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2010 Annual General Meeting Notice

Meeting date: Monday, 17 January 2011

1 – Announcement: Annual General Meeting

Section 12 of the By Laws of the SIP Forum (the “Forum”) provides that the Forum hold an Annual General Meeting that is open to all members.  In accordance with the By Laws, this document shall serve as official notice for the Annual Meeting of the SIP Forum to be held as follows:

1.1 – Date / Time of meeting

The general meeting will be held:

Monday, 17 January 2011
3:00 – 5:00 pm U.S. Eastern Standard Time
Via WebEx
Login URL, Dial-In Number and Passcode: To be sent in follow-on message via the mailing list

2 – Subject Matter for the Meeting

In the meeting, a review of the financial operations, including a review of the audit for fiscal year 2010, will be provided, as well as a review of the operational activities that have occurred since the last General meeting.

In addition, Full Members will be asked to vote on three items.

2.1 – Voting Items

Three official voting items are on the agenda:

Please note:

As the 2010 Annual General Meeting will be held remotely, via WebEx, all Full Member Representatives must complete the online ballot or fax or email their Proxy vote using the Voting Form Proxy document prior to the AGM.

Votes must be received from > 50% of Full Members in order to have a valid election.

The deadline described below for returning ballots via surface mail, fax or email is Friday, 14 January 2011.

3 – Board Member Elections

Members of the Board of Directors serve for two-year terms, with terms expiring at the general meeting that takes place at the end of this term. Elections for new board members will take place at this general meeting.

There are five Board seats expiring this year. They are the seats currently held by Chris Gatch, Steve Johnson, Glenn Russell, Rene Sotola, and Robert Sparks. The seats held by Eric Burger, Alan Johnston and Richard Shockey are not expiring.

3.1 – Voting Limits

Our By Laws indicate that only two Directors may be Participant Members at any one time. Eric Burger and Richard Shockey currently hold both of the Participant Member seats. Therefore, no individual who is a Participating Member can be elected in this election.

You will be voting by expressing a preference order for candidates. This preference order will be used to tally the Directors who are elected.

3.2 – Who Can Vote

Each Full (paying) Member is entitled to a single vote on the matters being presented for a vote. Each Full Member has the right to vote either electronically, or by an agent authorized by a proxy validly executed by the Full Member. A proxy shall be executed by written authorizations signed by the Full Member, giving the proxy holder the right to vote the vote.

Full Members not voting electronically (using the online voting method) can utilize a proxy form provided with this general meeting announcement package.  The proxy provides a method to vote for the Director candidates, and grants to the Managing Director of the SIP Forum the right to cast the vote on behalf of the Full Member giving the proxy. Alternately, a Full Member can cast a vote electronically, as described in Section 5 of this notice.

The Board strongly urges you to submit an online vote via the SIP Forum website.

3.3 – Candidates for Election

3.4 – Candidate Statements and Biographies

The statements by the candidates about their desire to serve on the board, along with their biographies, are shown here as provided by each candidate. The Board strongly recommends you read these, as we seek Directors who will add substantial value, so it is crucial your vote is well informed.

Candidates are listed in alphabetical order by last name.  Please do not allow this order to influence your voting.

The Board has not endorsed any slate of candidates.

3.4.1 – Anil Balani – Glowpoint

3.4.1.1 – Statement of Candidacy

Demand for SIP-based HD Video Communications has been gaining increased traction as enterprises are deploying immersive telepresence suites on the high-end, along with video for the desktop and mobile / tablets. Traditionally an H.323 technology, video has been going through a transformation as it becomes a major component of UC strategies. The recent developments shaping the industry, such as the acquisition of Tandberg by Cisco, Lifesize by Logitech, the partnership of Vidyo with HP, and entrants into the market like Microsoft Lynx must all be integrated and seamless for end-users. SIP standards are critical to making the transformation of video into a common business communications a reality.

