2012 NANOG Elections Summary + Results
- Members
- Elections
- Past Elections
- 2012 NANOG Elections Summary + Results
Board of Directors Candidates
Proposed Bylaw Changes
Committee Candidates
Key Dates
Election Results
Board of Directors + Bylaw Amendments
General Elections took place October 21-23, 2012.
2012 Board of Directors: Terms Ending
Daniel Golding, Independent Consultant
Term ends: 2012 (10/31)
Patrick Gilmore*, Akamai Technologies
Term ends: 2012 (10/31)
Michael K. Smith, Edgecast Networks, Inc.
Term ends: 2012 (10/31)
*-Term limited
The following individuals were the 2012 Board of Directors candidates:
- Majdi Salah Abbas, Conviva, Inc.
- Steven Feldman, CBS Interactive
- Daniel Golding, Independent Consultant
- Misako Manca, SoftLayer
- David Siegel, Level 3 Communications
- Michael Smith, Edgecast Networks, Inc.
Proposed Bylaw Changes
Summary:
It has become apparent that cleaning up and simplifying the NANOG Bylaws will be a long-term project, more than can be accomplished in a single election cycle. The proposed amendments below are intended as the first in a series to accomplish those goals, to fix a few outstanding issues and to provide a framework for future improvement.
This page lists three (3) proposed Bylaws amendments for the October 2012 NANOG Election, to be held during NANOG56. The amendments will be presented at the NANOG56 Community Meeting, Sunday, October 21st, beginning at 5:30 PM, CST. The community will have an opportunity to discuss the proposed amendment at the meeting.
The three (3) amendments that have been proposed are:
- Interim Elections: Allows the membership to vote to enact bylaws amendments in between the annual elections.
- Board Meetings: Changes the advance notice requirement to 7 days for board meetings held by conference call, allows for in-person board meetings.
- Restore Board Members and Officers Indemnification: Restores language inadvertently removed during a previous revision.
Amendment 1: Interim Elections
Proposed ballot text:
In section 14, replace the first sentence with:
Amendments to these bylaws may be enacted by a majority vote of eligible voters during an annual or interim election.
Replace section 14.1 with:
- 14.1. Interim Elections
- The Board of Directors may by majority vote call an interim election for the purpose of voting on bylaws amendments, to be held during any NANOG conference where an annual election is not scheduled. Interim elections shall be called and announced to the membership at least 60 days in advance, and shall be carried out using the procedures specified in section 8.4.
In section 8.7, replace all occurrences of "election" with "annual election".
Discussion:
The NANOG board is working to implement a comprehensive rewrite of the bylaws, in order to:
- Simplify and clarify the document
- Remove operational details from the bylaws, into separate policies and procedures documents
- Ensure the continuation of NANOG's non-profit status
This has proven to be a large project, and the annual election cycle means that there would not be another chance for improvement for an entire year. Interim elections for bylaws amendments will provide an opportunity for incremental improvement.
This change also removes obsolete text which allowed to the board to enact temporary amendments during NANOG's first year of operation.
Markup:
(Additions are marked in italic text, deletions are marked in strikethrough text.)
- 8.7 Vacancies If a Board of Directors member resigns or a Board of Directors seat otherwise becomes vacant more than two months before the next annual election, the remaining members of the Board of Directors will appoint a replacement to serve until the next annual election, at which point if there is any additional time remaining in the term a member will be elected to fill the vacancy. If a vacancy occurs less than two months before an annual election, the seat will remain vacant until the annual election. For every two vacancies on the Board of Directors, the quorum requirement will be reduced by one. ... 14. Amendments Amendments to this charter may be enacted by a majority vote of eligible voters during an annual election.Amendments to these bylaws may be enacted by a majority vote of eligible voters during an annual or interim election. An amendment may be put on the ballot by the Board of Directors, or by a petition signed by at least 30 eligible voters, or 1% of eligible voters, whichever is greater. 14.1 Temporary Amendments During the first year after these bylaws are adopted, they may be temporarily amended by a unanimous vote of the Board, providing the amendments do not concern the composition or election of the Board, or the procedures for amending the bylaws. Any such amendments must be approved by the membership at the next annual election. Amendments not approved by the members will be rescinded. 14.1. Interim Elections The Board of Directors may by majority vote call an interim election for the purpose of voting on bylaws amendments, to be held during any NANOG conference where an annual election is not scheduled. Interim elections shall be called and announced to the membership at least 60 days in advance, and shall be carried out using the procedures specified in section 8.4.
Amendment 2: Board Meetings
Proposed ballot text:
Replace the first paragraph of section 8.6 with:
The Board of Directors will meet in person at every NANOG conference, and may meet in person or via conference calls on a more regular basis. All in person meetings must be announced by the Chairperson at least 30 days in advance. All conference calls must be announced by the Chairperson at least 7 days in advance.
Discussion:
This amendment explicitly permits face-to-face board meetings outside of regular NANOG conferences, and shortens the advance notice requirement for conference call meetings to allow flexibility in scheduling.
