[client com] FW: CWG Comment Letter - PTI Bylaws

[Greg Shatan]

Jonathan,

I support this.

Greg

On Tue, Aug 9, 2016 at 11:30 AM, Jonathan Robinson <jrobinson at afilias.info>
wrote:

> Hi Sharon.
>
>
> The IOTF was simply put in place to provide a high-frequency touch point
> for ICANN staff as they worked on the implementation. The context for the
> introduction of the IOTF was the “secondment issue” whereby ICANN staff got
> too far ahead of the community in their implementation work. The IOTF had
> no decision making capabilities, these remained reserved for the CWG.
> Therefore, I am not sure it is necessary to reference the IOTF.
>
>
>
> Accordingly, I would suggest rewording the below as:
>
>
>
> ·       *CWG-Stewardship Comment*:  The CWG recognized that the
> Nominating Committee process for selecting the PTI Nominating Committee
> Directors would not be in place prior to the transition and therefore recommended
> that the two directors be identified prior to the transition to serve in
> the interim until the first election of PTI directors.  It was proposed
> that the Co-chairs of the CWG-Stewardship, Lise Fuhr and Jonathan Robinson,
> serve as the initial Nominating Committee Directors until the first
> election of the PTI directors.  The CWG-Stewardship supports this proposal.
> Should these individuals be unable to serve, the CWG-Stewardship would
> select qualified alternate nominees, and appointment of these alternate
> nominees would be subject to ICANN’s approval (not to be unreasonably
> withheld, conditioned or delayed).  The CWG-Stewardship proposes that
> Section 5.5.1 of the Draft PTI Bylaws be modified as set forth below to
> describe the process for selecting the initial Nominating Committee
> Directors to be in place at the time of transition.
>
>
>
> Any comment from others?
>
>
>
> Thanks,
>
>
>
> Jonathan
>
>
>
> *From:* Flanagan, Sharon [mailto:sflanagan at sidley.com]
> *Sent:* 09 August 2016 06:12
> *To:* Client Committee <cwg-client at icann.org>
> *Subject:* [client com] FW: CWG Comment Letter - PTI Bylaws
>
>
>
> Dear Client Committee,
>
>
>
> Attached is a revised draft of the CWG comment letter to the PTI bylaws.
> This reflects revisions to #4 and #5 of the comment letter.  Specifically,
> we have revised the draft to address the appointment of Lise and Jonathan
> as the initial non-ICANN PTI directors.
>
>
>
> In particular, we would appreciate a review of the description of the IOTF
> work below for accuracy since we were not directly involved in those
> discussions.
>
>
>
> Given the tight timing (comments are due on Thursday), we are sending this
> to you and ICANN legal simultaneously, and they may have further comments.
>
>
>
> Best regards,
> Sharon
>
>
>
>
>
> *1.     **Initial Directors (Section 5.5.1)*
>
>
>
> ·       *Text from Draft PTI Bylaws**: *For the appointment of the
> initial directors of PTI, Section 5.5.1 of the Draft PTI Bylaws provides as
> follows: “Other than Directors initially appointed by the incorporator of
> the Corporation (which Directors shall hold office until the first election
> of Directors) and the President of the Corporation, the Directors shall be
> elected by the Member at the annual meeting of the Corporation….”
>
>
>
> ·       *CWG-Stewardship Comment*:  In connection with the work of the
> Implementation Oversight Task Force, it was noted that the Nominating
> Committee process for selecting the PTI Nominating Committee Directors
> would not be in place prior to the transition and recommended that the two
> directors be identified prior to the transition to serve in the interim
> until the first election of PTI directors.  It was recommended that the
> Co-chairs of the CWG-Stewardship, Lise Fuhr and Jonathan Robinson, serve as
> the initial Nominating Committee Directors until the first election of the
> PTI directors.  The CWG-Stewardship supports this recommendation.  Should
> these individuals be unable to serve, the CWG-Stewardship would select
> qualified alternate nominees, and appointment of these alternate nominees
> would be subject to ICANN’s approval (not to be unreasonably withheld,
> conditioned or delayed).  The CWG-Stewardship proposes that Section 5.5.1
> of the Draft PTI Bylaws be modified as set forth below to describe the
> process for selecting the initial Nominating Committee Directors to be in
> place at the time of transition.
>
>
>
> “*Each initial Director of the Corporation shall hold office until the
> first election of Directors for such Director’s seat.  *Other than *The
> initial *Directors initially *shall be* appointed by the *Member* incorporator
> of the Corporation (which Directors shall hold office until the first
> election of Directors)*, with the Cross Community Working Group to
> Develop an IANA Stewardship Transition Proposal on Naming Related Functions
> selecting two qualified nominees for appointment as the initial Nominating
> Committee Directors by the Member.  Other than the initial Directors* and
> the President of the Corporation, the Directors shall be elected by the
> Member at the annual meeting....”
>
>
>
>
>
>
>
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