INTERNET CORPORATION FOR ASSIGNED NAMES AND NUMBERS | MINUTES OF REGULAR MEETING 12 March 2003

A meeting of the Transition Board of Directors of the Internet Corporation for Assigned Names and Numbers (ICANN) was held by teleconference on 12 March 2003. The following Directors of the Corporation were present by telephone: Vint Cerf (chairman), Amadeu Abril i Abril, Jonathan Cohen, Mouhamet Diop, Masanobu Katoh, Hans Kraaijenbrink, Sang-Hyon Kyong, Stuart Lynn, Jun Murai, Alejandro Pisanty, Helmut Schink, Francisco da Silva, and Linda S. Wilson. Directors Lyman Chapin, Andy Mueller-Maguhn, and Nii Quaynor joined the call while it was in progress. Also present on the teleconference was Louis Touton, ICANN's Vice-President, Secretary, and General Counsel.

The meeting was called to order by Vint Cerf at 13:06 UTC (5:06 am U.S. Pacific Standard Time).

Academic Organization Delegate to Nominating Committee

Dr. Pisanty noted that the at its 25 February 2003 meeting the Board began a discussion of designating an entity to select an academic-organization delegate to the Nominating Committee, but that the discussion was not concluded. He noted that several Board members had expressed concern about the ad-hoc nature of the "Higher Education Committee for Nominating Committee Recommendations", which the Evolution and Reform Committee (ERC) proposed be designated as the selecting entity for the first Nominating Committee. He explained that the ERC's proposal is intended to deal with the fact that the global community of academic and similar institutions is very fragmented in its representation, both on a geographic basis and on a disciplinary basis. That community also incorporates many different aspects with different interests – the administrations, different faculty interests, those who are responsible for the infrastructure issues that most affect domain-name considerations, etc. He noted that many different organizations reflect some of these aspects, but none of them can be considered to incorporate the breadth of interests of all of them globally. Furthermore, the richness of organizations of academic institutions in one ICANN region is not necessarily matched in others.

In view of this challenge and the desirability of getting the best academic input to the initial Nominating Committee possible, Dr. Pisanty reported that the ERC concluded that it is appropriate to designate the proposed ad-hoc committee at this time. While a more formally representative organization may emerge in future years, the best course for this year is to designate the ad-hoc committee this year and encourage it to reach out for whatever input concerning selection of the Nominating Committee delegate it can obtain from other organizations of academic institutions globally in the short time available. He also noted that the proposed committee had in fact been formed by some of these organizations; the ERC's only role was to request Mark Luker, Vice President of Educause, to work with other organizations of academic institutions to put a diverse committee together.

Dr. Pisanty therefore proposed that the Board designate the "Higher Education Committee for Nominating Committee Recommendations", with the understanding that:

1. The Committee will solicit suggestions for candidates for the Nominating Committee position from a broad variety of academic international organizations, but on a short deadline.

2. The Board will carefully refine the process for the designating the entity to choose the academic-organization delegate to future Nominating Committees.

Dr. Pisanty noted that the proposed Committee consists of:

  • Kilnam Chon, Korea Advanced Institute of Science and Technology (KAIST)
  • Geoffrey Dengate, Griffith University (Queensland, Australia)
  • Prof. Faryel Mouria-Beil, ENSI-University of Tunis
  • Mark Luker, EduCause
  • Kristel Sarlin, Helsinki University of Technology
  • Guy de Teramond, University of Costa Rica and former Minister of Science and Technology, Costa Rica

Mr. Abril i Abril noted his concerns about the ERC's suggested approach. He stated that the Board should designate an external organization, not create one, to select the Nominating Committee delegate, so that the selection is not merely reflective of interests already existing in the ICANN community. In response, some Board members expressed the goal of locating a committee in future years that was more broadly representative of all academic and similar organizations that are affected by ICANN's scope of responsibilities, not just those that already participate in ICANN.

Dr. Quaynor joined the meeting during the discussion above.

Dr. Pisanty moved, with Dr. Lynn's second, that the Board adopt the following resolutions:

Whereas, Article VII, Section 2(8)(g) of the bylaws calls for one Nominating Committee delegate to be selected by "[a]n entity designated by the Board to represent academic and similar organizations";

Whereas, the initial Nominating Committee is being formed, so that delegates should be named soon;

Whereas, a group called the "Higher Education Committee for Nominating Committee Recommendations", consisting of Kilnam Chon, Geoffrey Dengate, Prof. Faryel Mouria-Beji, Mark Luker, Kristel Sarlin, and Guy de Teramond, has formed for the purpose of representing academic and similar organizations in the naming of a Nominating Committee delegate;

Whereas, the Board is conscious of the need for an inclusive process for selection of a delegate reflective of the views of academic and similar organizations globally;

Resolved [03.18] that the "Higher Education Committee for Nominating Committee Recommendations" described above is hereby designated under Article VII, Section 2(8)(g) of the bylaws as the entity representing academic and similar organizations to select one Nominating Committee delegate;

Resolved further [03.19] that the Board requests the Higher Education Committee for Nominating Committee Recommendations, in making its selection of a Nominating Committee delegate this year, solicit suggestions from a broad variety of academic international organizations, but on a deadline compatible with the need to make the selection in the very near future; and

Resolved further [03.20] that by the time of the annual meeting in 2003 the Board intends to evaluate whether the designation made in resolution 03.18 should be amended.

