Sub-Group Members: Alan Greenberg, Edward Morris, Finn Petersen, Greg Shatan, Holly Gregory, Izumi Okutani, James Gannon, Jonathan Zuck, Jordan Carter, Matthew Shears, Par Brumark, Robin Gross, Samantha Eisner, Steve DelBianco, Steven Chiodini, Tijani Ben Jemaa, Vrikson Acosta (17)
Staff: Bernard Turcotte, Berry Cobb, Brenda Brewer, Grace Abuhamad, Kim Carlson
Apologies: Avri Doria
**Please let Brenda know if your name has been left off the list (attendees or apologies).**
1. Community Model
2. Fundamental Bylaws
3. Standard Bylaws
4. AOC Reviews into the ICANN Bylaws
5. Removal of Individual
6. Recall of the entire ICANN Board
7. ICANN Budget
8. Identification of any other bits of work we need to do to wrap this up
9. Agree Agenda outline for meeting #21.
1. Community Model
Action: produce text on voting weights and influence for the mechanism before Friday
2. Fundamental Bylaws
Action: Grace and Steve to work on incorporating text on page 3 as it relates to stress test
3. Standard Bylaws
Action: include petitioning period in Bylaws
4. AOC Reviews into the ICANN Bylaws
Action: Steve to propose an updated draft (will write up a 2-step disclosure process)
5. Removal of Individual Directors
Action: remove bracketed text on page 1
Action: drafting to be clear that any standards would be advisory only
Action: CCWG to discuss paragraph 11
6. Recall of the entire ICANN Board
Action (Jordan): clean up document and recirculate for discussion next week.
7. ICANN Budget
Action: include header either here or in community powers sections
Action: Jordan to have discussion with Steve, Chairs, and staff to get a clear statement as soon as possible to the full CCWG list
8. Identification of any other bits of work we need to do to wrap this up
Action: please send your suggestions ASAP on any additional work to do
9. Agree Agenda outline for meeting #21.
Action: Jordan to circulate draft agenda
Action: produce text on voting weights and influence for the mechanism before Friday
Action: Grace and Steve to work on incorporating text on page 3 as it relates to stress test
Action: include petitioning period in Bylaws
Action: Steve to propose an updated draft (will write up a 2-step disclosure process)
Action: remove bracketed text on page 1
Action: drafting to be clear that any standards would be advisory only
Action: CCWG to discuss paragraph 11
Action (Jordan): clean up document and recirculate for discussion next week.
Action: include header either here or in community powers sections
Action: Jordan to have discussion with Steve, Chairs, and staff to get a clear statement as soon as possible to the full CCWG list
Action: please send your suggestions ASAP on any additional work to do
Action: Jordan to circulate draft agenda
Kimberly Carlson: (7/22/2015 12:34) Welcome to the WP1 Meeting #20 on 22 July! Please note that chat sessions are being archived and follow the ICANN Expected Standards of Behavior: http://www.icann.org/en/news/in-focus/accountability/expected-standards
Holly Gregory (Sidley): (12:45) Greetings everyone!
Jonathan Zuck (IPC): (12:57) It's a party...a work party...!
Jordan Carter (.nz, rapporteur): (12:57) hi everyone
Holly Gregory (Sidley): (12:58) I am wearing my party hat.
Grace Abuhamad: (12:58) Hi Steve -- I was not able to update the Section 6 document in time for this call
Greg Shatan: (12:58) It's my work party and I'll cry if I want to.
Holly Gregory (Sidley): (12:58) You would cry too if it happened to you!
Greg Shatan: (12:59) :-)
Greg Shatan: (13:00) AC operationg disconnected me instead of connecting me. Now I'm crying.
Greg Shatan: (13:00) operationg = operator
Jordan Carter (.nz, rapporteur): (13:01) one minute call
Greg Shatan: (13:03) I'm in.
James Gannon: (13:06) Have we passed this by counsel to ensure that we are mathcing their model of the CMSM?
