Questions for "Outside Counsel"? -- REPLIES REQUESTED
All: As previously discussed, there are several aspects of our work where we thought it would be helpful to get legal advice from independent counsel. I've been advised that in order to make this request, we should have a list of the questions we would like to put to counsel. I am starting this thread in the hopes that others in the CWG will reply with the questions they believe the CWG should put to counsel. Thank you for your contributions! Greg Shatan
1) Since the MRT members do not have a corporate shield, can the members be held individually liable in case of litigation surrounding the RFP process (say for a failed bid); and how can their personal liability be minimised? 2) Will a financial indemnification clause of a contract be valid if the contract itself is the subject of litigation; especially if the contract is held to be void as a result of the litigation? Are there ways to deal with such a situation? 3) How will the by-laws of Contract Co delegate contracting authority to the MRT since MRT does not have legal existence; will the by-laws need to individually name every MRT member and will the by-laws need to be updated every time a new member is selected? On Tue, Dec 16, 2014 at 6:46 PM, Greg Shatan <gregshatanipc@gmail.com> wrote:
All:
As previously discussed, there are several aspects of our work where we thought it would be helpful to get legal advice from independent counsel.
I've been advised that in order to make this request, we should have a list of the questions we would like to put to counsel.
I am starting this thread in the hopes that others in the CWG will reply with the questions they believe the CWG should put to counsel.
Thank you for your contributions!
Greg Shatan
_______________________________________________ CWG-Stewardship mailing list CWG-Stewardship@icann.org https://mm.icann.org/mailman/listinfo/cwg-stewardship
Hi Greg, First of all I think it would be welcome if an expert on Californian corporate law could assess the if the alternative proposal is legally possible and than specifically the question how to construct an option to separate the IANA in an ICANN bylaw driven solution. Secondly we have an issue with regard to whom we should ask questions on Contract Co. as the answers probably depend on the jurisdiction where Contract Co. will be located. Maybe we should sent a set of questions to different experts in a number of jurisdictions ? Best, Maarten From: cwg-stewardship-bounces@icann.org [mailto:cwg-stewardship-bounces@icann.org] On Behalf Of Guru Acharya Sent: dinsdag 16 december 2014 15:33 To: Greg Shatan Cc: cwg-stewardship@icann.org Subject: Re: [CWG-Stewardship] Questions for "Outside Counsel"? -- REPLIES REQUESTED 1) Since the MRT members do not have a corporate shield, can the members be held individually liable in case of litigation surrounding the RFP process (say for a failed bid); and how can their personal liability be minimised? 2) Will a financial indemnification clause of a contract be valid if the contract itself is the subject of litigation; especially if the contract is held to be void as a result of the litigation? Are there ways to deal with such a situation? 3) How will the by-laws of Contract Co delegate contracting authority to the MRT since MRT does not have legal existence; will the by-laws need to individually name every MRT member and will the by-laws need to be updated every time a new member is selected? On Tue, Dec 16, 2014 at 6:46 PM, Greg Shatan <gregshatanipc@gmail.com<mailto:gregshatanipc@gmail.com>> wrote: All: As previously discussed, there are several aspects of our work where we thought it would be helpful to get legal advice from independent counsel. I've been advised that in order to make this request, we should have a list of the questions we would like to put to counsel. I am starting this thread in the hopes that others in the CWG will reply with the questions they believe the CWG should put to counsel. Thank you for your contributions! Greg Shatan _______________________________________________ CWG-Stewardship mailing list CWG-Stewardship@icann.org<mailto:CWG-Stewardship@icann.org> https://mm.icann.org/mailman/listinfo/cwg-stewardship
On Thu, Dec 18, 2014 at 10:26 AM, Maarten Simon <maarten.simon@sidn.nl> wrote:
Hi Greg,
First of all I think it would be welcome if an expert on Californian corporate law could assess the if the alternative proposal is legally possible and than specifically the question how to construct an option to separate the IANA in an ICANN bylaw driven solution.
Hi Maarten i will like to reword this, but if you don't agree with it then @Greg kindly note it as another question from me. Can an expert on Californian corporate law let us know if a bylaw can be used as the ultimate source by which an organisation like ICANN operate? and also whether a section of bylaw can be protected conditionally using another section of same bylaw Thanks
Secondly we have an issue with regard to whom we should ask questions on Contract Co. as the answers probably depend on the jurisdiction where Contract Co. will be located. Maybe we should sent a set of questions to different experts in a number of jurisdictions ?
