[CCWG-ACCT] Open ALAC Issues

Thu Jan 28 16:15:17 UTC 2016

Thanks Holly.

Regards
On 28 Jan 2016 16:53, "Gregory, Holly" <holly.gregory at sidley.com> wrote:

> Seun, yes you are correct  “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).”
>
>
>
>
>
> *HOLLY* *GREGORY*
> Partner
>
> *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] *On Behalf Of *Seun
> Ojedeji
> *Sent:* Thursday, January 28, 2016 12:04 AM
> *To:* Bruce Tonkin
> *Cc:* accountability-cross-community at icann.org
> *Subject:* Re: [CCWG-ACCT] Open ALAC Issues
>
>
>
> +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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