James Gannon: (13:06) (Not saying it is or inst)
Jordan Carter (.nz, rapporteur): (13:06) all the content goes to legal thsi weekend
James Gannon: (13:06) ok
Greg Shatan: (13:07) Sounds like a fun weekend.
Grace Abuhamad: (13:09) Page 2
James Gannon: (13:09) Suggested edit to the first comment "It provides greather legal enforceability than the Empowered So/AC model"
Bernard Turcotte Staff Support: (13:09) agree
Robin Gross [GNSO - NCSG]: (13:09) I agree with Alan. As written, it seems a bit misleading.
Bernard Turcotte Staff Support: (13:10) will cxlean up
Grace Abuhamad: (13:10) Noted change in notes
Grace Abuhamad: (13:10) we're cool with edits
Bernard Turcotte Staff Support: (13:11) will confirm
Holly Gregory (Sidley): (13:12) We would be happy to mark up to try and clarify the legal points if you would like
Holly Gregory (Sidley): (13:12) Pease confirm that we are not trying to draft bylaws at thi point in time
Grace Abuhamad: (13:13) Thanks Holly -- Sidley review is 24-27th July
Jordan Carter (.nz, rapporteur): (13:13) and no we aren't trying to draft bylaws right now
Grace Abuhamad: (13:13) And yes, we are not trying to draft bylaws
Holly Gregory (Sidley): (13:13) Understood Grace, but I thought if folks were struggling with the drafting to clarify the legal points we are happy to wigh in earlier
Holly Gregory (Sidley): (13:14) wigh = weigh
Steve DelBianco [GNSO - CSG]: (13:14) Note that in the Stress Tests on capture, we assume that community power cannot be blocked by any one AC or SO.
Samantha Eisner: (13:14) Part of the Bylaws revision process will require normalizing the text across the Bylaws, so the wording can be refined then, so long as there is appropirate direction as to what the threshold should be
Bernard Turcotte Staff Support: (13:14) Holly - we just want to know if you were thinking that the bylaws rellated to the member needed to identify the specific SoACs or not
Holly Gregory (Sidley): (13:16) Robin, that is correct : as we discussed in Paris the idea was that the SOs and ACs would vote and that collectively would be the vote of the Sole Member--
Robin Gross [GNSO - NCSG]: (13:17) Thanks for the clarification, Holly.
Steve DelBianco [GNSO - CSG]: (13:17) Alan - it would be GNSO, not GNSO Council that exercises community voting
Holly Gregory (Sidley): (13:18) Bernard, my questions was related to when the bylaw drafting takes place. I take it that we are not including draft bylaws at this point in time
Bernard Turcotte Staff Support: (13:18) Holly thnak you but it still does not answer my question
Steve DelBianco [GNSO - CSG]: (13:18) If we in the GNSO want our Council to hanlde the voting, we can make that decision later. But the community authority lies with the GNSO
Steve DelBianco [GNSO - CSG]: (13:19) +1 James
Holly Gregory (Sidley): (13:19) We haven't yet started to figure out the bylaw drafting, Bernard.
Bernard Turcotte Staff Support: (13:19) ok - thanks
Matthew Shears: (13:20) agree with james
Robin Gross [GNSO - NCSG]: (13:20) as do I.
Jonathan Zuck (IPC): (13:20) Yup
James Gannon: (13:21) I also agree with myself =)
Holly Gregory (Sidley): (13:24) does fractional vote mean that 1 vote can be divided or that the 5 votes may be divided? if the latter the use of fractional is a bit confusing
James Gannon: (13:25) OK good cause I saw problems =)
Bernard Turcotte Staff Support: (13:26) 5 votes can be cast individually
Robin Gross [GNSO - NCSG]: (13:26) It has to be fractional also, because if the GNSO is given 5 votes, it has to be divided 1.25 as the voting weight is currently 1/4 to each SG.
Holly Gregory (Sidley): (13:27) got it Robin. Thanks. That will need to be clarified in the draft.