Best,
Maarten
*From:* cwg-stewardship-bounces@icann.org [mailto: cwg-stewardship-bounces@icann.org] *On Behalf Of *Guru Acharya *Sent:* dinsdag 16 december 2014 15:33 *To:* Greg Shatan *Cc:* cwg-stewardship@icann.org *Subject:* Re: [CWG-Stewardship] Questions for "Outside Counsel"? -- REPLIES REQUESTED
1) Since the MRT members do not have a corporate shield, can the members be held individually liable in case of litigation surrounding the RFP process (say for a failed bid); and how can their personal liability be minimised?
2) Will a financial indemnification clause of a contract be valid if the contract itself is the subject of litigation; especially if the contract is held to be void as a result of the litigation? Are there ways to deal with such a situation?
3) How will the by-laws of Contract Co delegate contracting authority to the MRT since MRT does not have legal existence; will the by-laws need to individually name every MRT member and will the by-laws need to be updated every time a new member is selected?
On Tue, Dec 16, 2014 at 6:46 PM, Greg Shatan <gregshatanipc@gmail.com> wrote:
All:
As previously discussed, there are several aspects of our work where we thought it would be helpful to get legal advice from independent counsel.
I've been advised that in order to make this request, we should have a list of the questions we would like to put to counsel.
I am starting this thread in the hopes that others in the CWG will reply with the questions they believe the CWG should put to counsel.
Thank you for your contributions!
Greg Shatan
_______________________________________________ CWG-Stewardship mailing list CWG-Stewardship@icann.org https://mm.icann.org/mailman/listinfo/cwg-stewardship
_______________________________________________ CWG-Stewardship mailing list CWG-Stewardship@icann.org https://mm.icann.org/mailman/listinfo/cwg-stewardship
-- ------------------------------------------------------------------------ *Seun Ojedeji,Federal University Oye-Ekitiweb: http://www.fuoye.edu.ng <http://www.fuoye.edu.ng> Mobile: +2348035233535**alt email: <http://goog_1872880453>seun.ojedeji@fuoye.edu.ng <seun.ojedeji@fuoye.edu.ng>* The key to understanding is humility - my view !
Now, turning to Seun’s/Maarten’s question: Can an expert on Californian corporate law let us know if a bylaw can be used as the ultimate source by which an organisation like ICANN operate? and also whether a section of bylaw can be protected conditionally using another section of same bylaw The intent of these questions is good, but the first question is not going to work as phrased. Of course corporate bylaws govern the way corporations like ICANN operate. But “ultimate source” is too vague a term; one could claim the bylaws are superseded by the Articles of Incorporation or by California State law or by the US Constitution. I think what we want to ask is this: Is it legally possible for a bylaw to empower a committee of a California NPPB Corporation that is NOT the board, or a subset of the board, to require the board to divest itself of a significant part of the corporation, even against the will of the board? [I suspect very strongly that the answer will be No - ICANN has consistently argued that we cannot even have a binding independent review process under California NPPB law - but am more than happy to leave that to the experts.] After that is made clear, you have to also ask: Can the bylaws themselves can limit the ability of the board to modify the bylaws? Mr Wilkinson might want to take special notice of the answer to that one, since he professes to be concerned about ‘capture.’ A captured ICANN board could make or unmake any bylaw they wanted. Milton L Mueller Laura J. and L. Douglas Meredith Professor Syracuse University School of Information Studies http://faculty.ischool.syr.edu/mueller/ Internet Governance Project http://internetgovernance.org<http://internetgovernance.org/>
On 18 Dec 2014, at 20:55, Milton L Mueller <mueller@syr.edu> wrote:
Mr Wilkinson might want to take special notice of the answer to that one … [capture …]
That is a matter of great importance but that has to be resolved by the ICANN Accountability process. ICG and CWG are not into resolving that, indeed are dependent on that. CW
Hello Milton, On Thu, Dec 18, 2014 at 8:55 PM, Milton L Mueller <mueller@syr.edu> wrote:
Now, turning to Seun’s/Maarten’s question:
Can an expert on Californian corporate law let us know if a bylaw can be used as the ultimate source by which an organisation like ICANN operate? and also whether a section of bylaw can be protected conditionally using another section of same bylaw
The intent of these questions is good, but the first question is not going to work as phrased. Of course corporate bylaws govern the way corporations like ICANN operate.
