PIR: Why an At-Large Board Member?
I recognize it feels natural in our comments/advice to suggest someone from At-Large be on the PIR board but again I feel it prudent to ask, why At-Large? Why wouldn’t we ask that 1/3 of the board members be representatives of 501c(3) non-profits or ASBLs from Brussels? Those same people might be in the At-Large but that wouldn’t be why they are on the board of PIR. Jonathan Zuck | Executive Director | Innovators Network jzuck@innovatorsnetwork.org<mailto:jzuck@innovatorsnetwork.org> | O 202.420.7497 | S jvzuck | [cid:image001.png@01D2AEED.C7EA7800]
Jonathan, Those are good ideas, and reflect broader thinking beyond the question of how ALAC can be influential on PIR's governance. I think it's better if we make broader recommendations about PIR's Board, rather than just saying "Give us a Board seat, please." That would appear selfish to many. This dovetails with comments we can make about the difference between the role of a Board (standard corporate form, clear role in governance, ultimate authority within the organization; binding decisions) and a "Stewardship Council" (not standard, no clear role, definitely not ultimate authority, non-binding -- unless the By-Laws or Charter (Articles of Incorporation) that say otherwise). We should be making broader recommendations about governance structure, in any event -- beyond our role and beyond the Board. This is a good reminder to do so. Greg Shatan greg@isoc-ny.org President, ISOC-NY *"The Internet is for everyone"* On Thu, Jan 9, 2020 at 11:14 AM Jonathan Zuck <JZuck@innovatorsnetwork.org> wrote:
I recognize it feels natural in our comments/advice to suggest someone from At-Large be on the PIR board but again I feel it prudent to ask, why At-Large? Why wouldn’t we ask that 1/3 of the board members be representatives of 501c(3) non-profits or ASBLs from Brussels? Those same people *might* be in the At-Large but that wouldn’t be why they are on the board of PIR.
Jonathan Zuck *|* Executive Director *|* Innovators Network
jzuck@innovatorsnetwork.org | O 202.420.7497 | S jvzuck |
[image: cid:image001.png@01D2AEED.C7EA7800]
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Could you draft something up? Jonathan Zuck Executive Director Innovators Network Foundation www.Innovatorsnetwork.org<http://www.Innovatorsnetwork.org> ________________________________ From: Greg Shatan <greg@isoc-ny.org> Sent: Thursday, January 9, 2020 1:54:27 PM To: Jonathan Zuck <JZuck@innovatorsnetwork.org> Cc: CPWG <cpwg@icann.org> Subject: Re: [CPWG] PIR: Why an At-Large Board Member? Jonathan, Those are good ideas, and reflect broader thinking beyond the question of how ALAC can be influential on PIR's governance. I think it's better if we make broader recommendations about PIR's Board, rather than just saying "Give us a Board seat, please." That would appear selfish to many. This dovetails with comments we can make about the difference between the role of a Board (standard corporate form, clear role in governance, ultimate authority within the organization; binding decisions) and a "Stewardship Council" (not standard, no clear role, definitely not ultimate authority, non-binding -- unless the By-Laws or Charter (Articles of Incorporation) that say otherwise). We should be making broader recommendations about governance structure, in any event -- beyond our role and beyond the Board. This is a good reminder to do so. Greg Shatan greg@isoc-ny.org<mailto:greg@isoc-ny.org> President, ISOC-NY "The Internet is for everyone" On Thu, Jan 9, 2020 at 11:14 AM Jonathan Zuck <JZuck@innovatorsnetwork.org<mailto:JZuck@innovatorsnetwork.org>> wrote: I recognize it feels natural in our comments/advice to suggest someone from At-Large be on the PIR board but again I feel it prudent to ask, why At-Large? Why wouldn’t we ask that 1/3 of the board members be representatives of 501c(3) non-profits or ASBLs from Brussels? Those same people might be in the At-Large but that wouldn’t be why they are on the board of PIR. Jonathan Zuck | Executive Director | Innovators Network jzuck@innovatorsnetwork.org<mailto:jzuck@innovatorsnetwork.org> | O 202.420.7497 | S jvzuck | [cid:image001.png@01D2AEED.C7EA7800] _______________________________________________ CPWG mailing list CPWG@icann.org<mailto:CPWG@icann.org> https://mm.icann.org/mailman/listinfo/cpwg _______________________________________________ By submitting your personal data, you consent to the processing of your personal data for purposes of subscribing to this mailing list accordance with the ICANN Privacy Policy (https://www.icann.org/privacy/policy) and the website Terms of Service (https://www.icann.org/privacy/tos). You can visit the Mailman link above to change your membership status or configuration, including unsubscribing, setting digest-style delivery or disabling delivery altogether (e.g., for a vacation), and so on.
