Subject: ncsg_charter-board_issue_resolution
From: avri@acm.org
Date: 2010-11-12 15:50:02 GMT
Received: from 68.15.42.104
Revision: 30
Type: wiki
Summary: Non-Commercial Stakeholder Group An earlier version of this charter was approved by NCSG membership on 12 June 2010 by 70% of the NCSG Membership. The NCSG approved charter was not accepted by the Board Structural Improvement Committee for various reasons including: In its adherence to GNSO restructuring that was approved by the Board, it does not ...
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Non-Commercial Stakeholder Group

An earlier version of this charter was approved by NCSG membership on 12 June 2010 by 70% of the NCSG Membership.
The NCSG approved charter was not accepted by the Board Structural Improvement Committee for various reasons including:

• In its adherence to GNSO restructuring that was approved by the Board, it does not believe that of the NCSG Interest-group process would meet the Constituency requirement set out in those recommendations.
• Board wants oversight over the Constituency approval process
• Board is concerned about capture if employees of member organizations can also join the NCSG as individuals
• Board wants explicit acknowledgement that accounting processes in the NCSG are subject to any regulations for accounting or auditing that they may set.

This is a working draft that is attempting to find a compromise that will satisfy the Board while still maintaing the principles that the NCSG approved in its bottom-up process.

Table of Contents

1.0 Mission and Principles
2.0 Organization and Membership
3.0 NCSG Council Representation
4.0 Voting Procedures
5.0 Amendments to the charter
6.0 Charter Amendments.

1.0 Mission and Principles

1.1 Mission.

The purpose of the Non Commercial Stakeholder Group (NCSG) is to represent, through its elected representatives and its Constituencies, the interests and concerns of noncommercial registrants and noncommercial Internet users of generic Top-level Domains (gTLDs).

It provides a voice and representation in ICANN processes to: non-profit organizations that serve noncommercial interests; nonprofit services such as education, philanthropies, consumer protection, community organizing, promotion of the arts, public interest policy advocacy, children's welfare, religion, scientific research, and human rights; public interest software concerns; families or individuals who register domain names for noncommercial personal use; and Internet users who are primarily concerned with the noncommercial, public interest aspects of domain name policy.

1.2 Principles for Members and Leaders

The NCSG is committed to the following:

a) Nondiscriminatory and impartial application of rules.
The NCSG is intended to provide a representational vehicle for all noncommercial stakeholders; no noncommercial organization or noncommercial individual should be denied membership and no interest-group, constituency or coalition within it denied the right to participate and associate on the basis of their political views or policy positions, or on the basis of their religious belief (or lack thereof), national origin, gender, sexual orientation, race or ethnicity, provided they promote noncommercial interests.

b) Transparency.
Meetings of all Committees must be announced in advance and participation details made available to eligible participants in a timely fashion. Minutes of the meetings must be released to the membership in a timely fashion. Discussions on NCSG's general email list as well as committee mailing lists shall be publicly archived. Financial reports will be published on a yearly basis and within 30 days of receipt of a special request by a group of members.

c) Service standards for elected officers.
Service standards for leadership positions include impartiality, accountability and avoidance of conflicts of interest. NCSG officers hold a collective trust and are expected to be fair and responsible stewards of the group's activities. The Chair in particular is expected to look after the general interests of the Stakeholder Group and to be responsive to all members and officers in their requests for information. Term limits and regular elections, as well as removal procedures for nonperforming or corrupt officers, are intended to keep officers accountable and responsive.

d) Standards of member behavior.
Behavioral expectations of all NCSG members, include without limitation: adhering to ICANN Bylaws/Policies; supporting the bottom-up consensus model; treating others with dignity, respect, and courtesy; listening attentively and seeking to understand others; acting with honesty, sincerity and integrity.

e) Equality of participation.
The NCSG is based on an integrated and direct voting model and has a unified administrative structure. This is done to facilitate the achievement of consensus among noncommercial stakeholders and to ensure that all members have the same access to information and the same voting power regardless of which Constituencies they are affiliated with.

f) Encourage Consensus.
The NCSG model seeks to encourage communication, cooperation, and consensus building among an extremely broad range of noncommercial interests by holding GNSO Council Representative elections open for direct election to the entire SG membership. This will ensure that candidates must appeal to a wide range of interests within the SG and attempt to build consensus among competing noncommercial views for support.

2.0 Organization and Membership

2.1 Composition.

The NCSG has the following components:

1. Members:

> The NCSG Membership shall consist of all organizations and individuals that meet the NCSG Membership criteria and complete the processes set out in Section 2.2. Members are the primary unit of the NCSG and responsible for all voting.

2. Constituencies:

> Constituencies are self-organized groupings of NCSG members that give voice to specific policy issue interests and perspectives of stakeholders within the noncommercial stakeholder grouping. Formation of Constituencies and their representation and duties within the NCSG are set out in Section 2.3.

