Approved Resolutions | Regular Meeting of the ICANN Board | 10 September 2023

Rationale for Resolutions 2023.09.10.01 – 2023.09.10.04

Why is the Board addressing the issue?

The IFR is an accountability mechanism created as part of the IANA stewardship transition to ensure that PTI meets the needs and expectations of its naming customers by adhering to the contractual requirements set forth in the IANA Naming Function Contract and the IANA Naming Function Statement of Work.

What is the proposal being considered?

The Board is convening the Second IANA Naming Function Review ("IFR") to satisfy the requirement under Section 18.2(b) of the ICANN Bylaws that "Periodic IFRs after the first Periodic IFR shall be convened no less frequently than every five years, measured from the date the previous IFRT for a Periodic IFR was convened." The Board convened the first IFR on 16 September 2018.

Which stakeholders or others were consulted?

Appointing organizations have appointed members and liaisons to the Second IFR in accordance with the Bylaws requirements.

What concerns or issues were raised by the community?

No concerns or issues raised.

Are there positive or negative community impacts?

This action ensures that ICANN adheres to the Bylaws requirements in relation to the IFR, which is an accountability mechanism to ensure that PTI meets the needs and expectations of its naming customers. As such, the Board anticipates that this action will have positive community impacts overall.

What significant materials did the Board review?

The Board has reviewed the Bylaws requirements in relation to the IFR.

Are there fiscal impacts or ramifications on ICANN (strategic plan, operating plan, budget); the community; and/or the public?

Costs to operate the review are to be drawn from the IANA Budget. Costs are anticipated to be low, and include expenditures associated with project management, administration, and Review Team travel in accordance with ICANN's Community Travel Support Guidelines.

Are there any security, stability or resiliency issues relating to the DNS?

This action should not have any direct impact on the security, stability and resiliency of the domain name system.

Is this action within ICANN's Mission? How does it relate to the global public interest?

This action is within ICANN's mission and supports the global public interest as it relates to ICANN's coordination of the allocation and assignment of names in the root zone.

Is this either a defined policy process within ICANN's Supporting Organizations or ICANN's Organizational Administrative Function decision requiring Public Comment or not requiring Public Comment?

The ICANN Board is taking this action in accordance with the requirements of the ICANN Bylaws. As such, no public comment period is needed to inform the Board's action.

Rationale for Resolution 2023.09.10.05

The Board's action today is an essential step in furthering the implementation of the recommendations of the first IANA Naming Function Review (IFR) team, as Recommendation 3 of the IFR identified changes necessary to Article 18 of the ICANN Bylaws. As well as the additional proposed changes to Articles 18 and 19, which serve to: (1) addressing a 2019 request from the Registries Stakeholder Group on updating the geographic diversity selection requirements for future IFR teams; and (2) clarifying ambiguities on the IFR processes identified through the first running of an IFR after the IANA Stewardship Transition.

The changes that are approved today more clearly set out the expected processes as designed during the IANA Stewardship Transition Process, and do not represent a change to any of those processes.

For clarity, the table below identifies the purpose for each approved amendment:

Bylaws Section	Purpose
18.2; 18.7	Punctuation addition or removal
18.6	Clarification of sequencing of Board consideration of IFR outputs. A key part of these clarifications includes re-ordering the paragraphs regarding the timing of Board consideration of IFR outputs, including clearer definition of what constitutes a Board rejection and when the Empowered Community has an opportunity to consider rejecting that rejection. The Bylaws currently impose a 45-day window on certain Board actions relating to IFR recommendations and authorize the Empowered Community to initiate rejection proceedings if action is not taken within that window. The proposed updates make more explicit that the Board's failure to act within the prescribed timeframe is to be considered a rejection. The updates also make clearer that the only time that the Empowered Community has the ability to consider rejecting the Board's approval of an IFR Recommendation is when the Board approves an IFR recommendation to initiate the process to explore separation of IANA from ICANN. This limitation currently exists in the Bylaws but is expressed in the negative ("shall not apply . . . unless such IFR Recommendation relates") and separate from the clause that it modifies. The proposed change provides a more affirmative statement that the only time the Board's approval of an IFR recommendation is subject to an Empowered Community Process is when that approval relates to the separation process.
18.8	Clarification of Geographic Diversity Requirements in Composition; Renumbering of internal references for the IFR Chair Selection Process
18.12	Removal of duplicative grounds for Special IFR
18.12	Clarification of potential outputs of Special IFR and sequencing of Board consideration of IFR outputs, including clearer, more affirmative statements of special obligations relating to the initiation of an IANA Naming Function Separation Process. The proposed changes in this section mostly mirror the changes made within Section 18.6.
19.5	Updating of ccNSO representative selection process to conform to 2019 Bylaws amendments to Section 18.7(a); updating geographic diversity composition requirements to confirm to proposed amendments to Section 18.8
19.6	Renumbering of internal references for the IFR Chair Selection Process

As part of ICANN's Fundamental Bylaws Amendment Process, ICANN seeks public comment on proposed changes. The public comment forum for these proposed amendments was open from 9 March 2023 – 18 April 2023. The Board has had an opportunity to review the summary of those comments. Four comments were received, including comments from the ccNSO Council and the Registries Stakeholder Group (RySG), two groups with significant assigned responsibilities within the IANA Naming Function Review processes. Two individuals also provided comments. The ccNSO Council, the RySG and one individual commenter each expressed support for the amendments as presented. The ccNSO Council noted the need to conform the numbering within the Chair selection process to reflect the updated numbering of the composition sections. Two commenters also requested competing changes to the frequency of IFRs, and as the frequency is outside of the scope of the posted proposed amendments, neither of those suggestions were taken on. One commenter also requested changes to the scope of IFR responsibilities, which is also not appropriately the subject of unilateral action by the Board and can be considered within the next IFR. The Board notes that the comments as a whole support moving forward with the Fundamental Bylaws amendments.

The Board notes that the ccNSO Council raised a question about the ability to proceed to the next IFR in the event the Co-Chair selection section is not renumbered, and queried whether this is an appropriate grounds for deferral of the next IFR. The Board notes that at the time of the first IFR, the composition-related sections of the Bylaws had already been updated without conforming the Co-Chair selection process, which was unintentionally overlooked at that time. However, the Co-Chair selection process was still successfully concluded, and the Board is confident that the record created through the approval today will clarify any ambiguity as to the intended Co-Chair selections.

As part of the Fundamental Bylaws Amendment process, with the Board's approval, the Empowered Community will now have an opportunity to evaluate these Bylaws for approval. The proposed amendments to Articles 18 and 19 will only go into effect if supported by the Empowered Community. The second IANA Naming Function Review, convened by the Board in an earlier action today, is appropriate to proceed even pending the Empowered Community process.

Today's action supports ICANN's continued delivery of the IANA functions, which is a cornerstone of ICANN's mission. It is also in the public interest in that it will continue to support and improve the reviews of ICANN's delivery of the IANA Naming Function within the future, preserving and enhancing this key responsibility.

Initiating the Fundamental Bylaws Amendment process is not anticipated to result in any impact to the security, stability or resiliency of the Internet's DNS. Nor is this action anticipated to result in any budgetary or financial implications.

Rationale for Resolution 2023.09.10.06

Why is the ICANN Board addressing the issues now?

The ICANN Bylaws (Article 11, Section 5(c)) state that each GNSO Stakeholder Group and its associated Constituencies "shall maintain recognition with the ICANN Board." The ICANN Board has interpreted this language to require approval of any charter amendments. As a best practice, each GNSO Stakeholder Group and Constituency reviews its charter on a regular basis. In September 2013, the ICANN Board approved a four-phase Process for Amending GNSO Stakeholder Group and Constituency Charters ("Process"). This is a defined Process requiring Public Comment and guides ICANN Board consideration of any charter amendments.

What are the proposals being considered?

The ISPCP Constituency completed Phase 1 of the Process by voting to amend its charter and informing the ICANN organization in March 2023. The ISPCP Constituency amended its charter to reflect its current practices, align with its operating procedures, and accommodate its evolving needs. It also considered best practices in the GNSO Operating Procedures, Work Stream 2 Recommendation 6, and the ICANN Bylaws.

