Summary

Board elected Xavier J. Calvez as the CFO of the organization.

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Prior to considering this item, all members of the Board confirmed that they are free from a conflict in voting on the appointment of the CFO.

Whereas, the attraction and retention of high calibre staff is essential to ICANN's operations and ICANN desires to ensure competitive compensation for staff.

Whereas, Xavier J. Calvez has been identified through a vigorous global search and senior management agrees that he is the right candidate to fill the role of Chief Financial Officer.

Whereas, independent market data provided by outside compensation consultants indicates that the compensation, including at-risk compensation, for a Chief Financial Officer would fall between [REDACTED] at the 50th percentile and [REDACTED] at the 75th percentile.

Whereas, the Compensation Committee has recommended that the Board approve this compensation package for Xavier J. Calvez.

Resolved (2011.09.17.07), the Board hereby appoints Xavier J. Calvez as an Officer of the Company in the position of Chief Financial Officer effective 17 September 2011.

Resolved (2011.09.17.08), the Board authorizes a starting compensation package for Xavier J. Calvez to consist of: (i) a base salary of US $250,000 per year; (ii) an at-risk compensation opportunity of 30% of base salary per year to be paid in a manner consistent with other U.S. based staff and in accordance with the company's bonus program; and (iii) the standard benefit programs made available to all other regular full time U.S. based staff.

Implementation Actions

  • None

Rationale

ICANN has been without a full time Chief Financial Officer (CFO) for several months. In order to fill the CFO position, ICANN engaged a global search firm and conducted a global search. The search firm screened dozens of applicants, several of whom were interviewed by senior management, and two were interviewed by one or more Board members.

Mr. Calvez is an experienced finance professional with extensive international experience. Born in France, Mr. Calvez has had a progressive career with KPMG (France), Deloitte (France and USA), and most recently for the past nine years with Technicolor (France and the USA where he most recently served as Chief Financial Officer, Network Services Division and then Chief Financial Officer, Creative Services Division.

Mr. Calvez is fluent in French and English, has a degree in Finance & Accounting from Université de Bretagne Occidentale, a Masters in Business, Finance & Accounting from Université du Maine, and is an Expert Compatable Memorialiste (the French equivalent to a CPA in the United States).

Hiring such a highly qualified individual to serve the role of CFO will have a positive impact on the organization's ability to serve the public interest. While this engagement will have a fiscal impact on the organization, the level of compensation called for within this resolution is contemplated in the current budget. This action will not have any impact on the stability, security or resiliency of the domain names system.


Other Related Resolutions

  • None

Additional Information

  • The resolution does not address funding for the items identified therein.

Explanatory text does not modify or override Resolutions.  See Board Resolutions Page for more information.

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