Thanks Greg Following on from your comments, it is not just a seat on the Board we should go for. It is about requirements on the Board members. Unless there is something in Board governance documentation that requires that Ethos Capital act in the public interest, a seat on the Board (or 10 seats for that matter) won’t matter. The requirements on any Board member are about acting in the best interests of the company. So if the ‘best interests off the company’ include acting in the public interest, it then becomes something ALL of the Board members must do. Suggestion - incorporate the statements made by Ethos Capital about how good they will be into enforceable commitments. Something the ICANN Board could be asked to do. Then it will be an obligation on ALL directors. Then, if there is a public interest member of the Board, their job will simply be to remind all directors of their obligations. Holly
On Jan 10, 2020, at 5:54 AM, Greg Shatan <greg@isoc-ny.org> wrote:
Jonathan,
Those are good ideas, and reflect broader thinking beyond the question of how ALAC can be influential on PIR's governance. I think it's better if we make broader recommendations about PIR's Board, rather than just saying "Give us a Board seat, please." That would appear selfish to many.
This dovetails with comments we can make about the difference between the role of a Board (standard corporate form, clear role in governance, ultimate authority within the organization; binding decisions) and a "Stewardship Council" (not standard, no clear role, definitely not ultimate authority, non-binding -- unless the By-Laws or Charter (Articles of Incorporation) that say otherwise).
We should be making broader recommendations about governance structure, in any event -- beyond our role and beyond the Board. This is a good reminder to do so.
Greg Shatan greg@isoc-ny.org <mailto:greg@isoc-ny.org> President, ISOC-NY "The Internet is for everyone"
On Thu, Jan 9, 2020 at 11:14 AM Jonathan Zuck <JZuck@innovatorsnetwork.org <mailto:JZuck@innovatorsnetwork.org>> wrote: I recognize it feels natural in our comments/advice to suggest someone from At-Large be on the PIR board but again I feel it prudent to ask, why At-Large? Why wouldn’t we ask that 1/3 of the board members be representatives of 501c(3) non-profits or ASBLs from Brussels? Those same people might be in the At-Large but that wouldn’t be why they are on the board of PIR.
Jonathan Zuck | Executive Director | Innovators Network
jzuck@innovatorsnetwork.org <mailto:jzuck@innovatorsnetwork.org> | O 202.420.7497 | S jvzuck |
<image001.png>
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Jonathan, Wouldn't it alter perceptions about the neutrality of the position taken by ALAC if ALAC stipulated or recommended the inclusion of one or two At-Large members in the PIR Board? (It would be an entirely different matter if PIR were to eventually invite one or more from At-Large to serve the PIR Board) ALAC could instead ask PIR how it would constitute it's Board to further Global Public Interest. Sivasubramanian M On Fri, Jan 10, 2020, 3:08 AM Holly Raiche <h.raiche@internode.on.net> wrote:
Thanks Greg
Following on from your comments, it is not just a seat on the Board we should go for. It is about *requirements* on the Board members. Unless there is something in Board governance documentation that requires that Ethos Capital act in the public interest, a seat on the Board (or 10 seats for that matter) won’t matter. The requirements on any Board member are about acting in the best interests of the company. So if the ‘best interests off the company’ include acting in the public interest, it then becomes something ALL of the Board members must do.
