Minutes of a Meeting of the Board of Directors of the
Canadian Internet Registration Authority (CIRA)
Held virtually,
May 4, 2026
Attendance:
Board of Directors: Rob Villeneuve (Chair), Anne Butler (Vice-Chair), Colleen Arnold, Gwen Beauchemin, Graeme Bunton, Hélène Deschamps Marquis, Janice Diner, Matthew Gamble, Jill Kowalchuk, David Mackey, Crystal Nett, Darcy Smith
Board Advisors: Byron Holland, John Demco
Corporate Secretary: Brigitte LeBlanc-Lapointe
Regrets: None.
Guests: Jane Fulford, Albert Chang, Deanna Young
1. Call to Order & Approval of Agenda
The meeting was called to order by the Chair at 1:04 pm ET on May 4, 2026.
IT WAS MOVED by Anne Butler and SECONDED by David Mackey that the agenda be approved.
Motion passed unanimously.
1.2 Conflict of Interest Disclosure
Anne Butler provided context in respect of her resignation as a director, effective May 8, 2026, at the request of her employer.
2. In-Camera Session (Directors only)
The Board held an in-camera session.
3. Election of Board Vice-Chair
B. Holland, J. Fulford and D. Young joined the meeting
The Chair noted that the resignation of Anne Butler had left the position of Vice-Chair of the Board vacant and advised that it was desirable for the position to be filled for the duration of the unexpired term. Nominations were called for the position of Vice-Chair of the Board.
Following the close of nominations, the Vice-Chair of the Board was duly appointed.
IT WAS MOVED by Gwen Beauchemin and SECONDED by Anne Butler that the Board of Directors appoint Graeme Bunton to the position of Vice-Chair of CIRA, effective as of May 8, 2026, to complete the unexpired term of Anne Butler, who has resigned from the position, and to hold office until the next Board meeting after the expiry of such term at which time a successor is appointed, or until earlier resignation or removal.
Motion passed unanimously
(with G. Bunton abstaining).
4. Board Vacancy
A. Chang joined the meeting.
The Chair noted that the resignation of Anne Butler had created a vacancy on the Board. Discussion ensued regarding the options available to the Board in respect of such vacancy. Following discussion, the Board determined that the position would remain vacant until the upcoming Annual General Meeting, at which time an additional Director would be elected to complete the balance of the unexpired Board term.
It was requested that management propose the revisions to the Policy on Nominations and Elections, together with the 2026 Rules, to reflect such decision and that the amended version be shared with the Board for approval by written resolution.
The Board and Management thanked Ms. Butler for her contributions to CIRA over the years and wished her well.
5. Other Business
5.1 Committee Vacancies
The Chair discussed the composition of Board Committees and advised that changes would be made where necessary to ensure compliance with Committee Terms of Reference and any appropriate rebalancing.
5.2 Virtual Member meet-up
The Chair highlighted the upcoming virtual Member meet-up event on May 14 and encouraged Directors to register and participate if available.
6. Conclusion of Meeting
IT WAS MOVED by Hélène Deschamps Marquis and SECONDED by David Mackey that the meeting of the Board be concluded.
Motion carried unanimously.
The Chair concluded the meeting at 2:43 pm ET.