I think this is the response i need for the first question. My intent is to be sure that the California law recognises that an organisation's bylaw is binding for the organisation to obey.
But “ultimate source” is too vague a term; one could claim the bylaws are superseded by the Articles of Incorporation or by California State law or by the US Constitution.
I think what we want to ask is this:
*Is it legally possible for a bylaw to empower a committee of a California NPPB Corporation that is NOT the board, or a subset of the board, to require the board to divest itself of a significant part of the corporation, even against the will of the board?*
I don't know what you want to achieve with the question above but its not a type of question i intend to ask.
After that is made clear, you have to also ask:
*Can the bylaws themselves can limit the ability of the board to modify the bylaws? *
Again this is not my intended question, my question is as below: "Can the bylaw be used to specify a process that needs to be followed whenever there is need to edit a specific section of the bylaw" Thanks Regards cuse University School of Information Studies
http://faculty.ischool.syr.edu/mueller/
Internet Governance Project
-- ------------------------------------------------------------------------ *Seun Ojedeji,Federal University Oye-Ekitiweb: http://www.fuoye.edu.ng <http://www.fuoye.edu.ng> Mobile: +2348035233535**alt email: <http://goog_1872880453>seun.ojedeji@fuoye.edu.ng <seun.ojedeji@fuoye.edu.ng>* The key to understanding is humility - my view !
A very broad question is whether the proposal for Contract Co. and the MRT is legally viable. If not, is it possible to make it viable and how? What advice can you provide about this direction? With these questions we should attach whatever is the latest version of the proposal at the time. Chuck From: cwg-stewardship-bounces@icann.org [mailto:cwg-stewardship-bounces@icann.org] On Behalf Of Greg Shatan Sent: Tuesday, December 16, 2014 8:17 AM To: cwg-stewardship@icann.org Subject: [CWG-Stewardship] Questions for "Outside Counsel"? -- REPLIES REQUESTED All: As previously discussed, there are several aspects of our work where we thought it would be helpful to get legal advice from independent counsel. I've been advised that in order to make this request, we should have a list of the questions we would like to put to counsel. I am starting this thread in the hopes that others in the CWG will reply with the questions they believe the CWG should put to counsel. Thank you for your contributions! Greg Shatan
Thanks to Guru, Maarten and Chuck for their contributions to this list. I will keep this list open until *23:59 UTC* today, and then use it to put a request to staff and thence to ICANN for such "expert" assistance (the CCWG-Accountability gets a slate of experts, but we will hopefully get some expert guidance as well....) Greg *Gregory S. Shatan **|* *Abelman Frayne & Schwab* *666 Third Avenue **|** New York, NY 10017-5621* *Direct* 212-885-9253 *| **Main* 212-949-9022 *Fax* 212-949-9190 *|* *Cell *917-816-6428 *gsshatan@lawabel.com <gsshatan@lawabel.com>* *ICANN-related: gregshatanipc@gmail.com <gregshatanipc@gmail.com> * *www.lawabel.com <http://www.lawabel.com/>* On Thu, Dec 18, 2014 at 11:50 AM, Gomes, Chuck <cgomes@verisign.com> wrote:
A very broad question is whether the proposal for Contract Co. and the MRT is legally viable. If not, is it possible to make it viable and how? What advice can you provide about this direction?
With these questions we should attach whatever is the latest version of the proposal at the time.
Chuck
*From:* cwg-stewardship-bounces@icann.org [mailto: cwg-stewardship-bounces@icann.org] *On Behalf Of *Greg Shatan *Sent:* Tuesday, December 16, 2014 8:17 AM *To:* cwg-stewardship@icann.org *Subject:* [CWG-Stewardship] Questions for "Outside Counsel"? -- REPLIES REQUESTED
All:
As previously discussed, there are several aspects of our work where we thought it would be helpful to get legal advice from independent counsel.
I've been advised that in order to make this request, we should have a list of the questions we would like to put to counsel.
I am starting this thread in the hopes that others in the CWG will reply with the questions they believe the CWG should put to counsel.
Thank you for your contributions!