James Gannon: (13:28) Bernie has aquired a very female sounding voice
Steve DelBianco [GNSO - CSG]: (13:28) +1, Robin, on fractional voting
Alan Greenberg: (13:28) I had to step away for a moment. Hope I was not called upon...
Bernard Turcotte Staff Support: (13:28) my nightime voice
Bernard Turcotte Staff Support: (13:29) ;-)
Grace Abuhamad: (13:33) Yes, I incorporated those comments on page 2
Grace Abuhamad: (13:34) Steve, I'm not clear what page you are referring to
Steve DelBianco [GNSO - CSG]: (13:34) Sure
Grace Abuhamad: (13:35) got it!
Izumi Okutani (ASO): (13:36) I'm at the call
Greg Shatan: (13:42) IPC gets 5/12ths of a vote. I feel so empowered.
Greg Shatan: (13:42) Better go on a diet, so I can fit.
Robin Gross [GNSO - NCSG]: (13:43) I may have missed the conversation on relative voting weights. I think the GNSO and ALAC should not be equal. GNSO has two board members and ALAC has only one. We are supposed to keep with the current framework and not change relative power among SOs/ACs.
Robin Gross [GNSO - NCSG]: (13:44) Plus I don't think Congress will accept GAC getting equal votes also. So I don't think ACs should have equal votes.
Greg Shatan: (13:45) I think we need to re-open the discussion on voting composition. That will be one of our tough issues regardless.
Jordan Carter (.nz, rapporteur): (13:45) Robin, we're not discussing voting weights on thi call - the text was not ready
Izumi Okutani (ASO): (13:45) OK good I wanted to understand how it works - so makes sense to define in the single membership model
Edward Morris: (13:45) I agree Robin. The accountability effort should not and can not be a vehicle for redistributing power within ICANN yet it appears that is what is being done here.
Robin Gross [GNSO - NCSG]: (13:45) Ok - I just thought I may have missed the discussion on that topic.
Edward Morris: (13:45) @Jordan. When do you think we will be discussing that?
Samantha Eisner: (13:46) If we consider that SOs are in teh position that they are because they form policy development roles, I think that the question bears asking - is there something specific about the policy development role of the SOs that require them to have higher votes than ACs in (potentially) non-policy related areas?
Holly Gregory (Sidley): (13:46) correct Tijani
Edward Morris: (13:47) Thanks Jordan.
Matthew Shears: (13:48) I agree that we need to have a discussion on voting weighting
Matthew Shears: (13:48) at ome point in time
Izumi Okutani (ASO): (13:48) So how do we fix the window either 15/30 days?
Izumi Okutani (ASO): (13:48) That works for me - what Jordan has proposed about petitionnng period
Jordan Carter (.nz, rapporteur): (13:49) Izumi, I think that we will have three windowS: fifteen days to petition to use the power, fifteen days for a discussion in the forum once a petition happens, then fifteen days to decide after the forum discussion
Alan Greenberg: (13:50) Perhaps it is fitting, given much of ICANN's tradition, that the ALAC, the group responsible for certain aspects of ensuring the public interest, be given second rate status.
Samantha Eisner: (13:51) Jordan, if the 15 days to petition ends without a petition, could the bylaws be effective at that point, or would ICANN have to wait the full 45 days?
Jordan Carter (.nz, rapporteur): (13:51) Sam, yes - because the rest of the timeline wouldn't run
Samantha Eisner: (13:51) Could we include something that if at any point there is determination that no petition is forthcoming, the Bylaws could go into effect?
Izumi Okutani (ASO): (13:51) Noted Jordan about the period
Jordan Carter (.nz, rapporteur): (13:51) yes, I am sure that we could
Holly Gregory (Sidley): (13:52) we can assist with non disclosure agreements -- write them all the time
Jordan Carter (.nz, rapporteur): (13:52) the question is how we describe it in the bylaws
Samantha Eisner: (13:53) we also have experience in ICANN in drafting NDAs
Jordan Carter (.nz, rapporteur): (13:53) particularly about the decision about what is confidential not being solely at ICANN's discretion
Holly Gregory (Sidley): (13:53) but not sure that you need the details now for this purpose of the proposal -- can leave details forlater?