I have been at the forefront of developing platforms that bring video into the SIP world in a service provider atmosphere. My work with Glowpoint, Inc., one the video industry’s leading service providers, has led to the upcoming launch of Open Video – which is designed to address the challenges of video interoperability, B2B communications, peering and presence/directory federation. Our Open Video architecture will help drive the service provider community to overcome the challenges that abound with video technologies, addressing SIP/H.323 interworking for Video, interoperability with TIP (Telepresence Interoperability Protocol) for Telepresence, media interoperability with H.264 SVC (scalable video coding) and finally supporting 3D TV. Not only are there interoperability challenges to overcome, but to achieve HD video end-to-end, the traditional PSTN acting as the central glue between islands of IP works will not work for video. Peering is a critical component of B2B communications outside the enterprise to support Inter Service Provider and Intercompany communications. I am eager to play a key role in addressing these challenges through collaboration with the other members of the SIP Forum.

My goal is simple: as a member of the Board, I would look to play a key role in driving standardization on SIP and addressing issues with regards to video and rich multimedia application interoperability. and humbly appreciate your support of my candidacy for the board position.

3.4.1.2 – Biography

Anil Balani is Glowpoint’s Senior VP of Product & Strategy and oversees all aspects of R&D and product management and engineering, with a key focus on advancing Glowpoint’s telepresence and video cloud computing portfolio. Glowpoint is publicly held and a recognized leader in the video cloud computing space supporting immersive to personal telepresence. Prior to Glowpoint, Anil was CTO of UTC Associates & Vonair Inc, a leading network & software integrator and application provider focused on providing convergent solutions that included Wireless, VoIP, and Video for financial, media, large enterprise, financial markets. Anil has developed real-time solutions that include infrastructure integration encompassing datacenter consolidation, VoIP Migration, & Mobility Applications, and licensed application software that include Voice & Mobile Video SIP Softclient, Mobile Video Streaming for e-Healthcare, Micro-Digital Signage for retail signage, and an Application Delivery Platform to manage and enable application creation on IP Phones.

Previously, Anil served as Global Director, Product Development Voice & Video for Global Crossing for the Carrier and Enterprise Markets where he launched the industries first VoIP/Video SIP Trunking over a MPLS network. Previously Anil was responsible for launching TCG’s (AT&T Local Services) first integrated voice and data service. Anil has had held senior architect and development positions at large institutional establishments that include MCI, AT&T/TCG, and Texas Instruments where he developed solutions around collaboration, built a nationwide IP network, launched the first integrated voice and date service and developed mission critical defense applications for missile guidance systems. Anil is an entrepreneur with startup experience with companies including founding Netria Systems, a joint venture with Broadsoft and developed a provisioning and management platform for IP Phones; Mobile Matrix, Inc., a provider of location-based RFID solutions for Healthcare, and Coreon, a Kleiner Perkins-financed startup providing system operations as a software as a service (SaaS) as an ASP to service providers.

Anil earned his B.S. from New York University, his B.E.E. from Cooper Union, his M.S. and M.S.E.E. from Southern Methodist University, and his M.B.A. from University of Dallas.

3.4.2 – Mary Barnes – Polycom

3.4.2.1 – Statement of Candidacy

While I spent nearly half of my career working with traditional telephony protocols, upon initial exposure to Internet protocols in 1998, I became a strong advocate of SIP. While working in the 3G.IP forum in 1999, I was a key contributor to the document comparing SIP versus H.323 as the call control protocol for the IMS architecture. The document was submitted as a 3GPP contribution and resulted in the selection of SIP as the call control protocol for IMS. Soon thereafter, I served as editor of the Functional Architecture specification and as vice-chair of the Architecture WG in the Mobile Wireless Internet Forum (MWIF) where SIP was a central component of the architecture.

My level of involvement in SIP Forum has varied over the years based on primary job responsibilities. I have participated in the discussions during the development of SIPconnect 1.1 and actively followed the User Agent Configuration Task group. My primary motivation in seeking the SIP Forum BoD position is to increase my level of advocacy for SIP. In particular, I am very interested in interoperability for video – both point-to-point video sessions, as well as video conferencing. I firmly believe that SIP forum has an important role in continuing to define interoperability specifications and profiles to facilitate the further deployment of SIP infrastructure and endpoints. I believe that I can provide some valuable contributions to promote that mission within the industry and in particular within the other SDOs and forums in which I participate.