Greg Shatan
Greg, Good initiative. I would put forward the following questions and give you latitude to merge them with questions motivated by the same concerns or to rephrase them in more legalistic terms: 1. How could the relationship between the MRT and the Contract Co. be defined in such a way as to constrain the Contract Co. to follow the instructions of the MRT? 2. Where would the legal documents defining the composition of the MRT reside? With Contract Co. or with ICANN or with the MRT itself? If the MRT, and MRT is unincorporated how would that work? If with Contract Co., how would they be modified? 3. Should the officers/staff of the Contract Co. be drawn from the chairs/members of the MRT or should they be separate? I’ll probably think of 3-4 other questions after the deadline, but this will do for now From: cwg-stewardship-bounces@icann.org [mailto:cwg-stewardship-bounces@icann.org] On Behalf Of Greg Shatan Sent: Thursday, December 18, 2014 12:28 PM To: Gomes, Chuck Cc: cwg-stewardship@icann.org Subject: Re: [CWG-Stewardship] Questions for "Outside Counsel"? -- REPLIES REQUESTED Thanks to Guru, Maarten and Chuck for their contributions to this list. I will keep this list open until 23:59 UTC today, and then use it to put a request to staff and thence to ICANN for such "expert" assistance (the CCWG-Accountability gets a slate of experts, but we will hopefully get some expert guidance as well....) Greg Gregory S. Shatan • Abelman Frayne & Schwab 666 Third Avenue • New York, NY 10017-5621 Direct 212-885-9253 | Main 212-949-9022 Fax 212-949-9190 | Cell 917-816-6428 gsshatan@lawabel.com<mailto:gsshatan@lawabel.com> ICANN-related: gregshatanipc@gmail.com<mailto:gregshatanipc@gmail.com> www.lawabel.com<http://www.lawabel.com/> On Thu, Dec 18, 2014 at 11:50 AM, Gomes, Chuck <cgomes@verisign.com<mailto:cgomes@verisign.com>> wrote: A very broad question is whether the proposal for Contract Co. and the MRT is legally viable. If not, is it possible to make it viable and how? What advice can you provide about this direction? With these questions we should attach whatever is the latest version of the proposal at the time. Chuck From: cwg-stewardship-bounces@icann.org<mailto:cwg-stewardship-bounces@icann.org> [mailto:cwg-stewardship-bounces@icann.org<mailto:cwg-stewardship-bounces@icann.org>] On Behalf Of Greg Shatan Sent: Tuesday, December 16, 2014 8:17 AM To: cwg-stewardship@icann.org<mailto:cwg-stewardship@icann.org> Subject: [CWG-Stewardship] Questions for "Outside Counsel"? -- REPLIES REQUESTED All: As previously discussed, there are several aspects of our work where we thought it would be helpful to get legal advice from independent counsel. I've been advised that in order to make this request, we should have a list of the questions we would like to put to counsel. I am starting this thread in the hopes that others in the CWG will reply with the questions they believe the CWG should put to counsel. Thank you for your contributions! Greg Shatan
AG1: I would also flip Milton's 1 around and ask how the relationship could be defined to constrain the MRT to act as a fair MS body as envisioned in the proposal. AG2: related question is what legal status does the MRT (or perhaps its parent if there is one) have to possess to allow it to be identified as the source of Contract Co's instructions (as per its bylaws or Articles of Incorporation? AG3: How can we ensure that the Contract Co. functionality as envisioned survives its bankruptcy. AG4: If Contract Co is structured to ensure that its Board cannot alter its mandate, how can it change to adapt to some future, currently unseen, need? Alan At 18/12/2014 02:42 PM, Milton L Mueller wrote:
Greg, Good initiative.
I would put forward the following questions and give you latitude to merge them with questions motivated by the same concerns or to rephrase them in more legalistic terms:
1. How could the relationship between the MRT and the Contract Co. be defined in such a way as to constrain the Contract Co. to follow the instructions of the MRT? 2. Where would the legal documents defining the composition of the MRT reside? With Contract Co. or with ICANN or with the MRT itself? If the MRT, and MRT is unincorporated how would that work? If with Contract Co., how would they be modified? 3. Should the officers/staff of the Contract Co. be drawn from the chairs/members of the MRT or should they be separate?
