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We can survive without a complete re-write of the PDP process, but Annex
A of the Bylaws *will* have to change, at the very least to reflect
voting thresholds. Perhaps other places as well. Alan<br><br>
At 29/03/2009 08:04 PM, Gomes, Chuck wrote:<br>
<blockquote type=cite class=cite cite="">
<font face="Arial, Helvetica" size=2 color="#0000FF">Jeff,<br>
</font> <br>
<font face="Arial, Helvetica" size=2 color="#0000FF">Note that the Bylaws
changes are supposed to only relate to the restructure of the Council to
the new bicameral model and not to the broader GNSO improvements effort
for which implementation plans are being developed by the work
teams. It is true that the revised PDP will be a Bylaws issue but I
don't believe that is included in this draft of Bylaws changes. The
goal of this limited effort is to make sure that any Bylaws changes are
in place before the Council moves to the bicameral model.<br>
</font> <br>
<font face="Arial, Helvetica" size=2 color="#0000FF">Chuck<br>
</font><br>
<dl><hr>
<dd><font face="Tahoma" size=2>From:</b> Neuman, Jeff
[<a href="mailto:Jeff.Neuman@neustar.us" eudora="autourl">
mailto:Jeff.Neuman@neustar.us</a>] <br>
<dd>Sent:</b> Sunday, March 29, 2009 6:30 PM<br>
<dd>To:</b> Gomes, Chuck; ken.bour@verizon.net;
stephane.vangelder@indom.com; Margie.Milam@icann.org;
council@gnso.icann.org; liaison6c@gnso.icann.org<br>
<dd>Subject:</b> Re: [liaison6c] RE: [council] Draft Revisions to the
ICANN Bylaws Relating to GNSO Restructure<br>
</font><br>
<dd><font face="Arial, Helvetica" size=2 color="#000080">Speaking not as
a councilor, but as one who is still on these lists. There are many
questions still being addressed by the 5 work teams which seem to be
(perhaps unintentionally) superseded by Staff's work. As the chair of one
of the work teams, one of our agenda items to discuss within the team
(notice I did not say council) what parts should be in the bylaws and
what should be in rules of operation. Again that is dependent as Chuck
said on how the rules of operation can be changed.<br><br>
<dd>I want to thank Staff for this work, but I fear this will be a
distraction as opposed to an aid for the community in doing the work of
the 5 work teams. I again thank staff for doing some of this work, but I
am afraid much of it was too premature. It is the community that needs to
figure out how this will work, not the staff.<br><br>
<dd>Thanks. <br>
<dd>Jeffrey J. Neuman, Esq. <br>
<dd>Vice President, Law & Policy <br>
<dd>NeuStar, Inc. <br>
<dd>Jeff.Neuman@neustar.biz <br><br>
<hr>
</font>
<dd><font face="Tahoma" size=2>From</b>: owner-liaison6c@gnso.icann.org
<br>
<dd>To</b>: Ken Bour ; Stéphane Van Gelder ; Margie Milam ;
council@gnso.icann.org ; liaison6c@gnso.icann.org <br>
<dd>Sent</b>: Sun Mar 29 17:28:39 2009<br>
<dd>Subject</b>: [liaison6c] RE: [council] Draft Revisions to the ICANN
Bylaws Relating to GNSO Restructure <br>
</font><br>
<dd><font face="Arial, Helvetica" size=2 color="#0000FF">I support the
suggestion to move voting thresholds to the Rules but with a condition in
the Rules that any changes to the thresholds requires a high voting bar
(at least 60% of both houses) and that the Bylaws require Board approval
of the Rules and any amendments to the Rules. In my opinion, the
consensus reached on GNSO restructure was highly dependent on the
interdependency of several elements of the restructure
recommendations. In particular, the recommended thresholds were a
very crucial part of the overall package that we agreed to, so if it is
too easy to change those, it could compromise the whole set of
recommendations.<br>
</font>
<dd> <br>
<dd><font face="Arial, Helvetica" size=2 color="#0000FF">I do not agree
that this document is almost ready. I think we have quite a bit of
work to do still and this is much too important to rush. I am all
for doing it quickly, but let's make sure we carefully deal with all the
issues that are being identified. In that regard, I think it would
be helpful if Staff prepared a document organized similar to what they
have already done that integrates all the various comments including
their source with each section.<br>
</font>
<dd> <br>
<dd><font face="Arial, Helvetica" size=2 color="#0000FF">Chuck<br>
</font><br>
<dl><hr>
<dd><font face="Tahoma" size=2>From:</b> owner-council@gnso.icann.org
[<a href="mailto:owner-council@gnso.icann.org" eudora="autourl">
mailto:owner-council@gnso.icann.org</a>] On Behalf Of </b>Ken Bour<br>
<dd>Sent:</b> Friday, March 27, 2009 2:59 PM<br>
<dd>To:</b> 'Stéphane Van Gelder'; 'Margie Milam';
