[The following should be substituted for the entirety of current
Article VI of the current ICANN Bylaws]
ARTICLE VI: SUPPORTING ORGANIZATIONS
Section 1: DESCRIPTION
(a) There shall be advisory bodies known as Supporting Organizations.
The Supporting Organizations shall be those specified in Article VI, Section
1(b), as it may be amended from time to time according to Article XII.
(b) The Supporting Organizations shall be the following:
2. The Domain Name Supporting Organization ("DNSO"); and
3. The Protocol Supporting Organization ("PSO").
Section 2: RESPONSIBILITIES AND POWERS
(a) Each Supporting Organization shall select Directors to those
seats on the Board designated, pursuant to Section 4 of Article V, to be
filled by that Supporting Organization. The selection of Directors
by each Supporting Organization shall comply with all applicable geographic
diversity provisions of these Bylaws.
(b) The Supporting Organizations shall serve as advisory bodies
to the Board, with the primary responsibility for developing and recommending
substantive policies regarding those matters falling within their specific
responsibilities, as described in this Article VI (including VI-A, VI-B
(c) The Board shall refer proposals for substantive policies not
received from a Supporting Organization to the Supporting Organization,
if any, with primary responsibility for the area to which the proposal
relates for initial consideration and recommendation to the Board.
(d) Any recommendation forwarded to the Board by a Supporting
Organization shall be transmitted to all other Supporting Organizations
so that each Supporting Organization may comment to the Board regarding
the implications of such a recommendation on activities within their individual
scope of primary responsibility.
(e) Subject to the provisions of Article III, Section 3, the Board
shall accept the recommendations of a Supporting Organization if the Board
finds that the recommended policy (1) furthers the purposes of, and is
in the best interest of, the Corporation; (2) is consistent with the Articles
and Bylaws; (3) was arrived at through fair and open processes (including
participation by representatives of other Supporting Organizations if requested);
and (4) is not reasonably opposed by any other Supporting Organization.
No recommendation of a Supporting Organization shall be adopted unless
the votes in favor of adoption would be sufficient for adoption by the
Board without taking account of either the Directors selected by the Supporting
Organization or their votes.
(f) If the Board declines to accept any recommendation of a Supporting
Organization, it shall return the recommendation to the Supporting Organization
for further consideration, along with a statement of the reasons it declines
to accept the recommendation. If, after reasonable efforts, the Board
does not receive a recommendation from the Supporting Organization that
it finds meets the standards of Section 2(e) of this Article VI or, after
attempting to mediate any disputes or disagreements between Supporting
Organizations, receives conflicting recommendations from Supporting Organizations,
and the Board finds there is a justification for prompt action, the Board
may initiate, amend or modify and then approve a specific policy recommendation.
(g) Nothing in this Section 2 is intended to limit the powers
of the Board or the Corporation to act on matters not within the scope
of primary responsibility of a Supporting Organization or to take actions
that the Board finds are necessary or appropriate to further the purposes
of the Corporation.
Section 3: SUPPORTING ORGANIZATION FORMATION
(a) The initial Supporting Organizations contemplated by Section
1(b) of this Article VI shall be formed through community consensus, as
reflected in applications or similar proposals to create an initial Supporting
Organization. Provision for specific supporting organizations
shall be set forth in Articles added after this Article VI and before Article
VII by Bylaw amendments that shall, in the Board's judgment, (1) be consistent
with these Bylaws; (2) ensure that the full range of views of all interested
parties will be fairly and adequately reflected in the decisions of the
Supporting Organization; and (3) serve the purposes of the Corporation.
Upon the adoption of such Bylaw amendments, the Supporting Organization
shall be deemed to exist for purposes of these Bylaws. Once accepted
by the Board through the amendment of these Bylaws and the failure of the
Board to disapprove any subsequent decisions by the Supporting Organizations
or their constituent bodies, the procedures of the Supporting Organizations
shall prevail in the case of any inconsistency with any other provisions
of these Bylaws.