3. Internal structures including:

> Executive Committee (NCSG-EC):
>> The NCSG Executive Committee is responsible for working with the NCSG Chair to make sure the NCSG functions according to its mission and principles. It has the responsibility for supervising and monitoring the NCSG Chair's performance of executive functions, and can call for a new chair election. The NCSG-EC is also responsible for membership and for reviewing and approving applications to form new Constituencies. Formation of the Executive Committee, the representation and duties within the NCSG are set out in Section 2.4
> NCSG Policy Committee (NCSG-PC):
>> The NCSG Policy Committee serves as a focal point for policy statements issued in the name of the NCSG, organizes policy initiatives on behalf of NCSG, and can provide policy research and guidance to NCSG GNSO Council Representatives. Formation of the Policy Committee, the representation and duties within the NCSG are set out in Section 2.5.
> NCSG Finance Committee (NCSG-FC):
>> The NCSG Finance Committee is responsible for establishing a firm financial footing for the NCSG and administering NCSG funds within a defined framework that meets relevant legal and ICANN requirements. Its responsibilities include fund raising, setting voluntary contribution levels for members and for determining procedures for the distribution of funds and for monitoring the utilization of funds. The NCSG-FC will also be responsible for the Treasurer function. Formation of the Finance Committee, the representation and duties within the NCSG-FC are set out in Section 2.6.
> NCSG Chair
>> The NCSG Chair is elected by the general NCSG membership for a one year term and is limited to two consecutive terms. The NCSG chair is responsible for carrying out the executive functions of the NCSG under the Executive Committee's oversight according to ICANN, GNSO and NCSG mission and principles.

2.2. Membership

As the primary unit of authority in the NCSG through direct SG-wide voting, the individual and organizational members of the Stakeholder Group are responsible for making all decisions related to GNSO Council Representation as well as for choosing the chair of the Non Commercial Stakeholder Group. The members are also responsible for approving any changes to the NCSG Charter before they are sent to the Board for review and approval. The members are also responsible for voting on other membership issues as described in this Charter. Unless otherwise specified, voting is on a majority of votes cast basis. All voting is weighted according to the principles defined in Section 4.0.

2.2.1. Eligible organizations.

Organizations meeting the following criteria are eligible for membership in the Stakeholder Group:

> 1. Organizations incorporated as a noncommercial entity (in countries that have such a provision in their commercial code) or, if unincorporated, or if operating in a country without provisions for noncommercial incorporation, that operate on a not-for-profit basis primarily for noncommercial purposes, and
> 2. Be the exclusive user of at least one domain name. This can be verified by its listing as the registrant and/or administrative contact in the WHOIS data of the domain name, by the name resolving to a website controlled by and representing the organization, or other indications that prove to the Executive Committee that the prospective Member Organization is the primary user of a domain name, and
> 3. Are engaged in online activities that are primarily noncommercial, including, e.g., advocacy, educational, religious, human rights, charitable, scientific and artistic, and
> 4. In the case of a membership based organization have a membership that is primarily noncommercial.

2.2.2. Ineligible organizations.

The membership of the NCSG specifically excludes:

> 1. Political organizations whose primary purpose is to hold government office and/or elect government officials;
> 2. Commercial organizations and associations that advocate for the benefit of commercial entities (even if they are non-profit in form);
> 3. Organizations that are represented in ICANN through another Supporting Organization or GNSO Stakeholder Group;
> 4. Organizations that provide services under contract or MoU with ICANN;
> 5. Government organizations or government departments whether local, regional or national; and
> 6. Intergovernmental organizations whose membership primarily includes nation states.

2.2.3 Large organizations and small organizations.

• a. Organizations that have more than 50 employees, or are membership organizations with more than 500 individual members, shall be classified as "large organizations".

• b. Organizations that are composed of 10 or more organizational members that qualify as "large" under criterion (a.) above shall be classified as "large organizations".

• c. Organizations that do not qualify as large organizations shall be classified as "small organizations".

2.2.4. New Organizational members

New Members shall take the following steps to notify the Stakeholder Group of their desire to join:

> 1. Complete an application form, which can be downloaded from the Stakeholder Group website.
> 2. Submit the filled out form to the Executive Committee of the Stakeholder Group. Sending an email to the NCSG-EC that explains the basis of qualification for membership as outlined in section 2.2.3 on requirements will also be accepted as an application for membership.
> 3. Designate an Official Representative and any Additional Representatives to the Stakeholder Group.
> 4. Membership shall become complete upon notification of acceptance by the NCSG Chair, or other officer acting with the consent of the Executive Committee.

2.2.4.1 Official Organizational Representation

Each Member, in its application, shall appoint an individual to serve as the Official Representative to the Stakeholder Group. Such individual will hold the powers of voting and speaking publicly for the Member within votes and discussions of the Stakeholder Group. The Official Representative must be formally authorized to represent the Member Organization by a responsible official of that organization.

The Executive Committee is authorized to make inquiries to the Member Organization to verify their selection. Members can change their Official Representative in two ways:

> 1. the Chief Executive or Executive Director of the Member Organization can notify the Executive committee of the change; or
> 2. the existing Official Representative can resign and submit to the Executive Committee the name of the new Official Representative (the new Official Representative must also be authorized and verified). If an Official Representative holds or vacates an elected office in the NCSG, that office does not become the responsibility of the new representative but must be reselected by the NCSG.

2.2.4.2. Additional Organizational Representation

Each organizational Member may also designate additional individuals to serve as Additional Representatives to the Stakeholder Group. Such Additional Representatives may not vote, but otherwise may participate in Committees, Stakeholder Group Constituencies, listserves, discussions, working groups and meetings. The Executive Committee shall, at its discretion, determine limits to the total number of Additional Representatives any member may appoint (provided the limit shall apply to all Stakeholder Group Organizational Members of the same category, i.e. large or small, equally).

