[Ccwg-auctionproceeds] Notes and action items from today's CCWG Auction Proceeds Meeting

Thu Mar 2 16:48:25 UTC 2017

Dear All,

You’ll find below the notes and action items from today’s CCWG Auction Proceeds meeting. Please look out for separate emails in relation to the different action items.

Best regards,

Marika

Notes - 02 March 2017 CCWG Auction Proceeds

These high-level notes are designed to help PDP WG members navigate through the content of the call and are not meant as a substitute for the transcript and/or recording. The MP3, transcript, and chat are provided separately and are posted on the wiki at: https://community.icann.org/x/DLHDAw[community.icann.org]<https://urldefense.proofpoint.com/v2/url?u=https-3A__community.icann.org_x_DLHDAw&d=DwMGaQ&c=FmY1u3PJp6wrcrwll3mSVzgfkbPSS6sJms7xcl4I5cM&r=7_PQAir-9nJQ2uB2cWiTDDDo5Hfy5HL9rSTe65iXLVM&m=4zHolvsBo6lsC2fsFnhbQd0l8fVzyqdj0t9oV6_NWjM&s=-vuUpZTVZXrpFcq3-nA--Ltl_ESCT71X4cBhx3axkEY&e=>.

1,  Roll call / SOI-DOI updates

·         Roll call will be taken from Adobe Connect

·         Please remember to state your name before speaking and mute your microphone when not speaking

·         Remember to review and as appropriate update your SOI/DOI

2.  Welcome

·         Main objective of today's meeting is a briefing on ICANN's legal & fiduciary constraints as well as ICANN's mission

3.   Briefing on ICANN’s legal & fiduciary constraints and ICANN’s mission, including Q&A

·         Presented by Samantha Eisner, Deputy General Counsel

·         See also the memo that is referenced in the charter and developed at the time of the drafting team's work

·         Both Sam and Xavier Calvez (ICANN's CFO) plan to attend the CCWG meetings on a regular basis so if there are further questions throughout the CCWG's deliberations, it will be possible to ask these.

·         Funds are part of ICANN's Operating Funds - as a result, there are restrictions how these funds can be disbursed not to put into jeopardy ICANN's tax status.

·         ICANN has a 501(c)(3) tax exempt status. Granted by US government. Revenues generated must be used to support the organization's mission. ICANN also has California legal requirements as a Nonprofit Public Benefit Organization.

·         This status is reviewed on a regular basis - if requirements are no longer met, ICANN could lose part or complete status.

·         ICANN does not have shareholders - it cannot be organized or operated to the benefit of private interest. E.g. no dividends, stock options. Any money coming in is expected to be spend towards its mission. CCWG needs to factor this in for the use of auction proceeds.

·         Guidelines and Proposed principles to guide the work:

·         Consistency with ICANN's Mission as set out in the Bylaws. ICANN cannot spend money that is not consistent with the ICANN's mission. See also reference in Applicant Guidebook. From source to destination evaluation - mechanism to oversee that funds are used for the purposes identified that are aligned with ICANN's mission. ICANN cannot only be challenged externally, by IRS, but also by the community through the accountability mechanisms.

·         ICANN's mission is set out in article 1 of the ICANN Bylaws: https://www.icann.org/resources/pages/governance/bylaws-en/#article1

·         Not for ICANN legal to say what is within or outside of ICANN's mission, consistency with mission is for the CCWG to consider and subsequently by the ICANN Board as it considers the recommendation.

·         Input from ICANN Org is intended to facilitate the CCWG's deliberation by ensuring that the fiduciary and legal constraints are understood and respected.

·         CCWG Charter does not preclude possible recommendations to make changes to the mission, but these would need to go through the proper community processes for changing fundamental Bylaws.

·         Acting in service of the mission is the same as not acting inconsistent with the mission. Not necessary for any other organization to have exactly the same mission, but should contribute or be aligned with part of it.

·         Many possible mechanisms that can be used for the disbursement of funds, each with their own pros/cons, costs/benefits. For the CCWG to evaluate these options and determine what fits best with the goals / objectives set by the CCWG.

·         Is it reasonable to assume that funds cannot be spent on things that ICANN wouldn't / couldn't do itself? Probably a good starting point. Mission is now articulated not aspirational, following updates made as a result of the CCWG-Accountability recommendations.

·         Core values would need to be factored in, but not necessarily all met at the same time.

·         Private Benefit Concerns - as an 501(c)(3) organization, ICANN cannot provide its funds towards the private benefit of individuals. Wide range of considerations to be made to make sure an organization meets these criteria. Typically other 501(c)(3) organizations are not for private benefit, but what about entities outside of the US? 501(c)(3) status only does not have to be determinative. Eligibility can be established through other means. Private benefit concerns would cover any entity, organization or sub-organization.

·         Due diligence continues also after grant / funds are being dispersed. Requires a type of audit process.

·         Grants/payments of funds directly to individuals raise private benefit concerns.

·         Must not be used for Political Activity.

Action item #1: Sam to continue presentation at next CCWG meeting (Wednesday March 15 from 15.15 – 16.30 CET)

Action item #2: Staff to circulate slides and transcript/recording / CCWG to review materials ahead of next meeting

Action item #3: Staff to pull questions from chat transcript into separate document.

4.  Update on charter questions survey

·         As discussed during last meeting, initial assessment of charter questions through means of a survey

·         Survey has prepared following the last meeting - grouped into two baskets (legal & scope), with each three standard questions (gating question or not, external expertise needed or not, any sub-questions).

·         Survey will launch shortly after this meeting. All encouraged to respond to the survey prior to the next meeting.

Action item #4: CCWG to respond to survey on charter question initial assessment

Action item #5: CCWG to further consider how to summarize DOI statements to make it easier to identify who will be planning to apply for funds. Leadership to work with staff on a proposed way forward. For example, staff could review DOI and add asterisk for those that have responded to 'yes' planning to apply.

5.   Confirm time / date of next meeting

·         Wednesday March 15 from 15.15 – 16.30 CET (see http://sched.co/9npe[sched.co] for further details)

Marika Konings
Vice President, Policy Development Support – GNSO, Internet Corporation for Assigned Names and Numbers (ICANN)
Email: marika.konings at icann.org<mailto:marika.konings at icann.org>

Follow the GNSO via Twitter @ICANN_GNSO
Find out more about the GNSO by taking our interactive courses<http://learn.icann.org/courses/gnso> and visiting the GNSO Newcomer pages<http://gnso.icann.org/sites/gnso.icann.org/files/gnso/presentations/policy-efforts.htm#newcomers>.

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