Specific amendments include:

• Updated organizational structure while bringing charter in uniformity with ICANN formatting.
• Clarified mission and participation principles.
• Clarified areas of governance, including expanded methods of determining decision-making and policy positions.
• Updated definition of membership eligibility, and methods to determine eligibility.
• Expanded provisions regarding disclosure and resolution of conflicts.
• Provisions for engagement and outreach, including formation of an Outreach and Engagement Committee.
• Provisions for communications, publication policies, and protection of member data.
• New section on accountability and transparency, including communications to members.
• Revised section on elections, which outlines principles related to quorum and the removal of officers.
• Revised section on meetings, which includes principles related to format, minutes, and procedures.
• Formation of the role of Elections Coordinator for the ISPCP Constituency.
• Updated process for amending charter, considering best practices from the GNSO Operating Procedures and Work Stream 2 recommendations.
• Core definitions list to further inform terminology used contextually within the charter.

Is this action within ICANN's mission? How does it relate to the global public interest?

This action is within ICANN's commitments to make decisions by applying documented policies consistently, neutrally, objectively, and fairly and to remain accountable to the Internet community. These commitments ensure ICANN performs its mission to ensure the stable and secure operation of the Internet's unique identifier systems, specifically, the coordination of the development and implementation of policies. Moreover, this action upholds ICANN's core value of seeking and supporting broad, informed participation reflecting the functional, geographic, and cultural diversity of the Internet at all levels of policy development and decision-making. This action also supports ICANN's strategic objective to improve the effectiveness of ICANN's multistakeholder model of governance and evolve it to be increasingly effective, transparent, and accountable. The amendments align with ICANN's mission and meet the global public interest by way of updating the fundamental governance document for one of the ICANN Board-recognized GNSO constituencies.

What stakeholders or others were consulted?

As part of Phase 3 of the Process, the ICANN Board OEC oversaw a 48-day Public Comment proceeding. The Public Comment proceeding received five submissions from four ICANN community groups and one individual. The ICANN organization developed a Summary Report and categorized the submissions into two areas: Charter Enforcement and Semantic Recommendation. The ISPCP Constituency addressed all relevant Public Comment feedback through one semantic revision to the charter.

What materials did the ICANN Board review? What factors did the ICANN Board find to be significant?

The ICANN Board reviewed the amended ISPCP Constituency charter and Summary Report of the Public Comment proceeding. The ICANN Board also reviewed the findings from Phase 2 of the Process in which the ICANN organization reviewed the amended ISPCP Constituency charter, examining the language, form, and structure of the amended ISPCP Constituency charter, and assessed any potential issues with the proposed changes.

What factors did the ICANN Board find to be significant?

The ISPCP Constituency, ICANN organization, and the OEC completed all steps identified in the Process and publication of the amendments for ICANN community review and Public Comment. The OEC has recommended to the ICANN Board that it approve the ISPCP Constituency charter amendments.

Are there any positive or negative ICANN community impacts?

No concerns were raised by ICANN community members regarding the provisions outlined in the amended ISPCP Constituency charter throughout the 48-day Public Comment proceeding.

Are there fiscal or liability concerns for ICANN (Strategic Plan, Operating Plan, Budget); the ICANN community; and/or the public?

There are no anticipated fiscal impact/ramifications on ICANN or individual community members within the amendments. The amendments align with ICANN's mission and meet the public interest by way of updating the fundamental governance document for one of the ICANN Board-recognized GNSO constituencies.

Are there any security, stability or resilience issues relating to the DNS?

There is no anticipated impact from this decision on the security, stability, and resilience of the Domain Name System.

Is this either a defined policy process within ICANN's Supporting Organizations or Advisory Committees or is it an ICANN organizational administrative function decision requiring Public Comment or not requiring Public Comment?

The proposed ISPCP Constituency charter amendments were subjected to a 48-day Public Comment period (9 May 2023–26 June 2023). No additional Public Comment prior to ICANN Board action is required.

Rationale for Resolutions 2023.09.10.07 – 2023.09.10.08

Why is the Board addressing the issue?

The Competition, Consumer Trust and Consumer Choice (CCT) and Security, Stability, and Resiliency (SSR) Reviews are two of the four Specific Reviews anchored in Article 4, Section 4.6 of the ICANN Bylaws. Specific Reviews are conducted by community-led review teams, which assess ICANN's performance in fulfilling its commitments. Reviews contribute to ensuring that ICANN serves the public interest, are critical to maintaining an effective multistakeholder model, and help ICANN achieve its mission, as detailed in Article 1 of the Bylaws.

The CCT Review is the first iteration of this effort. It was initiated under the Affirmation of Commitments (AoC), and calls for an assessment of the extent to which the expansion of gTLDs has promoted competition, consumer trust and consumer choice. It also serves to assess the effectiveness of the application and evaluation process during the 2012 round of the New gTLD Program.

The SSR2 Review is the second iteration of the SSR Review and is focused on the assessment of ICANN's execution of its commitment to enhance the operational stability, reliability, resiliency, security, and global interoperability of the systems and processes that are affected by the Internet's system of unique identifiers that ICANN coordinates.

What is the proposal being considered?

This Board action is in furtherance of resolution 2019.03.01.04 and resolution 2021.07.21.13 to respectively place 17 CCT recommendations and 34 SSR2 recommendations in "pending" status.

ICANN org implemented a cross-functional program in 2020 to coordinate the organization's efforts related to the mitigation of DNS security threats, including processing relevant Specific Reviews recommendations and advice to the Board. Today, the Board takes action on all Specific Reviews recommendations in this cross-functional program's portfolio.

Recommendation the Board approves as fully implemented.

The Board approves SSR2 Recommendation 13.2 as fully implemented. Recommendation 13.2 calls for publishing the number of abuse complaints submitted to ICANN org to permit independent third parties to analyze their type. The Board notes that the existing publication format of data and metrics on ICANN.org fulfills the intent of the recommendation.

Recommendations the Board rejects.

The Board rejects DNS abuse-related CCT Recommendations 14 and 15 and SSR2 Recommendations 12.1, 12.2, 12.3, 12.4, 13.1 and 14.2. The September 2023 Scorecard sets out the specific reasons for the Board's rejection and includes ICANN org's assessment.

Acknowledging the CCT and SSR2's concerns and input related to DNS security threats and DNS abuse, the Board wishes to highlight that ICANN has placed significant focus on these issues both prior to and since the conclusion of each of these Review Teams' work, as outlined below.

In 2020 ICANN consolidated its various efforts related to DNS security threats and DNS abuse under a coordinated cross functional program focused on the mitigation of DNS security threats. To achieve its strategic objective about DNS abuse in ICANN's Strategic Plan for 2021-2025, ICANN org has been strengthening DNS coordination in partnership with relevant stakeholders, and working on establishing and promoting a coordinated approach to effectively identify and mitigate DNS security threats and combat DNS abuse. Since 2020 the org has initiated, advanced or deployed several important pieces of work related to combatting DNS Security Threats or DNS Abuse, including the publication of the first DNS Abuse trends report based on data from Domain Abuse Activity Reporting System (DAAR), enrollment of more than 20 country code Top Level Domains (ccTLDs) to voluntarily participate in DAAR, securement of contractual changes with the gTLD registries to enable ICANN access to data to extend DAAR-like reporting to the registrar level, and creation of the Domain Name Security Threat Information Collection and Reporting (DNSTICR). The Board has a dedicated Board Caucus to follow progress on this important issue.

As articulated in the September 2023 Scorecard and summarized below, ongoing efforts are currently addressing several elements that are included in the recommendations.

CCT Recommendation 14 calls for the inclusion of provisions in Registry Agreements (RA) to provide incentives, including financial incentives, to adopt proactive anti-abuse measures.

Acknowledging the high priority level assigned by the Review Team, the Board appreciates the extensive work conducted by ICANN org to investigate financial incentives by and for registries. ICANN org's findings show that there are specific incentives that some registries, including ccTLDs, have introduced, especially towards their registrars, to support anti-abuse measures. However, at present there is no clear evidence that such incentives ICANN could offer to registries would have the desired impact of preventing DNS abuse from occurring within a TLD. Consequently, the Board believes that there are not sufficient grounds to direct ICANN org to implement this recommendation which, therefore, is rejected.

The Board encourages ICANN org to continue its existing efforts to educate stakeholders on the importance of working together to prevent, mitigate, contain and act on possible DNS abuse, and to continue to remain vigilant on possible actions to further combat DNS Abuse.

