[CCWG-ACCT] Notes-Recordings-Transcript links for CCWG Briefing to the Board - 31 August

Tue Sep 1 02:36:17 UTC 2015

Hello all,

The notes, recordings and transcripts for the CCWG Briefing to the Board - 31 August will be
available here:   https://community.icann.org/x/dYVYAw

A copy of the notes may be found below.

Thank you.

Kind regards,

Brenda

Notes

These high-level notes are designed to help you navigate through content of the call and do not
substitute in any way the transcript.

Mission, Core Values, Commitments

- We are aligned on mission, core values, commitments.

Independent Review Panel

Strong agreement that we want to see stronger judicial function. Details need to be ironed out. 

---> The proposal does move us into a constitutional model where legislative authority of community
and executive authority are balanced with an independent judiciary. The reference to business
judgement rule is not directly applicable. We had good reason for departing from that standard. We
are proposing a very narrow scope. Conflicting results from IRP panels do seem to be a problem.
There is no proposal to change the definition. We have a draft Bylaw that was circulated. The
material harm standard is a concern. IRP is meant to be binding to the extent possible by law. The
IRP would be limited to say whether action or inaction was consistent with ICANN bylaws. IRP has no
say on GAC advice - it only has say on ICANN action/inaction. 

Community Mechanism

- Slide 14: a petition needs to come from one SO or one AC. Do you have to be part of membership to
be an SO/AC to trigger? 

--> We have different thresholds - e.g. Board recall. For Board recall you need 2 SOs or ACs,
including one SO. In any triggering processes, it does not matter whether participating or not - it
is open to all. Voting, on the other hand, is limited to those who are participating. 

- Is membership model really needed for WS1? Is it a bridge between WS1 and WS2? How can the
implementation be realized in concrete details? How could this work? How would a new committee be
added for instance? 

--> For new entries: it would require a Bylaw change. SO/ACs are rooted in Bylaws. The system is
flexible to allow for new entries. Impact on relative weight of voting will be reassessed at that
time. WS1 is either complete or committed to. We will discuss how the various area are being dealt
with and time between now and implementation and will get back to Board

-  What is the CCWG's assessment on whether the inclusion of a voting GAC in the Community Mechanism
would be acceptable to the US Government?

---> We are aware of NTIA criteria and are trying to assess our proposal against these criteria. We
are aware of discussions taking place in GAC. It is premature to give a definitive answer on this.
We do not think it would be crossing a line per se if GAC opted to be part of voting mechanism but
this would need to be examined as a whole. 

- How would checks and balances on the CMSM be implemented? 

---> There are procedural checks and balances. The restricted array of powers, and the usual checks
and balances in the SO/AC structure work to limit what the CMSM could do. The other legal rights of
a member will be constrained through very high thresholds.

- Why is single member model required to obtain those five community powers?

---> The CMSM is not needed for the community powers per se. It is needed to make the communtiy
powers enforceable. Enforceability is the only reason for proposing it. Legal vehicle for enforcing
powers would be to have membership model. It could be enforceable in Court of Law if needed. 

---

Community Powers

Bud/Strat/Ops

What is the time period foreseen for budget vetoes to take place and how many vetoes can that time
period accommodate without paralyzing certain aspects of ICANN's operation? Let's assume for this
question that using past year's budget will not suffice for some aspects of ICANN operations.

--> We see it as a reserve power. The paper proposes fitting in 40 days. The intention of the
possible disruption of a second veto or a year of abiding by the previous year's Budget is all part
of the incentives - on the community through the Board to plan a Budget that people support.

Removal of individual Directors

What is the CCWG assessment/analysis on the potential impact of Board director removal process on
the independence of individual directors? 

---> Balance between need for Directors to feel sufficiently empowered to conduct work and
accountable to the community appointing them. We have struck the following balance: 1) ensure that
no removal of Board director process would not take place without discussion in the process; 2)
Clarification of understanding of fiduciary duties and expectations i.e. balancing between bringing
perspective from community and fiduciary duties. The notion of independence of individual directors
will need to be further refined. 

WS2/Implementation

- Do you expect details to be filled in by Dublin? 

--> Details will be fleshed out. We are identifying principles for WS1 first. 

- What will you do if some of the proposal does not have consensus or lacks the shape of community
forum? 

--> Our understanding is that NTIA is not waiting for a fully implementable solution. Operational
detail would be dealt with by CCWG or by implementation team under CCWG supervision. 

- What is your feedback on the Jones Day impact analysis?

---> Our external counsel is reviewing Jones Day impact analysis. We will be receiving opinion on
paper.

Documents Presented

<https://community.icann.org/download/attachments/56132981/XPL_CCWG%20Proposal_Visual%20Summary_FINA
L%20%281%29.pdf?version=1&modificationDate=1441057532000&api=v2> XPL_CCWG Proposal_Visual
Summary_FINAL (1).pdf

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