3.4.2.2 – Biography

Mary Barnes is a Principal Engineer in the CTO organization within Polycom. Mary has been involved in system architecture and product development for real-time communication systems for over 25 years, focusing for the past 12 years on IP communications and standards development. She is an active contributor to the IETF. She is the author of RFCs relating to the Session Initiation Protocol (SIP), Centralized Conferencing, NAT/Firewall traversal and Geographic Location Delivery. She is past chair of the SIPPING WG and currently serves as chair of the DISPATCH working group in the Real-time Applications and Infrastructure (RAI) Area and as an advisor for the IETF Nominations Committee for 2010-2011. In addition, Mary currently serves as the Vice-chair of the Technical WG in the Unified Communications Interoperability Forum (UCIF).

Prior to Polycom, Mary was most recently a Senior Advisor for Nortel, leading the IETF standards strategy for the Carrier VoIP and Application Solutions (CVAS) business unit (now Genband). She was also a senior manager/advisor for Nortel’s 3G IP research, participating in industry standards forums and prototyping a mobile IP based system. She is the inventor of several patents related to this work. She also designed and
developed real-time software for Nortel’s DMS-based GSM and Enterprise products. Prior to her 22 years at Nortel, Mary developed real-time embedded software for GPS and video reconnaissance systems for Texas Instruments. Mary has a BS in Computer Science with a minor in Nuclear Engineering from the University of Virginia in Charlottesville, Virginia.

3.4.3 – Chris Gatch – Cbeyond

3.4.3.1 – Statement of Candidacy

My interest in a Director position on the SIP Forum Board is founded in my motivation to continue the advancement of the SIP Forum’s mission to promote the deployment of SIP. I believe this can happen by continuing the Forum’s activities to communicate information to industry members as well as driving SIP Forum recommendations that simplify the deployment scenarios for SIP-based services. In addition to supporting the pursuits of the SIP Forum team, my focus would be on increasing service provider participation in the SIP Forum and increasing the availability of easy-to-use SIP-based services via task groups that produce business level standards such as SIPconnect.

If elected to serve again, I bring to the SIP Forum board proven leadership and board director experience, a passion for SIP and VoIP-based technology, experience interacting with press and analysts, good conference presentation skills, and a background in the service provider side of our industry.

3.4.3.2 – Biography

Chris Gatch is the CTO and a founder of Cbeyond (NASDAQ: CBEY), a successful managed services provider started in 1999 and now publicly traded on the NASDAQ. Chris is responsible for Cbeyond’s product development and management as well as on-going technology research and development. Chris has a bachelor’s degree in computer engineering from Clemson University and a master’s degree in the management of technology from the Georgia Institute of Technology. He has served on the boards of the Cisco BTS 10200 Users Group, the Service Provider Board of the International Packet Communications Consortium (IPCC), and the SIP Forum. Chris has been professionally committed to VoIP technology since 1998.

Chris helped lead the formation of the SIP Forum’s Service Provider to IP PBX Interoperability Task Group for which he submitted the proposal to create. This task group produced the SIPconnect SIP Forum recommendation of which Chris was an editor.

3.4.4 – Steve Johnson – Ingate Systems

3.4.4.1 – Statement of candidacy

Ingate Systems has been committed to the SIP protocol since it was first introduced by the Internet Engineering Task Force. Since that time, we have been working to develop enterprise security products and innovative software solutions that not only put SIP within reach of any business (from the smallest home office to the largest corporation), but extend the benefits of SIP beyond the Local Area Network of the enterprise. Our goal is to help speed the transition to Unified Communications, when everyone can be reached regardless of location, as long as there’s a connection to the Internet. We also believe that SIP is the true leveler for businesses. Small businesses can now offer the same kind of services, leverage the cost-saving benefits of VoIP, as their largest competitor. SIP offers the opportunity for a common signaling protocol to enable communications across the Internet using various media beyond voice.