The Board also recognizes the progress of the proposed amendments to the Registrar Accreditation Agreement (RAA) and Base gTLD Registry Agreement that plan to add obligations to mitigate DNS Abuse. Subsequent to the potential incorporation of these amendments into contracts, the community may determine, as appropriate, if policy work would be beneficial to further combat DNS Abuse. Preventative measures, as envisioned in this recommendation, are a possible topic of such community discussions.

CCT Recommendation 15 calls for amendments to the RAA and RA to include provisions aimed at preventing systemic use of specific registrars or registries for DNS security abuse.

The Board recognizes that ICANN org has been actively engaged in a contract amendment process with the registries and registrars to add a clearly defined obligation to mitigate or disrupt DNS abuse in each agreement. The recommendation calls for outcomes that are contingent on community work.

On the component of the CCT Recommendation 15 that calls for the establishment of thresholds of abuse at which compliance inquiries are automatically triggered, with a higher threshold at which registrars and registries are presumed to be in default of their agreements, the Board notes that ICANN Contractual Compliance's role is to bring Registrars into compliance with the RAA regardless of the number of yearly complaints.

Furthermore, the Board recognizes the ICANN org assessment that a potential DNS Abuse Dispute Resolution Policy, as suggested in the SSR2 recommendation, would not be an effective means to enforce policies and deter against DNS Security Abuse as any action on DNS abuse should be enforced in a timely manner.

The community should determine what policy work is needed and how it wishes to prioritize such efforts to enhance safeguards and trust due to the negative impact of DNS Security Abuse on consumers and other users of the Internet. ICANN has included efforts to combat DNS abuse in partnership with relevant industry partners in ICANN's strategic plan, has made significant progress to date and is encouraged by the community dialogue. Acknowledging this recommendation was marked as a prerequisite by the Review Team, the Board considered ICANN org's extensive analysis of the recommendation and, while remaining fully supportive of compliance actions towards registries and registrars, as well as of any community work to enhance DNS abuse safeguards, the Board rejects this recommendation.

SSR2 Recommendation 12.1 suggests the creation of a DNS Abuse Analysis advisory team to recommend an overhaul of the DNS Abuse Reporting.

The Board notes that the community continues its discussions over DNS abuse mitigation. The Board is fully supportive of this effort and remains committed to this important work through facilitation and the convening of diverse relevant groups with diverse viewpoints. The Board notes that the DAAR project was developed thanks to community input. The Board is fully supportive of community discussions over DNS security threat mitigation and remains committed to this important work through facilitation and the convening of diverse relevant groups with diverse viewpoints.

The Board notes the absence of issues that would justify an overhaul of DNS Abuse Reporting activity, as suggested by the SSR2, and rejects this recommendation. The Board encourages ICANN org to continue its work to evolve the DAAR initiative based on further community feedback.

SSR2 Recommendation 12.2 calls for structuring agreements with DNS abuse data providers to allow sharing of data for research purposes, and suggests terminating contracts that do not allow independent verification of methodology behind blocklisting.

The Board recognizes the value of the DAAR project and that the majority of data feeds used in the DAAR reports can be accessed freely and directly by the academic/ non-commercial community without ICANN org serving as an intermediary.

The Board notes that the recommendation's suggested approach of terminating contracts or requiring specialized licensing terms may result in negative consequences impacting the total number of data feeds ICANN org is allowed to access going forward and the corresponding quality of data utilized to generate DAAR reports. Therefore, the Board rejects this recommendation.

SSR2 Recommendation 12.3 calls for ICANN org to publish reports that identify registries and registrars whose domains contribute most to abuse. The Board agrees with the ICANN org assessment that the concept of abuse, as mentioned in the Recommendation language, goes beyond ICANN's remit; that careful considerations are required to distinguish between reported cases of DNS Abuse and evidenced cases of DNS Abuse; that prior engagement with the community could be helpful in designing a procedure that supports positive outcomes, and that the successful implementation and effectiveness measures for this Recommendation imply additional actions. For those reasons, the Recommendation is rejected.

The Board encourages ICANN org to continue in its efforts to report security threat activity to the ICANN community, continue the dialogue with the contracted parties and support their actions in combating DNS Abuse, which may include publication of new reports and release of datasets that capture more specific aspects of the DNS Abuse landscape.

SSR2 Recommendation 12.4 suggests collating and publishing reports of actions taken by registries and registrars in response to complaints of abuse on a voluntary basis and in response to legal obligations.

There are existing efforts within ICANN org as well as by third parties to collect and provide some of the data similar to what the recommendation suggests.

Recognizing that the recommendation requires changes to the contractual obligations, would create challenges for ICANN org, the registries, and registrars to define a reporting schema that would be globally applicable, and that the benefits and value of producing such reports are unclear, the Board rejects this recommendation.

SSR2 Recommendation 13.1 envisions the establishment of a central DNS abuse complaint portal that automatically directs all abuse reports to relevant parties.

Such an obligation would necessitate a change to ICANN's current contracts with registries and registrars which the ICANN Board cannot unilaterally dictate.

The Board notes that ICANN org does not view a central abuse complaint processing system as an existing gap that it needs to fill in the marketplace and expend its resources upon at this time, and that there is an existing tool that offers a service of centralized intake and distributing abuse reports. Therefore, the Board rejects this recommendation.

SSR2 Recommendation 14.2 calls for ICANN org to provide contracted parties with lists of domains in their portfolios identified as abusive.

The Board notes that progress in the contract amendment process, referred to in the above, will support the evolution of ICANN Compliance's toolkit to appropriately respond to contracted parties' failures to address DNS Abuse.

While the Board encourages ICANN org to continue to innovate and find ways to support the contracted parties in combating DNS Abuse, which may include reporting instances of well evidenced DNS Abuse to registrars and registries, the Board acknowledges the remit and roles of the different parts of the ICANN community.

As the language in SSR2 14.2 is not confined to DNS abuse, but rather to much more broadly defined forms of abuse, that go beyond org's remit (as well as its visibility and competencies), the Board rejects this recommendation.

The Board rejects SSR2 Recommendation 9.2 and 9.3 that are related to contractual compliance activities. The September 2023 Scorecard sets out the specific reasons for the Board's rejection and includes ICANN org's assessment.

SSR2 Recommendation 9.2 calls for proactively monitoring and enforcing obligations to notably include the validation of address fields, with an ask that enforcement efforts be focused on those with over 50 complaints or reports per year.

The Board notes that ICANN org can pursue accuracy of registration data according to the provisions included in the RA and RAA, and that at present extensive checks are conducted to verify the accuracy of registration data. The Board recognizes that the recommendation seeks the enforcement of specific compliance requirements (i.e., address fields) regarding data accuracy that are not part of the current registry and registrar contractual framework. The recommendation calls for work or outcomes that would require the Board to unilaterally modify ICANN's agreements with registries and registrars, or that would be contingent on community work. Changes to contracted party agreements would be a matter of policy or a result of voluntary negotiations between ICANN org and contracted parties. The Board wishes to note the extensive provisions on data accuracy already in place in the current Registry and Registrar agreements, and ICANN Contractual Compliance actions that are independent from the number of yearly complaints.

The Board notes the SSR2 Implementation Shepherds' clarification that ICANN org should provide details of what Compliance does in this area, with supporting public documentation and summary results of audits, and that ICANN's Contractual Compliance reports are available on icann.org.

Moreover, the Board also acknowledges that there are ongoing community discussions on registration accuracy. As a result, the Board rejects SSR2 Recommendation 9.2.

SSR2 Recommendation 9.3 calls for ICANN org to have compliance activities audited externally, at least annually, and to publish those plans along with resulting action plans.

The Board recognizes ICANN Compliance's continued commitment to transparency and to continuous improvement through internal reviews to assess and improve on its operations.

The Board also acknowledges the Registry Stakeholder Group's views, as expressed in the public comment on the SSR2 Final Report, that any recommendations related to ICANN Contractual Compliance should be connected to specific contractual terms and tied to a specific problem statement. In addition, the Board notes the Registrar Stakeholder Group's comment that ICANN Contractual Compliance has resources in place to oversee and ensure consistent and accurate complaint processing.

The Board recognizes that Compliance's objectives include fully and efficiently addressing third-party complaints, proactive enforcement of contractual obligations, and registry and registrar audits against their contractual obligations. The Board recognizes ICANN org's assessment that the time and resources requested for running yearly, external audits will not lead to any desired improvement of procedures and processes that at present are running in accordance with the principles set in the contracted parties' agreements. As a result, the Board rejects this recommendation.

