[CCWG-ACCT] MEM and enforceability

[Avri Doria]

Hi,

All of the decisions would still be made by board, except for the two
they would need to share:

- bylaw changes
- CWG required separation powers

For all their other decisions they still do the deciding, we just get a
real ability to appeal instead of being stuck with whatever they decide
to do.

avri

On 24-Sep-15 18:55, Samantha Eisner wrote:
> Jordan & Thomas, 
>
> My understanding of the SMM is that the SMM has, in certain areas, the
> ultimate right to direct Board action.  These areas are dictated by
> California law and cannot be limited via the Bylaws.  As a result,
> once the member makes a determination, while it may invite the Board
> to express a view, the member's determination is final unless the
> member changes its mind. Further, particularly in the exercise of
> statutory rights, there is nothing in the CCWG work to date that
> suggests that the SMM vote would be subject to Board ratification, and
> on certain enumerated powers, Board ratification would be legally
> irrelevant in all events.  It is not clear to me what decisions are
> being referred to that would “still be made by the Board.”
>
> Sam
>
>
>
>
> From: <accountability-cross-community-bounces at icann.org
> <mailto:accountability-cross-community-bounces at icann.org>> on behalf
> of Jordan Carter <jordan at internetnz.net.nz
> <mailto:jordan at internetnz.net.nz>>
> Date: Thursday, September 24, 2015 at 5:48 PM
> To: Accountability Cross Community
> <accountability-cross-community at icann.org
> <mailto:accountability-cross-community at icann.org>>
> Subject: Re: [CCWG-ACCT] MEM and enforceability
>
> Chris asks...
>
> On 25 September 2015 at 12:34, Chris Disspain <ceo at auda.org.au
> <mailto:ceo at auda.org.au>> wrote:
>
>     Thanks Thomas.
>
>>     But, let's not forget that decisions will not be made by the
>>     Community or the Single Member, but by the Board. The community
>>     powers are limited to asking the Board to redo decisions (with
>>     the exception of changes of Fundamental Bylaws that need
>>     approval). The new decision is still to be made by the Board. If
>>     Board members are of the opinion that the Community asks them to
>>     do illegal things or things that might expose them to liability
>>     or just things that are fundamentally wrong, I am sure the Board
>>     member would not be available for that. 
>
>     And then what?
>
>
>
> Well, presumably, that's that. The community would find that any other
> director it tried to appoint would find the same constraints, right?
> And if the issue isn't a clear cut one which, I suppose, often they
> aren't, they could appoint directors with a different view.
>
> And then life goes on....
>
> J
>  
>
>
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