ICANN Nominating Committee's Frequently Asked Questions (Version 2.1)

29 April 2003

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ICANN Nominating Committee
Frequently Asked Questions
Version 2.1 – 29 April 2003

Contents

1.0 Basic Questions

1.1 What is the purpose of this FAQ?
1.2 Where can I obtain a copy of the Formal Call?
1.3 Where can I obtain a copy of the Statement of Interest?
1.4 If I want to ask clarifying questions; whom do I ask?
1.5 I would like to receive the latest developments and announcements from the NomCom. What should I do?

2.0 Deciding on Whether to Become a Candidate

2.1 Why should anyone consider serving on the Board of Directors, GNSO Council or Interim At-Large Advisory Committee?
2.2 My first language is not English. Will this affect my Candidacy?
2.3 What is the expected time commitment needed to serve on the Board of Directors?
2.4 What is the expected time commitment needed to serve on the GNSO Council?
2.5 What is the expected time commitment needed to serve on the Interim ALAC?
2.6 What does it mean that the positions are "Voluntary"?
2.7 If I am selected by the Nomcom, will I be paid for my time?
2.8 Can you please clarify whether I can apply for all three of the available positions for Director, GNSO Council, and Interim ALAC (set out in the Statement of Interest item (f)), or whether I need to specify one position only at the outset?
2.9 A Term of Duty for the Board of Directors is listed as commencing from 26 June 2003 to the conclusion of Annual Meeting 2003. There is another Term of Duty listed from the conclusion of Annual Meeting 2003 to conclusion of Annual Meeting 2006. For these two terms, does it mean that basically the same 3 Board Members selected by the NomCom will serve as Directors from 26 June 2003 to the conclusion of the Annual Meeting in 2006?
2.10 What about the other Board terms that end in 2004 or 2005? For them, it is less than 3 years. Isn't 3 years the regular term for serving on the Board of Directors?
2.11 Where are ICANN meetings held?
2.12 How many ICANN meetings are there in one year?
2.13 How are ICANN Directors, GNSO Council members, and ALAC members protected from liabilities arising from their service on these groups? Are they indemnified by ICANN? Is there liability insurance?

3.0 Submitting Recommendations and Statements of Interest

3.1 Who will decide if my Statement of Interest is complete?
3.2 Please tell me who can recommend someone. In your formal call, there is no mention about the "recommender". Can anybody (individual, employees, officials, company, organization etc.) be a recommender?
3.3 I am interested in submitting a Recommendation; what shall I do next?
3.4 What should a Recommendation of a potential candidate include?
3.5 Is submitting more than one Recommendation acceptable?
3.6 I am interested in submitting a Statement of Interest; what shall I do next?
3.7 I'm thinking of submitting a Statement of Interest. Do I need to have a Recommendation to be considered a Candidate?
3.8 Will having a Recommendation benefit my Candidacy in any way?
3.9 I have a detailed resume/CV. Should I attach this as part of my Statement of Interest?

4.0 Deadline for Full Consideration of Statements of Interest

4.1 The deadline says only that for full consideration Statements of Interest must be received by NomCom by 5 May 2003. Isn't this ambiguous given the many time zones around the world?

5.0 Confidentiality

5.1 How can I be sure that any sensitive information regarding any material I give to NomCom will be kept confidential?
5.2 What if I don't want NomCom to do third-party reference checks in checking my references?

6.0 Nominating Committee's Role

6.1 In 2000 some ICANN board members were chosen by an online vote of Internet users. Do I understand correctly that selections made by the NomCom are final and no election will be held?
6.2 What led to the NomCom making the final selections so that they need no further ratification or approval?

7.0 Miscellaneous

7.1 The Call states that Nominees will be seated at the close of the board meeting in Montreal. Does this mean that they must be present at that meeting? Wouldn't that be a waste? That is, they will be doing nothing productive and when all the business is done, they will officially be seated.
7.2 Who decides how a country should be included in a particular Geographic Region?

Responses to Frequently Asked Questions

1.0 Basic Questions

1.1 What is the purpose of this FAQ?

The purpose of this FAQ (Frequently Asked Questions) format document is to provide a convenient mechanism to address the common questions and clarifications surrounding the Formal Call for Recommendations and Statements of Interest.

By clarifying and providing additional information to you, we hope to encourage your meaningful participation in this new process to select well-qualified, accomplished women and men to serve in three sets of leadership positions in ICANN.

It is envisioned that this FAQ will be updated frequently as questions and clarifications arise, therefore please check the NomCom web page regularly.

A version number and date is included above for ease of reference. There has been one previous version of the FAQ. This is version 2.0 of the FAQ.