The resolutions were adopted by a 13-0-1 vote, with Mr. Abril i Abril abstaining.

ccTLD Delegate to Nominating Committee

Dr. Pisanty noted that Article XX (Transition Article), Section 4, of the ICANN bylaws provides that, until the ccNSO is formed, the ccNSO delegate to the Nominating Committee "shall be appointed by the Transition or New Board, depending on which is in existence at the time any particular appointment is required, after due consultation with members of the ccTLD community". Acting on behalf of the Board, the ERC has conducted such a consultation, including the posting of a 4 March 2003 call to the community for nominations. In response to this call, two names were received. After reviewing the suggestions, the ERC recommends that the Board appoint Tony Staley, the Chairman of the Board of AuDA, the .au registry.

After additional discussion, Dr. Pisanty moved, with Dr. Lynn's second, that the Board adopt the following resolution:

Whereas, Article XX, Section 4 of the bylaws states that, until the Country-Code Names Supporting Organization is established, the delegate to the Nominating Committee what would be selected by that organization shall be appointed by the Transition Board (or New Board, after it is seated) "after due consultation with members of the ccTLD community;"

Whereas, on 4 March 2003 a Call for Suggestions for ccTLD Delegates to Nominating Committee was sent by e-mail to all ccTLD administrative contacts and posted on the ICANN website;

Whereas, various Board members canvassed ccTLD managers for suggestions as to delegates;

Whereas, the initial Nominating Committee is being formed, so that delegates should be named soon;

Whereas, the Board has reviewed the suggestions that were received, and concludes that Anthony Staley is very well qualified to serve as the ccTLD delegate to the Nominating Committee;

Resolved [03.21] that Anthony Staley is appointed to serve as the delegate to the Nominating Committee in the position designated to be filled by the Country-Code Names Supporting Organization after it is established.

The resolution was adopted by a 14-0-0 vote.

Letter from WIPO

Dr. Lynn noted that he and Dr. Cerf had received a letter (dated 21 February 2003) from Francis Gurry, Assistant Director General of WIPO, concerning the results of the
WIPO Second Internet Domain Name Process. As a result of this process (which was initiated in 2000), the WIPO member states recommended that two categories of identifiers should be protected against abusive registration as domain names, namely, the names and acronyms of IGOs and country names. Some member states disassociated themselves from one or both of these recommendations.

Dr. Lynn moved, with Mr. Cohen's second, that the Board adopt the following resolutions:

Whereas, the World Intellectual Property Organization (WIPO) sent ICANN a letter dated 21 February 2003 providing information about two decisions, concerning recommendations about the names and acronyms of International Intergovernmental Organizations and about country names, which WIPO member states requested be transmitted to ICANN;

Whereas, Article XI-A, Section 1(6) of the bylaws provides that "The Governmental Advisory Committee, in addition to the Supporting Organizations and other Advisory Committees, shall have an opportunity to comment upon any external advice received prior to any decision by the Board";

Whereas, the WIPO recommendations appear to be directed to substantive policies relating to generic top-level domains, and are thus within the policy-development scope of the Generic Names Supporting Organization (GNSO);

Resolved that Board hereby requests the President to inform the Governmental Advisory Committee, the Supporting Organizations, and the other Advisory Committees of the 21 February 2003 letter from WIPO; to provide those bodies with a copy of the text of the letter; and to invite them to provide, no later than 12 May 2003, any comments they may formulate, according to their processes, concerning the matters discussed in the WIPO letter; and

Resolved further that, under item 1(a) of the Policy-Development Process of the GNSO (PDP), the Board instructs the GNSO Council to begin the PDP on such issues arising from the WIPO letter as it determines to be appropriate for consideration through the PDP.

Mr. Touton noted that, in prior e-mail discussion, Mr. Abril i Abril had noted that it would be a sounder and more orderly approach to defer initiating the PDP (as provided in the second resolution) until after comments from the supporting organizations and advisory committees (as provided in the first resolution) had been received and considered. After additional discussion by Board members, a friendly amendment was made to delete the second resolution and add a recital stating that the Board expected to call for initiation of a PDP in the future.

