[Acct-Legal] [CCWG-ACCT] Question re Schedule and Timing

Thu Apr 30 01:11:22 UTC 2015

It is! 

1 am ET
12 am CT
10 pm PT

We will be going to bed late!

Best regards,

León

> El 29/04/2015, a las 20:09, Gregory, Holly <holly.gregory at sidley.com> escribió:
> 
> We will be on.  Just need to figure out if that is really 1 am eastern time!!
>  
> HOLLY J. GREGORY
> Partner
> 
> Sidley Austin LLP
> +1.212.839.5853
> holly.gregory at sidley.com <mailto:holly.gregory at sidley.com>
>  
>  
> From: León Felipe Sánchez Ambía [mailto:leonfelipe at sanchez.mx <mailto:leonfelipe at sanchez.mx>] 
> Sent: Wednesday, April 29, 2015 9:08 PM
> To: Gregory, Holly
> Cc: ccwg-accountability5 at icann.org <mailto:ccwg-accountability5 at icann.org>; Sidley ICANN CCWG
> Subject: Re: [Acct-Legal] [CCWG-ACCT] Question re Schedule and Timing
>  
> Dear Holly,
>  
> I just saw Greg already forwarded the last version on the report earlier. Tonight’s call (our night time) is a follow up call to Tuesday’s call and we would expect to have active participation of your team as in every regular call of the CCWG.
>  
> The agenda is as follows:
>  
> 1.- Welcome, SoI, Roll Call
> 2.- Review of changes made to the draft after CCWG Call #30
> 3.- Xplain material presentation and discussion
> 4.- Next Steps
> 5.- A.O.B
>  
>  
> Best regards,
>  
>  
> León
>  
> El 29/04/2015, a las 15:10, Gregory, Holly <holly.gregory at sidley.com <mailto:holly.gregory at sidley.com>> escribió:
>  
> Hi Leon, 
> We see that  a call for CCWG has been scheduled on our calendars for 5 UTC on April 30th.  What is the purpose of this call?  Is there an agenda?  Do you need lawyers present?  
> Also, we have not yet received the revised draft of the CCWG proposal for our review.  Please provide an estimate of timing so that we may plan accordingly.  
> Greatly appreciated!  Holly  
>  
> HOLLY J. GREGORY
> Partner
> 
> Sidley Austin LLP
> +1.212.839.5853
> holly.gregory at sidley.com <mailto:holly.gregory at sidley.com>
>  
>  
> From: León Felipe Sánchez Ambía [mailto:leonfelipe at sanchez.mx <mailto:leonfelipe at sanchez.mx>] 
> Sent: Wednesday, April 29, 2015 10:56 AM
> To: ccwg-accountability5 at icann.org <mailto:ccwg-accountability5 at icann.org>
> Cc: Sidley ICANN CCWG
> Subject: Re: [Acct-Legal] Fwd: [CCWG-ACCT] Suggested text for designator model
>  
> Yes Holly. Thanks.
>  
>  
> Best regards,
>  
>  
> León
>  
> El 29/04/2015, a las 9:33, List for the work of CCWG-Accountability Legal SubTeam <ccwg-accountability5 at icann.org <mailto:ccwg-accountability5 at icann.org>> escribió:
>  
> To clarify, the Sidley team plans to join the call in the second hour.  Holly
>  
> HOLLY J. GREGORY
> Partner
> 
> Sidley Austin LLP
> +1.212.839.5853
> holly.gregory at sidley.com <mailto:holly.gregory at sidley.com>
>  
>  
> From: ccwg-accountability5-bounces at icann.org <mailto:ccwg-accountability5-bounces at icann.org> [mailto:ccwg-accountability5-bounces at icann.org <mailto:ccwg-accountability5-bounces at icann.org>] On Behalf Of List for the work of CCWG-Accountability Legal SubTeam
> Sent: Wednesday, April 29, 2015 10:19 AM
> To: 'ccwg-accountability5 at icann.org <mailto:ccwg-accountability5 at icann.org>'
> Subject: Re: [Acct-Legal] Fwd: [CCWG-ACCT] Suggested text for designaor model
>  
> Leon –
>  
> We would like to ensure some discussion of the IRP process and the results of its outcomes if possible.
>  
> Regards,
>  
> Ed
> EDWARD MCNICHOLAS
> Partner
> 
> Sidley Austin LLP
> +1.202.736.8010
> emcnicholas at sidley.com <mailto:emcnicholas at sidley.com>
>  
> From: ccwg-accountability5-bounces at icann.org <mailto:ccwg-accountability5-bounces at icann.org> [mailto:ccwg-accountability5-bounces at icann.org <mailto:ccwg-accountability5-bounces at icann.org>] On Behalf Of List for the work of CCWG-Accountability Legal SubTeam
> Sent: Wednesday, April 29, 2015 8:36 AM
> To: ccwg-accountability5 at icann.org <mailto:ccwg-accountability5 at icann.org>
> Subject: Re: [Acct-Legal] Fwd: [CCWG-ACCT] Suggested text for designaor model
>  
> Hi all,
>  
> I suggest the following agenda for our call later today:
>  
> 1. Welcome and roll call (5 minutes)
> 2. Discussion on suggested text by Robin and Izumi on point 6.6.1.1 as follows: (20 minutes)
>  