Markup:
(Additions are marked in italic text, deletions are marked in strikethrough text.)
- 8.6 Meetings and Quorum
- The Board of Directors will meet in person at every NANOG conference, and may meet via conference calls on a more regular basis. All meetings must be announced by the Chairperson at least 30 days in advance.The Board of Directors will meet in person at every NANOG conference, and may meet in person or via conference calls on a more regular basis. All in person meetings must be announced by the Chairperson at least 30 days in advance. All conference calls must be announced by the Chairperson at least 7 days in advance.
Amendment 3: Restore Board Members and Officers Indemnification
Proposed ballot text:
Add section 18:
- 18. Limitation of Personal Liability
- 18.1 Liability to NANOG
- No incorporator, director or officer of NANOG shall be personally liable to NANOG for monetary damages for breach of fiduciary duty as a director, and officer, or both, except with respect to: (a) breach of the director's or officer’s duty of loyalty to NANOG; (b) acts or omissions which are not in good faith or which involve intentional misconduct or a knowing violation of the law and (c) any transaction from which the director, officer or both derived improper personal benefit. 18.2 Liability to Third Parties Additionally, the incorporator, directors and officers of NANOG shall not be personally liable for any debt, liability or obligation of NANOG. All persons, corporations or other entities extending credit to, contracting with, or having any claim against NANOG may look only to the funds and property of NANOG for the payment of any debt, damages, judgment or decree or of any money that may otherwise become due or payable to them from NANOG.
Discussion:
This section was in the original NewNOG bylaws on the advice of an attorney, but was accidentally omitted during the merge with the NANOG charter. This amendment restores the language.
Markup:
(Additions are marked in italic text, deletions are marked in strikethrough text.)
- 18. Limitation of Personal Liability
- 18.1 Liability to NANOG
No incorporator, director or officer of NANOG shall be personally liable to NANOG for monetary damages for breach of fiduciary duty as a director, and officer, or both, except with respect to: (a) beach of the director's or officer's duty of loyalty to NANOG; (b) acts or omissions which are not in good faith or which involve intentional misconduct or a knowing violation of the law and (c) any transaction from which the director, officer or both derived improper personal benefit. 18.2 Liability to Third Parties Additionally, the incorporator, directors and officers of NANOG shall not be personally liable for any debt, liability or obligation of NANOG. All persons, corporations or other entities extending credit to, contracting with, or having any claim against NANOG may look only to the funds and property of NANOG for the payment of any debt, damages, judgment or decree or of any money that may otherwise become due or payable to them from NANOG.
Candidates: Program Committee + Communications Committee + Development Committee
The following individuals were the 2012 Program Committee candidates:
William Charnock, SoftLayer
Philippe Couture, Videotron
Amough Dhamdhere, CAIDA, University of California, San Diego
Charles Gucker, ViCom Computer Services, Inc.
Chris Grundemann, CableLabs
Mike Hughes, Freelance
Liam Hynes, Dynamic Network Services
Elisa Jasinska, Microsoft
Tony Kapela, 5Nines
Will Lawton
Chip Marshall, Dynamic Network Services, Inc.
Chris Malayter, Coresite
Lars Rocha, Netflix
Jay Sjoholm, Cox Communications
Brandon Ross, Network Utility Force
Richard Steenbergen, nLayer / GTT
John Sweeting, Time Warner Cable
John van Oppen, Spectrum Networks
Brett Watson, Neustar
The following individuals were the 2012 Communications Committee candidates:
Larry Blunk, Merrit Network, Inc.
Patrick Gilmore, Akamai Technologies
Byron Hicks, Lonestar Education and Research Network
Andrew Koch, TDS Telecommunications Corporations
The following individuals were the 2012 Development Committee candidates:
Michael Buchner, KVH
Jezzibell Gilmore, ServerCentral / nLayer
Michael Rascoe, Eagle Network Solutions
Key Dates
August 20, 2012 - Nominations for Board of Director Candidates opened.
September 17, 2012 - Nominations for Committee Candidates opened.
October 1, 2012 - Board of Director Nominations closed.
October 2, 2012 - Bylaws Amendments posted.
October 21-23, 2012 - Voting for Board of Director Candidates + Bylaw Amendments.
October 23, 2012 - Committee Candidates Nominations closed.
Election Results
Board Candidates Elected October 2012
Steven Feldman
Daniel Golding
Michael Smith
Bylaw Amendments for 2012
APPROVED
Program Committee Candidates Appointed October 2012
Philippe Couture
Greg Dendy
Ryan Donnelly
Chris Grundemann
Elisa Jasinska
Anton Kapela
John van Oppen
Dave Temkin
Communications Committee Candidates Appointed October 2012
Larry Blunk
Colin Corbett
Matt Griswold
Andrew Koch
Development Committee Candidates Appointed October 2012
Michael Buchner
Jezzibell Gilmore
Gina Haspilaire
Misako Manca
Michael Rascoe