[CCWG-ACCT] Open ALAC Issues

Seun Ojedeji seun.ojedeji at gmail.com
Thu Jan 28 05:03:57 UTC 2016


+1 and hopefully this can be noted in the proposal accordingly. IMO this is
not something to leave to implementation.

The proposal will be read by people who have not even followed this process
at all. So when they get to that part of the document, they want to know
how members would be selected. Stating a sentence similar to the following
may help:

"The representative of the UA/UE would be selected by the respective SO/AC
through their own process"
OR
"The representative of the UA will be represented by chairs of each SO/AC"

That gives readers an idea of what is to expect during implementation.

On another note, Greg wrote below:
"I suppose there is one open question, which is the process by which the
unincorporated association is set up, and whether any legal or natural
persons need to be involved in that.  I believe it is clear that a SO/AC
can be a decisional entity without having any legal or natural persons
involved in setting up the unincorporated association/ECSDE/GOLEM entity."

SO: Considering that Jordan added+1 on that, I am then wondering what is
the purpose of the UA representative if indeed the UA can be setup without
them.

The section below from Holly probably answers my question but want to make
sure:
Holly: "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...."

SO: So am I right that these representative are just nothing more than
channel of communications with no power to exercise any of the proposed
powers by default (unless their SO/AC grants them).

Will appreciate if Holly can confirm that and if yes, it may not hurt to
include such footnote that clarify the role of the representatives in the
proposal.

Regards

Hello Holly,



That makes a lot of sense.   It saves having another set of elections and
appointment processes, if we can use a defined existing elected role from
the SOs and ACs.



Regards,

Bruce Tonkin





*From:* accountability-cross-community-bounces at icann.org [mailto:
accountability-cross-community-bounces at icann.org]* On Behalf Of* Gregory,
Holly
*Sent:* Thursday, 28 January 2016 5:11 AM
*To:* 'Seun Ojedeji' <seun.ojedeji at gmail.com>; Kavouss Arasteh <
kavouss.arasteh at gmail.com>
*Cc:* Sidley ICANN CCWG <sidleyicannccwg at sidley.com>; ICANN at adlercolvin.com;
accountability-cross-community at icann.org
*Subject:* Re: [CCWG-ACCT] Open ALAC Issues



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



*From:* accountability-cross-community-bounces at icann.org [
mailto:accountability-cross-community-bounces at icann.org
<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> 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>:

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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