Internet Society

“The internet society by-laws provide for the recognition of organizational members, individual members and chapters. Organizational members are corporate, non-profit, government, or academic contributors to isoc's overall charitable mission. Individual members have opportunities to participate in internet society's activities. Individual membership is free. Individual members may also belong to one of isoc's chapters, but are not required to do so. Chapters are groups of individual members who are committed to furthering internet society's mission within their geographic or special interest area.”

“The internet society by-laws call for the election or appointment of memebers of its board of trustees. According to the by-laws, the board defines the process for election of trustees by organizational members and chapters. A potential nominee must be a member in good standing as of december 31st of the previous year. For an organizational member, dues must be paid in full. For a chapter, the chapter must be in good standing as defined in isoc procedures. The internet architecture board (iab) appoints trustees according to an internal process. The iab recommendation must be approved by the iesg, which is the steering committee of the ietf. A person may be a candidate in only one constituency (organizational member, chapter, iab) in one election year. Trustee terms are 3 years and limited to no more than two consecutive terms. The two committees involved in the process are the elections and the nominations committees. The nominations committee establishes selection criteria for prospective trustees, advertises the nomination process, solicits candidates for the process, names a slate of candidates, oversees a petition process and monitors the process to ensure that an individual is not a candidate in more than one constituency at the same time. Once candidates are nominated, petitions for additional nominees are accepted. Candidates are allowed to submit biographical information and an election statement. After, the petition period closes and a final slate is announced. Ballots are counted by at least two members of the elections committee at a time and place of their choosing. The elections committee certifies the results to the board of trustees and publishes the results. A challenge peiod is provided for. In the cases of a challenge, the ceo,a fter consultation with the chairs of the nominations committee, elections committee and members of the board of trustees, advises the author of a challenge about the board's decision and the challenge period closes. The new trustees are seated at the following annual general meeting (agm).”

“The internet society's accounting firm prepares and signs the return as paid preparer and delivers the return to the internet society. Prior to filing, the cfo of the internet society reviews the return with the audit committee. A representative of the independent accounting firm's tax team is present to address any questions from the audit committee members. After review, a copy of the return in its final form is sent to each member of the board of trustees prior to filing the return. The ceo or the cfo signs form 8879-eo, the irs e-file signature authorization form, and returns this form to the internet society's accounting firm. The accounting firm then electronically files the return with the internal revenue service.”

“Annually, trustees and officers of internet society fill out a conflict of interest questionnaire, these completed questionnaires are reviewed and monitored by the chair of the audit committee, and the results are reported to the board of trustees. The audit committee and the chair of isoc's board of trustees rely on the trustees and officers to inform them of issues that might arise in the interim period between questionnaire submissions. The chair solicits all trustees to disclose any conflicts with the agenda items for that board meeting. Trustees who report potential conflicts may be required to abstain from any formal decision by the board of trustees, and may be required to retire from any discussion or deliberation. The board of trustees, acting as a body led by the chair, makes the determination of whether a conflict exists and the participation restrictions to be imposed. Should the chair be determined to have a conflict, an acting chair or the ceo is appointed for the affected deliberation before the board of trustees. Key employees also complete conflict of interest questionnaires, which are reviewed by the ceo each year.”

“The internet society engaged a compensation specialist to establish a comprehensive compensation program of the company. The goals were to establish internal compensation equity, achieve external equity to ensure fair and competitive pay, to develop an objective merit review process, and develop tools to maintain the compensation program. The internet society developed compensation benchmarks for each position within the organization, using several compensation studies for us based employees and benchmarks from mercer towers watson and birches group for worldwide employees. These benchmarks are updated annually. The compensation of the chief executive officer was established in a contract september 1, 2018. As part of the contract process, an independent compensation consultant was engaged by the internet society board of trustees to provide an opinion on reasonableness of and supporting comparability data with respect to total compensation of the chief executive officer. The ceo receives the benefits available to other internet society employees, including a company contribution towards a retirement plan. Annually, the compensation committee of the board of trustees draws up achievement targets for the ceo. The ceo submits a self-evaluation at yearend to the compensation committee. The compensation committee reviews the ceo's performance and makes a determination as to the amount of variable compensation earned. The compensation committee then instructs the internet society's cfo to pay the variable award based on the committee's performance assessment. The internet society employs a goal management process to establish and track goals for all staff. The internet society reviews performance of all employees on december 31. Annual salary reviews are based on performance evaluations, compensation surveys, and standards for the individual country of employment. The internet society also awards variable compensation to staff based on individual and corporate performance during the year. These awards were determined in consultation with the compensation consultant, based on recommendations by the ceo, cfo, and awardees' direct supervisor.”

“All information is available on the organization's website.”

“There were thirteen board members who served at any time during the calendar year. All board members who served during the calendar year are shown in part vii, column a. The terms of the board members run from the beginning of the annual general meeting (agm) to the beginning of the next agm.”

“The internet society paid full compensation of all 54 employees listed here, and all 54 employees received w-2s from the internet society. Four out of 54 employees provided some services to the internet society foundation, a related organization during the tax year; thus, an employee count of four was reported on the foundation's 990. The internet society foundation reimbursed the internet society for the time these four employees spent working for the internet society foundation.”

“Other consulting/professional services: program service expenses 5,556,745. Management and general expenses 1,247,560. Fundraising expenses 27,122. Total expenses 6,831,427. Temporary help: program service expenses 22,940. Management and general expenses 45,875. Fundraising expenses 0. Total expenses 68,815.”