[CCWG-ACCT] Board feedback on recommendation 4

Bruce Tonkin Bruce.Tonkin at melbourneit.com.au
Tue Jan 12 06:19:29 UTC 2016

Hello All,

The Board discussed recommendation 4 in the Board information call today, and offers the following response:
The issue of potential liability to community members for action taken during the Board removal process raises some concerns for Board members, particularly around the suggested mitigation of using pre-service letters to obtain waivers from Board members that they will not sue community members for conduct in the Board removal process.  The Board does not support the use of a waiver clause in pre-service letters (or the full indemnification clause), making service on the Board subject to waiving any manner of conduct from a large group of potential actors.  That does not seem to enhance accountability.   
The Board notes the CCWG-Accountability's insertion of a requirement to subject both NomCom and AC/SO appointed directors to the same process (including conversations with the Board Chair), as well as highlighting the need for consideration of independence in selecting replacement directors.  Additionally, the Board notes the CCWG-Accountability insertion of a requirement for a written rationale to accompany a Board member removal petition.  As some in the CCWG-Accountability have appreciated, the Board's statement that rationale should be presented is not an attempt to predefine the conditions for removal. 

Bruce Tonkin

Board Liaison to the CCWG

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