During this discussion, Mr. Chapin joined the meeting.

With these amendments, the resolution read:

Whereas, the World Intellectual Property Organization (WIPO) sent ICANN a letter dated 21 February 2003 providing information about two decisions, concerning recommendations about the names and acronyms of International Intergovernmental Organizations and about country names, which WIPO member states requested be transmitted to ICANN;

Whereas, Article XI-A, Section 1(6) of the bylaws provides that "The Governmental Advisory Committee, in addition to the Supporting Organizations and other Advisory Committees, shall have an opportunity to comment upon any external advice received prior to any decision by the Board";

Whereas, the WIPO recommendations appear to be directed to substantive policies relating to generic top-level domains, and are thus within the policy-development scope of the Generic Names Supporting Organization (GNSO);

Whereas, the Board believes that in the future a policy-development process should be initiated in the GNSO concerning issues discussed in the WIPO letter, but believes that the formulation of the issues would benefit from comments from Supporting Organizations and Advisory Committees before the process is formally initiated;

Resolved [03.22] that Board hereby requests the President to inform the Governmental Advisory Committee, the Supporting Organizations, and the other Advisory Committees of the 21 February 2003 letter from WIPO; to provide those bodies with a copy of the text of the letter; and to invite them to provide, no later than 12 May 2003, any comments they may formulate, according to their processes, concerning the matters discussed in the WIPO letter.

A vote was taken on the above resolution, which was adopted by a 15-0-0 vote.

Ombudsman Start-Up

Dr. Lynn reported on an approach for detailed design of a program for, and recruitment of, an Ombudsman. He noted that Article V of the New Bylaws calls for ICANN to establish an Ombudsman program. This is a position that will report directly to the Board itself and not to the President (although the President will provide office space and other administrative support).

To assist the Board in fulfilling this requirement, Dr. Lynn reported that he had sought advice from organizations experienced in these matters including The Ombudsman Association and the United States Ombudsman Association (USOA). The consistent advice Dr. Lynn received is that an organization, particularly a smaller organization, should not establish such a position suddenly, but should ease into the establishment of a program, so that it can determine the precise dimensions of what is required through experience.

Dr. Lynn reported that Bill Mitchell, formerly an Ombudsman with the U.S. Federal Deposit Insurance Corporation (FDIC), had presented a proposal for a program of research and implementation leading to an appropriately targeted ICANN Ombudsman program. Mr. Mitchell is not seeking appointment as the Ombudsman himself, but would assist ICANN in recruiting an appropriate individual. He did indicate, however, that if desired he would serve as a part-time Ombudsman while a more permanent program was being established.

Dr. Lynn indicated that he felt that pursuing Mr. Mitchell's proposal would be helpful to ICANN, but sought informal Board guidance. After some discussion, the Board concurred that a research and implementation program such as proposed by Mr. Mitchell seemed useful, and indicated that the President should seek to launch such a program. The sentiment of Board members, however, is that the aspect of the proposal involving interim Ombudsman services should not be pursued.

Board Governance Committee

Dr. Cerf noted that a discussion of a Board Governance Committee had been started, but not completed, at the 25 February 2003 Board meeting. He resumed the discussion, proposing that the committee be established and populated, and that the committee propose a charter to the Board at a subsequent meeting. He noted that Hans Kraaijenbrink had agreed to serve as the initial chair and Amadeu Abril i Abril, Jonathan Cohen, Masanobu Katoh, Francisco da Silva, and Linda Wilson had agreed to serve as members.

Near the end of this discussion, Mr. Mueller-Maguhn joined the meeting.

Dr. Cerf moved, with Dr. Schink's second, that the Board adopt the following resolution:

Resolved [03.23] that the Board establishes a Board Governance Committee as a Committee of the Board as provided by Article XII, Section 1 of the bylaws;

Resolved further [03.24] that Hans Kraaijenbrink is appointed as the initial chair of the Board Governance Committee and Amadeu Abril i Abril, Jonathan Cohen, Masanobu Katoh, Francisco da Silva, and Linda Wilson are appointed as additional members; and

Resolved further [03.25] that, before beginning other activities, the Board Governance Committee shall evaluate what its charter should be, prepare a recommended charter and submit it to, and obtain approval of, the Board.

The resolution was by a 15-0-1 vote, with Mr. Mueller-Maguhn abstaining.

CEO Search

The final agenda item involved the ongoing negotiations with a CEO candidate. Mr. Touton departed for this portion of the meeting.

The subject of compensation for the new CEO was discussed. Authorization was given to the chairman to continue negotiations within an agreed framework.

There being no further business, the meeting was adjourned at 14:00 UTC (6:00 am U.S. Pacific Standard Time).

_______________________
Louis Touton
ICANN Secretary