[CCWG-ACCT] member organization and single membership structure

[Nigel Roberts]

Can someone explain to me how SO/ACs can become statutory members.

My understanding is that SO/ACs have no legal personality -- they are, 
in effect, departments of the Corporation.

So in order to have the ability for an SO (e.g. the ccNSO) to become a 
statutory member, it would require to come into existence with a 
separate legal personality, with it's own members.

This is all fine, so far, and I would personally have no issue were, say 
the ccNSO to become a distinct body corporate.

But many ccNSO members could be legally prevented from being members -- 
specifically those that are public authorities (i.e. government run).

(I can't imagine the Government of North Korea would legally be able to 
sign up to the ICANN bylaws -- and such ccTLDs CANNOT be excluded from 
participation in ccNSO matters).



On 09/07/15 13:34, Greg Shatan wrote:
> Seun,
>
> Can you point where this understanding and learning comes from? I don't
> think any of this is correct, unless you are referring to a "council"
> where each SO/AC is a statutory member of the corporation. This is not
> the case in the "single member model," where there is only one statutory
> member.
>
> Greg
>
> On Thursday, July 9, 2015, Seun Ojedeji <seun.ojedeji at gmail.com
> <mailto:seun.ojedeji at gmail.com>> wrote:
>
>     I understand the powers would be bestowed on the council individuals
>     and not their source position;
>
>     For instance one of the option is to populate the community council
>     with leaders of SO/AC, which IMO would be the cheapest route in this
>     model so they would be occupying a virtual seat and exercise those
>     powers when required. It would also allow the various SO/AC internet
>     accountability mechanisms apply to council including removal of members.
>
>     However, I then learnt that the council cannot be formed by SO/AC
>     leader positions but rather to the occupants of that position. This
>     would mean having to rewrite the bylaw/document forming the council
>     often since leaders of those positions are dynamic and could change
>     at anytime. Will be good to know if that is no longer the case
>
>     Regards
>     Sent from Google nexus 4
>     kindly excuse brevity and typos.
>
>     On 7 Jul 2015 2:56 pm, "Roelof Meijer" <Roelof.Meijer at sidn.nl
>     <javascript:_e(%7B%7D,'cvml','Roelof.Meijer at sidn.nl');>> wrote:
>
>         Interesting, we’re back on the subject of a single member
>         structure. It was written off before
>
>         Cheers,
>
>         Roelof
>
>         From: <accountability-cross-community-bounces at icann.org
>         <javascript:_e(%7B%7D,'cvml','accountability-cross-community-bounces at icann.org');>>
>         on behalf of Roelof Meijer <roelof.meijer at sidn.nl
>         <javascript:_e(%7B%7D,'cvml','roelof.meijer at sidn.nl');>>
>         Date: woensdag 22 april 2015 15:56
>         To: "avri at acm.org
>         <javascript:_e(%7B%7D,'cvml','avri at acm.org');>" <avri at acm.org
>         <javascript:_e(%7B%7D,'cvml','avri at acm.org');>>,
>         "accountability-cross-community at icann.org
>         <javascript:_e(%7B%7D,'cvml','accountability-cross-community at icann.org');>"
>         <accountability-cross-community at icann.org
>         <javascript:_e(%7B%7D,'cvml','accountability-cross-community at icann.org');>>
>         Subject: Re: [CCWG-ACCT] member organization and single
>         membership structure
>
>         Hi Avri,
>
>         The sole membership construction, is a possibility described in
>         the legal document in several places: the comments by the legal
>         experts on the PCCWG mechanism template (page 64) and the
>         Community Council mechanism template (page 69). I sent several
>         emails about it to the WP1 list, suggesting to look in the
>         possibility as indeed it would not necessitate every SO and AC
>         to become a legal entity. And, as you do, suggesting: "make
>         the „Community Council” the sole member of ICANN (and thus a
>         formal legal entity), consisting of either the SO and AC chairs
>         or SO/AC elected representatives” (from an email of 14 April).
>
>         And I would think it would enable the SO’s and AC’s themselves
>         to continue appointing directors, as they do now. But that’s
>         just guessing, based on the fact that the SO’s and AC’s
>         themselves would not change status
>
>         Best,
>
>         Roelof
>
>         From: Avri Doria <avri at acm.org
>         <javascript:_e(%7B%7D,'cvml','avri at acm.org');>>
>         Organization: Technicalities
>         Reply-To: "avri at acm.org
>         <javascript:_e(%7B%7D,'cvml','avri at acm.org');>" <avri at acm.org
>         <javascript:_e(%7B%7D,'cvml','avri at acm.org');>>
>         Date: woensdag 22 april 2015 15:09
>         To: "accountability-cross-community at icann.org
>         <javascript:_e(%7B%7D,'cvml','accountability-cross-community at icann.org');>"
>         <accountability-cross-community at icann.org
>         <javascript:_e(%7B%7D,'cvml','accountability-cross-community at icann.org');>>
>         Subject: Re: [CCWG-ACCT] member organization and single
>         membership structure
>
>         Hi,
>
>         On 22-Apr-15 08:26, Roelof Meijer wrote:
>>         2)
>>         What I find quite frustrating is that I have raised the point
>>         of the possibility (or not) of a single membership structure –
>>         an option mentioned by Sidley and Adler & Colving in their
>>         legal advice – several times by now without getting any
>>         substantial reaction. I am not aware that any serious effort
>>         to investigate this has led to a formal write-off.
>
>         In some way that might lessen the complexity of making most SOAC
>         an individual legal entity.
>
>         How would it work?  Would we continue to appoint Directors just
>         as we do now?
>
>         Or would there need to be some sort of Members Council that took
>         actions, working simliarly to the the executive board or
>         community council idea?
>
>         thanks
>
>         avri
>
>
>
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