[Acct-Legal] Proposed next steps

Wed Apr 1 11:49:49 UTC 2015

Hi Leon and others,

I agree with Holly’s suggestion and appreciate the efforts of those engaged last night, especially Greg and Rosemary, in trying to help us navigate forward in the most productive way.

We are in a time crunch with much to do, and so while we sort out the methodology today we should also consider enlarging our contact from one formal hour per week to a two hour call or two calls, as needed.

And Sabine raises a good point about collecting questions centrally as an aid to the whole CCWG and for us as well.

David McAuley

From: ccwg-accountability5-bounces at icann.org [mailto:ccwg-accountability5-bounces at icann.org] On Behalf Of Gregory, Holly
Sent: Wednesday, April 01, 2015 6:29 AM
To: Rosemary E. Fei; Greg Shatan
Cc: ccwg-accountability5 at icann.org
Subject: Re: [Acct-Legal] Proposed next steps

Dear All, Based on the various threads of last night and this morning we look forward to a discussion on our call of how to best focus our legal support of the CCWG's efforts and how to best rationalize the work of the 2 law firms to meet your goals.   Holly

Sent with Good (www.good.com<http://www.good.com>)

________________________________
From: ccwg-accountability5-bounces at icann.org<mailto:ccwg-accountability5-bounces at icann.org> on behalf of Rosemary E. Fei
Sent: Tuesday, March 31, 2015 11:43:42 PM
To: Greg Shatan
Cc: ccwg-accountability5 at icann.org<mailto:ccwg-accountability5 at icann.org>
Subject: Re: [Acct-Legal] Proposed next steps
Thank you for your thoughts, Greg.  I appreciate the quick feedback.

As with our initial response delivered last week, there is inevitably a trade-off between quality of work product and speed.  Accordingly, the sooner the Legal Subteam confirms that Adler & Colvin is authorized to proceed to develop a model, the better the work product we can produce you within your time constraints.  The more other things you ask us to do in the meantime, the less we can accomplish on model development in a given amount of time.

In hindsight, I wonder if it might have been a better use of our time last week to focus on the model, rather than answering the list of questions from the scoping document, for example.  Similarly, I’m not clear how our participation in last night’s call contributed to moving the process forward.

I’m sorry, but I am still trying to understand how the work we’ve been retained to do fits into the bigger picture of this project and the CCWG and its myriad moving parts and timelines, so I can’t respond to your point about what the other work groups will be doing in the next two weeks, and aligning our work with theirs.  However, we generally like to work collaboratively, and we hope that can happen while we also get the work done.

I look forward to getting some clarity, and marching orders, tomorrow.

Rosemary

Rosemary E. Fei
Adler & Colvin
235 Montgomery Street, Suite 1220
San Francisco, CA 94104
415/421-7555 (phone)
415/421-0712 (fax)
rfei at adlercolvin.com<mailto:rfei at adlercolvin.com>
www.adlercolvin.com<http://www.adlercolvin.com>

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From: Greg Shatan [mailto:gregshatanipc at gmail.com]
Sent: Tuesday, March 31, 2015 9:22 PM
To: Rosemary E. Fei
Cc: ccwg-accountability5 at icann.org<mailto:ccwg-accountability5 at icann.org>
Subject: Re: [Acct-Legal] Proposed next steps

I have a couple of very quick reactions.

First, I agree there was a bit of a mismatch between your assignment and the expectations of some people, especially with regard to your learning curve on ICANN's current set-up (e.g., the current Board is not self-perpetuating in the main; rather, it is designated). Some of this is inevitable, especially in early days of an engagement; as we go along, I expect that the streams of work and related expectations will become better and better aligned.

Second, based on our current (ambitious) timeline, the CCWG's Work Stream 1 deliverable (Draft Report for Public Comment) is supposed to be issued on April 20.  (Please correct me if I'm wrong -- I don't have the timeline at my fingertips.)  Clearly, three weeks to revert with recommendations will not align with that timeline.  Even two weeks will be problematic, though not impossible.  I think it will require somewhat more collaboration and reaction to the current working proposals of the CCWG, as opposed to spending two "quiet" weeks developing a fully-realized set of recommendations.  This may not be that different from what you are expressing.  However, this needs to be aligned with the fact that the CCWG's various work groups expect to be working hard over the next two weeks developing their work product.  It feels a bit like trying to ride two galloping horses at the same time....

Greg Shatan

On Tue, Mar 31, 2015 at 8:12 PM, Rosemary E. Fei <rfei at adlercolvin.com<mailto:rfei at adlercolvin.com>> wrote:
Dear all:

In advance of the Legal Sub-team call tomorrow, we wanted to share some thoughts about the process going forward, in order to address your needs in the most efficient way over the next several weeks.  On the CCWG-ACCT conference call early this morning, we sensed that some participants from the larger group were looking for a more developed legal work product from us, perhaps one that analyzed alternative governance models and made a specific, concrete recommendation, rather than merely a set of responses to your questions that inventoried possible tools for use in developing such a model.  Given the three days we had to prepare our initial responses and the directions we received on the March 24 call, we understood that this was not the immediate goal of last week’s work.  In light of the very tight timeframe that CCWG is operating under, however, we are particularly concerned about the realistic chances for generating this sort of work product going forward if there isn’t clarity on what you need from us, as well as sufficient time for us to fully understand your needs and develop robust strategies and structures to meet them.

If you are looking to us to develop a cohesive governance model on the basis of what you have discussed in your meetings and described in your documents, here is what we propose:  We would deliver a governance model (or, if we conclude that no single model under California law will fully meet your needs, alternative models) reflecting the goals you have enunciated so far and taking into account your existing organizational structure.  We would describe the advantages and disadvantages of the model(s) we propose with respect to the goals in the scoping document.  We would not deliver draft bylaws provisions at this stage, since the purpose of the model(s) is to allow the Legal Sub-team and/or the CCWG to react to the model, to select a model if we propose more than one, and to consider modifications to the model within the legal framework.  Drafting bylaws would proceed only once the model has been approved.

For this step, we will need at the very least two solid weeks, and ideally three weeks, from the time you give us the go-ahead to the time when we deliver our governance model recommendations to you.  During that time, we expect we will have questions for the group, to supplement information in the written materials, calls, and meetings to date, or clarify our understandings, but we would need most of that time to focus our efforts on the work product itself, rather than on communications or answering new questions.

We look forward to discussing next steps with everyone on the call tomorrow.
Rosemary
Rosemary E. Fei
Adler & Colvin
235 Montgomery Street, Suite 1220
San Francisco, CA 94104
415/421-7555<tel:415%2F421-7555> (phone)
415/421-0712<tel:415%2F421-0712> (fax)
rfei at adlercolvin.com<mailto:rfei at adlercolvin.com>
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