Colleagues, with appologies in advance for the length. I think that it is preferable in the abstract that the regulated monopoly, one of the several objects of policy identified in the Green and White Papers, does not provide staff to, or hire staff from, the DoC -- the regulating agency, or ICANN -- the delegated entity conducting rule making. So the departing Chair becoming an empolyee of, or investor in, or both, a venture intending to comply with the competitive structure, in so far as new gTLDs "compete" with the legacy monopoly (and thus far, 10 years after launch, .info has a 6% market share, .biz has a 2% market share), is not contrary to the competition policy goal expressed in the Green and White Papers. In the Affirmation of Commitments, the Department of Commerce observed there exists "a group of participants that engage in ICANN's processes to a greater extent than Internet users generally". This observation refers to the risk of agency capture, and consequent rule making contrary to the intent of the establishing legislation, which presumably includes the public interest as identified by the United States Government. During the tenure of the departing Chair, the record of the Board does not reflect consideration of a competitive tender of the .NET contract. As noted above, new gTLDs established in 20001 and 2004, in their total, have less market share than .NET. The policy, pursued by the Board in the period when Chaired by the departing Chair, has created material benefit for entities like, and including, the entity to which he is now an empolyee or investor or both, while creating no substantive reduction in the market share held by the incumbent legacy monopoly operator. Prior to taking an interest in whether there is material benefit to an officer of the corporation, there is the interest in the material benefit to the regulated industry. Verisign has done very, very well during the years the departing Chair lead the ICANN Board. It has no liabilities under the "cost recovery" model, to bear any cost in the creation of its competition, it has not been barred from increasing the number of prior franchises it holds directly, through the conversion of .NAME from a tenant to a property, is not barred from increasing the number of future franchises it will hold directly, and is not barred from increasing the number of future franchises it will hold indirectly, as tenants, subject of course, to subsequent unconditional conversion to property. And, as mentioned above, none of its contracts with ICANN were rebid competitively during the tenure of the departing Chair. And, through a process as yet undisclosed, it has been relieved of the structural separation obligation obtained by a prior Board, under a prior Chair. This is substantial material benefit for the regulated monopoly. As marks portfolio managers and governments have observed throughout the period a policy directly benefiting the incumbent monopoly was developed and implemented, the primary revenue source for "generic" new gTLDs is likely to be compelled from marks holders, a source of revenue the incumbent monopoly currently enjoys. As a condition for "no harm" to the incumbent monopoly, ending legal challenges by the incumbent monopoly to abandoned competitive policy developed by prior Boards lead by prior Chairs, the Board lead by the departing Chair has simply created a revenue sharing opportunity, to which the departing Chair now participates. This is a real problem. The competition policy goals of the United States are not met by a policy of non-competition and the creation of a mechanism for revenue sharing by non-competitors through expanded exploitation of a captive market. The problem doesn't go away or get better because the captive market is IP holders acting in their own narrow self interest, and inflicting collateral damage of their own, limiting the choice of sponsored TLDs in the public interest in the 2004 round to just the Catalan and Postal Union applications. I think the points of views of governments other than the United States, whether Canada or China, reasonably place the interests of those governments ahead of the competitive policy interest of the United States. Canada has a rational interest in ICANN as a policy venue, but little or no interest in competition policy affecting COM/NET/NAME, or namespaces other than .CA. China too has a rational interest in ICANN as a policy venue, and in the (I'm deliberately not using the Han script characters or the Pinyan transliteration into Latin script as I don't think these are widely known outside of China and some specialists in IDN policy) "com-like", "net-like", "org-like" and "gov-like" namespaces, in addition to the .CN namespace, but not directly in competition policy affecting COM/NET/NAME. That is, I understand a reason why Byron Holland may have chosen his issue, and his comparisons with the World Bank's policy, and the policy of the Federal Government of Canada, to make a point. The "personal ethics" narrative has the attraction of being uncomplicated, relative to the competition policy and national public interest narrative. I don't conclude that a change to ICANN's code of conduct is curative of the root problem, which Byron identifies only in the exit strategy of a participant in what appears to be agency capture. I'm personally quite indifferent to the "next" choices of departed Board Chairs, CEOs and Vice Presidents, though concerned by the "change or leave" policy of the most recent CEO hire and its effect on competent senior staff. I suggest that members of NARALO, particularly those who view ICANN in part through the framework of US law, reach out to those in the NARALO who may not come easily to this framework, and offer their comments on the necessity of viewing this transition solely as a code of conduct issue, and the utility of overlooking the benefit to the incumbent monopoly operator. Eric