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Board approves the at-risk component of the CEO's compensation.

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Each Board Member present confirmed that they have no conflict of interest regarding setting compensation for the CEO/President. The CEO/President was not present for this meeting.

Whereas, the Compensation Committee recommended that the Board approve a proportion of the at-risk component for the President and CEO for the period 1 July 2010 to 30 June 2011.

Resolved (2011.06.25.01), the Board approves the proportion of the at-risk component of the CEO's compensation for the period 1 July 2009 to 30 June 2010, as proposed by the Compensation Committee.

Resolved (2011.06.25.02) that specific items within this resolution shall remain confidential as an "action relating to personnel or employment matters", pursuant to Article III, section 5.2 of the ICANN Bylaws.

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