Samantha Eisner: (13:54) As I see the discussion of NDAs proceeding, I just want to flag that we are then making participation on review teams conditional on accepting individual liability for inappropriate disclosure
Holly Gregory (Sidley): (13:54) Yes Sam.
Jordan Carter (.nz, rapporteur): (13:56) no Sam, we aren't
Jordan Carter (.nz, rapporteur): (13:56) people would simply need to remove themselves if NDA-required material was being tabled/discussed.
Greg Shatan: (13:56) Even that may not be necessary depending on how this is all set up.
Jordan Carter (.nz, rapporteur): (13:57) (and they had refused to agree to an NDA)
Robin Gross [GNSO - NCSG]: (13:57) we need to be sure information is overly redacted
Jordan Carter (.nz, rapporteur): (13:57) isn't
Robin Gross [GNSO - NCSG]: (13:57) there should clear rules in advance
Greg Shatan: (13:58) Clear criteria for confidentiality, with an underlying aim of facilitating transparency and openness.
Robin Gross [GNSO - NCSG]: (13:59) Yes, Jordan.
Robin Gross [GNSO - NCSG]: (13:59) Agree, Greg.
Holly Gregory (Sidley): (14:00) If the team agrees to a strict NDA then there shouldn't be much at all that ICANN could not share with team
Edward Morris: (14:00) Thanks Holly. Completely agree.
James Gannon: (14:04) I would be happy with an escalation to the board as they have full inspection rights
Jordan Carter (.nz, rapporteur): (14:04) i'll close the speaking list here for this item
Samantha Eisner: (14:06) It seems that a lot of this is about changes to the DIDP, which currently provides a framework for confidentiality as well as recourse to the Board (though I understand this is not satisfactory to teh community)
James Gannon: (14:06) "A confindential disclosure framework shall be published by ICANN. The confidential dosclusre framework shall describe the process by which a review team may request acccess to and the process for classification of documentation. The CDA will provide a mechanism of escalation for relese of documentation to duly authorised review teams"
Steve DelBianco [GNSO - CSG]: (14:06) james -- pls email that text to me
Samantha Eisner: (14:07) There are two types of documents: 1. review team wants and wants to make public; 2. review team wants and may not wish to make public.
Holly Gregory (Sidley): (14:07) careful about expecting major legal analysis/solutions over the weekend. We are expecting to review draft but may need more time and better understanding of what you are seeking
Jordan Carter (.nz, rapporteur): (14:07) DIDP generally is a Work Stream 2 isue
Jordan Carter (.nz, rapporteur): (14:07) Holly, I'm not expecting major. Idon't know anyone else is either.
Holly Gregory (Sidley): (14:08) Great Jordan. Just want to make sure we are all on the same page. If there is a question we should be working on now would appreciate to know.
Edward Morris: (14:08) That is my understanding Jordan.
James Gannon: (14:10) Sam: That distinction should be made in a CDA not in the bylaws
Samantha Eisner: (14:12) @James, I agree. I was suggsting this as a way of taking the conversation forward with a little more clarity
Holly Gregory (Sidley): (14:13) would like clarity around these draft bylaws -- these are meant as general directior of potential bylaws and not the actual bylaws, correct?
James Gannon: (14:13) Yes holly
Samantha Eisner: (14:13) +1 to Alan
Holly Gregory (Sidley): (14:14) Thanks -- we will need to include the same disclosure that counsel has not reviewed the draft bylaws in any significant respect
Jordan Carter (.nz, rapporteur): (14:14) Steve -- would be good to get your view.
Alan Greenberg: (14:14) Its like all the things in WP3 that carefully ignored and then say its too late.
