X. Supporting Documentation To .Org Proposal

C50.1 Organizational documents of applicant. A copy of the organizational documents (articles of association, bylaws, enabling legislation, etc.) of the applicant.

The following is the Constitution of UIA:

Union of International Associations (UIA)
Union des Associations Internationales (UAI)
Unie van de Internationale Verenigingen (UIV)

SECTION I - Name, Headquarters, Aims

Article 1. (Name) The international organization set up in 1907 as the "Central Office of the International Institutions", having become a federation in 1910 during the first world congress of international associations under the name "Union des Associations Internationales" (UAI) - in English "Union of International Associations" - and transformed into an Institute in 1953, was incorporated in accordance with the Belgian law of 25 October 1919 on international associations having a scientific aim by Royal Decree dated 2 July 1920. 

Article 2. (Headquarters) The UIA has its registered office in Belgium in one of the Brussels boroughs, currently in Ixelles, rue Washington 40, B-1050 Brussels. Auxiliary secretariats can be opened elsewhere by the Executive Council. 

Article 3. (Aims) The UIA is a non-profit making international non-governmental organization having a scientific aim, operating as an institute for research, study, information, consultation, promotion and service. 

Its aims are:

• to contribute to a universal order based on principles of human dignity, solidarity of peoples and freedom of communication; 
• to undertake and promote research and study on transnational associative networks, considered as essential components of contemporary society; 
• to collect and distribute the most comprehensive documentation possible on international organizations and associations, both governmental and non-governmental, and on new forms of transnational co-operation; 
• to collect and distribute data on the various meetings organized by international bodies;
• to encourage and undertake all activity aimed at promoting the development and efficiency of non-governmental networks, as well as intercommunication between people working in the international framework and in interassociative co-operation;
• to study, categorize, analyze, compare and illuminate world problems as perceived by international organizations.

SECTION II - Full members, associate members and corresponding organizations

Article 4. (Full members) The UIA is composed of full members, chosen without distinction of nationality, race, sex, and creed, nor of adherence to ideological, political or professional groups, from among persons who are particularly interested in the organizations' aims, provided that no more than one-fifth are of the same nationality.

Only these members can take part in the direction and management of the organization; they are admitted at the proposal of the Council, either during Assembly sessions or by postal vote. They may not exceed two hundred and fifty. This number may be raised subsequently by a resolution adopted at an ordinary General Assembly.

Should occasion arise the Council may decide upon an annual subscription. Full members who fail to respond to the appeals for two successive Assemblies may, after the lapse of six months from the second Assembly, be considered by the Council as having resigned.

Article 5. (Associate members) Organizations, foundations, institutions, business firms and corporate bodies of individuals in general, without distinction of nationality, race, sex, and creed, nor of adherence to ideological, political or professional groups, who may be interested in the organizations' aims and activities, and who wish to give their moral support and effective collaboration, may be accepted as associate member by the Council and may use that title. The amount of the subscription is set by the Council. The title of associate member and payment of the subscription give exclusive right to certain UIA services. Associate members are invited to participate as observers at ordinary assemblies of the UIA.

Article 6. (Corresponding organizations) International organizations wishing to establish closer co-operation with the UIA and use its services can, with the approval of the Council, become corresponding organizations: they undertake to provide regular information concerning their activities. The UIA gives them priority in the contents of its periodical "Transnational Associations" and offers them preferential treatment at its specialized conferences or meetings. The amount of the subscription is set by the Council.

Such organizations are at liberty to give up their status as corresponding organizations at any time, simply by notifying the decision in writing.

SECTION III. - Organs

Article 7. (General Assembly) The General Assembly is composed of all full members. Sessions are normally held every second year. It may also be convened at any time by decision of the Council or at request of one-fourth of the full members. Full members who cannot be present may choose another full member to represent them. A full member cannot act as delegate for more than five other members.

Voting at the General Assembly is by simple majority of full members who are present or represented, unless otherwise indicated in the present Constitution. Only votes for or against will be counted. For its first convocation the Assembly is validly constituted by the attendance of one-thirth of the full members, whether in person or represented: at the second convocation it is validly constituted whatever the number of full members present or represented. All powers necessary for achieving the association's aims are vested in the General Assembly.

Article 8. (Council) The organization is managed by a Council. The latter is composed of a President, three Vice-Presidents, a Treasurer-General, a Secretary-General plus nine to fifteen members. Their term of office is four years, half being renewable every second year. All are eligible for re-election. At least one of the Council members must be of Belgian nationality. There cannot be more than six Council members of Belgian nationality. The Council is empowered to call upon full members to participate in its work as observers without voting right. Council members may arrange for another Council member to substitute for them and use their powers. A Council member cannot act for more than three others. Council proceedings are valid if one-third of its members are present or represented, and decisions are taken by simple majority of members present or represented. Only votes for or against will be counted. In the event of a tie the President has a casting vote.