The recent success of the SIP Forum in developing best practices for SIP Trunking (SIPConnect) and User Agents, and the ongoing work to standardize the delivery of FAX over IP are major achievements. But, there is much to be done in raising promoting these practices so they gain wide adoption, and in continuing to stress the benefits of SIP, the possibilities it offers, and in driving interoperability. I believe the SIP Forum
is an excellent resource for developers and end users alike. I look forward to continue to participate as a member of the SIP Forum Board of Directors, to help execute on these objectives and achieve the promise that SIP offers.

3.4.4.2 – Biography

As President of Ingate Systems Inc., the U.S. subsidiary of Ingate Systems AB, Steven Johnson is responsible for building market recognition, business development and sales of Ingate’s Session Border Controller products. Since joining Ingate, he has developed multiple sales channels within the United States, Canada and South America and is responsible for generating several important partnerships with suppliers and service providers. Johnson boasts more than 15 years of senior management experience with Sanders Associates, Telco Systems, and Lockheed Martin. Prior to Ingate, he served as CEO of Abrena, Inc, a business development consulting firm focused on assisting European firms to expand in the United States. Prior to that, he was President and CEO of Transcept Inc, a wireless telecommunications infrastructure company. Johnson is a member of the Board of Directors for the SIP Forum, an industry organization with members from the leading SIP technology companies. He holds a Bachelor of Arts in Economics and a Master’s in Business Administration from Boston University.

3.4.5 – Hadriel Kaplan – Acme Packet

3.4.5.1 – Statement of Candidacy

In the past few years SIP has moved from a developing technology to a widely deployed technology, and is quickly supplanting the PSTN and legacy installed base. As the market focus shifts from research and development to massive global deployment, I believe it is imperative that the SIP Forum shifts focus as well. I believe the critical pieces for this next phase of SIP’s progression are interoperability and operability/manageability, and I intend to make the SIP Forum Board of Directors address those challenges.

If I am elected to serve on the SIP Forum Board of Directors, I will fight for (1) actual certification testing for SIP Forum brand/marks of profiles such as SIPconnect 1.1, and (2) a permanent interoperability testbed in a neutral facility with defined test plans. Such things would not be staffed/run by SIP Forum per se, but rather by third parties such as IIT or UNH-IOL, with initial financial and technical aid from SIP Forum and its members. This is what other technology industry associations have done to achieve interoperability, when the market has not achieved it organically through single-vendor dominance. Ad-hoc test events such as SIPit are necessary as well, but are not sufficient, as they tend to attract new/non-GA products and test new features in severely limited time slots, and ignore already deployed products and lack detailed reproducible testing. The time has come for us to do more, for the benefit of our members and SIP as a whole.

Lastly, I believe the SIP Forum should start being more active in helping administrators of SIP domains with operating and managing SIP services. To that end, I have suggested that the SIP Forum produce a conference similar to NANOG but for SIP network operators. Not for marketing, not for sales, not for high-level executives – but a meeting for the people who actually run SIP networks. If the conference is successful, I believe a similar conference needs to be offered in Europe soon thereafter. I am also hopeful that we will receive input from SIP operators at such conferences, to help us determine what more the SIP Forum can do to help them in the future.

I would appreciate your consideration, and thank you for your support.

3.4.5.2 – Biography

Hadriel Kaplan is Vice President of Technology at Acme Packet, having previously served roles as Senior Solutions Architect, and prior to that as Senior Product Manager. He has been at Acme Packet since 2004, but has been involved in VoIP since the late 90’s when he worked at Nortel Networks. Hadriel deals with SIP interoperability issues on a daily basis, directly with numerous SIP Service Providers around the World. He is also an active member of the IETF, has written numerous SIP-related drafts and is a co-author of RFCs. He was an active contributor to the SIP Forum’s SIPconnect 1.0 and more recently the 1.1 effort.

3.4.6 – Glenn Russell – CableLabs

3.4.6.1 – Statement of Candidacy

Please give me your support to continue my work for two more years as a member of the SIP Forum Board of Directors. Through my CableLabs/cable industry role, I am in a unique position to champion efforts in that sector on behalf of the Forum. For instance, I have worked to expand the cable industry’s involvement in the development of the SIPConnect initiative. CableLabs and its member companies have provided substantial technical contributions to the development of the specification. CableLabs has hosted multiple SIP Forum working group meetings, and we will continue to actively provide contributions to ensure the ratification of SIPconnect 1.1 next year. SIPconnect 1.1 is an important specification that will enable important products and services that revolutionize business communication.