2.2.5. New Individual members - Eligible Individuals.

Individual persons who agree to advocate for a noncommercial public-interest position within the Stakeholder group and who fall within one of the following three categories are eligible to join as an "Individual Member".:

> 1. An Individual who has registered domain name(s) for personal, family or other noncommercial use; or
> 2. An Individual Internet user who is primarily concerned with the noncommercial public-interest aspects of domain name policy, and is not represented in ICANN through membership in another Supporting Organization or GNSO Stakeholder Group; or
> 3. An Individual who is employed by or a member of a large non-member noncommercial organization (universities, colleges, large NGOs) can join NCSG in his or her individual capacity. The Executive Committee shall, at its discretion, determine limits to the total number of Individual members who can join from any single organization (provided the limit shall apply to all Large Organizations equally).

An individual who is a member of or employee of a noncommercial organization, which is itself a member of the NCSG, may apply for, or retain membership, in the NCSG only under the first criteria for individual membership, i.e be an individual noncommercial registrant. Such membership is subject to Executive Committee review.

2.2.6. Procedural rules

The Executive Committee shall create procedural rules for membership and for existing members to maintain their good standing or for removal of membership for cause. Any such procedure will be subject to membership approval. A full and public membership list including the membership classification, and for organizational members the name of the primary representative, will be maintained on the NCSG web site. The NCSG Chair will be responsible for updating and correcting the membership list.

2.2.7. Participation Rights

The NCSG Membership shall have the following participation rights in regard to the administration and policy development processes of the Stakeholder Group:

> 1. Directly elect the SG leadership positions as determined by the charter, including GNSO Council representatives; nominate Members to positions elected by the general membership and by the Executive Committee, with timely notification of all elections and public posting of all names nominated to the membership email list;
> 2. Initiate a policy development process within the Stakeholder Group by proposing a set of terms of reference and obtaining expressions of support for it on the public discuss list from a minimum of eight (8) Members, including the proposer;
> 3. Be given timely notice of all position papers developed by the Stakeholder Group on the public NCSG email list and afforded an opportunity to comment on them;
> 4. Submit agenda items to Stakeholder Group meetings and Executive Committee meetings. The submission must be made at least ten days before the meeting and be seconded by two other Members;
> 5. Propose NCSG Charter amendments. A petition of five (5) percent of the then-current members eligible to vote, based on the weighted voting as defined in section 4.0, shall be sufficient for putting a charter amendment on the ballot for consideration at the next regular election;
> 6. Join Constituencies;
> 7. Vote on the NCSG Charter, changes to the charter and any procedures defined for members.
> 8. Petition to form a constituency as defined in section 2.3

2.2.8. Inactive Membership

Before annual elections, the NCSG Chair will be responsible for sending email to all members, active or suspended, asking them to update their contact information before the election. This email will be followed up by an attempt to reach the member by other means, e.g. telephone calls or requests though other contacts. If, after several attempts to reach a member or their representative, confirmation of contact information cannot be completed, that member will be moved to an inactive members list and an announcement will be made on the public discussion list. Once on the inactive members list, that member will not be included in the membership count required to establish election results.

An inactive member can be removed from the inactive member's list by updating their contact information. An inactive member can remain on the inactive list indefinitely.

2.2.9 Loss of Membership

Any member who no longer meets the membership criteria established in this charter is asked to notify the NCSG-EC and resign their membership.

In the event that another member believes that membership is held inappropriately by some organization or individual, a request can be made to the NCSG-EC to review whether the disputed member still meets the criteria for membership. In doing this review, the NCSG-EC will review any evidence provided in the complaint and will request a response from the member whose membership is being disputed. Any decision by the NCSG-EC on removing membership can be appealed according to the procedures set out in the section on the appeals process (2.4.2.1).

2.2.10 Membership Outreach

It is the responsibility of the NCSG-EC to establish processes and mechanisms for continuing outreach to the noncommercial registrant and user communities. It is the responsibility of the NCSG Chair to insure that there is a working online application mechanism. This application must include provision for the applicant to agree to abide by the written rules and regulations, including charters and bylaws, of the NCSG and terms and conditions laid down by it.

2.3 Constituencies

Constituencies are the means by which NCSG members with similar concerns and interest can work together on the GNSO policy process. Constituencies will be eligible for representation on all NCSG committees. Constituencies do not participate in membership voting which includes, inter alia, GNSO Council Representatives or the NCSG Chair. In order to be recognized as a Constituency with full status, there is a two stage process:

• Approval as a Candidate Constituency
• Approval as a Full Status Constituency

2.3.1 Becoming a Candidate Constituency

There are 2 methods by which the application to become a Candidate Constituency may be initiated:

• 10 NCSG members (Organizational or Individual) must sign on to and publish a Statement of Intent to form a Constituency (SOI) indicating the purpose and goals of the Constituency.
• Following the process established by ICANN, a noncommercial group files a Notification to Form a Constituency (NOIF) with the staff member designated to receive such forms.

The Executive Committee will review the the SOI or the NOIF to ascertain that it meets all of the following conditions:

1. The Group wanting to form a Constituency should have a common interest or background, i.e. be homogeneous with respect to some dimension of relevance to ICANN and to the NCSG. Its focus must be sufficiently defined and have substantive relevance within both the ICANN and the NCSG context and with respect to its core mission.
2. All members of the group should should already either be members of the NCSG or be qualified for membership under the rules established in section 2.2 on Membership.
3. The Constituency application should indicate how it represents or can represent a broad population associated with its scope, not just a limited group.
4. The proposed Constituency should have a plan of action to contribute to current and new policy discussions within the GNSO community. Constituencies should be oriented towards action.
5. A Constituency should be unique; there should not be two Constituencies attempting to represent the same interest group. Constituencies should not overlap.
6. A Constituency should have international outreach including members in all five regions and should include members from developing countries. This diversity requirement could be met by inclusion of international organizations as members, which in turn had members in multiple regions.