All powers of management, administration and disposal of assets are vested in the Council, subject to any limitation imposed by the General Assembly.

The Council may delegate particular powers to the Council Bureau or to a restricted committee which it may appoint from among its members. Article 9. (Council Bureau) The Council Bureau is composed of the President, the three Vice-Presidents, the Treasurer and the Secretary-General.

The President and the Secretary-General are responsible for the daily administration of the UIA and for carrying out decisions taken by the Council or the Bureau. The President and the Secretary-General will represent the UIA in all judicial proceedings, whether active or passive, as plaintiffs or defendants.

As regards current administration and relations with public services and banks the President and the Secretary-General are authorized to delegate their powers and their administrative duties, at their own responsibility.

Article 10. (Treasurer-General and Auditor) A statement of accounts, certified by a professional auditor appointed by the Council, is submitted annually by the Treasurer-General to Council members. The Treasurer-General presents the statements of accounts and budget estimates for examination by the Council. At each sessions of the General Assembly the Treasurer-General submits for approval a financial report for the period since the previous Assembly, as well as budget estimates for the forthcoming fiscal period.

Article 11. (Development Committee) A Development Committee may be set up, composed of qualified persons of various nationalities who are prepared to undertake whatever steps are necessary to ensure the development and prosperity of the UIA, and to find the financial and other means for that purpose.

The consultative members of the Development Committee are co-opted with the approval of the Council.

Article 12. (Comité d'honneur) A Comité d'honneur may be set up, composed of distinguished statesmen, administrative directors and leaders of major institutes and foundations in all countries, as well as individuals or bodies who have attracted the attention of the international world through their work, their donations or services rendered to the UIA or to international organizations. Members of the Comité d'honneur are chosen by the Council.

 Article 13. (Special commissions) The Council may be helped in its work by commissions whose members it chooses from among persons in all countries with competence in international relations or in transnational communications. The Council determines the role and tasks of such commissions.

Reports or resolutions of the special commissions are submitted to the Council which will, if considered opportune, take the necessary steps to achieve the wishes expressed by commissions or to put into effect their recommendations.

SECTION IV. - Financial resources

Article 14. The financial resources at the disposal of the organization are:

1. Subscriptions from full, associate and corresponding members, at rates decided upon by the Council, it being understood that members will never be liable for additional contributions.
2. Payments for research, study and consultation contracts entered into with members, international organizations and public or private institutions.
3. Grants from international organizations and public or private authorities.
4. Donations and legacies.
5. Proceeds from sale of publications and from services rendered.

SECTION V. - Amendment of Constitution; dissolution

Article 15. Without prejudice to Article 5 of the Law of 25 October 1919 the present Constitution can be amended at any time by an Extraordinary General Assembly of members convened on the initiative of the Council or at request of one-fourth of the members.

The date of the General Assembly which will pronounce on the said proposal must be notified to members at least three months in advance.

Deliberations at the Extraordinary General Assembly are only valid if two-thirds of the members are present or represented.

No decision will be passed unless it secures a majority of two-thirds of the votes, only votes for or against being counted.

However, if this Assembly is not attended by two-thirds of the full members another Extraordinary General Assembly will be convened, on the same conditions as indicated above, and will decide definitively and validly on the proposal under consideration, whatever the number of members present or represented. Amendments to the Constitution will not take effect until approved by Royal Decree and until they have been publicized in accordance with Article 3 of the Law of 25 October 1919.

The Extraordinary General Assembly will define the mode of dissolution and liquidation of the association.

(*) Text of the Constitution as amended in Brussels, 1986

C50.2 Organizational documents of certain other entities. A copy of the organizational documents of each non-profit entity identified in item C13.

There are not other non-profit entities identified in Section C13.

C50.3 Business references. A list of significant trade and credit references of the applicant and each entity identified in item C13.

UIA Trade References

Professor K G Saur
President K G Saur VerLAG
Munich
Tel: (49) 89 76 90 24 61

US owner of SAUR Verlag (no direct dealings with UIA)

Dedria Bryfonski
Vice President
Gale Thomson Learning
Detroit, MI
Tel: (248) 699 8211

UIA Credit References

UIA Bank Reference:

Madame Christine Martinelle
Directeur, Agence Magistrat
Fortis Banque
Avenue Louise 253
B-1050 Brussels

Tel: (32) 2 649 19 12
Fax: (32) 2 648 20 08

VGRS Credit References

VGRS Bank References:

The Northern Trust Company
50 South LaSalle Street
Chicago, IL 60603-1003

Main Account Number: 16306
Contact Person: John Brazzale
Ph: (312) 444-7445
Fax: (312) 630-6062