For 2011, I believe the focus of the SIP Forum should be on interoperability and certification and making sure that we have a program that assists equipment manufacturers and service providers in their development of commercial solutions. I will leverage my experience in developing testing and compliance programs at CableLabs to help develop an expanded role for the SIP Forum.

In addition, I’d like to work with our membership to identify new technical initiatives for the SIP Forum in the area of video, Unified Communications and real-time multimedia collaboration.

3.4.6.2 – Biography

Glenn Russell is the Vice President of Business Services at Cable Television Laboratories, Inc. CableLabs (R). In this position he is responsible for all strategic planning and development activities within CableLabs that support the cable industry’s business and commercial services initiatives. This includes setting the specification development and interoperability program for SIP-based communications services.

Prior to his current position, Mr. Russell served as the Director of the PacketCable project where he was responsible for the overall PacketCable specification development and interoperability testing program for Voice over IP over cable broadband networks. As Director of PacketCable, Mr. Russell established the interoperability and certification programs at CableLabs that resulted in CableLabs certified products. Today, cable operators serve more than 25 million customers using PacketCable-based VoIP technology.

Prior to joining CableLabs, Mr. Russell spent 7 years in business development and technical product management in the business teleconferencing industry. During this time he helped found the International Multimedia Teleconferencing Consortium (IMTC) and helped develop the T.120 and H.320 conferencing standards. Mr. Russell earned his BA in Economics (magna cum laude) from the University of Colorado at Boulder and completed two years of graduate school in the Interdisciplinary Telecommunications Program at the University of Colorado.

CableLabs is a research and development consortium of cable television system operators worldwide. CableLabs plans and funds research and development projects that will help cable companies take advantage of future opportunities and meet future challenges in the cable television industry.

4 – Discharge of Liability for Board Members and Managing Director

The By Laws of the SIP Forum require that, at each general meeting, the members vote on whether to discharge the Board Members and the Managing Director from liability for actions or inactions resulting from their service to the SIP Forum over the prior year. This discharge is a normal practice for non-profit organizations based in Sweden. In all annual general meetings to date, this has been presented, and the Board Members have been accordingly discharged. At this time, the Board represents that the Directors and Managing Director have collectively performed all required responsibilities for this past year, and requests discharge from liability. Full Members shall vote Yes or No on their ballots to so discharge the Board and Managing Director.

The Board recommends a Yes vote on this item.

5 – Conversion of the Denomination of SIP Forum Full Member Annual Dues from Euros to U.S. Dollars

The SIP Forum Board of Directors has proposed that the annual Full Member dues, which is currently set at 5000 Euros/year, be changed to $7,500 US Dollars/year.

Although, according to the current SIP Forum Bylaws, the SIP Forum Board of Directors has the ability to make a change in dues at its discretion, the board felt it was reasonable to put this change to Full Member vote during the 2010 AGM.

The rationale for this change is as follows:

  1. The SIP Forum now operates almost exclusively out of the United States, under the SIP Forum LLC subsidiarybased in North Andover, Massachusetts and created in 1996.
  2. A large number of SIP Forum Full Members historically prefer to pay in US Dollars, rather than in Euros. A dues conversion from Euros to US Dollars will eliminate a number of accounting challenges our Full Members have encountered in the past.
  3. The proposed $7,500 US dollar Full Member dues amount is historically in the middle range of Euro-Dollar conversion rates, and the Board believes that this amount is reasonable and competitive with the dues required by similar industry associations.

The Board highly recommends a Yes vote on this item.

6 – Procedure for Voting

The By Laws permit voting by proxy, using paper ballots or electronically submitted ballots that are returned using a method that the Board deems sufficient to establish the authenticity of the ballot

6.1 – Written Proxy

Included in the bundle distributed to the Full Members with this Annual General Meeting Notice is a ballot document entitled “Voting Form.” If a Full Member intends to submit a ballot to vote by written proxy (instead of using the online voting application), each Full Member should do the following as described immediately below in Section 6.1.1.