Once the NCSG Executive Committee has made a decision on an application to form a constituency, whether submitted through an SOI or NOIF, the decision will be sent to the Board or its designated committee for review. If the ICANN Board has any issues with the decision of the the NCSG Executive Committee, the ICANN Board, or its designated committee, and the NCSG EC will discuss the decision in an attempt to achieve a mutually agreeable decision. If a mutually agreeable decision cannot be reached then the NCSG Appeals mechanism described in section 2.4.2 may be used. The Candidate Constituency itself may also request an appeals vote.

2.3.1.1 Content of an Statement of Intent to Form a constituency (SOI)

An SOI should contain, at a minimum, the following elements:

• Name of the constituency being proposed;
• Interests and concerns to be represented in the Constituency
• Description of the fit of the Constituency to the purposes of the ICANN, the GNSO, and the NCSG.
• Relationship, if any, to existing Constituencies
• Description of membership criteria
• Plans for outreach
• Names and affiliations of those proposing the Constituency

2.3.1.2 Content of an NOIF

The NOIF process is managed by the ICANN staff for general outreach to candidate constituencies that may fit into any of the GSNO Stakeholder groups. those who wish to follow this process should consult the ICANN documentation to be found on the ICANN web page.

2.3.2 Participation rights of Candidate Constituencies

Once the SOI or NOIF is completed and approved by the Executive Committee, or approved through the appeals process, the Candidate Constituency:

• Will be assisted in publishing a notice, creating a mailing list and a participation (wiki or other) page in one of the online environments in use by the NCSG;
• Appoint a representative of the Constituency to be added to the NCSG-Policy Committee;
• Appoint a representative to be added as an observer to the NCSG Executive Committee;
• Appoint a representative to be added as an observer to the NCSG Finance committee;
• Be notified of all relevant NCSG policy statement development efforts;
• Be able to submit individual Constituency statements as part of the NCSG PDP response.

2.3.3 Becoming a Full Status Constituency

Once there is evidence of substantive activity by the Constituency in furtherance of its noncommercial interest, the Candidate Constituency can request Full Status from the NCSG-EC. This allows for full representative status within the NCSG committees.

Full representative status includes the right to select:

• Two full representatives to the NCSG-EC.
• Two full representatives to the NCSG-PC
• One full representative to the NCSG-FC.

If any new committees are created in the future, all Constituencies shall have an equal right of participation.

2.3.3.1 Requirements for Full Constituency Status

Upon request, the NCSG-EC will review the Candidate Constituencies activities to determine whether it has become a functional and active group. In making its determination, the NCSG-EC will review the Candidate Constituency for the following:

• Must show that it still meets the criteria established for candidacy defined in section 2.3.1.
• Must show active participation in at least 2 GNSO Working Groups and Work Teams, with at least 50% attendance;
• Must have submitted at least two 'Stakeholder or Constituency Statements' and other policy analysis in review of GNSO documents and processes;
• Must show active participation in the NCSG and the Policy Committee in the creation of NCSG positions and position papers;
• Must have have an active mailing list;
• Must have developed a charter with specific mechanisms of governance that strive to assure, to the maximum possible extent, fairness, openness and transparency, and minimize the probability of capture by a subset of the constituency. This Constituency Charter will need to meet the requirements set externally by the Board and the GNSO.

Once the NCSG Executive Committee has made a decision on the application of a Constituency for Full Status, it will notify the ICANN Board , or it designated committee, of that decision. In the event that the ICANN Board, or its designated committee, does not concur with the decision of the NCSG-EC, the NCSG-EC and the ICANN Board, or its designated committee, will discuss the decision in an attempt to achieve a mutually agreeable decision. If a mutually agreeable decision cannot be reached then the NCSG Appeals mechanism described in section 2.4.2 will be used. The Candidate Constituency itself may also request an appeals vote.

A Candidate Constituency should be approved for full status within 6 months of first being granted Candidate Constituency status. If it is not ready for approval within that time, the NCSG-EC will evaluate the progress of the new group and decide either to extend the time by another 6 months or terminate the attempt. Any decision to terminate a Candidate Constituency will be forwarded to the ICANN Board , or it designated committee, of that decision. In the event that the ICANN Board, or its designated committee, does not concur with the decision of the NCSG EC, the NCSG EC and the ICANN Board, or its designated committee, will discuss the decision in an attempt to achieve a mutually agreeable decision. If a mutually agreeable decision cannot be reached then the NCSG Appeals mechanism described in section 2.4.2 will be used. The Candidate Constituency itself may also request an appeals vote.

Any Candidate Constituency whose status is under review or in appeal will remain a Candidate Constituency at least until a decision is made or the appeal process completes.

2.3.4 Constituency review for maintaining Full Status

Constituencies must be reviewed by the NCSG-EC every 2 years.

In order to maintain full status, an Constituency must demonstrate the following:

1. Constituencies must still have a defined noncommercial purpose and still meet the criteria established n section 2.3.1;
2. Constituencies must have maintained a dynamic publicly archived discussion list;
3. Constituencies must have participated actively in relevant NCSG and GNSO Policy Development Process Working Groups or Work Teams;
4. Constituencies must have participated actively in submitting comments and other policy statements to the NCSG and to the GNSO; and
5. Constituencies must have at least 10 participants who sign on to an updated SOI for maintaining full status as an Constituency.