Which stakeholders or others were consulted?

The CCT and SSR2 Final Reports were published for public comment and the Board received feedback as part of that process.

The SSR2 Implementation Shepherds were consulted to obtain clarification on some recommendations.

What significant materials did the Board review?

The Board considered various significant materials and documents. In addition to the ICANN org assessment (see the September 2023 Scorecard), the Board consulted the review teams' final reports, the Staff Report of Public Comment Proceeding on Competition, Consumer Trust, and Consumer Choice Review Team (CCT) Final Report & Recommendations, the Staff Report of Public Comment Proceeding on Second Security, Stability, and Resiliency (SSR2) Review Team Final Report, and clarification provided by the SSR2 Implementation Shepherds.

The Board has also considered the proposed amendments to the RAA and RA, requiring contracted parties to take mitigation actions on domain names being used for DNS Abuse, as well as the 18 October 2021 Informational session about DNS Abuse with a panel of experts to help inform their perspectives.

Are there positive or negative community impacts?

Taking action on eleven CCT and SSR2 pending recommendations contributes to further addressing the outcome of the CCT and SSR2 Specific Reviews, and enhances ICANN's accountability.

Are there fiscal impacts or ramifications on ICANN (strategic plan, operating plan, budget); the community; and/or the public?

None.

Are there any security, stability or resiliency issues relating to the DNS?

The enhancement of reporting capabilities, per SSR2 13.2, have a net positive impact on security, stability, and resiliency of the DNS.

Is this decision in the public interest and within ICANN's mission?

This action is in the public interest as it is a fulfillment of ICANN Bylaws, as articulated in Section 4.6. It is also within ICANN's mission and mandate. ICANN reviews are an important and essential part of how ICANN upholds its commitments.

The approved recommendation is consistent with ICANN's mission, serves the public interest, and falls within the Board's remit.

Is this either a defined policy process within ICANN's Supporting Organizations or ICANN's Organizational Administrative Function decision requiring public comment or not requiring public comment?

None required.

Rationale for Resolution 2023.09.10.09

Why is the Board addressing the issue now?

In resolution 2022.09.22.08, the Board approved a four-step process to implement the recommendation contained in SAC113.

The four proposed steps are:

1. Conduct a Public Comment proceeding on the proposed approach in steps 2, 3 and 4;
2. Instruct IANA to choose the string using the criteria described in SAC113;
3. Conduct a Public Comment proceeding on the proposed string chosen by IANA in step 2; and
4. Pass a Board resolution to reserve the proposed string.

ICANN org has completed the Public Comment of the first step and published a report on its outcome.

What is the proposal being considered?

The Board is considering whether to instruct ICANN, through IANA, to select a string for permanent reservation. Based on the comments received in the first step of the four proposed steps above, the Board may decide to continue with the process or not.

Which stakeholders or others were consulted?

SAC113 discusses many of the efforts, both ongoing and abandoned, in the Internet Engineering Task Force (IETF) to try and resolve this issue. Since the publication of SAC113 the ICANN Board and the Internet Architecture Board (IAB) have exchanged correspondence about SAC113, briefly summarized below.

In the first correspondence from the ICANN Board to the IETF/IAB Chairs, the Board asked for clarification on what the definition of a 'technical use' was for domain names. Since the Memorandum of Understanding (MoU) between ICANN and the IETF considers 'assignments of domain names for technical uses' something the ICANN Board cannot delegate, assign, or instruct IANA to reserve unilaterally.

In its response, the IAB/IETF states:

We understand SAC113 to be a proposal for the ICANN [B]oard to allocate an ICANN Reserved Name, and we believe that it being reserved by ICANN would necessarily require that the chosen string also be removed from consideration for any technical use specified by the IETF. In keeping with our commitment to a single, global namespace (RFC 2826), such a reservation would ensure that the IETF would not consider any special-use name with the same string. Procedurally, if the ICANN board chooses to reserve a string following the advice of SAC113, we would expect the string to be reserved within the IANA-managed reserved domain registry rather than the special-use domain names registry.

The IAB/IETF did not voice any objection to the ICANN Board permanently reserving a top-level string.

During the Public Comment Proceeding on the Proposed Procedure for Selecting a Top-Level Domain String for Private Use, ICANN received comments from the following groups.

• Business Constituency (BC)
• Governmental Advisory Committee (GAC)
• Intellectual Property Constituency (IPC)
• Network Information Centre for United Kingdom of Great Britain and Northern Ireland (UKGBNI)
• Security and Stability Advisory Committee (SSAC)
• Registries Stakeholder Group (RySG)

Two individuals also provided feedback in their individual capacities.

What concerns or issues were raised by the community?

Community members have noted that, even if a top-level string is reserved for technical use, there is no way to compel equipment vendors, protocol designers, and others to use it. It is also not possible to determine the extent to which the chosen string will be used. It is therefore conceivable that implementing SAC113 could ultimately have no material effect on the DNS.

It is also likely not possible to choose a single string that will enjoy universal agreement as being the most appropriate string for this purpose. Different stakeholders and individuals may have different ideas of what the best string is for this purpose, and it will not be possible to identify a single string that will be acceptable to all stakeholders. This consequence is, however, distinct from the ability to choose a string that adheres to the criteria set forth in SAC113.

ICANN org initiated a public comment proceeding on the proposed process and published a report on the public comment proceeding. A summary of the submissions received is reproduced below.

• Procedure needs to provide for direct comment on the candidate string itself and/or ability to re-evaluate selection criteria (RySG, IPC, Napwora, GAC)
• Not appropriate for potentially subjective assessments to be made by IANA (RySG)
• Add an additional evaluation criteria (beyond those provided in SAC113) to evaluate impact on potential future TLDs that may be confusingly similar (RySG)
• A step should be added to perform a trademark search prior to selection of the candidate string (IPC)
• Provide greater specificity into how the internal selection process will be conducted (BC, SSAC, GAC)
• Timely implementation of SAC113 to bring the long-standing underlying issue to a resolution (BC)
• Supports the overall proposed procedure (BC)
• Procedure needs to make the case why the proposed process is necessary and why a dedicated string for private use is needed (IPC)
• Suggestions on which specific strings that the procedure should choose (UKGBNI, Gaughan)

The Board will continue to take these comments into account as part of its deliberations on whether or not to proceed with instructing IANA to select a string for reservation.

In response to the report of the public comment proceeding the SSAC provided additional input via a correspondence, SSAC2023-05: SSAC Response to Public Comment Summary Report on Proposed Procedure for Selecting a Private Use TLD in which the SSAC commented:

The SSAC certainly acknowledges that much expertise exists within ICANN org to implement policy decisions. However, implementation plans, e.g., the work products of Implementation Review Teams, are routinely published for public comment before actual implementation. Therefore, it is disappointing that [the summary] response effectively dismisses the request to provide a more detailed selection process (implementation plan) and make that available for Public Comment before that process is undertaken.

ICANN org sent a response to SSAC2023-05 describing the procedure and noting that the Board still had to make a decision on whether or not to proceed with instructing IANA to select a string for reservation.

What significant materials did the Board review?

The Board has reviewed SAC113, an Options Paper developed by staff, correspondence between ICANN and the IAB, the MoU between ICANN and the IETF, the Public Comment Summary Report of the Proposed Procedure for Selecting a Top-Level Domain String for Private Use Public Comment, SSAC2023-05, and ICANN org's response to SSAC2023-05.

What factors did the Board find to be significant?

The Board recognizes that the problem highlighted in SAC113 is a legitimate and significant one that could, if not addressed, materially affect the DNS. SAC113 lays out a path forward and process the Board is following includes specific opportunities for all stakeholders to provide additional input.

Are there positive or negative community impacts?

A positive impact from this Board resolution is to continue the process that will eventually provide a designated namespace for the private use of vendors and other users of the DNS. A negative impact is that there will be one fewer meaningful names available for delegation in the root zone.

Are there fiscal impacts or ramifications on ICANN (strategic plan, operating plan, budget); the community; and/or the public?

No additional fiscal impact is anticipated as a result of directing IANA to reserve a string for private use. Any resourcing that may be required to fully implement SAC113 is expected to be covered by existing ICANN org resources.

Are there any security, stability or resiliency issues relating to the DNS?