council@gnso.icann.org; liaison6c@gnso.icann.org<br>
<dd>Subject:</b> [council] Draft Revisions to the ICANN Bylaws Relating
to GNSO Restructure<br>
</font><br>
<dd>Stéphane: <br><br>
<dd> <br><br>
<dd>Thank you for your prompt initiative and the supportive
observations. Please see my embedded comments below.<br><br>
<dd> <br><br>
<dd>If there are any other questions, please continue to raise
them. In the interest of time, we recognize and appreciate
the Council’s active interest and remain committed to timely and thorough
replies. <br><br>
<dd> <br><br>
<dd>Ken Bour<br><br>
<dd> <br><br>
<dd>From:</b> owner-council@gnso.icann.org
[<a href="mailto:owner-council@gnso.icann.org" eudora="autourl">
mailto:owner-council@gnso.icann.org</a>] On Behalf Of </b>Stéphane Van
Gelder<br>
<dd>Sent:</b> Friday, March 27, 2009 1:05 PM<br>
<dd>To:</b> Margie Milam; council@gnso.icann.org;
liaison6c@gnso.icann.org<br>
<dd>Subject:</b> Re: [council] Draft Revisions to the ICANN Bylaws
Relating to GNSO Restructure<br><br>
<dd> <br><br>
<dd>Margie,<br><br>
<dd>Thanks for sending these on. As we are so pushed for time, allow me
to get the ball rolling on this discussion and make a few
comments.<br><br>
<dd>Section 3. Article 1.<br>
<dd>Moving the “geographic regions goalposts” up from “no 2 members” to
“no 3 members” seems like a sensible suggestion for those SGs with 6
Council members. I agree with it.<br><br>
<dd>[KAB: ] Staff appreciates your support of this provision.
<br><br>
<dd>Section 3. Article 3.<br>
<dd>What’s your rationale for recommending that “vacancy rules” be moved
to OR&Ps?<br><br>
<dd>[KAB: ] The only specific provision, in this section, deals with the
removal of an NCA for cause and includes the actual voting
thresholds. One of Staff’s sub-objectives in this re-drafting
assignment was to eliminate any/all provisions that, in its judgment,
could be more effectively accommodated within internal Council
procedures. One area identified was detailed voting
thresholds and another involved this topic of vacancies, removals, and
resignations. Staff suggests that such provisions do not rise
to the level of being required in ICANN-level legal Bylaws.
In the event that new Council voting thresholds are added or modified, in
the future, such changes could be accomplished locally versus requiring
protracted formal Bylaws amendments. Similarly, procedures
for handling Council vacancies, resignations, and other administrative
matters seem more appropriate for OR&P vs. corporate
Bylaws. <br><br>
<dd>Section 3. Article 7.<br>
<dd>Are there no voting thresholds for selecting the chair and
vice-chairs?<br><br>
<dd>[KAB: ] Yes, there are bicameral house voting thresholds for these
positions and, as discussed above, they will be prescribed in the
Council’s OR&P currently under revision by the GNSO Operations Work
Team (Ray Fassett, Chair) under the auspices of the Operations Steering
Committee (OSC). The Council Chair election requires 60% of
both houses and the Vice-Chair positions are prescribed in the following
language, inserted below: <br><br>
<dd>“The GNSO Council shall also select two Vice Chairs, one elected from
each of the two voting houses. If the Council Chair is
elected from one of the houses, then the non-voting Council-Level
Nominating Committee Appointee shall serve as one of the Vice Chairs in
lieu of the Vice Chair from the house of the elected Chair.
If the Chair is elected from one of the houses, that person shall retain
his/her vote in that house.” <br><br>
<dd>Section 3. Article 8.<br>
<dd>I agree the voting threshold descriptions belong in the OR&Ps,
but it would be helpful for our discussion of the bylaws to have a
reminder of what they are. Can you provide a link to where they are
please?<br><br>
<dd>[KAB: ] The voting thresholds originally prescribed by the Working
Group on GNSO Council Restructuring (WG-GCR) contained both PDP and
non-PDP elements. In this re-drafting exercise, Staff is
recommending that they be parsed out as follows: the non-PDP voting
thresholds will be contained in Council OR&P while the PDP thresholds
will be included in Article XX–Transition until such time as the Policy
Process Steering Committee (PPSC) and PDP Work Team (Jeff Neumann, Chair)
have completed deliberations and are prepared to recommend a formal
revision to Annex A of the Bylaws. Since the PDP thresholds
are currently specified in Annex A, which is not being revised as part of
this restructuring effort, Staff recommends that the new PDP thresholds
should be included in Article XX vs. Council OR&P.