> "Designators are a construct in California law that can achieve reliable enforcement of 4 of the 6 community powers sought, specifically with respect to community approval or blocking of changes of bylaws and the selection and removal of board members.  There is concern however, regarding the ease and reliability with which the other 2 community powers sought (approval of budget and strategic plan) can be enforced once created under the designator model, according to legal counsel.  Legal counsel further advises that the SOs and ACs organize themselves into unincorporated associations in both corporate governance models, whether a designator or membership structure."
>  
>  
> 3. Review of questions pending answers (10 minutes)
>  
> 4. Discussion on implementation (10 minutes)
>  
> 5. Discussion on overall draft document for public comment (15 minutes)
>  
> 6. Discussion with lawyers (50 minutes)
>  
> 7. AOB (10 minutes)
>  
>  
> As usual, please feel free to suggest additions or modifications to the agenda.
>  
>  
> Saludos,
>  
>  
>  
> León
>  
> Best regards,
>  
>  
> León
>  
> El 29/04/2015, a las 7:23, List for the work of CCWG-Accountability Legal SubTeam <ccwg-accountability5 at icann.org <mailto:ccwg-accountability5 at icann.org>> escribió:
>  
> Fyi.
> 
> ---------- Forwarded message ----------
> From: Izumi Okutani <izumi at nic.ad.jp <mailto:izumi at nic.ad.jp>>
> Date: Wednesday, April 29, 2015
> Subject: [CCWG-ACCT] Suggested text for designaor model
> To: accountability-cross-community at icann.org <mailto:accountability-cross-community at icann.org>
> 
> 
> I see Robin has suggested text for this part.
> I support this text, so rather than for the group to review two different texts, it would be good if anyone who has comments could comment on this text. Thanks.
> 
> ---
> p. 52 edit (f) as follows:
> "Designators are a construct in California law that can achieve reliable enforcement of 4 of the 6 community powers sought, specifically with respect to community approval or blocking of changes of bylaws and the selection and removal of board members.  There is concern however, regarding the ease and reliability with which the other 2 community powers sought (approval of budget and strategic plan) can be enforced once created under the designator model, according to legal counsel.  Legal counsel further advises that the SOs and ACs organize themselves into unincorporated associations in both corporate governance models, whether a designator or membership structure."
> ---
> 
> Izumi
> 
> On 2015/04/29 5:13, Izumi Okutani wrote:
> > Dear all,
> >
> >
> > As mentioned at the # 30 CCWG call, I'd like to suggest text changes for 6.6.1.1 f).
> >
> >
> > 6.6.1.1 The Community Mechanism: Reference
> > Mechanism
> >
> > CURRENT TEXT
> > Designators are a construct in California law that can achieve some of the powers proposed below ‐
> > mainly those regarding the selection and removal of Board members and the approval or blocking of
> > changes to bylaws. But they cannot reliably deliver other aspects of the set of powers the CCWG
> > believes the community needs, if it is to fully hold ICANN to account. Crucially, in the view of our
> > counsel, this would also oblige the SOs and ACs to organise themselves into unincorporated
> > associations ‐ and so some perceived simplicity compared with the membership model isn’t actually
> > possible.
> >
> > SUGGESTED TEXT
> >
> > f) Designators are a construct in California law that can achieve some of the powers proposed below - As ICANN's SOs/ACs struture is consistent with this model, "the selection and removal of Board members" and "the
> > approval or blocking of changes to bylaws" can be achieved by changing the ByLaws to define the role of SOs/ACs as designators, without the need to organise unincorporated association. But they cannot reliably deliver other aspects of the set of powers the CCWG believes the community needs, such as statutory power for full board dismissal and ability to have legal standing in court for enforcement of rights, if it is to fully hold ICANN to account.
> > Crucially, in the view of our counsel, to have dismissal of the entire board and for legal enforcement of rights in court, would require some additional contractual relationships between SOs/ACs and ICANN, which would also oblige SOs and ACs to establish themselves into unincorporated associations, so some of the perceived simplicity compared with the membership model isn't actually achievable.
> >
> >
> > Izumi
> > _______________________________________________
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