Grateful for this exposition..again.....Karl Karl has always been my authority on this matter from the very first time I heard him speak in 2007. In case you're all still puzzled, my use of the term "American corporation" - in context - was meant to be ironic. Carlton --------------------------------------------------------------------------------------------------------------------- On Mon, Mar 29, 2010 at 7:52 PM, Karl Auerbach <karl@cavebear.com> wrote:
On 03/29/2010 03:40 PM, John R. Levine wrote:
ICANN is not a regular US corporation -- it is a tax exempt
not-for-profit charitable corporation..
Yes, but to be more accurate ICANN is *both* of these things:
- A California non-profit, public-benefit corporation.
- A United States organization that is exempt from US Federal taxes under tax code provision 501(c)(3)
These are separate and distinct things.
There are reasons why ICANN should be concerned whether it is properly classified under either of those categories.
The California law under which ICANN obtains its corporate existence has many nice provisions that ICANN has done a contorted dance to avoid. See: http://www.cavebear.com/archive/icann-board/platform.htm#full-members
(Part of the reason why ICANN is allergic to the word "election" comes because ICANN believes that it can divorce itself from the California law by never uttering the talismanic word "election".)
It would be a good thing if ICANN were clearly to have us, the public or some subset, as "members" as defined by the California law from which ICANN draws its legal existence. This is something worth fighting for.
As for the US Federal tax exemption - ICANN's basis for that was, if I remember right, that ICANN "lessens the burdens of government" (!!) I am no expert in section 501 law, but it does feel that ICANN may be a very square peg trying to push itself into a very round tax-code hole.
In any case there is a clear question "who owns ICANN"?
ICANN clearly does not own itself.
Another way to ask this question is to go to heart of the concept of accountability and ask: Who has the power to force ICANN to change or, to go to the extreme limit, to force it to wind-up and distribute it assets?
The term "accountability" is not a fuzzy-wuzzy phrase. Rather it is an iron fisted word built around the very solid idea that those to whom the duty of accountability is owed have the power and authority to require change.
The way that ICANN is structured and the way it behaves suggest a belief that ICANN is a sovereign circle of perpetual motion beholden only to itself. If that is true then ICANN operates by principles that are the antithesis of accountability.
The very first question that ought to be asked, and answered, by the review committee is "to whom is owed ICANN's duty of accountability?"
--karl--
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