Any Constituency that does not file a request for maintaining full status after notice of the requirement to do so, will be automatically discontinued 6 months after that notification.

On a yearly basis, notification of the status of all Constituencies will be sent to the NCSG membership, to the GNSO secretariat and to the Board of Directors.

Once the NCSG Executive Committee has made a decision on the renewal of a Constituency, it will notify the ICANN Board, or it designated committee, of that decision. In the event that the Board or its designated committee does not concur with the decision of the NCSG EC, the NCSG EC and The Board, or its designated committee, will discuss the decision in an attempt to achieve a mutually agreeable decision. If a mutually agreeable decision cannot be reached then the NCSG Appeals mechanism described in section 2.4.2 will be used. The constituency itself may also initiate an appeals vote.

A Constituency that has lost its Full Status can file a new application to become a Candidate Constituency.

2.4 Executive Committee (EC).

The NCSG-EC's principal functions include:

• Work with NCSG Chair to insure the mission and principles of the NCSG are met;
• Supervise and monitor NCSG elections;
• Approve new NCSG members and maintain membership records;
• Review and approve the status of all NCSG Constituencies subject to oversight review by the Board;
• Coordination of and among NCSG Constituencies;
• Resolution of disputes among NCSG Constituencies;
• After review by the NCSG members, review and approve NCSG-PC and NCG-FC methods and procedures.
• Coordination and organization issues;
• Establish liaisons with other ICANN organizations.

2.4.1. NCSG-EC Composition.

The NCSG Executive Committee (EC) shall be comprised of two representatives from each Full Status NCSG Constituency. Each Candidate Constituency is eligible to appoint one observer to the NCSG-EC. The elected chair of the NCSG shall also serve as a full member and chair of the NCSG Executive Committee.

2.4.2. NCSG-EC Decision making

• By default NCSG-EC decisions are made by full consensus of all NCSG-EC members. Full consensus means that no NCSG-EC members have objected to the proposed decision. Any exception to this default will be approved by the NCSG-EC on a full consensus basis.

2.4.2.1 Appeals of NCSG-EC decisions

1. Any decision of the NCSG Executive Committee can be appealed by requesting a full vote of the NCSG membership. There are several ways in which a appeal can be initiated:

• If 15 NCSG members, consisting of both organizational and individual members, request such an appeal the NCSG Executive Committee will first take the appeal under consideration.
• If, after consideration of any documentation provided by those making the appeal, the NCSG-EC does not reverse its decision, the NCSG-EC and those making the appeal should attempt to negotiate a mutually agreeable solution.
• If, the NCSG-EC and those making the appeal cannot reach a mutually acceptable agreement on the decision within 30 days, then a Stakeholder Group vote will be scheduled as soon as practicable.
• For this type of appeal to succeed 60% of all of the members must approve of the appeal in a full membership vote as defined in section 4.0.

1. A decision related to Constituency Candidacy applications, Constituency Application for Full Status, or Constituency renewal may be appealed in the following situations:

• If the Board of Directors of ICANN, or its designated committee, disagree with a NCSG-EC Candidacy decision, then the Board can request the initiation of the appeals process;
• If the application is rejected by the NCSG-EC, the Constituency under discussion, may request an appeals vote;
• If 15 members of the NCSG membership, consisting of both organizational and individual members, disagree with the decision, they may petition for an appeals vote.

• For this type of appeal the following conditions apply:
  • The NCSG-EC should first reconsider it decision in the light of any documentation provided in the appeal.
  • If, after consideration of any documentation provided in the appeal, the NCSG-EC does not reverse its decision, the NCSG-EC and those making the appeal should attempt to negotiate a mutually agreeable solution. In the case of an appeal of a decision related to Constituency Candidacy or Full Constituency Status any discussion would include representatives selected by the Board of Directors of ICANN, or its designated committee, by the Constituency under discussion and by the NCSG EC.
  • If, the NCSG-EC and those making the appeal cannot reach a mutually acceptable agreement on the decision within 30 days, then a Stakeholder Group vote will be scheduled as soon as practicable.
    • If 60% of the membership is either in favor or against the Constituency, then the decision of the membership will prevail unless the ICANN Board overrule by a 60% majority vote.
    • If a majority of the membership is either in favor or against the Constituency, then the decision of the membership will prevail unless the ICANN Board overrules by a majority.
  • All formal discussions related to appeal will be done in a transparent manner and be both recorded and have transcripts made. All documentation related to the appeal, including transcript of formal discussions, will be collected on a public website associated with the NCSG and will be retained for a minimum of four (4) years.

2.4.3. NCSG-EC Leadership

• A Chair will be elected annually by a direct vote of the NCSG membership according to election rules defined in section 4. Any member of the NCSG may run for the chair position.
• In the event that there is a vacancy in the Chair, the NCSG-EC will choose an interim chair to serve until an election can be scheduled.
• One or more vice chairs may be chosen by the NCSG-EC on a yearly basis;
• Should the NCSG-EC not be able to come to full consensus on the selection of a vice-chair or an interim chair, a vote will be held where 2/3 of the sitting members of the NCSG-EC approve the selection;
• A chair can serve, at maximum, 2 consecutive full one year terms;
• Should it be necessary, the NCSG-EC can call for a new chair election to replace a sitting chair by full consensus of the NCSG-EC (excluding the person being considered for replacement);
• Should it be necessary, a vice-chair can be removed by a full consensus of the members of the NCSG-EC (excluding the person being considered for removal).