1.2 Where can I obtain a copy of the Formal Call?

The text version of the Formal Call for Recommendations and Statements of Interest (Formal Call) can be found here: <http://www.icann.org/committees/nom-comm/formal-call-05apr03.txt>.

1.3 Where can I obtain a copy of the Statement of Interest?

The text version of the Statement of Interest can be found here: <http://www.icann.org/committees/nom-comm/statement-of-interest-05apr03.txt>.

1.4 If I want to ask clarifying questions; whom do I ask?

If you have questions regarding the Formal Call, we ask you to first check to see if they’ve already been answered in the NomCom's responses to Frequently Asked Questions. If this still does not answer your question(s), please e-mail you question(s) in English to: <nomcom.comments@icann.org>

1.5 I would like to receive the latest developments and announcements from the NomCom. What should I do?

The NomCom posts its latest developments to its announcement mailing list and to its web page. If you would like to automatically receive these announcements, please send an e-mail with the text:

subscribe nomcom.announce

to <nomcom.announce-request@icann.org>

2.0 Deciding on Whether to Become a Candidate

2.1 Why should anyone consider serving on the Board of Directors, GNSO Council or Interim At-Large Advisory Committee?

The ICANN Board, the GNSO Council, and the Interim At-Large Advisory Committee, each in its own way, plays a leadership role in ICANN's significant, but focused set of responsibilities with respect to the global Internet's stable and secure operation.

[The Formal Call describes ICANN's Mission and the roles of the Members of each of these bodies. See Sections A and F.]

Those who serve in these positions will work with accomplished colleagues from around the globe. They will address intriguing technical coordination problems and related policy development challenges with diverse functional, cultural, and geographic dimensions. They will gain valuable insights and experience from working across these boundaries of knowledge, responsibility, and perspective.

Those selected by NomCom to serve in these positions will gain the satisfaction of making a valuable public service contribution. Placing the broad public interest ahead of any particular interests, they will help ensure the stability and security of this valuable global resource for critically important societal functions.

They will be challenged to use their knowledge, experience, and open-mindedness to develop creative responses to the dilemmas that arise when diverse needs of Internet users, technical possibilities and limitations of the Internet's unique identifier systems, and challenges and opportunities of the competitive business environment interact with each other and with evolving laws and governmental policies.

Now is a particularly important time to serve in these positions:

(1) It is the beginning of the newly restructured and reformed ICANN and

(2) The agenda for the next two to three years includes an array of interesting and important matters, both technical (such as security, Internationalized Domain Names, and IPv6). and organizational (such as the evolution of relationships with the Regional Internet Registries, the country-code top-level domain constituencies, the root server operators, and the development of the Regional At-Large Organizations.)

2.2 My first language is not English. Will this affect my Candidacy?

No, as long as you are able both to work well and communicate well in written and spoken English. There is no requirement that English must be your first language.

The NomCom welcomes and encourages participation from all members from wider Internet community, from all over the world. There is no reason, therefore, to expect that your first language is English.

2.3 What is the expected time commitment needed to serve on the Board of Directors?

The basic responsibilities of an ICANN Director require a commitment of time roughly equivalent to a full day every two weeks, exclusive of any work on Board Committees. The time spent in these basic responsibilities is typically clustered around Board meetings and teleconferences.

Directors spend additional time in connection with their work on Board Committees, a commitment which varies in relation to the number of Committees on which they serve, the scope of the Committee's responsibilities, and their role as Chairman or Member of the Committee.

The range of time spent by Directors during the last year has been roughly from 15% to 40%, and much more for those serving on the Evolution and Reform Committee.

2.4 What is the expected time commitment needed to serve on the GNSO Council?

An average GNSO Council member would spend at least 12 hours per month on Council related activities, with those chairing committees or task forces spending at least 50 hours a month. (The commitment involves a minimum of 6 hours per month based on an average of 1.5 two-hour teleconferences (or physical meetings) per month plus about two hours of preparation for each meeting for reading task force reports and potentially discussing with the community. Participation in committees of the council and/or task forces could easily double that minimum time commitment.)

2.5 What is the expected time commitment needed to serve on the Interim ALAC?

Approximately 7 hours per week is required of members of Interim ALAC member to fulfill their duties in this role. This includes participating in online (e-mail) discussions, commenting on/contributing to documents/proposed actions (drafted in English), participating in monthly ALAC telephone conferences (in English), and meeting with/making presentations to, local and regional organizations.

