Minutes of a Meeting of the Board of Directors of the
Canadian Internet Registration Authority (CIRA)
Held virtually on April 16, 2025
Attendance:
Board Directors: Jill Kowalchuk (Chair), Gwen Beauchemin (Vice-Chair), Colleen Arnold, Graeme Bunton, Anne Butler, John Demco, David Mackey, Crystal Nett, Matthew Gamble, Rob Villeneuve, Michael Zahra
Board Advisor: Byron Holland
Corporate Secretary: Brigitte LeBlanc-Lapointe
Regrets: Hélène Deschamps Marquis
Guests: Deanna Young
1. Call to Order & Approval of Agenda
The meeting was called to order by the Chair at 1:02 pm ET on April 16, 2025.
IT WAS MOVED by David Mackey and SECONDED by Anne Butler that the agenda be approved as presented.
Motion passed unanimously.
1.2 Conflict of Interest Disclosure
R. Villeneuve joined the meeting.
G. Bunton and R. Villeneuve disclosed professional relationships with one of the Nomination Committee candidates.
B. Holland and D. Young withdrew from the meeting.
2. In-camera Session (Directors only)
The Board held an in-camera session.
B. Holland and D. Young rejoined the meeting.
3. Approval of Minutes
Minutes of the meeting of the Board held on February 25th & 26th, 2025 were provided to the Board for their review and approval.
IT WAS MOVED by Anne Butler and SECONDED by Gwen Beauchemin that the minutes of the Board meeting held on February 25th & 26th, 2025 be approved as presented.
Motion passed unanimously.
4. Formation of the Nomination Committee
The Chair of the Governance Committee provided an overview of the process for evaluation of the 2025 Nomination Committee candidates and noted that the Governance Committee weighed the importance of diversity (including in respect of geography, culture and language) and the desire for an appropriate balance of new and existing members in making their recommendation.
IT WAS MOVED by Anne Butler and SECONDED by Michael Zahra that on the recommendation of the Governance Committee, each of Adam White, Heather McKay, Mark Milotay and Tanya Gracie be appointed to CIRA’s Nomination Committee for terms of two (2) years, commencing April 17, 2025.
Motion passed unanimously
(with R. Villeneuve abstaining)
5. Other Business
5.1 Action Item Register
The Board action register was received. It was noted that plans to form of a new standing committee of the Board are underway.
5.2 Board Work Plan
The Board discussed topics for upcoming Board meetings.
5.3 Next Meetings
The next meetings were noted as being May 16, 2025 (virtual and in-camera) and June 3rd & 4th, 2025 in Charlottetown, PEI.
ICANN Request
Management advised the Board of a request from ICANN for certain personally identifiable information from the directors and officers of its Registry Service Providers, including CIRA. Discussion ensued regarding the use case for this information and the process for collecting such information.
D. Young withdrew from the meeting.
6. In-camera Session (Directors and CEO only)
The Board held an in-camera session with the CEO.
B. Holland withdrew from the meeting.
7. In-camera Session (Directors only)
The Board held an in-camera session.
8. Conclusion of Meeting
IT WAS MOVED by Matthew Gamble and SECONDED by Anne Butler that the meeting of the Board be concluded.
Motion passed unanimously.
The Chair concluded the meeting at 1:57pm ET.
