[CCWG-ACCT] Open ALAC Issues

Wed Jan 27 18:11:14 UTC 2016

We agree that the language that ALAC points to (reproduced directly below)  could be clarified:
“ 3. On page 14, item 2 of the draft proposal (and on page 5 of Annex
1), it says "The members of the unincorporated association would be
representatives of ICANN's Supporting Organizations and Advisory
Committees that wish to participate." We have never discussed how
such members are identified. Presumably we should to specify that
each participating AC/SO must identify who it's representative will be.”

The notion is that some persons are needed to ensure that the decisions of the Empowered Community are implemented.  While the participating SOs and ACs will be members of the unincorporated association,  each participating SO and AC should have a representative ,  and for simplicity we recommend that in each instance it be the chair of the AC or SO.  We have addressed this notion in our memo about implementation of the unincorporated association, which we circulated a link to last week in our high level comments regarding the IRP.
HOLLY J. GREGORY
Partner and Co-Chair
Global Corporate Governance & Executive Compensation Practice

Sidley Austin LLP
+1 212 839 5853
holly.gregory at sidley.com<mailto:holly.gregory at sidley.com>

From: accountability-cross-community-bounces at icann.org [mailto:accountability-cross-community-bounces at icann.org] On Behalf Of Seun Ojedeji
Sent: Wednesday, January 27, 2016 9:47 AM
To: Kavouss Arasteh
Cc: accountability-cross-community at icann.org
Subject: Re: [CCWG-ACCT] Open ALAC Issues

Well even if we don't need it now. It will be good to recognise that it's yet to be discussed. However considering that the UA is required once board approves the proposal then it may be good to determine and conclude on this soon enough.

That said, it may be good to be sure that those member representatives have no power to act unilaterally. I would have thought using 1 stone to kill to birds will be good i.e making the various chairs/leaders of SO/AC to serve is such capacity. That gives some level of responsibility and security on that various SO/AC can always boot out their leader whenever required.

Regards
On 27 Jan 2016 15:02, "Kavouss Arasteh" <kavouss.arasteh at gmail.com<mailto:kavouss.arasteh at gmail.com>> wrote:
Dear All,
I think people contuinue to go to the last milimiter of the road and generate a new discussion and debate about the number of représentatives in Unincorprated associattion  représentatives and start a new round of bebates and dispute
Do we need this information now pls ?
Kavouss

2016-01-27 6:14 GMT+01:00 Alan Greenberg <alan.greenberg at mcgill.ca<mailto:alan.greenberg at mcgill.ca>>:
As per my comment in the CCWG meeting earlier today, here is a list of the issues still to be resolved from the ALAC statement on the 3rd Draft Proposal.

There are three issues currently under discussion.

1. ICANN Mission and ensuring that contract provisions will not be invalidated or be unenforceable.

2. The issue regarding market mechanisms.

3. Human Rights (original issue resolved but pending final wording).

Issues to be addressed.

1. The first is a relatively trivial one and easily addressed. Rec# 4, in the section on replacing the Interim Board states:

"SOs, ACs, and the Nominating Committee will develop replacement processes that ensure the Interim Board will not be in place for more than 120 days."

The ALAC request that this be changed to:

"SOs, ACs, and the Nominating Committee will develop processes designed to replace Interim Board members within 120 days."

By removing the word "ensure", this change, while not altering the intent, goes along with the recent practice of not putting hard deadlines in the Bylaws, deadlines that for one reason or another may not be met in a particular instance.

2. Rec# 10, AoC. The Recommendation suggests that as part of organizational reviews, the AC/SO's accountability be included in the review. The ALAC suggests that this be enshrined in Article IV, Section 4.1 of the ICANN Bylaws.

3. On page 14, item 2 of the draft proposal (and on page 5 of Annex 1), it says "The members of the unincorporated association would be representatives of ICANN's Supporting Organizations and Advisory Committees that wish to participate." We have never discussed how such members are identified. Presumably we should to specify that each participating AC/SO must identify who it's representative will be.

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