2.4.4. NCSG-EC Work Process

• As much as possible, all NCSG-EC work will be done using Internet tools, including, inter alia,
  • email;
  • wiki usage (Note such a wiki will be publicly viewable though editing may be restricted to members of the NCSG-EC);
  • online document collaboration tools as well as available network cloud based tools
• When necessary, teleconferences will be scheduled. A scheduling tool will be used to attempt to find a time when all members can attend. Unless all members can attend the teleconference, any decisions made at a teleconference will be provisional until full consensus is determined.
• When possible, as enabled - for example - by an ICANN meeting, a face to face meeting of the NCSG-EC will be held. As with teleconferences, if all members cannot attend, any decisions made will need to be verified for full consensus before being considered final.

2.4.5. NCSG-EC Mailing List

• All full members and observers will be subscribed to the NCSG-EC mailing list.
• The NCSG-EC list will maintain an open archive.
• For non-subscribers, the list will be a moderated. Comments from NCSG members relevant to ongoing discussions will be forwarded to the NCSG-EC list by list moderator.

2.4.6. NCSG-EC Observers

• Any observer to the NCSG-EC will have full participation rights except they will not be counted in any consensus process or vote;
• One elected or appointed representatives of each Candidate Constituency will be given observer status.

2.5 The Policy Committee

The NCSG Policy Committee is responsible for:

• Discussion and development of substantive policies and statements issued in the name of the NCSG. This activity will require coordination with the membership and the Constituencies;
• Organize policy initiatives on behalf of NCSG membership, including PDP initiatives from the membership;
• Provide policy research and guidance to NCSG GNSO Council members;
• Keep membership informed of GNSO Council activities;
• Organize, appoint where appropriate, and track NCSG participation in GNSO and other pertinent Working Groups.
• Organization and oversight of any GNSO Council related tasks, whether mandated by Bylaws, Council Procedures or Council decisions.
• Document methods and procedures used for decision making. Such documentation is subject to review by the NCSG-EC.

2.5.1. NCSG-PC Composition.

The NCSG Policy Committee (PC) shall be comprised of two representatives from each currently Full Status Constituency and one observer from each Candidate Constituency. The NCSG GNSO Council Representatives shall also serve as full members of the Policy Committee. The NCSG Chair will participate as an ex-officio member of the NCSG-PC and will be included in determining consensus process and votes. Past GNSO Council Representatives may be included as observers in the NCSG-PC. The membership of the NCSG-PC may invite others to participate as observers.

2.5.2. NCSG-PC Decision making

• By default NCSG-PC decisions are made by rough consensus of full NCSG-PC members. Rough consensus means that while all members do not need to agree and that no single member can veto a decision, all views must be heard and considered. Any minority views must be recorded along with the rough consensus position.

2.5.3. NCSG-PC Leadership

• A chair will be elected or replaced from among the members of the NCSG-PC by a 2/3 vote of the NCSG-PC membership on a yearly basis.
  • The NCSG Chair may not serve in this role.
• One or more vice chairs may be chosen by the NCSG-PC on a yearly basis.

2.5.4. NCSG-PC Work Process

• As much as possible, all work will be done using Internet tools, including, inter alia,
  • email
  • wiki usage (Note such a wiki will be publicly viewable though editing may be restricted to members of the NCSG-PC);
  • online document collaboration tools as well as available network cloud based tools.
• When necessary teleconferences will be scheduled. A scheduling tool will be used to attempt to find a time when all members can attend. Unless all members can attend the teleconference, any decisions made at a teleconference will be provisional until full consensus is determined.
• When possible, as enabled for example by an ICANN meeting, a face to face meeting of the NCSG-PC will be held. As with teleconferences, if all members cannot attend, any decisions made will need to be verified before being considered final.

2.5.5. NCSG-PC Mailing List

• All NCSG-PC full members and observers will be subscribed to the NCSG-PC mailing list.
• The NCSG-PC list will maintain an open archive.
• For non-subscribers the list will be a moderated. Comments from NCSG members relevant to ongoing discussions will be forwarded to the NCSG-PC list by the list moderator.

2.5.6. NCSG-PC Observers

• Any observer to the NCSG-PC will have full participation rights except will not be counted in any consensus process or vote.
• One elected or appointed representatives of Candidate Constituencies will be given observer status.
• Past NCSG Council Members may be permitted observer status at discretion of NCSG-PC full members.
• The NCSG-PC may invite other policy experts to participate as observers.

2.6 The Financial Committee

The NCSG Finance Committee is responsible for the following:

• Elect a chair who will also serve as NCSG Treasurer;
• Determine rates for voluntary contributions from members;
• Develop and deploy a fund-raising plan for the NCSG;
• Work with the ICANN staff to determine levels of support available to the NCSG;
• Work with ICANN finance officers to insure the the NCSG and its Constituencies receive fair and equivalent financial support from ICANN;
• Accounting for any funds received by the NCSG from any source. this accounting will include the following:
  • All funds raised by voluntary membership fees or otherwise must be held in a separate NCSG account.
  • Proper controls must be implemented.
  • Regarding Expenditures
    • All expenditures under 500 Euro may be made on the authority of the NCSG Treasurer
    • All expenditures over 500 Euro must be approved by the NCSG-FC
  • Financial reports must be prepared annually and be made public.
• Provide internal conflict resolution process regarding funds.
• Provide the oversight of the Treasurer function.
• Fulfill any other accounting, auditing or other prescribed financial requirements as set by the ICANN Board of Directors for organizations within the ICANN structure.
• Document methods and procedures used for accounting, reporting and budget creation. Such documentation is subject to review by the NCSG-EC.