Suggestion - incorporate the statements made by Ethos Capital about how good they will be into enforceable commitments. Something the ICANN Board could be asked to do. Then it will be an obligation on ALL directors. Then, if there is a public interest member of the Board, their job will simply be to remind all directors of their obligations.
Holly
On Jan 10, 2020, at 5:54 AM, Greg Shatan <greg@isoc-ny.org> wrote:
Jonathan,
Those are good ideas, and reflect broader thinking beyond the question of how ALAC can be influential on PIR's governance. I think it's better if we make broader recommendations about PIR's Board, rather than just saying "Give us a Board seat, please." That would appear selfish to many.
This dovetails with comments we can make about the difference between the role of a Board (standard corporate form, clear role in governance, ultimate authority within the organization; binding decisions) and a "Stewardship Council" (not standard, no clear role, definitely not ultimate authority, non-binding -- unless the By-Laws or Charter (Articles of Incorporation) that say otherwise).
We should be making broader recommendations about governance structure, in any event -- beyond our role and beyond the Board. This is a good reminder to do so.
Greg Shatan greg@isoc-ny.org President, ISOC-NY *"The Internet is for everyone"*
On Thu, Jan 9, 2020 at 11:14 AM Jonathan Zuck <JZuck@innovatorsnetwork.org> wrote:
I recognize it feels natural in our comments/advice to suggest someone from At-Large be on the PIR board but again I feel it prudent to ask, why At-Large? Why wouldn’t we ask that 1/3 of the board members be representatives of 501c(3) non-profits or ASBLs from Brussels? Those same people *might* be in the At-Large but that wouldn’t be why they are on the board of PIR.
Jonathan Zuck *|* Executive Director *|* Innovators Network
jzuck@innovatorsnetwork.org | O 202.420.7497 | S jvzuck |
<image001.png>
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_______________________________________________ By submitting your personal data, you consent to the processing of your personal data for purposes of subscribing to this mailing list accordance with the ICANN Privacy Policy (https://www.icann.org/privacy/policy) and the website Terms of Service (https://www.icann.org/privacy/tos). You can visit the Mailman link above to change your membership status or configuration, including unsubscribing, setting digest-style delivery or disabling delivery altogether (e.g., for a vacation), and so on.
Exactly Jonathan Zuck Executive Director Innovators Network Foundation www.Innovatorsnetwork.org<http://www.Innovatorsnetwork.org> ________________________________ From: CPWG <cpwg-bounces@icann.org> on behalf of sivasubramanian muthusamy <6.internet@gmail.com> Sent: Thursday, January 9, 2020 4:49:39 PM To: Holly Raiche <h.raiche@internode.on.net> Cc: CPWG <cpwg@icann.org> Subject: Re: [CPWG] PIR: Why an At-Large Board Member? Jonathan, Wouldn't it alter perceptions about the neutrality of the position taken by ALAC if ALAC stipulated or recommended the inclusion of one or two At-Large members in the PIR Board? (It would be an entirely different matter if PIR were to eventually invite one or more from At-Large to serve the PIR Board) ALAC could instead ask PIR how it would constitute it's Board to further Global Public Interest. Sivasubramanian M On Fri, Jan 10, 2020, 3:08 AM Holly Raiche <h.raiche@internode.on.net<mailto:h.raiche@internode.on.net>> wrote: Thanks Greg Following on from your comments, it is not just a seat on the Board we should go for. It is about requirements on the Board members. Unless there is something in Board governance documentation that requires that Ethos Capital act in the public interest, a seat on the Board (or 10 seats for that matter) won’t matter. The requirements on any Board member are about acting in the best interests of the company. So if the ‘best interests off the company’ include acting in the public interest, it then becomes something ALL of the Board members must do. Suggestion - incorporate the statements made by Ethos Capital about how good they will be into enforceable commitments. Something the ICANN Board could be asked to do. Then it will be an obligation on ALL directors. Then, if there is a public interest member of the Board, their