[CCWG-ACCT] [Acct-Legal] Nomcom as a UA - legal question

Thu Apr 30 04:41:42 UTC 2015

Hi,

Interesting.

I still don't understand the nature of the unincorporated association
and why this works for the Nomcom, but guess I will have to research
that on my own.  I think I understand the delegated council reasoning.

thanks.

avri

On 30-Apr-15 00:28, Jordan Carter wrote:
> Great note. Thanks Greg, all.
>
> Jordan
>
> On 30 April 2015 at 16:14, List for the work of CCWG-Accountability
> Legal SubTeam <ccwg-accountability5 at icann.org
> <mailto:ccwg-accountability5 at icann.org>> wrote:
>
>     For the Legal Sub-Team, our two law firms have discussed how to
>     answer Ms. Doria’s questions in a way that opens up two options:
>
>      
>
>     (1) treating the NomCom as an unincorporated association, acting
>     as a designator, appointing directors to the Board, and
>
>      
>
>     (2) treating the NomCom as a Delegate Council, not as an entity
>     but as an internal ICANN process by which delegates from statutory
>     members of ICANN plus non-voting delegates from other stakeholders
>     collectively elect directors, much as they do now. 
>
>      
>
>     The removal process could be virtually the same under either option. 
>
>      
>
>     Moving to the Delegate Council option, however, does require
>     attention to the future role of the Internet Engineering Task
>     Force (IETF), which presently has a voting delegate on the NomCom.
>
>      
>
>     Best regards,
>
>     Greg Colvin
>
>      
>
>     Gregory L. Colvin
>
>     Adler & Colvin
>
>     235 Montgomery Street, Suite 1220
>
>     San Francisco, CA 94104
>
>     Tel: 415-421-7555 x.211
>
>     Fax: 415-421-0712
>
>     email: colvin at adlercolvin.com <mailto:colvin at adlercolvin.com>
>
>     www.adlercolvin.com <http://www.adlercolvin.com>
>
>      
>
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>     *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:* Friday, April 24, 2015 3:55 PM
>     *To:* Avri Doria; ccwg-accountability5 at icann.org
>     <mailto:ccwg-accountability5 at icann.org>
>     *Cc:* accountability-cross-community at icann.org
>     <mailto:accountability-cross-community at icann.org>
>     *Subject:* Re: [Acct-Legal] [CCWG-ACCT] Nomcom as a UA - legal
>     question
>
>      
>
>     Avri,
>
>      
>
>     I am forwarding your question to the Legal Sub Team list.
>
>      
>
>     Greg
>
>      
>
>     On Fri, Apr 24, 2015 at 6:51 PM, Avri Doria <avri at acm.org
>     <mailto:avri at acm.org>> wrote:
>
>     Hi,
>
>     I am confused as to how this works.  Please forgive my questions. 
>     This has less to do with the proposal I made then with trying to
>     understand the nature of a UA.  I had not realized until yesterday
>     that the membership model was as popular as it has been defined to
>     be.  I had also not realized that we were down to membership or
>     designator model as our only choices until today.
>
>     What qualifies the Nomcom as an association?  It can't be the
>     people, as there is no continuity, except among the staff. and 
>     some overlap in chairs as last year's chair, this years' chair and
>     next year's possible chair,  sit togehter each year. I guess that 
>     is a bit of natural person continuity.  Is that chair thread
>     significant?
>
>     Or is that it is always formed according to same bylaw, even if
>     all of the people are different, that is a qualifying mark? Is
>     being a differnt instantiation of the same process sufficient to
>     define a UA, even if there is no continuity of natural persons?
>
>
>     thanks
>
>
>     avrl
>
>     Note: I would have sent this to the legal list, but i never
>     managed to get subscribed that one as far as I can tell.
>
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> -- 
> Jordan Carter
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