Hello all, The notes, recordings and transcripts for the WP-1 meeting on 6 October will be available here: https://community.icann.org/x/H55YAw A copy of the notes and action items may be found below. Thank you. Kind regards, Brenda Action Items * ACTION ITEM - Greg Shatan to add context to suggestions for CCWG consideration. * ACTION ITEM - Mike Chartier to issue second draft for discussion on next call. Notes These high-level notes are designed to help you navigate through content of the call and do not substitute in any way the transcript. Fundamental Bylaws 17 comments submitted. Strong support/clear consensus in having ability to approve fundamental Bylaws. General support for threshold. Areas needing refinements: 1) Must not preclude from being subject to US laws both state and federal; 2) Sole member may not be right body to launch Separation Working Group and ICG should refine; 3) Easily understood definition of process needed; 4) Deadlocks caused between Board and community on changing fundamental Bylaws may require stress test; 5) Reference to IANA functions review and special IANA Functions review may need clarification; 6) Require public comment period to be observed prior to bylaw change. Areas of divergence:1) preference not to utilize SMM; 2) 4 comments noted that article XVII should be Fundamental Bylaw. Options for CCWG consideration: 1) Consider further clarification in communications of process and methods; 2) Explicit reference to SIFR; 3) Consider comments of ICANN Board while discussing SMCM; 4) ST-WP consider deadlock stress test; 5) Further clarification should be sought to assess if current status of SCWG is sufficient; 6) ALAC proposed clarification. Feedback: - Bring over ST. AoC did extensive analysis on article 18. Suggestion to coordinate. - Explanations need to be clarified. - Model and decision-making process will shape how we need to change community powers. --> Adding a note that this would be impacted by model may be useful. Standard Bylaws 8 comments submitted. All comments were supportive - no comments were opposed. Areas needing refinement: 1) Consider deadlock stress test; 2) Community threshold to demonstrate objection to a Bylaws change needs to be agreed upon using current SO/AC structure as opposed to voting mechanism -> i.e. reliance on existing structure. Areas of divergence: 1) Preference for using current SO/AC structure as opposed to voting mechanism; 2) Further explanations of mechanisms needed. Options for CCWG consideration: 1) Clarification around triggers, thresholds and dispute resolution paths; 2) Revising mechanism to rely on consensus among SO/AC rather than voting; 3) Consider further explaining how conflict or deadlock would be resolved. Feedback: - Do you think that these two powers may be impacted by the model yet to be agreed or they are independent of model? --> Yes - potentially. - Confused about comment regarding preference for use of existing SO/AC structure. What does existing structure mean? --> We could benefit from Board's specific comments with respect to this concern. - Model will affect enforceability of powers. Choice of decision-making process will affect how power is exercised. We need to keep this in mind. - CCWG is an evolving model. - The issues focus on 1) details of how many votes; 2) Membership and designators model have quality that they replicate what exists already. It creates additional structure that has uncertain or unbounded side effects. You can achieve power using SO/AC structure and putting it in Bylaws. - Do not understand Board's concerns about designators model. Is Board removal the power they object to with respect to designators model? - Was the Board considering thresholds? How would voices of SO/ACs be counted? ---> We do not have detailed suggestion about exact formula. Thresholds should be pretty high. It is not different from CCWG threshold related discussions. --> We do have data on participation Board Recall P 4 - removed items 4 and 5 per decision on last call. Retained suggestions that we need more clarity on standards. We should borrow from existing criteria. Idea is to replicate same level of talent and scope. Consequences for failure: do we consider that an implementation detail? We should decide whether we do want to bring options back: 1) standards for selection of interim Board; 2) Consequences for failure of community to meet process requirement; 3) Make time periods less right; 4) eliminate potential for failure to agree on interim directors; 5) Simplify process; 6) Establish standards in WS2; 7) Higher threshold for Board recall. Feedback - Do the pre-service letters need to go into the individual director removal paper? --> Yes they are intending to be used to remove all Directors. - We need to add context to the suggestions. - Simplified process may be a self-contained refinement. - We need deadline for appointment of Board. - If Board is recalled it is a nuclear event. Threshold should be taken back to CCWG. - What do you do to count objections. Most of thresholds are equal weight. - Recalling entire Board is high threshold by community as a whole rather than SO/ACs. Is there a back channel by which Board can be removed by lower threshold? There is gap that needs to be closed. - We should have definition of majority. Quorum of voting is needed. We should have same threshold for quorum. ACTION ITEM - Greg Shatan to add context to suggestions for CCWG consideration. Individual Board Director Removal 32 comments submitted. Consensus on power. 