(b) The Board may amend the Bylaws to create additional Supporting Organizations if it determines, by a two-thirds (2/3) vote of all members of the Board, that it would serve the purposes of the Corporation. In the event of a staff recommendation that an additional Supporting Organization should be created, the Board will post the staff recommendation on the Web Site, including a detailed explanation of why such action is necessary or desirable, set a reasonable time for the receipt of public comments, and not make a final decision to seek the consensus development of such additional Supporting Organization until it has taken into account all such comments.
ARTICLE VI-A: THE ADDRESS SUPPORTING ORGANIZATION
ARTICLE VI-B: THE DOMAIN NAME SUPPORTING ORGANIZATION
Section 1: DESCRIPTION
(a) The DNSO shall advise the Board with respect to policy issues
relating to the Domain Name System.
(b) The DNSO shall consist of (i) a Names Council ("NC"), consisting
of representatives of constituencies as described in Section 3 of this
Article VI-B ("Constituencies") elected by those Constituencies and (ii)
a General Assembly ("GA"), consisting of all interested individuals and
Section 2: THE NAMES COUNCIL
(a) The NC shall consist of three representatives from each Constituency
recognized by the Board pursuant to the criteria set forth in Section 3
of this Article.
(b) The NC is responsible for the management of the consensus
building process of the DNSO. It shall adopt such procedures and
policies as it sees fit to carry out that responsibility, including the
designation of such research or drafting committees, working groups and
other bodies of the GA as it determines are appropriate to carry out the
substantive work of the DNSO. Such bodies shall include at least
one representative nominated by each recognized Constituency, and shall
provide appropriate means, as determined by the NC, for input and such
participation as is practicable under the circumstances by other interested
parties. Any reports or recommendations presented to the NC by such
bodies shall be posted on a web site accessible by the public for public
review and comment; absent clear justification, which shall be publicly
stated at the time of any action, the NC shall not act on any report or
recommendation until a reasonable time for public comment has passed and
the NC has reviewed and evaluated all public comments received. The NC
is responsible for ensuring that all responsible views have been heard
and considered prior to a decision by the NC.
(c) Constituencies or GA participants may propose that the NC
consider domain name policies or recommendations. If the NC undertakes
consideration of a domain name topic, or if a Constituency so requests,
the NC shall designate one or more research or drafting committees, or
working groups of the GA, as appropriate to evaluate the topic, and shall
set a time frame for the report of such committee or working group.
Following the receipt of a report or recommendation from such a body, the
NC may accept the report or recommendation for submission to the Constituencies
for comment and consultation, or return the report or recommendation to
the body from which it originated for further work. After the report
or recommendation is submitted to the Constituencies and the comment period
for the Constituencies has expired, the NC shall evaluate the comments
to determine whether there is a basis for a consensus recommendation to
(d) If two-thirds (2/3) of the members of the NC determine that
the DNSO process has produced a community consensus, that consensus position
shall be forwarded to the Board as a consensus recommendation, along with
all materials or other information that could reasonably be relevant to
the Board's review of that determination, including (but not limited to)
the dissenting statement(s) of any member(s) of the NC. If more than
one-half (1/2) but less than two-thirds (2/3) of the members of the NC
determine that the DNSO process has produced a community consensus, that
position may be forwarded to the Board as a NC recommendation, along with
statements of majority and minority views, and any separate or dissenting
statement(s) of any member(s) of the NC. Any proposed recommendation
that is not supported by an affirmative vote of one-half (1/2) of the members
of the NC may be returned to the body from which it originated, or may
be assigned to a new body, for further work. In such a case,
the NC may report to the board the lack of a consensus and the steps, if
any, it plans to take from this point forward with respect to this particular
recommendation. The NC is responsible for ensuring that the Board
is informed of any significant implementation or operational concerns expressed
by any responsible party.
(e) The NC shall forward to the Board, from among those persons
nominated by the GA, its selection(s) for the Director(s) to fill any open
Board position(s) reserved for the DNSO. Any such selection(s) must
have the affirmative votes of at least one-half (1/2) of all the members
of the NC.
