Minutes of the meeting of the CIRA Board of Directors held via teleconference on July 27, 2016 at 12:00 p.m. ET
Directors attending: Kerry Brown, Andrew Escobar, Michael Geist, Rowena Liang, Louise Macdonald, Kevin McArthur, Helen McDonald, Susan Mehinagic, Marita Moll, Bill Sandiford, Rob Villeneuve, Faye West
Advisor: John Demco
Guest: Findlay Beith
Regrets: Byron Holland, Adam Scott
Corporate Secretary: Paul Havey
Recording Secretary: Lynn Gravel
1. Approval of Agenda
It was resolved that the agenda be adopted as presented.
(Moved: B. Sandiford, seconded: R. Liang)
2. Chair’s Remarks
The Chair did not have any remarks.
F. West joined the meeting.
3. Approval of the 2016 Audited Financial Statements
The financial statements were tabled at the meeting.
The Finance, Audit, Investment and Risk Management (FAIR) Committee had met on July 18, 2016 to review the Audited Financial Statements for the fiscal year ended March 31, 2016.
Staff highlighted only the most significant changes to the notes to the financial statements from the previous fiscal year. The most notable change identified was the reflection of the rent expense on a straight-line basis over the lease term as opposed to on a cash paid basis with the difference recorded as deferred rent within the lease inducement as noted under Note 2(e) Lease inducement.
The Chair of the FAIR Committee reported that the audit was straight forward and no misstatements, errors, fraud or internal control deficiencies were noted as a result of the auditor’s field work.
The Committee was therefore recommending that the Board of Directors approve:
1. the financial statements of Canadian Internet Registration Authority for the fiscal year ended March 31, 2016 as presented;
2. the financial statements be presented to the members of CIRA at the next Annual General Meeting; and
3. S. Mehinagic and R. Liang be authorized to sign CIRA's 2016 financial statements on behalf of the Board of Directors to signify approval of the Board.
(Moved: A. Escobar, seconded: M. Moll, unanimously carried)
4. Appointment of the Auditors
The FAIR Committee had also agreed to make the following recommendations to the Board of Directors regarding the appointment of the Auditors for approval by the Members at the Annual General meeting:
1. a motion be presented at the upcoming Annual General Meeting, to re-appoint KPMG as CIRA’s auditors, to hold office until the close of the next annual meeting of members; and
2. the Board of Directors recommends approval of this motion by CIRA’s Members.
(Moved: R. Liang, seconded: H. McDonald, unanimously carried)
The meeting was concluded at 12:15 p.m. and the board held an in-camera session.