job will simply be to remind all directors of their obligations. Holly On Jan 10, 2020, at 5:54 AM, Greg Shatan <greg@isoc-ny.org<mailto:greg@isoc-ny.org>> wrote: Jonathan, Those are good ideas, and reflect broader thinking beyond the question of how ALAC can be influential on PIR's governance. I think it's better if we make broader recommendations about PIR's Board, rather than just saying "Give us a Board seat, please." That would appear selfish to many. This dovetails with comments we can make about the difference between the role of a Board (standard corporate form, clear role in governance, ultimate authority within the organization; binding decisions) and a "Stewardship Council" (not standard, no clear role, definitely not ultimate authority, non-binding -- unless the By-Laws or Charter (Articles of Incorporation) that say otherwise). We should be making broader recommendations about governance structure, in any event -- beyond our role and beyond the Board. This is a good reminder to do so. Greg Shatan greg@isoc-ny.org<mailto:greg@isoc-ny.org> President, ISOC-NY "The Internet is for everyone" On Thu, Jan 9, 2020 at 11:14 AM Jonathan Zuck <JZuck@innovatorsnetwork.org<mailto:JZuck@innovatorsnetwork.org>> wrote: I recognize it feels natural in our comments/advice to suggest someone from At-Large be on the PIR board but again I feel it prudent to ask, why At-Large? Why wouldn’t we ask that 1/3 of the board members be representatives of 501c(3) non-profits or ASBLs from Brussels? Those same people might be in the At-Large but that wouldn’t be why they are on the board of PIR. Jonathan Zuck | Executive Director | Innovators Network jzuck@innovatorsnetwork.org<mailto:jzuck@innovatorsnetwork.org> | O 202.420.7497 | S jvzuck | <image001.png> _______________________________________________ CPWG mailing list CPWG@icann.org<mailto:CPWG@icann.org> https://mm.icann.org/mailman/listinfo/cpwg _______________________________________________ By submitting your personal data, you consent to the processing of your personal data for purposes of subscribing to this mailing list accordance with the ICANN Privacy Policy (https://www.icann.org/privacy/policy) and the website Terms of Service (https://www.icann.org/privacy/tos). You can visit the Mailman link above to change your membership status or configuration, including unsubscribing, setting digest-style delivery or disabling delivery altogether (e.g., for a vacation), and so on. _______________________________________________ CPWG mailing list CPWG@icann.org<mailto:CPWG@icann.org> https://mm.icann.org/mailman/listinfo/cpwg _______________________________________________ By submitting your personal data, you consent to the processing of your personal data for purposes of subscribing to this mailing list accordance with the ICANN Privacy Policy (https://www.icann.org/privacy/policy) and the website Terms of Service (https://www.icann.org/privacy/tos). You can visit the Mailman link above to change your membership status or configuration, including unsubscribing, setting digest-style delivery or disabling delivery altogether (e.g., for a vacation), and so on. _______________________________________________ CPWG mailing list CPWG@icann.org<mailto:CPWG@icann.org> https://mm.icann.org/mailman/listinfo/cpwg _______________________________________________ By submitting your personal data, you consent to the processing of your personal data for purposes of subscribing to this mailing list accordance with the ICANN Privacy Policy (https://www.icann.org/privacy/policy) and the website Terms of Service (https://www.icann.org/privacy/tos). You can visit the Mailman link above to change your membership status or configuration, including unsubscribing, setting digest-style delivery or disabling delivery altogether (e.g., for a vacation), and so on.
+1 Siva On Thu, 9 Jan 2020, 11:49 AM sivasubramanian muthusamy, < 6.internet@gmail.com> wrote:
Jonathan,
Wouldn't it alter perceptions about the neutrality of the position taken by ALAC if ALAC stipulated or recommended the inclusion of one or two At-Large members in the PIR Board? (It would be an entirely different matter if PIR were to eventually invite one or more from At-Large to serve the PIR Board)
ALAC could instead ask PIR how it would constitute it's Board to further Global Public Interest.
