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Minutes | Board Organizational Effectiveness Committee (OEC) Meeting

OEC Attendees: Avri Doria – Chair, Alan Barrett, Akinori Maemura, Patricio Poblete, Katrina Sataki and Matthew Shears

Other Board Member Attendee: Maarten Botterman (Chair, ICANN Board)

Executive and Staff Attendees: Xavier Calvez (SVP, Planning and Chief Financial Officer), Franco Carrasco (Board Operations Specialist), Samantha Eisner (Deputy General Counsel), Larisa Gurnick (VP, Review Support & Accountability), Wendy Profit (Board Operations Senior Manager), Laena Rahim (Regional Counsel, APAC), Lisa Saulino (Board Operations Specialist), Pamela Smith (Senior Coordinator, Review Support & Accountability), Theresa Swinehart (SVP, Global Domains and Strategy) and Mary Wong (VP, Strategic Community Operations, Planning and Engagement)


The following is a summary of discussions, decisions, and actions identified:

The Meeting was called to order at 14:00 UTC.

  1. Agenda – The Chair established the agenda for the meeting and gave an overview of items to be discussed.
  2. Review of Open Action Items and Watched Action Items – The OEC noted that some of the "Open Action Items" will be discussed at the current meeting, there are several action items which will be followed up in time for the next OEC meeting, and there are also other action items which will require more time to complete.
  3. Approval of Preliminary Report – The OEC approved the minutes of its 19 November 2021 meeting.
  4. Brainstorming Discussion: Next steps toward Holistic Review  – At the OEC's previous meeting on 19 November 2021, the Chair initiated a discussion on the Holistic Review (a recommendation from the third review of the Accountability and Transparency (ATRT3), which is subject to prioritization and available resources); and the OEC agreed to conduct a brainstorming session to discuss the Holistic Review.

    The objective of this agenda item is to enable the OEC to brainstorm on how to move toward the Holistic Review. ICANN organization provided a brief overview of the current state of reviews and the ATRT3 recommendations pertaining to reviews. The desired outcome of the brainstorming session is to progress towards the OEC's shared vision on how to approach identified issues and challenges relating to reviews; and to progress towards the Holistic Review pilot.

    ICANN org elaborated on some of the identified issues in relation to reviews:

    • Too many overlapping reviews;
    • Reviews produce too many recommendations;
    • It could potentially take 6 years to complete a review cycle; and
    • Substantial resources are required for reviews (travel, professional services, volunteer time and ICANN org support).

    Responding to a query from Maarten Botterman, ICANN org elaborated that after the Competition, Consumer Trust & Consumer Choice (CCT) Review, communications on the budget of community-led reviews were made more transparently and explicitly - ICANN org initiated more deliberate planning, budgeting and reporting, resulting in greater transparency for the community-led review teams into costs associated with reviews.

    ICANN org continued the presentation with a re-cap of the ATRT3 recommendations (Recommendation 3 – related to Periodic and Organizational Reviews) relating to reviews, making reference to the Scorecard on ATRT3 Final Recommendations Board Action 30 November 2020, demonstrating the interdependencies between a Holistic Review and other aspects of Specific and Organizational Reviews, including other components of the ATRT3 recommendations.

    In terms of the Holistic Review (Recommendation 3.5):

    • The first one shall start no later than one year after the approval by the Board of the first recommendation by ATRT3.
    • The next Holistic Review shall start no later than every two-and-a-half years after approval by the Board of the first recommendation of the latest ATRT Review. This cadence would ensure a minimum of two continuous improvement assessments of each SO/AC/Nominating Committee (NomCom) prior to holding the next Holistic Review.
    • The launching of any other review activities should be suspended while a Holistic Review is active.
    • It should operate based on the Operating Standards for Specific Reviews and should be time-limited to a maximum of 18 months.

    The objectives of a Holistic Review include:

    • To review continuous improvement efforts of SO/AC/Nominating Committee (NomCom) based on good practices;
    • To review the effectiveness of the various inter-SO/AC/NomCom collaboration mechanisms;
    • To review the accountability of SO/ACs or constituent parts to their members/constituencies; and
    • To review SO/AC/NomCom as a whole to determine if they continue to have a purpose within the ICANN structure as they are currently constituted, or if any changes in structures and operations are desirable to improve the overall effectiveness of ICANN and ensure optimal representation of community views.

    Upon being briefed by ICANN org on the timing and objectives of the Holistic Review, Katrina Sataki led the brainstorming session, which covered several categories. The observations and feedback from the brainstorming session include:

    1. What is the objective of reviews?

      • To look for ways to improve the structures and procedures.
      • To ensure that reviews continue to have relevance, and continue to evolve; which ties in with the ongoing broader discussion around the topic of the Evolution of the Multistakeholder Model.
      • Using reviews to identify improvements that once implemented and measured, allow the organization to evolve and remain current.
    2. What can be expected from Holistic Reviews? How can Holistic Reviews help us to identify and address those issues that we have identified with reviews?

      • A set of key inputs that inform the Holistic Review are the results of the Continuous Improvement processes that the community will be undertaking.
      • Holistic Reviews can be viewed as a companion to the ATRT3.
      • Provide an opportunity to look at the operations of ICANN as a whole, from a strategic perspective.
      • To determine the effectiveness of the collaboration between the different SO/ACs.
      • To undertake a gap analysis and make improvements built on experience.
    3. What can be expected from the Holistic Review pilot?

      • To ascertain the most effective process to engage the stakeholders.
      • A quick, practical and pragmatic way to find out how to undertake a Holistic Review.
      • A pilot will effectively address specific community concerns (e.g., the key issues set out in the ATRT3 recommendation).
    4. What would be the Terms of Reference (ToR) for the Holistic Review pilot?

      • Possibility of initiating community work to develop the ToR for Holistic Review (in advance of the prioritization work, specifically the prioritization pilot applicable to the Board-approved recommendations from Specific Review teams targeted to take place at the start of calendar year 2022), with the aim of providing enhanced clarity to the community, and to enable those who are involved in the prioritization work to have a better understanding of the work involved in the Holistic Review pilot.
      • Involvement of the ATRT3 implementation shepherds, a representative from each of the SO/ACs and the OEC to define the ToR for the pilot.
    5. Which approach is fit for purpose?

      • The OEC discussed and agreed that the next step would be to move quickly to explore initiation of the Holistic Review pilot through the development of a ToR with the community.

        • Action Items:

          • ICANN org to assist the OEC to summarize the key points raised during the brainstorming discussion and to circulate the summary to the OEC as soon as practicable.
          • The Chair, with ICANN org's assistance, to draft a letter to the ATRT3 implementation shepherds to seek their involvement and participation towards defining the ToR for the Holistic Review pilot, following the OEC members' consideration and further discussion on this topic.
  5. Any Other Business

    • OEC Membership in Board Caucus Groups – ICANN org provided a brief re-cap of the OEC's membership in the various Board Caucus Groups for the various Specific Reviews. From the OEC's perspective, given its role and responsibilities, the current framework ensures that there is a good flow of information and nexus between the OEC and the various Board Caucus Groups.

      At this juncture, there is no OEC representative on the Board Caucus Group on CCT. The Chair and Alan Barrett volunteered to be OEC observers to the CCT Board Caucus Group.

      • Action Item:
        • The Chair to inform Becky Burr of the OEC representatives' proposed participation in the Board Caucus Group on CCT.

The Chair called the meeting to a close.

Published on 27 January 2022

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