The SSAC has identified many security, stability, and resiliency issues associated with the uncoordinated use of private-use names in SAC113. It is impossible to determine the extent to which reserving a string for private use will alleviate these issues. However, it will not introduce any new security, stability or resiliency issues. It will also not increase the severity of any known and existing security, stability, or resiliency issues.

Is this decision in the public interest and within ICANN's mission?

Reserving a string from delegation permanently is in the public interest for the reasons outlined in this resolution and rationale. It is also within the scope of ICANN's mission as described in the Bylaws. Specifically, Section 1.1 (a) (i) which states: "[ICANN] Coordinates the allocation and assignment of names in the root zone of the Domain Name System [..]".

In its letter to the Board, the IAB/IETF agreed that this reservation was within the scope of ICANN based on ICANN's MoU with the IETF.

During the public comment proceeding there were no comments received stating that this reservation was not in the public interest or that it was not within ICANN's mission.

Is this either a defined policy process within ICANN's Supporting Organizations or ICANN's Organizational Administrative Function decision requiring public comment or not requiring public comment?

This is neither a defined policy process with ICANN's supporting organizations nor an ICANN org administrative function. The Public Comment proceedings outlined in the four-step implementation plan are not required by the ICANN Bylaws, but are part of the proposed process for implementing SAC113. The purpose of this specific Board action is to initiate the second step of the proposed process directing ICANN, through IANA, to select a string for permanent reservation.

Rationale for Resolution 2023.09.10.10

Both the ICANN and PTI Bylaws contain requirements for ICANN's overall planning processes relating to the IANA functions. The ICANN Bylaws mandate an IANA Operating Plan & Budget (IANA OP&B) and the PTI Bylaws mandate both a PTI Strategic Plan and a PTI Operating Plan & Budget. These are all in addition to ICANN's main Operating Plan & Budget, Five-Year Operating Plan & Budget, and ICANN's Five Year Strategic Plan. The special timing and processes for the IANA-related plans result in increased complexities and extra steps in the planning process.

The PTI Strategic Plan for 2021 to 2024 contains a strategic goal to reduce the complexities and duplication between what is in scope for IANA and ICANN planning processes and deliverables. Achievement of this strategic goal will simplify the planning process and enhance community engagement in the planning process. The PTI Board initiated the process to amend certain portions of the PTI Bylaws to achieve better streamlining of processes while preserving the key objectives of the IANA Stewardship transition. Those changes include:

• Modifying the timing for the initial delivery of the PTI OP&B to the PTI Board, which is currently set to nine months prior to the start of the fiscal year, to a 90-day window. This will allow better alignment with the remainder of ICANN's planning processes.
• Moving PTI from a four-year strategic planning cycle to a five-year strategic planning cycle, which will enable alignment with ICANN's five-year strategic planning work.
• Introducing a transition article that will confirm that the timing of the development of the next PTI Strategic Plan aligns with ICANN's next strategic planning cycle.

Prior to taking this action, the PTI Board encouraged broad community engagement on the proposed Bylaws, including through the expected public comment proceeding as well as through a public session during the ICANN77 public meeting where the PTI Board and management made themselves available for questions. The PTI Board considered the comments received, and reviewed the staff summary and analysis of those comments, and noted that the Bylaws amendments were generally well-supported. The PTI Board considered the Bylaws amendments on 22 August 2023 and approved the changes. The ICANN Board notes that the comments were generally in favor of the proposed changes.

The PTI Board noted in its action approving the Bylaws that this amendment is only appropriate if the principles governing the IANA Stewardship Transition remain intact. The ICANN Board also shares this fundamental concern. Here, the PTI Budget remains separate from the IANA and ICANN Budgets and the processes are designed to continue upholding ICANN's commitment to prioritize the funding for the IANA functions performed through PTI.

The ICANN Board notes the streamlining that can occur through this action. The ICANN Board supports that the PTI Strategic Planning cycle be brought in line with the ICANN Strategic Planning Cycle, including the use of a Transition Article to extend PTI's current Strategic Plan through FY2025.

This change is anticipated to better use community and organizational resources through better integrated and streamlined processes. No fiscal impact is anticipated as a result of this change. This change is also not expected to impact the security, stability or resiliency of the unique technical identifiers that IANA coordinates on behalf of ICANN.

Today's action is within ICANN's mission, as the ICANN Board is exercising its important role in upholding the IANA functions that PTI performs on ICANN's behalf. As the sole member of PTI, ICANN has the responsibility of supporting the public interest through instilling good governance and management within PTI.

Rationale for Resolution 2023.09.10.11

In May 2013, the root server operator organizations agreed to an initial membership of representatives for the RSSAC, each nominating an individual. The ICANN Board of Directors approved the initial membership of the RSSAC in July 2013 with staggered terms. The current term for the representatives from University of Southern California – Information Sciences Institute; Réseaux IP Européens (RIPE) Network Coordination Centre; Widely Integrated Distributed Environment (WIDE) Project; and Cogent expires 31 December 2023. The current term for representative from National Aeronautics and Space Administration (NASA) – AMES Research Center expires 31 December 2025. National Aeronautics and Space Administration (NASA) – AMES Research Center replaces its representative.

Today, the Board is taking action pursuant to Article 12, Section 12.2 (c)(ii) of the ICANN Bylaws to appoint members to the RSSAC.

The appointment of RSSAC members is not anticipated to have any fiscal impact on the ICANN organization that has not already been accounted for in the budgeted resources necessary for ongoing support of the RSSAC.

This resolution is an organizational administrative function for which no public comment is required. The appointment of RSSAC members contributes to the public interest and the commitment of the ICANN organization to strengthen the security, stability, and resiliency of the DNS.

Rationale for Resolution 2023.09.10.12

The SSAC is a diverse group of individuals whose expertise in specific subject matters enables the SSAC to fulfill its role and execute its mission. Since its inception, the SSAC has invited to its membership individuals with deep knowledge and experience in technical and security areas that are critical to the security and stability of the Internet's naming and address allocation systems.

The SSAC's continued operation as a competent body is dependent on the accumulation of talented subject matter experts who have consented to volunteer their time and energies to the execution of the SSAC mission.

Gautam Akiwate is an academic with extensive research experience in the field of empirical security. His research interests lie at the intersection of networking and security with recent focus on various aspects of Internet security spanning DNS hijacks, BGP hijacks, registrar name management, email security, MANRS ecosystem, and use of blocklists, amongst other topics. Gautam is currently a postdoctoral researcher at Stanford University.

Matthias Hudobnik has degrees in both Engineering (Informatics and Internet Engineering) and Law. For the latter Master's level degree, his thesis was "The Future of WHOIS - An analysis of the policy process under the DGPR with a focus on the litigation ICANN vs EPAG". He has worked as a Legal Intern in IP & IT, Data Protection & Cyber Security, a Technician in ICT, IT & Internet Engineering, a Jurist and Engineer with the Europol Data Protection Function, and a Researcher in Data Protection, Law Enforcement & Cyber Security. His current position is as Legal Engineer/Senior Agent for Europol Data Protection Function.

Maarten Aertsen is a senior internet technologist with NLnet Labs where his role is to bring their expertise to policy making bodies, including governments, regulators and multi-stakeholder forums, as well as initiate and contribute to applied research. He has recently been actively engaged with two European Commission initiatives to regulate software by setting mandatory security requirements. In his previous position as a senior advisor at the National Cyber Security Centre, his responsibility was to clearly convey the potential effects of security vulnerabilities or incidents to operational, managerial, public administrative, and general audiences within Dutch society.

This resolution is an organizational administrative function for which no public comment is required. The appointment of SSAC members is in the public interest and in furtherance of ICANN's mission as it contributes to the commitment of the ICANN to strengthen the security, stability, and resiliency of the DNS. The appointment of SSAC members is not anticipated to have any fiscal impact on ICANN org that has not already been accounted for in the budgeted resources necessary for ongoing support of the SSAC.

Rationale for Resolution 2023.09.10.13

ICANN's Bylaws require ICANN to maintain an Ombuds Office. (See Bylaws, Art. 5.) In light of the Ombudsman's resignation effective 30 September 2023, the Board is now tasked with selecting ICANN's next Ombuds. The establishment of a temporary Board Committee to help facilitate the search for ICANN's next full-time Ombuds will allow the Board to coordinate the search process more easily and efficiently, with regular reporting from the Committee to the full Board.