Jordan Carter (.nz, rapporteur): (14:14) All of this material, whether framed as draft bylaws or not, goes into a proper bylaw drafting process
Holly Gregory (Sidley): (14:15) Thanks Jordan. We should have clarifying language to that point in the proposal.
Jonathan Zuck (IPC): (14:16) We had a VERY specific charter for WS1 which was to sufficiently empower the community to accomplish further reform. EVERYTHING else is a distraction
Jonathan Zuck (IPC): (14:16) we were and SHOULD have been avoiding everything else
Steve DelBianco [GNSO - CSG]: (14:21) Agree with Alan -- we should not articulate a limited list of reasons to remove a board.
Steve DelBianco [GNSO - CSG]: (14:21) this paragraph 11 is about "expectations" but not quite limiting.
Jordan Carter (.nz, rapporteur): (14:22) so you
Greg Shatan: (14:23) "We're just not that into you" should be valid grounds for removing a director.
Robin Gross [GNSO - NCSG]: (14:23) I agree with Alan and James.
Jordan Carter (.nz, rapporteur): (14:23) and it would be and continue to be
Izumi Okutani (ASO): (14:23) + Alan james
Edward Morris: (14:23) +1 Greg
Jordan Carter (.nz, rapporteur): (14:24) I support the appointing body being the removing bdy for SOs ACs and don't support their judgement being replaced by the community as a whole
Steve DelBianco [GNSO - CSG]: (14:25) +1 Jordan. But you are getting off the subject of standards
Izumi Okutani (ASO): (14:25) Indeed Greg
Matthew Shears: (14:25) I do not agree with the bracketed proposal in 04 - we should remove
Matthew Shears: (14:25) so agree with Jordan
Izumi Okutani (ASO): (14:26) It wouldn't be in the interest to remove Board of directors which represents them easliy
Robin Gross [GNSO - NCSG]: (14:26) I completely agree with Greg on this point.
Jordan Carter (.nz, rapporteur): (14:26) Steve- on standards, I am happy with the wording in the paper (but then, I did draft it, so I would be...)
Greg Shatan: (14:26) Kumbaya
Holly Gregory (Sidley): (14:26) Agree with James, Jodan and Greg; and from a legal perspective my concern is that right to select lacks meaning if others can remove
Izumi Okutani (ASO): (14:26) So likely to have good reasons if a particular SO/Ac wishes to remove its Board of director
James Gannon: (14:26) Agreed Holly
Steve DelBianco [GNSO - CSG]: (14:27) Yeah, but nobody loves you forever, Tijani
Izumi Okutani (ASO): (14:27) Indeed Holly
Jordan Carter (.nz, rapporteur): (14:27) the expectations we note in para 11, Tijani
Steve DelBianco [GNSO - CSG]: (14:28) @Jordan -- several on this call are uncomfotable with a list of expectaions, since that implies they may limit the reasons for recall
Greg Shatan: (14:29) If we do have that discussion, we should decouple it from the right to remove.
James Gannon: (14:29) Can we just remove the reference to breach leading to a petition in 11
Greg Shatan: (14:29) I don't think a "right of reply" from the jilted Board member is a good idea.
Robin Gross [GNSO - NCSG]: (14:30) We seem to be over-engineering this process.
Holly Gregory (Sidley): (14:31) Generally, directors have no "right" to their position and there are no due process requirements for removing them ;
Greg Shatan: (14:32) The jilted board member can say what s/he wants but they sholdn't be able to plead for their position after the decision is made.
Jonathan Zuck (IPC): (14:32) +1 Greg
Matthew Shears: (14:32) I support elimination of brackets in 04
Alan Greenberg: (14:32) @Holly, but my fear is that as part of the "community" they also have the right to be treated "fairly" and that is VERY subjective.
Matthew Shears: (14:32) bracket text
James Gannon: (14:32) So thats a tick matt
Greg Shatan: (14:33) Click agree if you disagree with the text. Click cross out if you want to leave it in.
Matthew Shears: (14:33) yep
Greg Shatan: (14:33) I have summarized it for you Jordan.