Iâll probably think of 3-4 other questions after the deadline, but this will do for now
From: cwg-stewardship-bounces@icann.org [mailto:cwg-stewardship-bounces@icann.org] On Behalf Of Greg Shatan Sent: Thursday, December 18, 2014 12:28 PM To: Gomes, Chuck Cc: cwg-stewardship@icann.org Subject: Re: [CWG-Stewardship] Questions for "Outside Counsel"? -- REPLIES REQUESTED
Thanks to Guru, Maarten and Chuck for their contributions to this list. I will keep this list open until 23:59 UTC today, and then use it to put a request to staff and thence to ICANN for such "expert" assistance (the CCWG-Accountability gets a slate of experts, but we will hopefully get some expert guidance as well....)
Greg
Gregory S. Shatan | Abelman Frayne & Schwab
666 Third Avenue | New York, NY 10017-5621
Direct 212-885-9253 | Main 212-949-9022
Fax 212-949-9190 | Cell 917-816-6428
<mailto:gsshatan@lawabel.com>gsshatan@lawabel.com
ICANN-related: <mailto:gregshatanipc@gmail.com>gregshatanipc@gmail.com
www.lawabel.com
On Thu, Dec 18, 2014 at 11:50 AM, Gomes, Chuck <<mailto:cgomes@verisign.com>cgomes@verisign.com> wrote: A very broad question is whether the proposal for Contract Co. and the MRT is legally viable. If not, is it possible to make it viable and how? What advice can you provide about this direction?
With these questions we should attach whatever is the latest version of the proposal at the time.
Chuck
From: <mailto:cwg-stewardship-bounces@icann.org>cwg-stewardship-bounces@icann.org [mailto:cwg-stewardship-bounces@icann.org] On Behalf Of Greg Shatan Sent: Tuesday, December 16, 2014 8:17 AM To: <mailto:cwg-stewardship@icann.org>cwg-stewardship@icann.org Subject: [CWG-Stewardship] Questions for "Outside Counsel"? -- REPLIES REQUESTED
All:
As previously discussed, there are several aspects of our work where we thought it would be helpful to get legal advice from independent counsel.
I've been advised that in order to make this request, we should have a list of the questions we would like to put to counsel. I am starting this thread in the hopes that others in the CWG will reply with the questions they believe the CWG should put to counsel.
Thank you for your contributions!
Greg Shatan
_______________________________________________ CWG-Stewardship mailing list CWG-Stewardship@icann.org https://mm.icann.org/mailman/listinfo/cwg-stewardship
Another two: 4. How would specific jurisdictional choices affect the purposes of the Contract Co.? Are there specific jurisdictions that lend themselves to this approach more readily than others? 5. Which choice of a jurisdiction for Contract Co. would best insulate IANA governance from inter-state political and military conflicts? From: cwg-stewardship-bounces@icann.org [mailto:cwg-stewardship-bounces@icann.org] On Behalf Of Greg Shatan Sent: Thursday, December 18, 2014 12:28 PM To: Gomes, Chuck Cc: cwg-stewardship@icann.org Subject: Re: [CWG-Stewardship] Questions for "Outside Counsel"? -- REPLIES REQUESTED Thanks to Guru, Maarten and Chuck for their contributions to this list. I will keep this list open until 23:59 UTC today, and then use it to put a request to staff and thence to ICANN for such "expert" assistance (the CCWG-Accountability gets a slate of experts, but we will hopefully get some expert guidance as well....) Greg Gregory S. Shatan • Abelman Frayne & Schwab 666 Third Avenue • New York, NY 10017-5621 Direct 212-885-9253 | Main 212-949-9022 Fax 212-949-9190 | Cell 917-816-6428 gsshatan@lawabel.com<mailto:gsshatan@lawabel.com> ICANN-related: gregshatanipc@gmail.com<mailto:gregshatanipc@gmail.com> www.lawabel.com<http://www.lawabel.com/> On Thu, Dec 18, 2014 at 11:50 AM, Gomes, Chuck <cgomes@verisign.com<mailto:cgomes@verisign.com>> wrote: A very broad question is whether the proposal for Contract Co. and the MRT is legally viable. If not, is it possible to make it viable and how? What advice can you provide about this direction? With these questions we should attach whatever is the latest version of the proposal at the time. Chuck From: cwg-stewardship-bounces@icann.org<mailto:cwg-stewardship-bounces@icann.org> [mailto:cwg-stewardship-bounces@icann.org<mailto:cwg-stewardship-bounces@icann.org>] On