Approved Resolutions | Organizational Meeting of the ICANN Board | 14 November 2024

Rationale for Resolutions 2024.11.14.29 – 2024.11.14.31

Article 7, Section 7.2 and Article 14 of the ICANN Bylaws call for the Board to appoint the Board Chair, Board Vice Chair, and chairmanship and membership of each Board Committee, including filling any vacancies which may occur in these positions during the year.

The appointment of the Board leadership and Board Committee slates is consistent with ICANN's Mission and is in the public interest as it is important to ensure that the Board and its Committees have the properly skilled expertise to carry forth ICANN's Mission, Commitments and Core Values.

This decision will have no direct fiscal impact on the organization and no impact on the security, stability or resiliency of the domain name system.This is an Organizational Administrative Function that does not require Public Comment.

Rationale for Resolutions 2024.11.14.32 – 2024.11.14.37

Pursuant to Article 15, Section 15.2 of the ICANN Bylaws "[t]he officers of ICANN shall be elected annually by the Board, pursuant to the recommendation of the President or, in the case of the President, of the Chair of the Board. Each such officer shall hold his or her office until he or she resigns, is removed, is otherwise disqualified to serve, or his or her successor is elected."

The annual appointment of the Officers is consistent with ICANN's Mission and is in the public interest as it is important to ensure that the organization identifies individuals who assume the duty and responsibility for managing the organization and carry forth ICANN's Mission, Commitments and Core Values.

The Board notes that in this resolution, Sally Costerton is confirmed as an ICANN Officer as the Interim President and CEO through 23:59 UTC on 8 December 2024.  And, ICANN's new President and CEO, is set to begin at ICANN on 9 December 2024, and is being confirmed via this resolution as an ICANN Officer effective 00:00 UTC on 9 December 2024. Further, for all Board resolutions in which the Board directed the Interim President and CEO, or her designee(s), to take action but the action has not been taken as of 23:59 UTC on 8 December 2024, that Board direction is transferred to the new President and CEO, or his designee(s), effective 00:00 UTC on 9 December 2024.

This decision will have no direct fiscal impact on the organization and no impact on the security, stability or resiliency of the domain name system.

This is an Organizational Administrative Function that does not require public comment.

Rationale for Resolutions 2024.11.14.38 – 2024.11.14.39

The resolutions taken here today fulfill ICANN's responsibility, as the sole member of PTI, to annually elect the President of PTI. The regular election of a PTI President will allow the PTI Board to continue its work.

The election of the PTI President is taken fully in line with the obligations as set forth in the PTI Bylaws.

These actions confirm ICANN's continued commitment to its Bylaws' obligations surrounding the performance of the IANA Functions that are contracted to PTI.  This also directly serves ICANN's mission to ensure the stable and secure operations of the Internet's unique identifiers, and serves the public interest in the continued stable performance of the IANA functions.

PTI is essential to ICANN's security, stability and resiliency work. None of the actions taken today are anticipated to have any impact on the security, stability or resiliency of the DNS.  There are resource implications in supporting PTI, which are reflected in the PTI, IANA and ICANN Budgets.

The appointment of the PTI President is an Organizational Administrative Function for which public comments were not necessary.