Dear Community Leaders, Thank you to those who have submitted input on Council Restructuring and the issues outlined below. Comments received in response to my previous email have been collated and submitted to the Board, and also are attached for your information. For those who would like to respond to my 19 September email soliciting input on four additional issues/ideas relating to Council restructuring, there is still time. Please email input to me this week and I will make sure it is brought to the Board's attention before their meeting. Again, thank you for your contributions. They, and other comments received from the community, are invaluable input to the Board's decision-making process. Regards, Denise Denise Michel ICANN VP Policy Denise.michel@icann.org +1.310.578.8632 On 9/5/08 4:01 PM, "Denise Michel" <denise.michel@icann.org> wrote: Dear GNSO Community Leaders: As I reported during yesterday's GNSO Council teleconference meeting and previously via email, the ICANN Board made significant progress discussing various aspects of the GNSO Council restructuring at its 28 August meeting. During the meeting, Board members discussed a number of consensus recommendations developed by the special working group on GNSO Council Restructuring (WG-GCR). The Board endorsed the direction of the WG-GCR Report and approved a bicameral voting structure that includes contracted and non-contracted party houses each composed of voting stakeholder representatives and independent nominating committee appointees (see <http://gnso.icann.org/mailing-lists/archives/council/msg05417.html><http://gnso.icann.org/mailing-lists/archives/council/msg05417.html>). The Board directed that a transition to this new structure be accomplished by January 2009. Several Council restructuring issues remained unresolved. The Board is continuing its discussions and intends to address these issues at its next meeting on 30 September. There are five major issue areas yet to be decided: (1) the role of an independent third Nominating Committee Appointee (NCA) that the Board has decided will serve on the Council; (2) the process for electing Council leadership (Chair and Vice Chairs); (3) the process for filling Board seats #13 and #14; (4) the voting thresholds for various Council decisions as proposed by the WG-GCR; and (5) general implementation issues. (It is important to keep in mind that the Board is actively considering Council restructuring and additional ideas and issues could emerge.) To assist Board members in their deliberations, Staff will be preparing an analysis and recommendation for each of these remaining decision points. I would like to include additional community input in that process and invite all GNSO constituencies, other ICANN structures, and the nominating committee appointees to share their views as appropriate. For each of the four WG-GCR recommendations outlined below I am requesting each group to submit a one-paragraph statement clarifying its perspective on that topic. I also hope that each group will take the opportunity to highlight in one paragraph what they believe to be the most significant implementation issues that will need to be addressed (Issue 5). Note: your comments will not be edited or summarized, but will be collated and submitted directly to Board members for their consideration. A copy of this submission will be posted on the public GNSO email list. Any group intending to contribute comments should submit them to me via email to policy-staff@icann.org by COB on 18 September (PDT). That will give Board members adequate time before their meeting to review your submissions. A copy of the Final Report of the WG-GCR is attached for your reference. The remaining issues also are summarized below, but please reference the report directly for the precise WG-GCR language. Issue 1 - Role of the Third NCA: At it 28 August meeting the Board directed that each voting house include one voting Nominating Committee appointee (NCA). The Board also directed that a third "independent" NCA continue to serve on the Council - a matter on which the WG-GCR could not reach consensus. The Board has not yet determined what the role, function or status of that third NCA will be on the Council. Ideas currently under discussion include: making this NCA non-voting and not assigned to either house (recommended by Staff); making the third NCA voting (unclear yet how this would fit into the bicameral voting structure); including the third NCA as a voting member of the non-contracted party house to maintain a 6:1 ratio of constituency representatives to NCAs; Issue 2 - Council Leadership; Election of GNSO Council Chair The WG-GCR proposed that the GNSO Council Chair be elected by a 60% vote of BOTH voting houses and that each house elect its own Vice Chair to serve in that capacity. A WG-GCR non-consensus compromise suggested that if that process could elect no Chair, then a third Council-level Nominating Committee Appointee should serve as a non-voting Chair. The Board generally discussed the leadership selection options at it 28 August meeting, but did