This decision is within the public interest and consistent with ICANN's mission in that having an Ombuds in place enhances ICANN's accountability, as the Ombuds is one of the accountability mechanisms within ICANN and set out in the ICANN Bylaws.

The establishment of this temporary Board Committee will not have a financial impact on ICANN. This action will not have a negative impact on the domain name system.

This is an Organizational Administrative Function that does not require Public Comment.

Rationale for Resolution 2023.09.10.14

Article 12, Section 12.2(a)(ix) of the ICANN Bylaws permits the GAC to "put issues to the Board directly, either by way of comment or prior advice, or by way of specifically recommending action or new policy development or revision to existing policies." In its ICANN77 Washington D.C. Communiqué (20 June 2023), the GAC issued advice to the Board regarding Predictability in New gTLD Applications, Registry Voluntary Commitments (RVCs) / Public Interest Commitments (PICs) in New gTLDs, Applicant Support in New gTLD Applications, and Auctions: Mechanisms of Last Resort/Private Resolution of Contention Sets in New gTLDs. The GAC also provided a follow-up to previous advice regarding Privacy and Proxy Services. The ICANN Bylaws require the Board to take into account the GAC's advice on public policy matters in the formulation and adoption of the policies. If the Board decides to take an action that is not consistent with the GAC advice, it must inform the GAC and state the reasons why it decided not to follow the advice. Any GAC advice approved by a full consensus of the GAC (as defined in the Bylaws) may only be rejected by a vote of no less than 60% of the Board, and the GAC and the Board will then try, in good faith and in a timely and efficient manner, to find a mutually acceptable solution.

The Board is taking action today on the GAC Consensus Advice to the ICANN Board in the ICANN77 Washington D.C. Communiqué, including the items related to Predictability in New gTLD Applications, Registry Voluntary Commitments (RVCs) / Public Interest Commitments (PICs) in New gTLDs, Applicant Support in New gTLD Applications, and Auctions: Mechanisms of Last Resort/Private Resolution of Contention Sets in New gTLDs. This decision is in the public interest and within ICANN's mission, as it is fully consistent with ICANN's Bylaws for considering and acting on advice issued by the GAC.

The Board's actions are described in the scorecard dated 10 September 2023.

In adopting its response to the GAC advice in the ICANN77 Washington D.C. Communiqué, the Board reviewed various materials, including, but not limited to, the following materials and documents:

• ICANN77 Washington D.C. Communiqué (20 June 2023): https://gac.icann.org/contentMigrated/icann77-washington-d-c-communique
• The GNSO Council's review of the advice in the ICANN77 Washington D.C. Communiqué as presented in the 28 July 2023 letter to the Board: https://gac.icann.org/advice/correspondence/incoming/GNSO%20Council%20Review%20of%20Washington,%20D.C.%20GAC%20Communique%20(28%20July).pdf

The adoption of the GAC advice as provided in the scorecard will have a positive impact on the community because it will assist with resolving the advice from the GAC concerning gTLDs and other matters. There are no foreseen fiscal impacts associated with the adoption of this resolution. Approval of the resolution will not impact security, stability or resiliency issues relating to the DNS. This is an Organizational Administrative function that does not require public comment.

Rationale for Resolutions 2023.09.10.15 – 2023.09.10.17

Why is the Board addressing the issue?

To ensure the ICANN multistakeholder model remains transparent and accountable, and to improve its performance, ICANN conducts Organizational Reviews of its Supporting Organizations, Advisory Committees (other than the Governmental Advisory Committee) and the Nominating Committee, as detailed in Article 4 Section 4.4 of the ICANN Bylaws.

Reviews are critical to maintaining an effective multistakeholder model and in helping ICANN achieve its mission, as detailed in Article 1 of the Bylaws. Reviews also contribute to ensuring that ICANN serves the public interest. The role of the ICANN Board is to ensure that the review process was in compliance with the relevant Bylaw provisions. In this instance, the role of the ICANN Board is also to approve the proposed amendments resulting from the implementation of recommendations that resulted from the second Organizational Review of the Nominating Committee (NomCom2 Review).

The Board Organizational Effectiveness Committee (OEC) oversaw the progress and completion of NomCom2 Review and implementation thereof, and the community's NomCom Review Implementation Working Group (NomComRIWG).

In March 2023, the Board recognized completion of the NomComRIWG's role in implementation efforts on all 27 recommendations, as noted in its Final Implementation Report. The Board also initiated the ICANN Bylaws Amendment Process on Fundamental and Standard portions of the ICANN Bylaws, and sought Public Comment on the proposed "Unaffiliated" Directors statement and proposed charter for a Nominating Committee Standing Committee. The community discussion on the rebalancing of the NomCom, arising from Recommendation 10, is continuing in line with the Board's resolution 2023.03.16.19.

Background

The NomCom2 Review commenced in June 2017 with the announcement of the selection of the Independent Examiner. The Independent Examiner conducting the NomCom2 Review produced a Final Report in June 2018, which was received by the ICANN Board along with the NomCom2 Review Implementation Planning Team's Feasibility Assessment and Initial Implementation Plan (Feasibility Assessment) for all 27 of the recommendations in the Independent Examiner's Final Report. The NomComRIWG was created in response to the Board Resolution, and developed the Detailed Implementation Plan on 12 September 2019. On 07 November 2019, the ICANN Board accepted the NomCom2 Review Detailed Implementation Plan and directed the NomComRIWG to commence implementation, and to provide periodic updates to the OEC. The NomComRIWG submitted implementation progress reports to the OEC on 30 June 2020, 21 December 2020, 25 August 2021, 17 December 2021, and a Final Implementation Report on 30 June 2022. The ICANN Board took action on 16 March 2023 to accept the status of the NomCom2 Review implementation and initiate a Standard and Fundamental ICANN Bylaws Amendment process, including the Public Comment proceeding. The community submissions revealed overall support for most of the suggested amendments to the ICANN Bylaws. The inputs raised concerns about the proposed "Unaffiliated" Directors statement and corresponding Bylaw amendment, and also provided suggested edits to the NomCom Standing Committee charter.

What action is the Board taking?

The Board is taking the following actions:

1. The ICANN Board approves the Standard Bylaws amendments to Articles 8 and 12 of the ICANN Bylaws, relating to the composition and terms of the NomCom, implementation of the NomCom Standing Committee, and the requested changes to the RSSAC selection process. The Board should also include the first proposed Transition Article , now presented as Article 27.5 that specifies the timeline for implementation of the new NomCom terms. Those Bylaws will then move forward within the Empowered Community Process.
2. The Board approves the NomCom Standing Committee charter.
3. The Board defers action on the Fundamental Bylaws Amendment to (Article 7, which sets out the proposed requirement for the appointment of "Unaffiliated" Directors to the Board. The Unaffiliated Directors statement, as well as the Bylaws amendment putting it into effect, require further Board and likely community discussion before moving forward. Action on the corresponding transition article (posted for Public Comment as Article 27.xy) should also be deferred.

The Standard ICANN Bylaws amendments will:

• Change NomCom delegates' terms to serve two-year terms, instead of one year (Article 8).
• Transform all NomCom delegates into voting delegates, except for leadership (Article 8).
• Create a NomCom Standing Committee to provide continuity across annual NomCom cycles and to build the institutional memory of the NomCom, since the NomCom itself operates on a tight timeline and needs to focus on its recruiting and evaluation activities. (Article 8).
• Define how these new requirements will be transitioned into practice (Article 27).
• At the request of the Root Server System Advisory Committee (RSSAC), as the RSSAC's appointed delegate becomes a voting member through this process, the ICANN Board's role in appointment of RSSAC membership and leadership will be removed (Article 12).

Which stakeholders or others were consulted?

As a result of Board action in March 2023, the community was consulted via Public Comment proceeding on proposed Standard and Fundamental ICANN Bylaws amendments and documents to implement the NomCom2 Review. Thirteen (13) submissions addressing the Bylaws amendments and documents to implement the NomCom2 Review were received. Out of the total of 13 submissions, nine were from organizations or groups and four were from individuals. Of the nine submissions from organizations, three were from Advisory Committees, one from a Supporting Organization, three from Stakeholder Groups of the GNSO, one from a GNSO Constituency and one from a cross-community working party.

What concerns, or issues were raised by the community?