2.6.1. NCSG-FC Composition.

The NCSG Finance Committee (FC) shall be comprised of one representative from each Full Status NCSG Constituencies. Each Candidate Constituency is entitled to appoint an observer. The NCSG Chair will participate as an ex-officio member of the NCSG-FC and will be included in consensus process and votes. The FC may invite other members as needed to meet its goals and responsibilities.

2.6.2. NCSG-FC Decision making

• By default NCSG-FC decisions are made by rough consensus of its members. Rough consensus means that while all members do not need to agree and that no single member can veto a decision, all views must be heard and considered. Any minority views must be recorded along with the decisions.

2.6.3. NCSG-FC Leadership

• A chair from among the members of the NCSG-FC will be elected by a 2/3 vote of the NCSG-FC membership. The chair will be responsible for filling any necessary Treasurer functions for the NCSG.
  • The NCSG Chair may not serve in this role.
• One or more vice chairs may be chosen by the NCSG-FC on a yearly basis.

2.6.4. NCSG-FC Work Process

• As much as possible, all work will be done using Internet tools, including, inter alia,
  • email;
  • wiki usage (Note such a wiki will be publicly viewable though editing may be restricted to members of the NCSG-FC);
  • online document collaboration tools, for example Google Document, Google Wave and other available network cloud based tools.
• When necessary teleconferences will be scheduled. A scheduling tool will be used to attempt to find a time when all members can attend. Unless all members can attend the teleconference, any decisions made at a teleconference will be provisional until full consensus is determined.
• When possible, as enabled for example by an ICANN meeting, a face to face meeting of the NCSG-FC will be held. As with teleconferences, if all members cannot attend, any decisions made will need to be verified before being considered final.

2.6.5. NCSG-FC Mailing List

• All NCSG-FC full members and observers will be subscribed to the NCSG-FC mailing list;
• The NCSG-FC list will maintain an open archive;
• For non-subscribers the list will be moderated. Comments from NCSG members relevant to ongoing discussions will be forwarded to the NCSG-FC list by list moderator.

2.6.6. NCSG-FC Observers

• Any observer to the NCSG-FC will have full participation rights except will not be counted in any consensus process or vote.
• Elected or appointed representatives of NCSG Candidate Constituencies will be given observer status.

2.7 Data Retention

The NCSG Chair, the Executive Committee, the Policy Committee, and the Finance Committee are responsible for maintaining any information used in making decisions for at least 4 years.

3.0 NCSG GNSO Council Representation

3.1 NCSG Allocation.

The NCSG is assigned six (6) GNSO Council seats by the ICANN By Laws. All NCSG GNSO Council representatives will be directly voted on by the full membership of the NCSG using weighted voting as defined in section 4. To the maximum extent possible, no more then two GNSO Council Representative can be declared resident of the same geographic region as defined by ICANN. Reasonable efforts should be taken to recruit nominees so that all geographical regions may be represented by the NCSG GNSO Council Representatives. Reasonable efforts should also be taken to insure gender balance and in no circumstance should there be fewer than 2 members of any gender.

3.2 GNSO Council Representatives Terms.

To the extent possible, GNSO Council Representatives shall serve staggered two year terms such that three NCSG GNSO Council Representatives will be elected in odd numbered years and three GNSO Council Representatives will be elected in even numbered years. GNSO Council Representatives are subject to terms limits as specified in Article X, Section 3 of the Bylaws.

In the event that a GNSO Council Representatives is unable to finish his or her term, the NCSG-EC will appoint a temporary GNSO Council Representatives to serve until the next regularly scheduled election. At that time, a new GNSO Council Representatives will be elected to serve out the balance of the term, if any.

3.3 Responsibilities and Duties of Council Representatives.

A Council Representative elected or appointed pursuant to this Charter shall be subject to the rules, principles, responsibilities, and duties as set forth in the Charter of the Non Commercial Stakeholder Group as well as the ICANN By Laws and the GNSO Council Operating Procedures.

3.3.1 Participation.

Each NCSG GNSO Council Representative shall actively and faithfully participate with the NCSG membership and its committees and Constituencies, in considering policy issues and in advancing the goals of the NCSG in every aspect of the GNSO Policy Development Process. NCSG GNSO Council Representatives will be expected to attend all GNSO Council meetings unless they give prior notice to the NCSG-PC and GNSO Council.

Regarding provisions made in the GNSO Council Operating Procedures for absentee or proxy mechanisms, the Council Representatives will be responsible, where possible, for notifying the NCSG Chair with sufficient notice to allow the Executive Committee, as required by those rules, to take advantage of such provisions. The Executive Committee will be responsible for making decision requiring the appointment of any temporary alternates whether due to absence or abstention. The Policy Committee will be responsible for making any decisions required on proxy voting or on directed voting, whether by an elected council member or by an appointed alternate, in the case of abstentions for conflict of interest. Both the NCSG-EC and the NCSG-PC will be responsible for discussing their decision on the public list. If time allows this discussion should be prior to the decisions, but in those cases where it is not possible, this discussion must be done as soon after the decision as possible.

