Bylaw Amendment on Terms of Original SO Directors
Proposed Bylaw Amendment
The ICANN Board in Cairo will be considering an amendment to the ICANN bylaws to allow, in one limited circumstance, the reallocation of the terms of the directors originally selected by supporting organizations.The proposal adds a sentence to Article V, Section 2 of the bylaws by adding at the end of that section the sentence shown underlined in red below:
ARTICLE V: STRUCTURE OF THE BOARD OF DIRECTORS
Section 2. ORIGINAL BOARD MEMBERS SELECTED BY THE SUPPORTING ORGANIZATIONS
As soon as feasible after formation of a Supporting Organization pursuant to Section 3(a) of Article VI, the Supporting Organization shall select three persons to be the Original Directors selected by that Supporting Organization and shall designate which of these persons shall serve each of the staggered terms for such Original Directors specified in Section 9(c) of this Article. The Supporting Organization shall notify the Board and Secretary of the Corporation in writing of the selections and designations. The selected persons shall take office seven days after the notification is received by the Secretary. The Supporting Organization may by a two-thirds vote revise its designation of which of the selected persons shall serve which of the staggered terms; such revision shall become effective upon the Secretary's receipt, within 180 days of the original notification, of the written consents of each Original Director whose term is affected by the revision.
The purpose of this proposed bylaw amendment is to allow the Address Council to adjust its original designation of the terms of the three Original Directors that it selected, with the agreement of those Directors. When they selected the ASO's three Original Directors last fall, the members of the Address Council felt that they did not have enough time or information to properly allocate terms among the three chosen Directors. Accordingly, the Address Council has requested the authority to reallocation terms in this particular situation, with the consent of the affected Directors.
The proposed bylaws provision would apply only to the selection of Original Directors, and not to any future Directors.
ICANN Public Comment Forum
A Public Comment Forum has been established for the discussion of this proposed bylaws revision.