[CCWG-ACCT] FW: Regarding GAC participation

[James Gannon]

+1 much better than my own explanation. We should outsource our comms to Malcolm!

-James




On 01/10/2015 15:49, "Drazek, Keith" <kdrazek at verisign.com> wrote:

>Thanks Malcolm, very helpful.
>
>Regards,
>Keith
>
>-----Original Message-----
>From: accountability-cross-community-bounces at icann.org [mailto:accountability-cross-community-bounces at icann.org] On Behalf Of Malcolm Hutty
>Sent: Thursday, October 01, 2015 10:39 AM
>To: James Gannon; Kavouss Arasteh
>Cc: Accountability Cross Community (accountability-cross-community at icann.org)
>Subject: Re: [CCWG-ACCT] FW: Regarding GAC participation
>
>
>
>On 01/10/2015 15:27, James Gannon wrote:
>> Kavouss,
>> I refer you to paragraph 306 of our 2nd draft proposal which states:
>> 
>>     As required by law, the Sole Member in the Community Mechanism as
>>     Sole Member Model would be a legal person created through the ICANN
>>     Bylaws as an unincorporated association. The Community Mechanism as
>>     Sole Member Model would rely on direct participation by SOs and ACs
>>     in this sole member for exercise of community powers but would not
>>     require any of them to have legal personhood. The Sole Member would
>>     have no officers or directors and no assets.
>> 
>> So it is clear that we have not dropped unincorporated association 
>> totally as the SMCM would be required to be an unincorporated association.
>> 
>> I hope that makes things clearer as to what I am referring to.
>
>I think there is a simple miscommunication here.
>
>Our first reference model was Empowered SOACs as Unincorporated Associations. This would require turning the SOACs into UAs. That was problematic. We dropped it. It's not coming back.
>
>Our current reference model is the Single Member. This wouldn't require the SOACs to change at all. Californian law may deem the Single Member to be considered a UA in itself, but this is just a matter of statutory construction. The Single Member has no registration or reporting requirements, no need for officers, directors, assets etc. It is simply a legal notion. So there's really no need to focus on the fact that a lawyer would construe the Single Member as a UA, because that doesn't imply what people would think it implies.
>
>
>-- 
>            Malcolm Hutty | tel: +44 20 7645 3523
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