Article XX is a “transition” document only and, once the PDP voting
thresholds are successfully relocated from Annex A to the Council
OR&P (Staff’s recommendation), Article XX can be removed from the
Bylaws in its entirety (assuming all other transition matters are
completed). Below are the voting thresholds recast into
the two groupings: <br><br>
<dd>
Non-PDP: <br>
</u></b><br>
<dd>a) Elect Council Chair: requires
60% of both houses. <br><br>
<dd>b) Remove NCA for Cause: requires 75%
of both houses (excluding the NCA subject to removal); subject to Board
approval.<br><br>
<dd>c) All other GNSO Council Business
(default): requires majority of both houses. <br><br>
<dd>
<br><br>
<dd>PDP:<br>
</u></b><br>
<dd>a) Create an Issues Report:
requires more than 25% vote of both houses or majority of one house.
<br><br>
<dd>b) Initiate a PDP within Scope:
requires more than 33% vote of both houses or more than 66% vote of one
house. <br><br>
<dd>c) Initiate a PDP not within
Scope: requires a vote of more than 75% of one house and a majority
of the other house (“Super Majority”). <br><br>
<dd>d) Approve a PDP without a Super
Majority: requires a majority of both houses and further requires
that one representative of at least 3 of the 4 Stakeholder Groups
supports. <br><br>
<dd>e) Approve a PDP with a Super
Majority: requires greater than 75% majority in one house and
majority in the other house.<br><br>
<dd> <br><br>
<dd>Apart from the points raised above, I think this document is already
very near completion. Having seen it, I must admit I feel a lot more
confident that we can move ahead with sufficient speed to meet the
deadlines set in your email for our review of these proposed bylaws.
Congratulations on a well-written document.<br><br>
<dd> <br><br>
<dd>[KAB: ] Staff appreciates the compliment and the vote of confidence
toward a successful June Council seating. Thank you!
<br><br>
<br><br>
<dd>Stéphane<br><br>
<br>
<dd>Le 27/03/09 00:34, « Margie Milam »
<<a href="Margie.Milam@icann.htm">Margie.Milam@icann.org</a>> a
écrit :<br><br>
<dd>Dear All,<br>
<dd> <br>
<dd>As discussed in today’s GNSO call, ICANN Staff has
prepared Draft Bylaws Revisions (attached) that contain Staff
recommendations for changes relating to the GNSO restructure.
They are intended to serve as a starting point for the GNSO Council’s
discussions. <br>
<dd> <br>
<dd>General Observations<br>
</u><br>
<dd>· These Bylaws were drafted
to be consistent with Board recommendations as to structure and
principles.<br><br>
<dd>· Staff also attempted to
build in flexibility to accommodate changes in the future without
requiring Bylaws amendments. For example, Staff recommends that
some issues be moved from the Bylaws to GNSO Council Operating Rules and
Procedures that would be approved by the Board.<br><br>
<dd>· Since the Board approved
improvements did not provide specific details with respect to all topics,
ICANN staff developed recommendations to address these gaps, which are
contained in footnotes throughout the document.<br><br>
<dd>· The Draft Bylaws
Revisions are subject to review by the ICANN Office of the General
Counsel for legal form as well as consistency. <br><br>
<dd>· A few additional
decisions will be needed to finalize these Bylaws, for example,
Board approval of the unresolved open issue concerning Board seats 13 and
14, and further Council work on certain of the transition procedures
(e.g. staggered terms, elections). <br><br>
<br><br>
<dd>Format of Revisions<br>
<dd> <br>
</u>
<dd>· To facilitate reviewing
these changes, the Draft Bylaws is organized as a side-by-side comparison
of the current language and the proposed language.<br><br>
<dd>· The yellow highlighted
text refers to new or substantially revised language compared to the
current Bylaws.<br><br>
<dd>· The footnotes include
rationale statements where Staff thought an explanation might be
helpful. <br><br>
<br>
<dd>Next Steps and Timing<br>
<dd> <br>
</u>
<dd>· The GNSO Council will
need to decide how it would like to review the Draft Bylaws to develop
its recommendations.<br><br>
<dd>· ICANN Staff will be
working with the GNSO Operations Work Team in developing the GNSO
Operating Rules and Procedures to incorporate those improvements that
were omitted from the Bylaws in order to provide flexibility.<br><br>
<dd>· In order to seat the new
Council by June, the Board would need to approve of the revisions
by no later than its May 21st meeting.<br><br>
<dd>· A public comment period
would need to take place before the May 21st meeting.<br><br>
<dd>· The Council would need to
complete its review/analysis by the next GNSO council meeting on April
16th in order to accommodate the public comment period.<br><br>
<dd>· Due to this short time
period, the GNSO Council is currently evaluating the most effective way
to proceed. <br><br>
<br><br>
<dd>Finally, ICANN Staff is available to provide background and
additional information on the Draft Bylaws Revisions if it would be
helpful for your review.<br><br>
<br><br>
<dd>Regards,<br><br>
<br><br>
<dd>Margie Milam<br><br>
<dd>Senior Policy Counselor<br><br>
<dd>ICANN <br><br>
<br><br>
<br>
<dd> <br>
<dd> <br>
<dd> <br>
</dl>
</dl></blockquote></body>
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