[CCWG-ACCT] Personal thoughts on sole member

[parminder]

On Saturday 03 October 2015 01:10 PM, Seun Ojedeji wrote:
>
> Once again very helpful intervention with clear rationale. Hopefully
> the CCWG will focus on the content and not the author.
>

Since option 1 at the end of Bruce's email has been stated by a very
large number here to be inadequate oversight, what about considering 2

"- move to a full membership model with appropriate diversification and
participation of members that include infrastructure operators and
users, with appropriate culture and geographical diversity"

Has this ever been considered? If not, why so. When a member of the
ICANN board, albeit in his personal capacity, is stating this to his
second preference after the one that seems to most here to be
inadequate, what is the reason for not considering it.

parminder
>
> Regards
>
> Sent from my Asus Zenfone2
> Kindly excuse brevity and typos.
>
> On 3 Oct 2015 08:32, "Bruce Tonkin" <Bruce.Tonkin at melbourneit.com.au
> <mailto:Bruce.Tonkin at melbourneit.com.au>> wrote:
>
>     Hello All,
>
>     The following is NOT a Board view.
>
>     My personal thoughts on sole member is that I prefer a broader
>     membership structure to a sole membership structure.
>
>     For me - a sole member concentrates all the responsibilities of
>     membership into a single legal entity.   I much prefer more
>     distributed membership structures that are more likely to
>     represent the broader Internet community.
>
>     I am not aware of any similar Internet based body that operates
>     under this model.   I have been on the Board of several non-profit
>     organizations over the past 20 years in a range of areas from
>     sport to research to business, and I have never personally had any
>     experience in this model.    I have also done several company
>     director courses and I have never had this model come up in
>     presentations or discussions.
>
>     The sole member model also doesn't seem to particularly fit the
>     current SOs and ACs that often have different interests and areas
>     of focus   For example SSAC and RRSAC have quite narrow mandates
>     to look at particular technical issues.   They do not generally
>     get involved in ICANN strategic plans, operating plans, budgets,
>     and naming policies.
>
>     I think it is far better that SOs and ACs participate in the ICANN
>     model as themselves.   I think we can empower each of these groups
>     in our bylaws in appropriate ways.
>
>     If the CCWG really wants to go down the single member model, then
>     I would prefer a much more formal structure.
>
>     - make the single member an incorporated entity
>
>     - set the articles of incorporation up to ensure  that the single
>     member has a fiduciary responsibility to the Internet community as
>     a whole.   I.e. align its fiduciary responsibility to ICANN's
>     fiduciary responsibility
>
>     - have a board of the single member with the same structure as
>     ICANN - with SOs and ALAC appointing directors, set up a
>     nominating committee (or use the one we have) to select 8
>     directors, and have liaisons from GAC, SSAC, RSSAC and IETF.
>
>     - include in its bylaws its mission (to be a member of ICANN), and
>     processes it will use to reach decisions and consult with the
>     community
>
>
>     If this is sounding like what we already have - then that is not
>     surprising.
>
>     I feel that it is certainly legally possible to create a sole
>     member - but it is practically highly unusual, and also seems
>     completely unnecessary in that we already have a Board that does
>     much the same thing.   The Board listens to all parts of the
>     community before making major decisions, and acts for the benefit
>     of the  Internet community as a whole.
>
>
>     So vmy preference order is:
>
>     - leverage the governance model we have and refine to have
>     additional powers for the SOs and ACs in the bylaws, have a
>     binding IRP mechanism if any SO or AC feels that  board is not
>     following the bylaws, and set up a mechanism to ensure that IRP
>     decision is legally enforceable.   This is broadly the current
>     Board proposal.
>
>     - move to a full membership model with appropriate diversification
>     and participation of members that include infrastructure operators
>     and users, with appropriate culture and geographical diversity
>
>     - use a sole member model  - with a fully incorporated member and
>     clear fiduciary responsibilities.   Set up the board of the sole
>     member with an equivalent level of governance as we have with the
>     Board of ICANN.
>
>     Regards,
>     Bruce Tonkin
>
>
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>
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