the past year was once again characterized by changes at nearly every level of the organization, as the organization
completed its transition from a technology-focused start-up to a respected thought leader in Canada and internationally.

As stewards of the .CA domain space, CIRA plays a mission critical role in ensuring that two key elements of the Internet’s infrastructure in Canada are continuously and securely available. The first is our Registry, a vast database containing the more than 1.4-million .CA domain names that have been registered. The second is the Domain Name System (DNS) that connects Internet users worldwide with the DNS or email server they’re looking for when they enter a .CA name into their web browser or email program. Ensuring the security, stability and resiliency of these critical components of the Internet in Canada and doing so in an environment that does not allow for even a second of downtime has been CIRA’s goal since the inception of the organization and will continue to be a primary focal point for the future.

First and foremost, CIRA’s role is to manage the .CA domain space. This includes: developing and implementing domain name related policies; accrediting and working with Registrars who provide the front line support to our Registrants; and running services for our Registrants such as the WHOIS directory service and facilitating dispute resolution, when they arise, to name a few. One key area of growth for CIRA is the role it plays on the international stage, by representing .CA as a participant of the Internet Corporation for Assigned Names and Numbers (ICANN) and other international organizations.

The CIRA Board of Directors again this year continued its focus on key governance related activities. The ongoing effort to attract a diverse, functionally representative slate of candidates each year for our election process is paying dividends. In fact, we have had record levels of interest in every stage of the election so far this year. CIRA also invested in the Annual General Meeting to ensure Members can make the most out of this important opportunity to participate in CIRA’s decision-making process, and hear about new initiatives undertaken this year that position .CA for operational excellence.

To reflect the completion of our transition from a start-up to a professional, multi-faceted global player, the CIRA Board of Directors approved a new Vision, Mission, and Values statement for the organization. This updated vision and mission will lead the organization towards its goal to be among the leading registry in the world. Clearer and more focused values will provide a framework to guide CIRA’s Board of Directors and staff.

To be a leading registry, it is critical to continue to represent Canada at the international level. Our contributions of technical resources, experience and financial support have given us a role and influence within the global Internet. CIRA currently has a number of key international roles: the Chair of the Board of Directors is a member of the American Registry for Internet Numbers (ARIN) Advisory Council; CIRA’s President & CEO is Vice-Chair of the Country Code Names Supporting Organisation (also known as ccNSO) for the term of 2009-2012 and also Chair of ICANN’s Strategic and Operational Planning Working Group; and CIRA Board Member Heather Dryden, from Industry Canada, recently appointed Interim Chair of ICANN’s Government Advisory Committee.

On October 15, 2009, the Board approved a resolution that CIRA will continue and enhance our community investment program. CIRA will be launching its new Community Investment Program to engage Canadians in both conversations and activities around the Internet in Canada. The goal of this initiative is to foster an innovative Internet community; enhance CIRA brands; and grow .CA. This will be achieved through three areas of focus: 1) Internet governance initiatives will contribute to the development of knowledge sharing activities that lead to improved and effective governance; 2) soft technology infrastructure initiatives will
contribute to the development of a robust, scalable and secure Internet system: and 3) education and knowledge initiatives will contribute to the development of and/or sharing of information that enhances our understanding and/or usage of the Internet.

The Chair also announced the .CA Impact Awards. This annual award will celebrate excellence in .CA technology and site development; foster innovation and the sharing of best practices across the .CA community; raise the profile of CIRA and the .CA brand; and encourage Canadians to choose .CA domains. There will be four categories that .CA domain name holders can enter: E-Learning, Small Business, Not-for-Profit, and Web Technology. The Awards will be open for entries in early 2011.

Also as part of our Community Investment Program, the Chair announced that CIRA is developing a Canadian Internet Governance Forum (CIGF), and planned for this winter. A cross-country consultation will take place where CIRA will “take the temperature” of
Canadians’ views on economic development and digital literacy. The key findings will be developed into a policy paper which will be used to drive domestic policy discussions. The CIGF will also enhance CIRA’s broader Internet governance activities internationally. It will allow us to have a more active voice at the Internet Governance Forum, which is a series of UN-sponsored, global multi-stakeholder meetings that are taking place regularly over a five-year span. CIRA will be sharing the policy paper stemming from the Canadian Internet Governance Forum with our international colleagues – just one more way we will be representing the interests of Canadians on the global stage.

The past year represented a turning point in CIRA’s growth. The Chair recognized the work everyone has done to ensure CIRA moves not just with but ahead of the times. The Chair also thanked Ron Kawchuk, a long term Board member who was leaving after this AGM.

4. President’s Report: Byron Holland, CIRA’s President and CEO, reported on the past year’s efforts in completing CIRA’s transition from a technology-focused start-up to a respected thought leader in Canada and internationally.

As part of the start up efforts to prepare for the hand-over of .CA from the University of British Columbia in 2000, CIRA built an entire new production computing environment for the new registry, which included new servers. CIRA is now close to completing 10 years of operating the .CA registry and domain name system. The focus has shifted from simply putting .CA’s Internet infrastructure in place, which is admittedly a critical step, to now being among the leading registries in the world.

There have been some challenges along the way. In the early days of this industry, growth rates were double digits. This has since slowed dramatically in most generic and country code top level domains (otherwise known as gTLDs and ccTLDs) and, the outlook for most of the world’s economies continues to be uncertain.

