With due respect to Kavouss’s concern, I am okay with the revised text. I think it provides some flexibility that could be useful in certain circumstances. Chuck From: cwg-stewardship-bounces@icann.org [mailto:cwg-stewardship-bounces@icann.org] On Behalf Of Kavouss Arasteh Sent: Thursday, August 04, 2016 2:38 PM To: Jonathan Robinson Cc: cwg-stewardship@icann.org Subject: Re: [CWG-Stewardship] FW: [client com] CWG Comment Letter_PTI Bylaws Dear Co-Chairs Tks I have some concerns about the modification as appeared in below This is very heavy modification and difficult “Any action required or permitted to be taken by the Board may be taken without a meeting, if (a) all Directors members of the Board, individually or collectively, consent in writing to the action and (b) the number of Directors then in office constitutes a quorum as set forth in Section 5.11.1, which, for the avoidance of doubt, requires a majority of Directors then in office including at least one ICANN Director and at least one Nominating Committee Director. Such written consent shall have the same force and effect as a unanimous vote of the Board taken at a meeting. Such written consent or consents shall be filed with the minutes of the proceedings of the Board.” We need to either simplify that or take the initial text Regards Kavouss 2016-08-04 19:57 GMT+02:00 Jonathan Robinson <jrobinson@afilias.info<mailto:jrobinson@afilias.info>>: All, Please see below and attached in preparation for today’s meeting. Jonathan From: Flanagan, Sharon [mailto:sflanagan@sidley.com<mailto:sflanagan@sidley.com>] Sent: 04 August 2016 18:54 To: Client Committee <cwg-client@icann.org<mailto:cwg-client@icann.org>> Subject: [client com] CWG Comment Letter_PTI Bylaws Dear All, Attached is a revised draft of the CWG comment letter on the PTI bylaws which is due on August 11. We believe the only open points are #8 and 9 re budget and strategic plan. Best regards, Sharon SHARON R. FLANAGAN SIDLEY AUSTIN LLP 555 California Street Suite 2000 San Francisco, CA 94104 +1 415 772 1271<tel:%2B1%20415%20772%201271> sflanagan@sidley.com<mailto:sflanagan@sidley.com> www.sidley.com<http://www.sidley.com> **************************************************************************************************** This e-mail is sent by a law firm and may contain information that is privileged or confidential. If you are not the intended recipient, please delete the e-mail and any attachments and notify us immediately. **************************************************************************************************** _______________________________________________ CWG-Stewardship mailing list CWG-Stewardship@icann.org<mailto:CWG-Stewardship@icann.org> https://mm.icann.org/mailman/listinfo/cwg-stewardship