Sivasubramanian M
On Fri, Jan 10, 2020, 3:08 AM Holly Raiche <h.raiche@internode.on.net> wrote:
Thanks Greg
Following on from your comments, it is not just a seat on the Board we should go for. It is about *requirements* on the Board members. Unless there is something in Board governance documentation that requires that Ethos Capital act in the public interest, a seat on the Board (or 10 seats for that matter) won’t matter. The requirements on any Board member are about acting in the best interests of the company. So if the ‘best interests off the company’ include acting in the public interest, it then becomes something ALL of the Board members must do.
Suggestion - incorporate the statements made by Ethos Capital about how good they will be into enforceable commitments. Something the ICANN Board could be asked to do. Then it will be an obligation on ALL directors. Then, if there is a public interest member of the Board, their job will simply be to remind all directors of their obligations.
Holly
On Jan 10, 2020, at 5:54 AM, Greg Shatan <greg@isoc-ny.org> wrote:
Jonathan,
Those are good ideas, and reflect broader thinking beyond the question of how ALAC can be influential on PIR's governance. I think it's better if we make broader recommendations about PIR's Board, rather than just saying "Give us a Board seat, please." That would appear selfish to many.
This dovetails with comments we can make about the difference between the role of a Board (standard corporate form, clear role in governance, ultimate authority within the organization; binding decisions) and a "Stewardship Council" (not standard, no clear role, definitely not ultimate authority, non-binding -- unless the By-Laws or Charter (Articles of Incorporation) that say otherwise).
We should be making broader recommendations about governance structure, in any event -- beyond our role and beyond the Board. This is a good reminder to do so.
Greg Shatan greg@isoc-ny.org President, ISOC-NY *"The Internet is for everyone"*
On Thu, Jan 9, 2020 at 11:14 AM Jonathan Zuck < JZuck@innovatorsnetwork.org> wrote:
I recognize it feels natural in our comments/advice to suggest someone from At-Large be on the PIR board but again I feel it prudent to ask, why At-Large? Why wouldn’t we ask that 1/3 of the board members be representatives of 501c(3) non-profits or ASBLs from Brussels? Those same people *might* be in the At-Large but that wouldn’t be why they are on the board of PIR.
Jonathan Zuck *|* Executive Director *|* Innovators Network
jzuck@innovatorsnetwork.org | O 202.420.7497 | S jvzuck |
<image001.png>
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Hello Jonathan, all The "why At-Large" in this context can perhaps be likened to what eventually made At-Large to have a single Board member on ICANN Board. If At-Large believes that her voice is important on the "new" PIR decision table, and that it will be through Board representation, I don't see anything wrong with making that clear from the start. Contributing towards getting a generic block of slot with a "later" tag on its allocation won't be strategic IMO Regards Sent from my mobile Kindly excuse brevity and typos On Thu, 9 Jan 2020, 17:14 Jonathan Zuck, <JZuck@innovatorsnetwork.org> wrote:
I recognize it feels natural in our comments/advice to suggest someone from At-Large be on the PIR board but again I feel it prudent to ask, why At-Large? Why wouldn’t we ask that 1/3 of the board members be representatives of 501c(3) non-profits or ASBLs from Brussels? Those same people *might* be in the At-Large but that wouldn’t be why they are on the board of PIR.
Jonathan Zuck *|* Executive Director *|* Innovators Network
jzuck@innovatorsnetwork.org | O 202.420.7497 | S jvzuck |
[image: cid:image001.png@01D2AEED.C7EA7800]
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_______________________________________________ By submitting your personal data, you consent to the processing of your personal data for purposes of subscribing to this mailing list accordance with the ICANN Privacy Policy (https://www.icann.org/privacy/policy) and the website Terms of Service (https://www.icann.org/privacy/tos). You can visit the Mailman link above to change your membership status or configuration, including unsubscribing, setting digest-style delivery or disabling delivery altogether (e.g., for a vacation), and so on.
participants (6)
-
Greg Shatan -
Holly Raiche -
Jonathan Zuck -
Maureen Hilyard -
Seun Ojedeji -
sivasubramanian muthusamy