Steve DelBianco [GNSO - CSG]: (14:34) No this isn't about the expectations. It's about whether the Community must approve
Alan Greenberg: (14:34) There were no crosses
Steve DelBianco [GNSO - CSG]: (14:35) @Tijani -- that vote was about whether the Community could prevent an SO from removing its own directors. Wasn't about the standards/expectations
Matthew Shears: (14:37) could the staff remove the first bullet in notes point 5 with the reference to selecting a wife - its not really appropriate
Robin Gross [GNSO - NCSG]: (14:37) I'd like to delete para 11, for what its worth.
Greg Shatan: (14:38) spouse?
Greg Shatan: (14:38) significant other?
Greg Shatan: (14:38) paragraph 11?
Grace Abuhamad: (14:38) ready for you to pay attention :p
Matthew Shears: (14:39) :)
Greg Shatan: (14:39) Time for TOTAL RECALL!
Jordan Carter (.nz, rapporteur): (14:42) TOTAL RECALL (Except The President)
James Gannon: (14:44) OK gotta run sorry guys speak again tomorrow =)
Steve DelBianco [GNSO - CSG]: (14:45) just another day, please
Matthew Shears: (14:45) agree Steve
Steve DelBianco [GNSO - CSG]: (14:45) would be better to see it in a CLEAN doc
Matthew Shears: (14:46) yes
Greg Shatan: (14:46) Generally pleased wit this. Language is pefectly digestable to me!
Greg Shatan: (14:46) wit = with
Holly Gregory (Sidley): (14:46) so what will be included in the draft for this weekend that we will be reviewing? weekend that
Holly Gregory (Sidley): (14:46) isnt Tuesday too late?
Jordan Carter (.nz, rapporteur): (14:47) holly, a tidied up version of this document, which our group will discuss Tuesday with the benefit of your comments added
Holly Gregory (Sidley): (14:47) Im sorry Jordan, I thought the proposal was coming to us for review this weekend
Grace Abuhamad: (14:48) Holly, it will be as much as can be provided
Jordan Carter (.nz, rapporteur): (14:48) it is, but the nature of the work is that we will be backfilling and still discussing some issues. I'm sorry, but that's the way it is.
Steve DelBianco [GNSO - CSG]: (14:49) para 3 is more a requirement than a Whereas
Holly Gregory (Sidley): (14:50) thanks all. Not quite as described to us in the CCWg call yesterday and limits our ability to give a fulsome thorough read but we will try to do our best
Steve DelBianco [GNSO - CSG]: (14:50) 15 days okay for budget
Jordan Carter (.nz, rapporteur): (14:50) it doesn't limit that, Holly. It just means that in parallel, there is ongoing consideration that might lead to some subsequent changes. I'm sorry if it wasn't clearly represepnted that some of this will be going on in parallel
Jordan Carter (.nz, rapporteur): (14:51) it would be preferable for you guys to review the penultimate final text, but the work plan makes that impossible. Regrettable but not impossible to manage.
Grace Abuhamad: (14:53) Holly -- community drafting process is never crystal clear. Suggest you clarify with the Chairs if there is still confusion. They are managing a very decentralized drafting process.
Holly Gregory (Sidley): (14:54) Grace, we are flexible and will do whatever you all want. Just noting that it is somewhat different than what we understood from yesterday's call. It is hard for us to give a solid legal review to t docuent that is in flux. Just disclosing the risk that we may miss something.
Grace Abuhamad: (14:55) disclosure noted :). thanks.
Bernard Turcotte Staff Support: (15:01) by eall
Matthew Shears: (15:01) thanks!
Holly Gregory (Sidley): (15:01) Thanks all.
Edward Morris: (15:01) Thanks Jirdan
Robin Gross [GNSO - NCSG]: (15:01) thanks -bye
Jordan Carter (.nz, rapporteur): (15:01) Thanks everyone
Jordan Carter (.nz, rapporteur): (15:01) good work