Thanks for your very kind note Jordan.  Your independent counsel appreciate it!

 

HOLLY J. GREGORY
Partner and Co-Chair
Global Corporate Governance & Executive Compensation Practice

Sidley Austin LLP
787 Seventh Avenue
New York, NY 10019
+1 212 839 5853
holly.gregory@sidley.com
www.sidley.com

http://www.sidley.com/files/upload/signatures/SA-autosig.png SIDLEY AUSTIN LLP

 

 

From: accountability-cross-community-bounces@icann.org [mailto:accountability-cross-community-bounces@icann.org] On Behalf Of Jordan Carter
Sent: Sunday, October 04, 2015 4:23 PM
Cc: accountability-cross-community@icann.org
Subject: Re: [CCWG-ACCT] Documents for Posting for CCWG-ACCT

 

Thanks Holly and Rosemary for this excellent memo.

 

It proposes a far better way of dealing with problematic "Member Powers" than my suggestion of incorporating the Board a decision-maker.

 

Triggering co-decision for any of the "unwanted" powers with the Board is consistent with the approach we already proposed for fundamental Bylaw changes, and avoids the contamination of the separation of powers my suggestion would have made.

 

I therefore withdraw my suggestion, and note with a smile that I wish I'd read *all* my email before replying to any of it!

 

Finally: I would ask Board members to share their thoughts about how this memo conflicts with the apparent JD advice.

 

best

Jordan

 

 

On 3 October 2015 at 08:38, Gregory, Holly <holly.gregory@sidley.com> wrote:

Thomas, Mathieu and Leon and CCWG,,

 In addition to slides comparing the Sole Member, Sole Designator and Board Proposal from last week (which we understand did not get posted yet) , we are providing a memo as requested in LA that discusses how the statutory rights of a member can be constrained in the Sole Member model. 

Kind regards, Holly and Rosemary

 

 

HOLLY GREGORY
Partner

Sidley Austin LLP
+1 212 839 5853
holly.gregory@sidley.com

 

 

 

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