Behalf Of Greg Shatan Sent: Tuesday, December 16, 2014 8:17 AM To: cwg-stewardship@icann.org<mailto:cwg-stewardship@icann.org> Subject: [CWG-Stewardship] Questions for "Outside Counsel"? -- REPLIES REQUESTED All: As previously discussed, there are several aspects of our work where we thought it would be helpful to get legal advice from independent counsel. I've been advised that in order to make this request, we should have a list of the questions we would like to put to counsel. I am starting this thread in the hopes that others in the CWG will reply with the questions they believe the CWG should put to counsel. Thank you for your contributions! Greg Shatan
I agree. This is one major important question. And the answer should take into consideration appropriate international legislation in addition to Californian law. Wolf-Ulrich From: Gomes, Chuck Sent: Thursday, December 18, 2014 5:50 PM To: Greg Shatan ; cwg-stewardship@icann.org Subject: Re: [CWG-Stewardship] Questions for "Outside Counsel"? --REPLIES REQUESTED A very broad question is whether the proposal for Contract Co. and the MRT is legally viable. If not, is it possible to make it viable and how? What advice can you provide about this direction? With these questions we should attach whatever is the latest version of the proposal at the time. Chuck From: cwg-stewardship-bounces@icann.org [mailto:cwg-stewardship-bounces@icann.org] On Behalf Of Greg Shatan Sent: Tuesday, December 16, 2014 8:17 AM To: cwg-stewardship@icann.org Subject: [CWG-Stewardship] Questions for "Outside Counsel"? -- REPLIES REQUESTED All: As previously discussed, there are several aspects of our work where we thought it would be helpful to get legal advice from independent counsel. I've been advised that in order to make this request, we should have a list of the questions we would like to put to counsel. I am starting this thread in the hopes that others in the CWG will reply with the questions they believe the CWG should put to counsel. Thank you for your contributions! Greg Shatan -------------------------------------------------------------------------------- _______________________________________________ CWG-Stewardship mailing list CWG-Stewardship@icann.org https://mm.icann.org/mailman/listinfo/cwg-stewardship
Hi, A while it is after the deadline, considerations I would recommend we check is, - what is the lightest weight legal arrangement that could fulfill the requirements for holding the contract in 'trust' for the MRT. - are some jurisdictions more hospitable to the sort of legal arrangement that is being suggested than others. thanks avri On 19-Dec-14 03:54, WUKnoben wrote:
I agree. This is one major important question. And the answer should take into consideration appropriate international legislation in addition to Californian law.
Wolf-Ulrich
*From:* Gomes, Chuck <mailto:cgomes@verisign.com> *Sent:* Thursday, December 18, 2014 5:50 PM *To:* Greg Shatan <mailto:gregshatanipc@gmail.com> ; cwg-stewardship@icann.org <mailto:cwg-stewardship@icann.org> *Subject:* Re: [CWG-Stewardship] Questions for "Outside Counsel"? --REPLIES REQUESTED
A very broad question is whether the proposal for Contract Co. and the MRT is legally viable. If not, is it possible to make it viable and how? What advice can you provide about this direction?
With these questions we should attach whatever is the latest version of the proposal at the time.
Chuck
*From:*cwg-stewardship-bounces@icann.org [mailto:cwg-stewardship-bounces@icann.org] *On Behalf Of *Greg Shatan *Sent:* Tuesday, December 16, 2014 8:17 AM *To:* cwg-stewardship@icann.org *Subject:* [CWG-Stewardship] Questions for "Outside Counsel"? -- REPLIES REQUESTED
All:
As previously discussed, there are several aspects of our work where we thought it would be helpful to get legal advice from independent counsel.
I've been advised that in order to make this request, we should have a list of the questions we would like to put to counsel.
I am starting this thread in the hopes that others in the CWG will reply with the questions they believe the CWG should put to counsel.
Thank you for your contributions!
