Olivier:

Two points.

1. I don't think anyone (myself included) is suggesting a shareholder model per se. Indeed, a US non-profit generally cannot have shareholders. The "membership" model comes squarely out of the non-profit world. The commonality between the two is that the Board in each instance can be made accountable to that body in a way that no other body can possess. The references to shareholders are merely an analogy, and reading any leaning toward a for profit model is entirely a mis-reading.

2. As to whether US corporate accountability is "seriously dented" outside the US, I don't know (though it seems rather overheated to me). However, I think you are again reading too much into things. The examples given would work just about as well with French corporations or Japanese corporations or Australian corporations. It would be ludicrous and extremely unhelpful to say that we have nothing to learn from US corporate governance or the governance of "for profit" corporations generally, or that we must ignore all the work in that area. We can't be so allergic on principle to these things, and I doubt that most of us are.

(I would also note that that in David Conrad's "parade of horribles," there were companies from Japan, India, Italy and the Dominican Republic in addition to the US, so making this a US issue is both unfair and inaccurate.)

Greg

On Tue, Jan 20, 2015 at 3:44 PM, Olivier MJ Crepin-Leblond <ocl@gih.com> wrote:

Dear Greg,

thanks for your kind message. A follow-up below:

On 20/01/2015 20:30, Greg Shatan wrote:
> ICANN is (for better or worse) virtually unique. Most companies do
> not have an organized "community" of "stakeholders" around them, like
> ICANN. Most companies are not acting as policy and governance
> "ecosystems," like ICANN. In many ways, this uniqueness is a good
> thing, but it gives us unique challenges. While we can borrow heavily
> from the "playbooks" of existing non-profits and private companies
> (whether publicly-traded or not), their solutions will need to be
> customized (more or less) to suit our situation.

You are absolutely right, ICANN is virtually unique. I therefore am very
concerned that some suggestions are that it loses this uniqueness and
ends up working on a for profit corporate model of shareholders. It's
not that I am against share ownership - I am a shareholder of many US
corporations - but the idea of accountability based on US corporation
accountability is seriously dented outside the United States. Again it's
a perception thing and I know it's not perceived in the US but most of
the rest of the world doesn't see it that way. I have concerns that we
are, once again, going to be accused of replacing US government
accountability with US corporate interest accountability and that will
do nothing for the legitimacy of our proposed solution.

Kind regards,

Olivier