[Icann-future-wg] call -- sorry

[Adam Peake]

Sebastien, all, as promised, some comments on the ALAC statement on 
the board review.  Please note recommendation 5, do you agree with 
me, 4 years is a bad idea?

Sebastien, about recommendation 1 and your comments.  I hope Alan, 
Carlton and others can help with redrafting.  But three comments:

1. ALAC agrees with the WG overall conclusion that on balance no 
change in the current liaison arrangement needs to be made. But 
disagrees with the WG when it suggests an At Large voting director 
should replace the  ALAC liaison.  ALAC recommends that when the At 
Large voting director is selected and seated, the ALAC liaison 
position to the board continues at least until such time as a second 
voting Director in put in place (as recommended during the ALAC 
review.)  The roles of the liaison and voting director are different, 
it is important that the ALAC as an advisory committee is able to 
present opinions on policy to the board that reflect the bottom-up 
RALO process. The person selected by the At Large end users as a 
voting director will serve the interests of the corporation and not 
act as a representative of the constituency that selected them.  The 
board will loose an important input on ICANN policy if the liaison is 
removed.

2. The ALAC is currently working on a selection process for the 
voting director.

3. The ALAC believes it is very importance that ICANN seeks to 
achieve gender balance membership of the board and in all 
decision-making bodies. The working group's final report should make 
a recommendation to this effect.

Other recommendations.

Recommendation 2.  ALAC agrees with the WG comment. However, we are 
concerned that the WG is suggesting the board take on more work and 
this is not consistent with what we believe should be the overall 
intent of the review to reduce Director's workload and time spent on 
ICANN matters.  Whatever changes are made, we insist that the board 
continue to operate in the most transparent and open manner possible. 
Particularly we recommend that all staff inputs to the board --policy 
briefing documents, note for board meetings, etc-- be made publicly 
available.

Recommendation 3.  Agree with the WG, no further comment.

Recommendation 4. Note that the ALAC broadly agrees with the WG's 
comments and then go to Sebastien's comment.  About the draft 
response to 4.g, I think remove the word "dinner", just meet with. 
About 4.c, (I think Sebastien's note calls it 4.d)  4.c, The ALAC 
wishes to note the importance of the NomCom as an independent 
committee and that it must remain so.  We would like the WG to be 
more direct in rejecting the proposal in 4.c.  ALAC believes that it 
is important for the NomCom to meet with all the bodies it selects 
people for, and also with other ALAC committees and constituencies. 
This is to ensure the NomCom is fully informed of the ICANN 
community's opinions and needs regarding the NomCom's work, and that 
the community is encouraged to support the NomCom in identifying 
likely candidates.

Recommendation 5.

ALAC disagrees with the WG regarding extending the term of board 
members to 4 years. We have seen no evidence that a longer term is 
required, board members have been able to get up to speed and 
contribute fully within their first year of service.  A longer term 
may cause problems with board members who are not performing to the 
fullest of their abilities, but do not meet the threshold for 
removal.  A longer term may make it more difficult to recruit 
candidates to what is known to be a very demanding and time consuming 
position.

ALAC is pleased to note that the WG refers to "At Large appointees", 
plural, to the board.  Please see our comments about retaining the 
liaison, above. [**THIS might be a bit flippant, Adam**]

Regarding removal and replacement of Directors, ALAC notes that other 
bodies that the NomCom selects people for have already put in place 
processes for removal, under certain circumstances, of NomCom 
appointees in their own bylaws and procedures.  We suggest that these 
processes should be consistent across all the bodies the NomCom 
selects for and the General Counsel should include this task in his 
work recommended by the WG.

Once disbanded, the NomCom has no institutional memory and only 
retains information about candidates for one year. As such the NomCom 
may not be in a position to help with a replacement process for any 
vacancy occurring after a person's first year of service.  The board, 
in consultation with the ICANN community may be the only body able to 
select a replacement (note, the Board's selection of GNSO Council 
member for the Non-commercial Stakeholders Group.)

ALAC broadly supports providing compensation for board members and 
for the reimbursement of expenses incurred in their work for ICANN. 
The General Counsel's study on compensation should include an 
examination of possible methods (for example, from an annual fee to a 
series of seating allowances that might better reflect the work done 
by individual members, etc) and the appropriate level of 
compensation, taking into compensation made to corporate and 
non-profit boards, national and international organizations around 
the world.

Recommendation 6.

The ALAC has begun a process of creating performance indicators for 
ALAC members.  We agree with the WG's comments.


Recommendation 7.

ALAC supports the WG's comments, with some observations. Regarding 
comments on 7.a, whatever changes are implemented, the full 
transparency, openness and accountability of the board must be 
ensured.  7.b, we agree to the importance of the strategic and 
operational planning processes, however we believe the board should 
focus on the goals of these processes, it should lead them and make 
sure they are successfully met.  We are concerned that any goals 
independent of the strategic and operational planning processes might 
be a distraction and detract from their successful implementation. 
Regarding 7.c, it would be helpful to accurately understand how much 
time board members spend on ICANN matters.  Many estimates have been 
made, and accurate knowledge would help matters ranging from 
recruitment to compensation.  Such data may also identify areas that 
can be improved.

Recommendation 8.

ALAC agrees with the WG's comments.

Thank you, etc...