The submissions received from the community revealed overall support of the suggested amendments to the ICANN Bylaws, with the exception of several concerns and suggested edits to the proposed "Unaffiliated" Directors statement.

Community concerns on the proposed "Unaffiliated" Directors statement and definition included echoed those that were expressed by the Board:

• Multiple commenters noting concerns that the "Unaffiliated" definition is too broad and potentially disqualifies candidates with relevant experience;
• Some commenters noted they did not support the proposal at all;
• Multiple commenters raised concerns with the ability to fill three seats on the ICANN Board with "Unaffiliated" Directors, and emphasized the priority to fill the seats with qualified candidates.

Because of the scope of concerns raised regarding the "Unaffiliated" Directors statement and incorporation into the Bylaws, the Board is not in a position to approve the Fundamental Bylaws or related documents on that issue. The Board will, in coordination with the OEC, consider what is needed to further consider this topic. The OEC will develop a plan to address the issue within 6 months of this Board action.

Additionally, public comments provided suggested edits to the NomCom Standing Committee charter. The suggested edits to the NomCom Standing Committee charter included suggestions to improve its terminology, and edits that are intended to clarify, rather than change the substance of the charter. The ICANN Board approves the NomCom Standing Committee Charter, as revised to address specific public comments.

There was one suggestion to change Bylaws section 12.2 (b)(ii) regarding SSAC to match the RSSAC-related change to section 12.2 (c)(ii), however this suggestion was not incorporated as the Bylaws amendment to 12.2 (c)(ii) was specifically requested by the RSSAC, and the SSAC has not requested an amendment to the ICANN Bylaws regarding appointment of their membership as it relates to the NomCom. Should this change be recommended, it would entail initiating a separate Bylaws amendment process.

What factors did the Board find to be significant?

The Board found community input on the "Unaffiliated" Directors definition and proposal to be significant, contributing to the determination to proceed with a bifurcated approach in the ICANN Standard and Fundamental Bylaws Amendments processes. The Board directs the OEC to develop a plan to address the issue within 6 months of this Board action, before determining whether or how to proceed forward in the Fundamental Bylaws amendment process.

In addition, the Board found community support for the Standard Bylaws amendments to be significant, as well as the long history and work of the NomComRIWG, the community group which completed implementation of the recommendations from the NomCom2 Review.

Are there positive or negative community impacts?

The completion of the implementation of NomCom2 Review recommendations and the related modifications to the Standard Bylaws will result in the improvement in overall effectiveness of the NomCom. The change in NomCom delegates' terms to serve two-year terms will help preserve knowledge within the NomCom. Transforming all delegates (except leadership) to be voting members will include more participants in the decision-making process. Establishment of the NomCom Standing Committee will provide continuity across annual NomCom cycles and build the institutional memory of the NomCom, since the NomCom itself operates on a tight timeline and needs to focus on its recruiting and evaluation activities.

In order to mitigate the impact on the work of the 2024 NomCom that is already in progress, the Transition Article the Board is approving today sets out the expectation that these new Bylaws provisions will not impact the composition of the NomCom until the seating of the 2025 NomCom attendant to ICANN's Annual General Meeting in October 2024. Similarly, the NomCom Standing Committee is expected to be in place and available to support the 2025 Nominating Committee.

Are there fiscal impacts or ramifications on ICANN (strategic plan, operating plan, budget); the community; and/or the public?

This Board action is anticipated to have some additional fiscal impact to that noted in the Board's acceptance of the NomCom2 Review Implementation Plan. The additional impact is related to additional support for a new Standing Committee, both in ongoing resources and in Board and community resources related to the selection and service on the Standing Committee, respectively.

The ramifications of this resolution on ICANN org, the community and the public are anticipated to be positive, as this Board action signifies an important milestone for Organizational Reviews and improvements in the effectiveness of the NomCom.

Are there any security, stability or resiliency issues relating to the DNS?

This Board action is not expected to have a direct effect on security, stability or resiliency issues relating to the DNS.

How is this action within ICANN's mission and what is the public interest served in this action?

The Board's action is consistent with ICANN's commitment pursuant to Section 4 of the Bylaws to ensure the ICANN multistakeholder model remains transparent and accountable, and to improve the performance of the NomCom. This action will serve the public interest by contributing to the fulfillment of ICANN's commitment to maintaining and improving its accountability and transparency.

Is Public Comment required prior to Board action?

Yes, Public Comment was required. The Board initiated a Standard and Fundamental ICANN Bylaws Amendment Process (see Article 25) for proposed Bylaws amendments and documents to implement the NomCom2 Review, including an ICANN Public Comment proceeding in April 2023.

Rationale for Resolution 2023.09.10.18

As ICANN prepares for the next round of the New gTLD Program (Next Round), it is crucial to ensure that, as always, all Board deliberations and decisions are made free from any actual, potential, or perceived conflicts of interests, and with the highest ethical standards. The Board Governance Committee (BGC) in its role of administering and monitoring compliance with the Conflicts of Interest Policy has recommended that the Board establish a BGC Subcommittee on Conflicts re the New gTLD Program: Next Round (Subcommittee), comprised of Board members who are not conflicted on new gTLDs, for the purpose of managing conflicts of interest issues for Board members relating to the Next Round.

The Subcommittee will be responsible for, among other things: (i) developing guidelines to assess conflicts of interests; (ii) evaluating Board members' conflict disclosures to identify any actual, potential, or perceived conflicts; (ii) identifying and assessing mitigation measures for handling these conflicts; (iv) recommending to the BGC, which will then make recommendations to the Board on how to manage identified conflicts; and (v) monitoring ongoing conflicts throughout the duration of the Next Round.

Establishing the Subcommittee is consistent with ICANN's commitment to ensuring legitimacy and sustainability of the ICANN multistakeholder model by taking steps to ensure that the Board members are operating at the highest ethical standards. Further, the Subcommittee, in line with the ICANN Conflicts of Interest Policy and Board Code of Conduct, will enhance accountability in Board deliberations and decisions related to the Next Round. This ensures that such decisions and deliberations are made in the best interests of the global Internet community and are free from the influence of individual conflicts of interest.

This decision is within the public interest and consistent with ICANN's mission as it is expected to positively impact the ICANN community by ensuring that ICANN continues to operate to the highest ethical standards.

The action is not expected to have a fiscal impact on ICANN organization.

This is an Organizational Administrative Function that does not require Public Comment.

Rationale for Resolutions 2023.09.10.19 – 2023.09.10.24

Why is the Board addressing the issue?

The actions taken by the Board are a continuation of its deliberations and resolution on the Final Report at ICANN76 in Cancun (which resulted in the Board resolving on the March 2023 Scorecard). Addressing these issues now means that the ICANN Board provides clarity on these recommendations, ensuring the implementation process can proceed in a timely and effective manner. It also provides the GNSO Council with a rationale for why the Board believes that some recommendations are not in the best interests of the ICANN community or ICANN, allowing the GNSO Council to decide whether it would like to draft supplemental recommendations, per Bylaws Annex A, Section 9.

What are the proposals being considered?

The Board is taking action to accept the September 2023 Scorecard, which includes: the adoption of seven (7) recommendations (Section A); the adoption of eleven (11) recommendations for which the GNSO approved Clarifying Statements to address some of the concerns raised in the March 2023 Scorecard (Section B); and the determination that six (6) recommendations are not in the best interests of the ICANN community or ICANN, including a rationale for the Board's action (Section C). Section D provides an overview of the fourteen (14) recommendations that remain "pending" when the Board adopts the September 2023 Scorecard.

Which stakeholders or others were consulted?

The Board has engaged continuously with the community on the Outputs contained in the SubPro Final Report, including:

The GAC:

• ICANN77 GAC Communiqué, 20 June 2023
• Letter from the Board to Nicholas Caballero, Chair, GAC on Subsequent Procedures (SubPro) Policy Development Process (PDP) Outputs, 22 May 2023

The ALAC:

• Letter from the Board to Jonathan Zuck, Chair, ALAC on Subsequent Procedures (SubPro) Policy Development Process (PDP) Outputs, 22 May 2023

The GNSO Council:

• GNSO Council Review of ICANN77 GAC Communiqué, 28 July 2023
• SubPro PDP Pending Recommendations Small Team discussion
• GNSO Council-approved Clarifying Statements

What concerns or issues were raised by the community?

Correspondence and dialogue between the Board and community identified auctions as a mechanism of last resort and private resolution of contention sets as one area of concern raised by the Community.