Each NCSG GNSO Council Representative shall represent, within the GNSO Council, ICANN and its activities, the goals and priorities of the NCSG to the best of his/her ability and in accordance with the principle of consensus building. Since the NCSG will represent many different noncommercial viewpoints, the NCSG Council Representatives will not be bound in their GNSO Council votes to any specific NCSG established policy. They will, however, be expected to understand the varied positions in the NCSG and to explain to the membership how their votes are in support of noncommercial interests. NCSG GNSO Councilors should work with the NCSG-PC to develop NCSG policy positions. NCSG GNSO Councilors are expected to keep the NCSG membership informed of policy issues before the GNSO Council, to seek input from the NCSG membership and to be responsive to member requests for information on matters pending before the Council.

4.0 Voting Procedures

All NCSG votes will use the weighted voting standards defined in this section where a Large Organization Member has a vote equivalent to twice the vote of a Small Organization Member and a Small Organization Member has a vote equivalent to twice the vote of an Individual Member.

4.1 Nomination Process

The NCSG-EC is responsible for publishing online any open NCSG position and for publishing a description of the job, requirements for the job, and an election schedule for the job.

Any member of the NCSG may nominate any NCSG active member either for the position of a GNSO Council Representative or for NCSG Chair.
Once nominated, the nominee is responsible for public acceptance of the nomination and for making a public statement that includes:

• name, declared region of residence, gender and employment;
• Any conflicts of interest;
• Reasons for willingness to take on the tasks of the particular position;
• Qualifications for the job; and
• Statement of availability for the time the job requires.

The nominees statement may also include any other information that the candidates believes is relevant. The NCSG-EC and NCSG-PC may also require answers to specific questions relating to policy issues.

4.2 Voting mechanism

All NCSG votes will be held using an online voting system to be determined, approved and supervised by the NCSG Executive Committee. Membership classification for voting will be based on the official membership list, which must include the category of membership and must be verified before any vote.

4.3 Election for NCSG GNSO Council Representatives (size, number, and distribution of votes):

In the discussion below, N refers to the number of seats that need to be elected. Optimally N will equal 3 seats in years with normal rotation. Any number of reasons can cause this number to vary.

• NCSG members classified as "individuals" will be given N votes and must assign 1 vote each to each of N candidates.
• NCSG members classified as "small organizations" will be given 2N votes and must assign exactly 2 votes to each of N candidates.
• NCSG members classified as "large organizations" will be given 4N votes and must assign exactly 4 votes to each of N candidates.

4.4 Election of NCSG Chair (size and number of votes):

• NCSG members classified as "individuals" will be given 1 vote.
• NCSG members classified as "small organizations" will be given 2 votes.
• NCSG members classified as "large organizations" will be given 4 votes.
• Members must cast all their votes for a single candidate.

4.5 Member Voting Eligibility:

Any NCSG active Member who has been an active member for at least thirty (30) days from the date of the election is eligible to nominate candidates, vote in NCSG elections, and propose amendments to the NCSG Charter.

5.0 Amendments to the NCSG Charter.

Proposals to amend this charter may be submitted by five (5) percent of the then-current members eligible to vote, based on the weighted voting as defined in section 4.0. Proposals may also be put forward by the NCSG-EC or the ICANN Board of Directors or one of the Board's committees.

Amendments proposed by the NCSG members or the NCSG-EC will only take effect after there has been a membership review, approval by 60% vote of NCSG members using the weighted voting defined in section 4.0 and final review/approval by the ICANN Board of Directors. Amendments proposed and approved by the ICANN Board of Directors or one of its committees will only take effect after membership review and approval by 60% vote of the NCSG members using the weighted voting defined in section 4.0.

6.0 Charter Amendments.

7.0 APPENDIX: Transition to NCSG Charter

7.1 The charter will take effect once it is approved by the NCSG members and the ICANN Board of Directors. Until such time, the NCSG will run according to the currently approved interim charter, all pertinent ICANN Board decisions and the transition agreement put in place by the NCSG at the Seoul ICANN meting.

7.2 Until such time as the charter is approved by the ICANN Board, any and all members of Constituencies and of Interest-Groups within the NCSG as well as any 2009 Board appointed GNSO Council members who are not currently members of the NCUC are deemed to be NCSG members.

7.3 Once in effect all existing interest groups will be converted to Constituencies as defined in this charter and will be subject to review within 1 year of the date the final approval of the NCSG Charter. All existing candidate interest-groups or constituencies, will be converted to Candidate Constituencies as defined in this charter.

7.4 GNSO Council Seat Elections. The NCSG has been assigned six (6) GNSO Council seats and, according to the provisions in Section 3.2, GNCSO Council Representatives' terms are to be staggered.

7.4.1. In 2008 two council members were elected by the NCUC to a 2-year term scheduled to end in 2010.

7.4.2. In 2009 one council member was elected by the NCUC to a 2-year term scheduled to end in 2011. These terms will continue as planned.

7.4.3. In 2009 three GNSO Council Representatives were appointed by the ICANN Board. Their terms are schedule to end in 2011.

7.4.4 In order to enable staggered terms, the following GNSO Council election procedure will be followed:

The NCSG Executive Committee will ensure, to the maximum extent possible, that, in the selection of GNSO Councilors, no more than two shall come from the same geographic region as defined in the ICANN Bylaws.

7.4.5 Board appointed council members will be entitled to run for another term if they so chose. In the event that a Board appointed council member is elected to another term, this will count as their second term for calculating term limits.