not reach a decision. Ideas currently under discussion include: adopting the WG-GCR proposal (recommended by Staff); adopting the WG-GCR proposal as well as the proposal to use the third NCA as a non-voting Chair if needed; and have the Chair elected by a simple majority of the full Council with weighted voting (12 votes each for the contracted and non-contracted party houses, and single vote for each of the three NCAs). Issue 3 - Election of Board Seats The WG-GCR proposed that, at the end of the current terms for Board seats #13 and #14, the contracted party voting house elect Seat 13 by a 60% vote and that the user/non-contracted party voting house elect Seat 14 by a 60% vote. The WG-GCR agreed that the two seats cannot BOTH be held by individuals who are employed by, serve as an agent of, or receive any compensation from an ICANN-accredited registry or registrar, nor can they both be held by individuals who are the appointed representatives to one of the GNSO user stakeholder groups. Staff is exploring concerns that changes in the Board election methodology for Seats 13 and 14 as proposed by the WG-GCR would have the effect of creating Board members from each of the voting houses, rather than Board members from the entire GNSO. (All Board seats are to serve the interests of ICANN's public benefit mandate, not the interests of individual groups; the SO level represents a view of an entire sector of the ICANN community and there is concern that to more narrowly define the parameters of selection within an SO is inconsistent with the non-representational capacity of the members once they reach the board of directors). The Board did not have time to thoroughly address this matter at its 28 August session. Ideas currently under discussion include: adopting the WG-GCR proposal; deferring this issue and dealing with it as part of the Board Review (which is ongoing); adopting a Council-wide supermajority selection criteria; adopting a method which uses a simple majority of the full Council with weighted voting (12 votes each for the contracted and non-contracted party houses, and single vote for each of the three NCAs). Issue 4 - Voting Thresholds: 1. "The WG-GCR reached consensus on the following collection of voting thresholds: "Create an Issues Report (currently 25% of vote of Council)- either greater than 25% vote of both houses or simple majority of one house 2. 3. Initiate a PDP within Scope of the GNSO per ICANN Bylaws and advice of ICANN GC (currently >33% of vote of Council) -- greater than 33% vote of both houses or greater than 66% vote of one house 4. Initiate a PDP not within Scope of the GNSO per ICANN Bylaws and advice of ICANN GC (currently >66% of vote of Council) - greater than 75% vote of one house and a simple majority of the other 5. Approval of a PDP without Super-Majority (currently >50% of vote of Council) -- Simple majority of both houses, but requires that at least one representative of at least 3 of the 4 stakeholder groups supports 6. Super-Majority Approval of a PDP (currently >66% of vote of Council) - Greater than 75% majority in one house and simple majority in the other 7. Removal of Nominating Committee Appointees for Cause subject to ICANN Board Approval (currently 75% of Council): a) At least 75% of User/NCP House to remove Nominating Committee appointee on User/NCP House; b) At least 75% of Contracted Parties House to remove Nominating Committee appointee on Contracted Parties House; c) [At least 75% of both voting houses to remove the Council-level Nominating Committee appointee]. 8. All other GNSO Business (other than Board elections) - simple majority of both voting houses." The Board did not have time at its 28 August meeting to discuss these voting thresholds. Staff has recommended adoption of all voting thresholds noted in the WGGCR Report, except for Category F, the threshold for removal of an NCA. Staff has recommended that the Board consider this threshold further as it continues its related work on the NomCom Review and improvement efforts. Additional ideas under consideration include adding a voting threshold for the approval of a charter for a PDP working group. Issue 5 - Implementation At its 28 August meeting, the Board directed the GNSO Council to work with ICANN Staff on an implementation plan that creates a transition to a new bicameral voting structure by the beginning of calendar year 2009. Board discussion continues on how to ensure diversity in each stakeholder group, whether specific Board recommendations are needed to support expansion and inclusiveness for new actors, and whether the Board should encourage fostering different representation. Questions about whether additional guidance or requirements are needed on the implementation plan, and transition to the new structure by January 2009, also are being explored. Comments about this time frame, the issues noted, or about particular areas that might require special attention are most welcome. Thank you for your continued involvement and input. Regards, Denise Denise Michel ICANN VP Policy Denise.michel@icann.org +1.310.578.8632