6.1.1 – Minimal Procedure for Proxy Voting

The Full Member shall mark the ballot (either by modifying the document to indicate the mark, or by printing the document and marking it in ink) to:

  • Rank your votes for Director’s candidates. Mark your first preference “1”, your second preference “2”, and so on.  You may vote for as many candidates as you wish, but we recommend you vote for at least 5.
  • Approve or reject the discharge of Directors’ liability.
  • Approve or reject the change in SIP Forum Full Member Annual Dues from Euros to U.S. Dollars.
  • Deliver the Voting Form to the SIP Forum Managing Director prior to the date of the Annual General Meeting by sending the Voting Form via surface mail to the address listed on the ballot, or send a facsimile to the fax number listed on the first page of the ballot form. Please note that if surface mail or Fax delivery is used, the Voting Form must be sent to arrive NO LATER THAN FRIDAY, JANUARY 14, 2011.

6.2 Electronic Voting

The Board has concluded that two methods are acceptable for electronic voting:

  • Full Members may cast their vote on an Internet web page supplied by the SIP Forum for this purpose. The web page voting method must (a) assure only one vote per Full Member, and (b) permit only one, Member-designated representative of the Full Member to cast the vote, and (c) the voting interface must be password-protected. The SIP Forum has implemented a web interface that meets these requirements, and which will be used for the voting for this year. A URL for this voting method is supplied immediately below in Section 6.2.1.
  • Alternately, it is sufficient for Full Members to mark the paper Voting Form ballot, and return it to the Managing Director via electronic mail as a scanned image file or PDF. The Managing Director shall use reasonable efforts to assure that the received email has been sent from a domain name that appears to be from a Full Member organization. The 2010 Voting Form is attached to this Meeting Notice.

6.2.1 Web Ballots

Full Members wishing to vote by electronic ballot shall vote at the following URL:

https://www.sipforum.org/vote

Because this URL is actually login-protected, the actual procedure to vote is as follows:

  1. Log in. Login to the SIP Forum website using the username of your designated voting representative.
    (Please contact the SIP Forum Managing Director to confirm, or change, the name of this representative.)
  2. Find the ballot. When logged in, a menu entry entitled “2010 Gen’l Meeting vote” will appear in the User Menu in the upper left corner. Click this entry. A ballot form will appear.
  3. Board candidate question. Please rank your vote for Board Member candidates. Note that the candidate list will be dynamically rearranged to show your ranking as you rank each candidate. Please do NOT rank two candidates equally.
  4. Liability Discharge question. Vote Yes or No on the liability discharge question.
  5. Full Member Dues Change question. Vote Yes or No on the change in denomination of SIP Forum Full Member dues from Euros to US Dollars question.
  6. Vote. Click Submit Vote to complete your vote.

You may then log out of the website.

6.2.2 Email Ballots

Follow this procedure to vote by email:

  • Mark the Voting Form ballot (as above)
  • Print, and sign a paper copy of the marked ballot document
  • Scan the marked ballot document, and email the scanned, signed document to Marc Robins, the SIP Forum Managing Director. (PDF, JPG, TIFF, or GIF are all acceptable electronic formats)

Please note that you may NOT simply send an email with your voting choices in the email body.

6.3 – Deadline for Ballot Return for Proxy Voting

Ballots sent to the Managing Director to be handled by proxy must be received

ON OR BEFORE FRIDAY, 14 JANUARY 2011 (one business day before the Annual General Meeting) in order to be counted.

Ballots cast via the web page method may be cast at any time up until the Managing Director calls for the voting time to be closed at the Annual General Meeting. (This will permit electronic votes to be cast after Board candidates have answered questions from members at the general meeting.)

6.4 – Ballot Counting

Ballots, including those received in email, via fax, and those cast on the web interface, will be counted when the vote is called in the Annual General Meeting.  Results will be announced at the meeting (assuming the tally method results in clear winners), and official minutes taken to reflect the voting.

– END –

SIP Forum 2010 General Meeting Notice
December 17, 2010

Document number: GA-18-0