VGRS Credit Information:

The Inside Source
1100 Industrial Road, Unit 7
San Carlos, CA 94070
Contact Person: Daisy Liam
Ph: (650) 508-9101
Fax: (650) 508-9102
(Credit reference given by phone or fax)

IBM
4800 Falls of Neuse Road
Raleigh, NC 27609
Contact Person: Karen Losey
Ph: (877) 426-6006 x 1854
Fax: (919) 713-4025
(Credit reference given by fax)

CDW Computer Centers
PO Box 75723
Chicago, IL 60675-5723
Ph: (847) 465-6000
(Credit reference given by fax)

AVCOM Technologies
573 Maude Court
Sunnyvale, CA 94086
Contact Person: Charles Brewer
Fax: (408) 738-7567
(Credit reference given by fax)

VGRS Trade References

National Telecommunications and Information Administration
1401 Constitution Avenue, NW
Washington, DC 20230
Phone: (202) 482-5381
Description of Effort Performed: Operate registration services for .com, .net, .org, .edu, and .gov.

WorldNames, Inc.
266 Main Street
Suite 31
Medfield, MA 02502
508-359-5600
Description of Effort Performed: Distribution of nuTLD domain names through the channel

University Management Limited
DataPro Park
13 ˝ Northern Highway Ladyville, Belize, Central America
011-501-254-052
Description of Effort Performed: Outsourced operation of .BZ Registry

C50.4 Annual reports. A copy of the most recent annual financial report (or similar document), if any, of the applicant and each entity identified in item C13.

UIA Annual Report

Income and Expenses 2001 Currency is Euros
	Income	Expenses
Grants, UIA member fees	90,160	-
Governing Council, General Assembly, other meetings	9,132	28,767
Research contracts, studies, journal	39,033	18,237
Electronic databases and publications	587,523	689,839
Services, membership charges, reimbursements	12,212	2,583
Marketing and distribution of publications	-	720
Depreciation	-	9,407
Bank interest and charges	15,793	4,141
	--------	--------
		753,694
Operating surplus carried forward		159
		---------
	753,853	753,853

Notes:
1. Translated from French and converted from Belgian Francs to Euro
2. Personnel costs and other expenses are aggregated

Certified genuine and complete

(Melle) G. DEVILLE
Assistant Secretary General

Ref : J:02SUBV

VGRS Annual Report

 

VERISIGN, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (In thousands, except share data)
		December 31, ---------------------------
		2001 ------------	2000 ------------
ASSETS ----------
Current assets:
	Cash and cash equivalents	$ 306,054	$ 460,362
	Short-term investments	420,643	565,913
	Accounts receivable, net of allowance for doubtful accounts of $24,290 in 2001 and $5,261 in 2000	314,923	128,011
	Prepaid expenses and other current assets	48,939 ------------	32,146 ------------
	Total current assets	1,090,559	1,186,432
Property and equipment, net		532,546	105,602
Goodwill and other intangible assets, net		5,691,169	17,656,641
Long-term investments		201,781	209,145
Other assets, net		21,453  ------------	37,402 ------------
		$ 7,537,508 =========	$19,195,222 =========
LIABILITIES AND STOCKHOLDERS' EQUITY ----------------------------------------------------
Current liabilities:
	Accounts payable and accrued liabilities	$ 313,447	$ 193,952
	Accrued merger costs	49,069	18,814
	Deferred revenue	471,329 ------------	452,713 -----------
Total current liabilities		833,845 ------------	665,479 -----------
Long-term deferred revenue		150,727	55,575
Deferred taxes		26,553	--
Other long-term liabilities		20,309 ------------	3,560 -----------
Total long-term liabilities		197,589 ------------	59,135 -----------
Commetments and contingencies
Stockholders' equity:
	Preferred stock--par value $.001 per share Authorized shares: 5,000,000 Issued and outstanding shares: none.	--	--
	Common stock--par value $.001 per share Authorized shares: 1,000,000,000 Issued and outstanding shares: 234,358,114, excluding 1,690,000 shares held in treasury, at December 31, 2001; 198,639,497, excluding 40,000 shares held in treasury, at December 31, 2000	234	199
Additional paid-in capital		23,051,546	21,670,647
Notes receivable from stockholders		(252)	(245)
Unearned compensation		(27,042)	(36,365)
Accumulated deficit		(16,518,878)	(3,162,926)
Accumulated other comprehensive income (loss)		466 ------------	(702) -----------
Total stockholders' equity		6,506,074 ------------	18,470,608 -----------
		$ 7,537,508 =========	$19,195,222 =========

 