(f) The term of office for each member of the NC shall be two
(g) No more than one officer, director or employee of a corporation
or other organization (including its subsidiaries and affiliates) shall
serve on the NC at any given time. Service as a member of the NC
shall not disqualify a person from being selected by the DNSO as one of
the Directors of the Corporation it is entitled to select.
(h) Meetings of the NC may be held in person, via videoconference
or teleconference, at the discretion of the NC, so long as all members
of the NC participating can speak to and hear one another.
A majority of the total number of NC members then in office shall constitute
a quorum for the transaction of business, and the act of a majority of
the NC members present at any meeting at which there is a quorum shall
be the act of the NC, unless otherwise provided herein. Advance notice
of such meetings shall be posted on a web site that is available for public
access and, if reasonably practicable, at least 14 days in advance of the
meeting. Except where determined by a majority vote of members of the NC
present that a closed session is appropriate, meetings shall be open to
physical or electronic attendance by all interested persons. The
NC shall post minutes of its meetings to a web site that is available for
public access as soon as practicable following the meeting, and no later
than 21 days following the meeting.
(i) The NC shall elect the Chairman of the GA annually.
(j) The NC shall establish, subject to review and approval by
the Board, an appropriate mechanism for review of grievances and/or reconsideration.
(k) [Reserved for conflicts of interest policy, if necessary.]]
(l) Administrative and operational costs of the DNSO shall be funded
by DNSO participants in a manner to be determined by the NC, consistent
with Section 4(c) below.
Section 3: THE CONSTITUENCIES
(a) Each Constituency shall self-organize, and shall determine
its own criteria for participation, except that no individual or entity
shall be excluded from participation in a Constituency merely because of
participation in another Constituency, and constituencies shall operate
to the maximum extent feasible in an open and transparent manner and consistent
with procedures designed to ensure fairness. The Board shall recognize
a Constituency (including the initial Constituencies described in (b) below)
by a majority vote, whereby the Constituency shall be deemed to exist for
purposes of these Bylaws.
(b) The initial Consituencies shall consist of (in alphabetical
2. commercial and business entities;
3. gTLD registries;
4. ISP and connectivity providers;
5. non-commercial domain name holders;
6. registrars; and
7. trademark, other intellectual property and anti-counterfeiting
(d) Any group of individuals or entities may petition the Board for
recognition as a new or separate Constituency. Any such petition
will be posted for public comment pursuant to Article III, Section 3.
The Board may create new Constituencies in response to such a petition,
or on its own motion, if it determines that such action would serve the
purposes of the Corporation. In the event the Board is considering
acting on its own motion it shall post a detailed explanation of why such
action is necessary or desirable, set a reasonable time for public comment,
and not make a final decision on whether to create such new Constituency
until after reviewing all comments received. Whenever the Board posts
a petition or recommendation for a new Constituency for public comment,
it will notify the names council and will consider any response to that
notification prior to taking action.
Section 4: THE GENERAL ASSEMBLY
(a) The GA shall be an open forum for participation in the work
of the DNSO, and open to all who are willing to contribute effort to the
work of the DNSO. The participants in the GA should be individuals
who have a knowledge of and an interest in issues pertaining to the areas
for which the DNSO has primary responsibility, and who are willing to contribute
time, effort and expertise to the work of the DNSO, including work item
proposal and development, discussion of work items, draft document preparation,
and participation in research and drafting committees and working groups.
(b) The GA shall meet at least once a year, if possible in conjunction
with regularly scheduled meetings of the Board. To the maximum extent
practicable, all meetings should be available for online attendance as
well as physical attendance.
(c) The costs of GA meetings shall be the responsibility of the
DNSO, which may levy an equitable, cost-based fee on GA attendees to recoup
those costs. There shall be no other fees required to participate
in the GA.
(d) The GA shall nominate, pursuant to procedures adopted by the NC and approved by the Board, persons to serve on the Board in those seats reserved for the DNSO.
ARTICLE VI-C: THE PROTOCOL SUPPORTING ORGANIZATION