Do you have a concrete suggestion as to how you would see the exercise of such a power being done by "a process that is broadly distributed in the community" as an alternative for us to consider, and seek legal advice on?
This is a proposals for exercising the power of recalling Board directors by a process that is well distributed in the community consisting in recalling the board directors (from 1 to 15) by the community and not a single SO or AC:
· The decision is taken by at least 4 SOs and/or ACs including at list 1 SO and 1 AC.
· All the directors have the same treatment (selected by their constituencies or by the nomcom)
· The SOs and ACs and the NomCom select the board directors and their interim simultaneously (the GNSO selects 2 acting directors and 2 interim ones and the ALAC selects 1 acting director and 1 interim one, etc.).
· All acting directors sign before taking their position as Board Director a commitment to step down in case a community decision to recall them is taken
· Those interim directors will fully replace the removed directors if the number of recalled directors is less than 8. In case the number reaches 8 or more, the resulting board (non recalled directors plus the interim of the recalled ones) will act as a caretaker till the selection of new directors to replace the recalled ones.
· This is to replace the 2 powers: stilling the whole board and recalling individual board directors.
This has the merit to;
· Fulfill the requirement of having the power to remove the whole Board and to remove individual board members
· make the change smaller and simpler by having a single mechanism to recall the board directors instead of 2
· not having to find a way for the nomcom to remove their appointed directors
· avoid a period where ICANN run without board in place
· avoid the risk of having an SO or AC recalling their selected director because of the SO or AC interest and not the global public interest