VERISIGN, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except per share data)
		Year Ended December 31, -----------------------------------
		2001 ------------	2000 -----------	1999 --------
Revenues		$ 983,564 ------------	$ 474,766 -----------	$ 84,776 --------
Costs and expenses:
	Cost of revenues	343,721	163,049	31,898
	Sales and marketing	259,585	167,148	34,145
	Research and development	78,134	41,256	13,303
	General and administrative	143,297	60,672	8,740
	Write-off of acquired in-process research and development	--	54,000	--
	Amortization and write-down of goodwill and other intangible assets	13,569,653 ------------	3,188,950 -----------	-- --------
Total costs and expenses		14,394,390 ------------	3,675,075 -----------	88,086 --------
Operating loss		(13,410,826)	(3,200,309)	(3,310)
Other income:
	Interest and investment income (loss)	(20,681)	87,647	7,365
	Other expense, net	(1,788) ------------	(1,478) -----------	(936) --------
Total other income (expense)		(22,469) ------------	86,169 -----------	6,429 --------
Income (loss) before income taxes and minority interest		(13,433,295)	(3,114,140)	3,119
Income tax benefit		77,922 ------------	-- -----------	-- --------
Income (loss) before minority interest		(13,355,373)	(3,114,140)	3,119
Minority interest in net (income) loss of subsidiary		(579) ------------	(1,334) -----------	836 --------
Net income (loss)		$(13,355,952) ============	$(3,115,474) ===========	$ 3,955 ========
Net income (loss) per share:
	Basic	$ (65.64) ============	$ (19.57) ===========	$ .04 ========
	Diluted	$ (65.64) ============	$ (19.57) ===========	$ .03 ========
Shares used in per share computation:
	Basic	203,478 ============	159,169 ===========	100,531 ========
	Diluted	203,478 ============	159,169 ===========	114,610 ========

 

VERISIGN, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands)
			Year Ended December 31, ------------------------------------
			2001 ------------	2000 -----------	1999 ---------
Cash flows from operating activities:
	Net income (loss)		$(13,355,952)	$(3,115,474)	$ 3,955
	Adjustments to reconcile net income (loss) to net cash provided by operating activities:
		Depreciation and amortization of property and equipment	58,862	27,855	5,404
		Amortization and write-down of goodwill and other intangible assets	13,569,653	3,188,950	--
		Write-off of acquired in-process research and development	--	54,000	--
		Provision for doubtful accounts	26,910	5,797	859
		Reciprocal transactions for purchases of property and equipment	(5,500)	--	--
		Net loss (gain) on sale and write-down of marketable securities	87,022	(34,996)	--
		Minority interest in net income (loss) of subsidiary	579	1,334	(836)
		Deferred income taxes	(77,922)	--	--
		Amortization of unearned compensation	7,803	1,722	104
		Loss on disposal of property and equipment	6,180	520	381
		Changes in operating assets and liabilities: Accounts receivable	(142,824)	(87,965)	(13,817)
		Prepaid expenses and other current assets	(4,674)	29,359	(1,461)
		Accounts payable and accrued liabilities	10,890	71,803	1,395
		Deferred revenue	46,511 ------------	49,092 -----------	18,681 ---------
Net cash provided by operating activities			227,538 ------------	191,997 -----------	14,665 ---------
Cash flows from investing activities:
	Purchases of investments		(1,284,047)	(1,205,170)	(159,134)
	Proceeds from maturities and sales of investments		1,383,029	640,803	65,099
	Purchases of property and equipment		(380,269)	(58,778)	(6,019)
	Net cash (paid) acquired in purchase transactions		(52,640)	835,758	--
	Transaction costs		(24,127)	(62,594)	--
	Other assets		(31,032) ------------	(26,015) -----------	(3,168) ---------
Net cash provided by (used in) investing activities			(389,086) ------------	124,004 -----------	(103,222) ---------
Cash flows from financing activities:
	Net proceeds from issuance of common stock		80,209	71,687	135,744
	Repurchase of common stock		(69,514)	--	--
	Collections on notes receivable from stockholders		--	521	409
	Investment in VeriSign Japan KK		142 ------------	1,246 -----------	-- ---------
Net cash provided by financing activities			10,837 ------------	73,454 -----------	136,153 ---------
Effect of exchange rate changes			(3,597) ------------	525 -----------	-- ---------
Net (decrease) increase in cash and cash equivalents			(154,308)	389,980	47,596
Cash and cash equivalents at beginning of year			460,362 ------------	70,382 -----------	22,786 ---------
Cash and cash equivalents at end of year			$ 306,054 ============	$ 460,362 ===========	$ 70,382 =========

C50.5 Evidence of commitment. Any documentation requested by item C14.

Documentation detailing the Teaming Agreement with UIA and VGRS is in Appendix E.

C50.6 Evidence of community support. Any documentation requested by item C36.

Documentation detailing community support of UIA's .org Proposal is in Appendix E.

 

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