Greg Shatan
------------------------------------------------------------------------ _______________________________________________ CWG-Stewardship mailing list CWG-Stewardship@icann.org https://mm.icann.org/mailman/listinfo/cwg-stewardship
_______________________________________________ CWG-Stewardship mailing list CWG-Stewardship@icann.org https://mm.icann.org/mailman/listinfo/cwg-stewardship
Thank you all, I will review and assemble this. I have purposefully refrained from responding, since the purpose of this is to get advice from "outside counsel," so to speak. I may, however, have some questions or clarifications as I assemble this into a single list. Greg *Gregory S. Shatan **|* *Abelman Frayne & Schwab* *666 Third Avenue **|** New York, NY 10017-5621* *Direct* 212-885-9253 *| **Main* 212-949-9022 *Fax* 212-949-9190 *|* *Cell *917-816-6428 *gsshatan@lawabel.com <gsshatan@lawabel.com>* *ICANN-related: gregshatanipc@gmail.com <gregshatanipc@gmail.com> * *www.lawabel.com <http://www.lawabel.com/>* On Fri, Dec 19, 2014 at 5:20 AM, Avri Doria <avri@acm.org> wrote:
Hi,
A while it is after the deadline, considerations I would recommend we check is,
- what is the lightest weight legal arrangement that could fulfill the requirements for holding the contract in 'trust' for the MRT.
- are some jurisdictions more hospitable to the sort of legal arrangement that is being suggested than others.
thanks avri
On 19-Dec-14 03:54, WUKnoben wrote:
I agree. This is one major important question. And the answer should take into consideration appropriate international legislation in addition to Californian law.
Wolf-Ulrich
*From:* Gomes, Chuck <cgomes@verisign.com> *Sent:* Thursday, December 18, 2014 5:50 PM *To:* Greg Shatan <gregshatanipc@gmail.com> ; cwg-stewardship@icann.org *Subject:* Re: [CWG-Stewardship] Questions for "Outside Counsel"? --REPLIES REQUESTED
A very broad question is whether the proposal for Contract Co. and the MRT is legally viable. If not, is it possible to make it viable and how? What advice can you provide about this direction?
With these questions we should attach whatever is the latest version of the proposal at the time.
Chuck
*From:* cwg-stewardship-bounces@icann.org [ mailto:cwg-stewardship-bounces@icann.org <cwg-stewardship-bounces@icann.org>] *On Behalf Of *Greg Shatan *Sent:* Tuesday, December 16, 2014 8:17 AM *To:* cwg-stewardship@icann.org *Subject:* [CWG-Stewardship] Questions for "Outside Counsel"? -- REPLIES REQUESTED
All:
As previously discussed, there are several aspects of our work where we thought it would be helpful to get legal advice from independent counsel.
I've been advised that in order to make this request, we should have a list of the questions we would like to put to counsel.
I am starting this thread in the hopes that others in the CWG will reply with the questions they believe the CWG should put to counsel.
Thank you for your contributions!
Greg Shatan
------------------------------ _______________________________________________ CWG-Stewardship mailing list CWG-Stewardship@icann.org https://mm.icann.org/mailman/listinfo/cwg-stewardship
_______________________________________________ CWG-Stewardship mailing listCWG-Stewardship@icann.orghttps://mm.icann.org/mailman/listinfo/cwg-stewardship
_______________________________________________ CWG-Stewardship mailing list CWG-Stewardship@icann.org https://mm.icann.org/mailman/listinfo/cwg-stewardship
Well, Greg, since you ask: I suggest that CWG ask legal counsels several questions along the following lines: 1. Does the membership and process of the CWG give rise to any concerns or risks of collusion under anti-trust law, in view of the commercial interests of the participants? This in any relevant jurisdiction. 2. What steps should be taken to protect any eventual such 'Contract Co.' from capture or acquisition over an extended period of time, e.g. 25 years? 3. Insofar as Registries may be represented in 'Contract Co'., how to ensure the pre-eminence of the global public interest, whereas many Registries will, in future, be collectively represented by the commercial interests of their Registrar owners. I trust that this is helpful Regards CW On 16 Dec 2014, at 14:16, Greg Shatan <gregshatanipc@gmail.com> wrote:
All:
As previously discussed, there are several aspects of our work where we thought it would be helpful to get legal advice from independent counsel.
I've been advised that in order to make this request, we should have a list of the questions we would like to put to counsel.
I am starting this thread in the hopes that others in the CWG will reply with the questions they believe the CWG should put to counsel.
Thank you for your contributions!
Greg Shatan
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participants (10)
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Alan Greenberg -
Avri Doria -
Christopher Wilkinson -
Gomes, Chuck -
Greg Shatan -
Guru Acharya -
Maarten Simon -
Milton L Mueller -
Seun Ojedeji -
WUKnoben