The Board shares some of these concerns, as expressed in the 2018 Board correspondence to the the SubPro PDP Working Group: "the Board believes that applications should not be submitted as a means to engage in private auctions, including for the purpose of using private auctions as a method of financing their other applications. This not only increases the workload on processing but puts undue financial pressure on other applicants who have business plans and financing based on their intention to execute the plan described in the application. In particular, we are concerned about how gaming for the purpose of financing other applications, or with no intent to operate the gTLD as stated in the application, can be reconciled with ICANN's Commitments and Core Values."

The Board acknowledges the community's concerns, and notes that the GAC also raised specific concerns in its ICANN77 GAC Communiqué. While the Board has not yet acted on the consensus advice, the Board believes that the Clarifying Statements adopted by the GNSO Council clearly states that there is no GNSO policy on the use of private auctions. Therefore, Board action on these recommendations at this moment does not prejudice pending Board action on the GAC consensus advice.

What significant materials did the Board review?

The Board took into account conversations and materials that resulted from the aforementioned Stakeholder engagements, as well as the SubPro Final Report and the Operational Design Assessment.

Are there positive or negative community impacts?

Please refer to the rationale of the 16 March 2023 Board Resolution for the anticipated impact of the New gTLD Program, which is incorporated herein by reference.

Are there fiscal impacts or ramifications on ICANN (strategic plan, operating plan, budget); the community; and/or the public?

A financial assessment of the costs relating to implementing the SubPro Final Report was provided to the Board as part of its resolution on the SubPro Final Report on 16 March 2023. A further assessment of implementation costs was also supplied to the Board as part of the New gTLD Program: Next Round Implementation Plan on 27 July 2023.

Are there any security, stability or resiliency issues relating to the DNS?

There are no anticipated security, stability or resiliency issues relating to the DNS as a result of today's Board action to adopt the September 2023 Scorecard, but the Board refers to its rationale to its 16 March 2023 action to adopt the March 2023 Scorecard where such SSR issues are discussed more generally about the New gTLD Program: Next Round.

Is this decision in the public interest and within ICANN's mission?

This action is within ICANN's Mission and is in the public interest as it is important to ensure that, in carrying out its Mission, ICANN's decisions and actions are guided by the following Core Values: "where feasible and appropriate, depending on market mechanisms to promote and sustain a competitive environment in the DNS market" and "[i]ntroduc[e] and promot[e] competition in the registration of domain names where practicable and beneficial to the public interest as identified through the bottom-up, multistakeholder policy development process." (See ICANN Bylaws at 1.2 (b) (iv)).

Under the ICANN Bylaws, the Board is obligated to consider and adopt all Outputs formally approved by a GNSO Council "unless, by a vote of more than two-thirds (2/3) of the Board, the Board determines that such policy is not in the best interests of the ICANN community or ICANN". However, the Board's interest in the expansion of the gTLD namespace is also consistent with ICANN's role, as defined in the Bylaws, to coordinate the development and implementation of policies relating to "the allocation and assignment of names in the root zone of the Domain Name System ("DNS")" and promote competition in the DNS marketplace.

Is this either a defined policy process within ICANN's Supporting Organizations or ICANN's Organizational Administrative Function decision requiring public comment or not requiring public comment?

This action by the Board fits under its fiduciary duty and oversight role of the organization, and is a necessary step in carrying out the Board's previous commitment to opening subsequent rounds of the New gTLD Program. It should be noted that the Outputs were the subject of public comment, and that the SubPro Final Report was developed by the ICANN multistakeholder community, in accordance with the GNSO PDP Manual.

Rationale for Resolutions 2023.09.10.25 – 2023.09.10.26

ICANN's Bylaws require the Board to appoint the Nominating Committee (NomCom) Chair and NomCom Chair-Elect. (See ICANN Bylaws, Article 8, Section 8.1.) The Board has delegated the responsibility for recommending the NomCom Chair and Chair-Elect for Board approval to the Board Governance Committee (BGC). (See BGC Charter, Section II.G.) The BGC oversaw the posting of a call for expressions of interest (EOI) on 16 May 2023 seeking EOIs by 12 June 2023. (See https://www.icann.org/en/announcements/details/call-for-expressions-of-interest-2024-icann-nomcom-chair-and-chair-elect-16-05-2023-en).

As input into the selection of the 2024 NomCom leadership positions, the BGC reviewed and discussed the received Expressions of Interest and other materials submitted by the candidates, considered the NomCom members' evaluation of the 2023 NomCom leadership, and interviewed candidates. Following the above actions and further discussion, the BGC agreed on recommendations to the Board for the 2024 NomCom Chair and Chair-Elect.

The Board has considered and agrees with the BGC's recommendation for the 2024 NomCom Chair and Chair-Elect. The Board also would like to thank all who expressed interest in becoming part of the 2024 NomCom leadership.

Appointing a NomCom Chair and Chair-Elect identified through a public Expression of Interest process, including interviews of candidates, is in the public interest and is consistent with ICANN's mission in that it positively affects the transparency and accountability of ICANN.

Adopting the BGC's recommendation has no financial impact on ICANN that was not otherwise anticipated, and will not negatively impact the security, stability and resiliency of the domain name system.

This is an Organizational Administrative Function that does not require Public Comment.

Rationale for Resolution 2023.09.10.27

Consistent with all personnel with ICANN organization, the Interim President and CEO is to be evaluated against specific performance goals, which the Interim President and CEO sets in coordination with the Compensation Committee and the Board.

The Compensation Committee discussed and agreed with the Interim President and CEO on a set of performance goals for the Interim President and CEO for FY24. The Board has evaluated these goals and agrees that they are appropriate and consistent with ICANN's Strategic and Operating plans.

Taking this decision is in furtherance of ICANN's Mission and is in the public interest in that the Interim and President and CEO's performance goals are fully consistent with ICANN's Strategic and Operating plans.

The decision to adopt FY24 performance goals for the President and CEO will not have a direct fiscal impact on ICANN. This decision will not have an impact on the security, stability or resiliency of the domain name system.

This is an Organizational Administrative Function that does not require public comment.

Rationale for Resolutions 2023.09.10.28 – 2023.09.10.30

Herb Waye has stepped down as ICANN's Ombuds, effective 30 September 2023. Accordingly, ICANN must identify an Interim Ombuds until such time as the Board has the opportunity to appoint ICANN's next Ombuds. To that end, the ICANN Board has asked Krista Papac, ICANN's Complaints Officer, to serve in this interim role which reports to the Board. The Board has determined that Ms. Papac's extensive experience with ICANN, and in particular as the Complaints Officer, will suit her well in this interim role. Ms. Papac has agreed to serve as the Interim Ombuds, and has also agreed to continue in her current role as ICANN's Complaints Officer while she serves as the Interim Ombuds.

The Board is cognizant of the independent nature of the Ombuds Office and will oversee this interim role just as it oversees the Ombuds Office now to ensure that the confidentiality and independence of the Ombuds Office is maintained.

The Board thanks Ms. Papac for her years-long service to ICANN, both as a member of the ICANN community and a member of ICANN organization staff. The Board also thanks Ms. Papac for her willingness to take on the additional responsibilities of ICANN's Interim Ombuds, effective 1 October 2023, until such time as the Board appoints its next full time Ombuds, or until Ms. Papac resigns, is terminated, or is otherwise disqualified to serve.

The Board would also like to thank Mr. Waye, the current Ombuds, who has loyally served ICANN for many years, first in the role of Adjunct Ombudsman, and then as Ombusman. The Board wishes Mr. Waye well in his future endeavors.

This decision is consistent with ICANN's mission and Bylaws, which calls for a neutral Ombuds to be available to, among other things, evaluate and resolve complaints by members of the ICANN community who believe that the ICANN staff, Board or an ICANN constituent body has treated them unfairly. Appointing an Interim Ombuds to be available until the Board appoints ICANN's next full-time Ombuds serves the public interest.

There may be some fiscal impact to the organization, but that impact will not have an effect on the overall current fiscal year budget. This resolution will not have any direct impact on the security, stability and resiliency of the domain name system.

This is an Organizational Administrative function that does not require public comment.

Executive Session Item 3.c. published on 27 September 2023. See the following for further details: https://www.icann.org/en/blogs/details/chairs-blog-september-board-workshop-recap-26-09-2023-en