6 are concerned that nominating SO/AC would be sole remover. 2 proposed standards of behavior be adopted. 1 suggested pre-service letters that would document cause for removal. 1 had concern with timing. 1 pointed that removal of individual members could have equivalent to removal of entire Board. Options: 1) increase threshold necessary for removal of SO/AC directors; 2) Document either standard of behavior or cause in pre-service letters; 3) Limit number and stagger time periods for individual Board removal to mitigate "batching". Feedback: - 1) Understand history and reflect it in decision; 2) There is a standard of behavior in Bylaws; 3) On p. 1, there is suggestion to take item 2b - there should be rationale publicly given why this process is beginning as opposed to holding it until community forum is constituted. --> It is not that directors have a bias - they understand community they are coming from. - Think about distinction between cause and rationale. Rationale and opportunities to discuss should be given. It should not be confused with narrowly defined causes that could limit our abilities. - In LA concerns were expressed. Bylaws are clear - When member is appointed to Board it has to act in interest of all stakeholders. Board mindset is looking at public interest. It would be a dysfunctional Board if captured. It needs to serve entire community. While support power, I am against individual director following SO/AC orders. For Board to be functioning there has to be experience on Board. Combination of Board members from outside and Board members with SO/AC experience creates balance. - Removing Board member by appointing body is for benefit of appointing body, not multistakeholders. NomCom will have community remove them. Why don't we have this for SO/ACs as well. Rationale is a minimum. - It is unconstitutional. Board members should act in collegial view of community. - SO/ACs should be able to remove their directors. ACTION ITEM - Mike Chartier to issue second draft for discussion on next call. AoC 5 areas needing clarification. Text in Italics is conclusion of previous call. Needing clarification: 1) CCWG proposed bringing AoC commitments into core values; 2) Clarification on selection/composition of review teams; 3) Clarification requested on CCWG para 507; 4) Action on recommendations; 5) New transparency requirements; 6) AoC review team transparency. Divergence: 1) Sunset/amendment/creation of other reviews; 2) WHOIS/Directory Services Review Text; 3) Commitment to implement review recommendations before opening next round of new gTLDs; 4) Do initial ATRT review no later than three years after termination of AoC. Feedback: - We may want wiggle room on implementation timelines. Some Review Team may want it to be longer term. - Actual process of implementation takes place prior to Board making decision. - What is unprecedented access? --> It is not full access. Refer to p. 75. - Wording should be "recommend" not power. Next call We will discuss: Community forum; CMSM; Second readings of budget, Bylaws, individual Board director removal. Documents Presented * <https://community.icann.org/download/attachments/56139295/PC2%20-%20Section%... laws.docx?version=1&modificationDate=1444159424000&api=v2> PC2 - Section 4 -Fundamental Bylaws.docx | <https://community.icann.org/download/attachments/56139295/PC2%20-%20Section%... laws.pdf?version=1&modificationDate=1444159444000&api=v2> PC2 - Section 4 -Fundamental Bylaws.pdf * <https://community.icann.org/download/attachments/56139295/PC2%20-%207.2%20St... rsion=1&modificationDate=1444159522000&api=v2> PC2 - 7.2 Standard Bylaws.docx | <https://community.icann.org/download/attachments/56139295/PC2%20-%207.2%20St... sion=1&modificationDate=1444159548000&api=v2> PC2 - 7.2 Standard Bylaws.pdf * <https://community.icann.org/download/attachments/56139295/v2%20Power%20-%20R... 20-%20analysis%20of%20PC2.docx?version=1&modificationDate=1444160602000&api=v2> v2 Power - Recall Entire Board - analysis of PC2.docx | <https://community.icann.org/download/attachments/56139295/v2%20Power%20-%20R... 20-%20analysis%20of%20PC2.pdf?version=1&modificationDate=1444160617000&api=v2> v2 Power - Recall Entire Board - analysis of PC2.pdf * <https://community.icann.org/download/attachments/56139295/AoC%20-%20analysis... ersion=1&modificationDate=1444165639785&api=v2> AoC - analysis of PC2 v3.docx | <https://community.icann.org/download/attachments/56139295/AoC%20-%20analysis... rsion=1&modificationDate=1444165659635&api=v2> AoC - analysis of PC2 v3.pdf