B. Holland noted that CIRA fared relatively well compared to other TLDs. CIRA’s growth rate now even surpasses that of .COM in Canada - 16% growth rate for .CA compared to 5% for .COM. However, as ICANN recently opened the door to new generic top-level domains, CIRA needs to keep an eye on the horizon as this will dramatically change the domain name landscape as it creates more fierce competition.

Some other challenges the organization faces: demands on CIRA’s DNS servers are higher than ever, with more than 617 million DNS queries every day – up a staggering 53% in the past two years, placing increasing pressure on our infrastructure; frequency and sophistication of security threats to Internet infrastructure; rapid depletion of IPv4 address space and move
toward IPv6.

Since the Internet’s inception, its central governing body has been ICANN. More recently, the International Telecommunication Union (ITU), a United Nations (UN) agency, has been campaigning for a more significant role. CIRA has a clear perspective on how the ongoing global governance of this vital asset must be structured. CIRA supports a multi-stakeholder, bottom-up governance model that preserves the generative, creative, and organic nature of the Internet and we must be active participants in international Internet forums to make certain that our view, which is shared by many other national registries, is not only heard but that it prevails.

CIRA has grown from these challenges and has completed a transition to a mature organization. CIRA has developed a new strategy to guide the organization through the next several years. Domestically, CIRA has accelerated its engagement with Members, stakeholders and customers as well as reached out and actively promoted the benefits of .CA. Through it all, CIRA has maintained the security, stability and resilience of our underlying infrastructure and systems. CIRA is making sure this critical resource continues to be available to Canadians and the Internet community every second of every day.

On the international front CIRA has maintained its involvement with key governing organizations and continues to be a strong voice in Internet forums. CIRA will continue to communicate with Canadians so they are better able to take full advantage of all the potential of this great economic, social and cultural tool that is the Internet.

One of the hallmarks of CIRA’s transition is the complete redesign of the Registry undertaken over the last two years. This has been the single largest initiative CIRA has ever undertaken, and it has involved all of our employees. The rewrite will effectively update and simplify every aspect of the Registry, from its technological processes to its policies and business practices. CIRA fully expects that by working with our Registrar partners, registering and maintaining .CA domain names will become much easier and more efficient when the new redesigned Registry launches on October 12.

The array of new faces throughout the organization is one of the most visible signs that we’ve completed our transition from technology-focused start up to a professional, organization committed to a culture of excellence. New and different skills were added to our team to complement the substantial expertise that made the Registry and DNS what they are today. With this talented team and their contagious commitment and energy, CIRA stands ready to tackle the next stage of our evolution, and that of the Internet itself. A coherent strategy has been collaboratively developed and endorsed by all members of CIRA’s management team and Board of Directors. It clearly sets out the strategic objectives that must be achieved. This roadmap also creates a liberating and empowering culture throughout CIRA.

There is, perhaps, no single statement that better encapsulates CIRA’s potent new vision than the highest level strategic objective we have set for ourselves. Our overall goal is that we seek to make .CA the preferred domain name choice among Canadians. In addition to being consistent with past efforts, that one short phrase brings together all the critical strategic activities we must attend to if we are to achieve this goal. This goal was chosen to reflect the fact that .CA was created as a public resource for all Canadians to use in their day-to-day use of the Internet. It’s up to CIRA to make them aware of, and have access to, this valuable and uniquely Canadian resource.

Some of the strategies we will deploy to achieve our objective are:

    1. Engage in specific initiatives to foster greater participation in CIRA itself, to promote digital literacy in Canada and to create forums in which Canadians can take part in conversations around these and other Internet-related issues.

    2. Represent Canada at the international level where our contributions of technical resources, experience and financial support have given us a role and influence within the global Internet community that is disproportionate for a registry of our size.

    3. The wholesale redesign of the .CA registry involves every department at CIRA and will make the .CA easier to register and manage, as well as improve the reliability, security, and robustness of our infrastructure.

    4. Continue to work with our channel partners to ensure that Canadians are aware of the value of .CA and its relevance in establishing their uniquely Canadian on-line identity.

Many organizations face the challenge of a restricted planning horizon. But in CIRA’s case, given the speed and unpredictability with which the Internet is evolving, the situation is all the more acute. To the degree that CIRA can see to the horizon and with the lessons of the past firmly in our minds, the organization has in place a coherent strategy that is translated into concrete plans/actions; created an empowering culture within our team; implemented best practices in operational excellence; and strives every day to achieve top level customer service.

With everything said, CIRA feels great optimism as it moves into the second decade as the stewards of Canada’s domain on the Internet - .CA.

5. Summary of the Financial Statements for fiscal year ending March 31, 2010:
Ron Kawchuk, Chair of CIRA’s Audit Committee presented the financial statements for the fiscal year March 31, 2010, copy of which is included in the Annual Report or it could be viewed on CIRA’s web site at http://www.cira.ca/annual-reports/2010/EN/index.html.

6. Appointment of Auditors: It was moved by Stuart MacDonald, seconded by Ebrahim Suliman, and motion carried, that KPMG be appointed as Auditors of CIRA, to hold office until the next Annual General Meeting or until their successors are duly appointed and that the Board of Directors be authorized to fix the remunerations of the Auditors.

7. Questions from Members:


Questions from Members can be found at https://member.cira.ca/en/agm/2010.html.

8. Adjournment

On motion by Alex Mayman and seconded by Ian Langdon, the meeting was concluded.