2.6 What does it mean that the positions are "Voluntary"?

ICANN Directors shall receive no compensation for their services as Directors. The Board may, however, authorize the reimbursement of actual and necessary reasonable expenses incurred by Directors performing their duties as Directors. [Bylaws Article VI, Section 22]

GNSO Council Members receive no compensation for their services as GNSO Council Members. ICANN provides administrative and operational support necessary for the GNSO to carry out its responsibilities. Such support shall not include an obligation for ICANN to fund travel expenses incurred by GNSO participants for travel to any meeting of the GNSO or for any other purpose. [Bylaws Article X, Section 4]

Interim ALAC Committee members, like the members of ICANN's other Advisory Committee members, receive no compensation for their services as a member of a committee. The Board may, however, authorize the reimbursement of the actual and necessary expenses incurred by Advisory Committee members performing their duties as Advisory Committee members. [Bylaws Article XI, Section 6]

ICANN's work benefits from an enormous amount of volunteered effort on the part of many individuals who serve without compensation. These contributions are respected and appreciated.

2.7 If I am selected by the Nomcom, will I be paid for my time?

No, ICANN Directors, GNSO Council Members, and Interim ALAC Members receive no compensation for their services. ICANN respects the generous contribution of time, energy and effort made by those who serve in these positions. [See above Question 2.6, "What does it mean that the positions are 'Voluntary'?" ]

2.8 Can you please clarify whether I can apply for all three of the available positions for Director, GNSO Council, and Interim ALAC (set out in the Statement of Interest item (f)), or whether I need to specify one position only at the outset?

You can indicate your interest in serving all three positions by marking all three spaces in item (f).

Please mark all the positions for which you are interested in being considered and in which you would be willing to serve if selected by NomCom.

[Note: The NomCom may contact you later if it would like to consider you for a position that you have not marked, but NomCom is working on a very tight schedule. Your carefully considered response to this question now will facilitate NomCom’s deliberations.]

2.9 A Term of Duty for the Board of Directors is listed as commencing from 26 June 2003 to the conclusion of Annual Meeting 2003. There is another Term of Duty listed from the conclusion of Annual Meeting 2003 to conclusion of Annual Meeting 2006. For these two terms, does it mean that basically the same 3 Board Members selected by the NomCom will serve as Directors from 26 June 2003 to the conclusion of the Annual Meeting in 2006?

According to the ICANN Bylaws, these two terms are considered different terms and are counted separately. The Nominating Committee has not yet determined if there is any benefit in selecting a different person to serve each Term of Duty or selecting the same person to serve both Terms. While the first Term of Duty would only be for a few months, the NomCom is mindful of ensuring a smooth transition of experience within the Board. If it decides to select the same Candidate to serve both Terms, then the Candidate will be asked to serve from date for seating the New Board (expected to be 26 June 2003) to the conclusion of the Annual Meeting in 2006 (i.e. just over 3 years).

2.10 What about the other Board terms that end in 2004 or 2005? For them, it is less than 3 years. Isn't 3 years the regular term for serving on the Board of Directors?

The terms for the Board positions that end in 2004 and 2005 are less than 3 years in order to stagger their expiry as ICANN makes the transition to the New Board. This is designed to preserve some ongoing continuity of experience on the New Board by not having all the terms expire at the same time. After this initial staggering period, the regular term is indeed approximately 3 years. The regular Terms for the Board are described in the Bylaws Article VI, Section 8. The Transition Terms for the New Board are described in the Bylaws Article XX, Sections 1-8.

2.11 Where are ICANN meetings held?

ICANN meetings are held regularly in different parts of the World. A calendar of events is posted on the ICANN Website.

For 2003, the ICANN meetings are as follows:

• March (23-27) 2003 Rio de Janeiro (Brazil)
• June (22-26) 2003 Montreal (Canada)
• October (27-31) 2003 Carthage (Tunisia)

For 2004, the ICANN meetings are as follows:

• March 2004 Rome (Italy)
• June 2004 Kuala Lumpur (Malaysia)
• November/December 2004 Cape Town (South Africa)

2.12 How many ICANN meetings are there in one year?

ICANN generally has 3 meetings per year.

Note that much of the work of the ICANN Board, GNSO Council, and Interim ALAC is done via e-mail and teleconference.

2.13 How are ICANN Directors, GNSO Council members, and ALAC members protected from liabilities arising from their service on these groups? Are they indemnified by ICANN? Is there liability insurance?

ICANN Directors, GNSO Council members, and ALAC members enjoy several types of protection from liability for their activities in service to ICANN. These may be summarized as follows:

(a) Indemnification by ICANN. Under its bylaws, ICANN indemnifies members of ICANN bodies against expenses, judgments, fines, settlements, and other amounts that actually and reasonably arise in a proceeding because those persons are acting or have acted as agents of ICANN. There are various conditions to this indemnity, including that the indemnified person’s acts were in good faith and done in a manner reasonably believed to be in ICANN’s best interests and not criminal. [Bylaws Article XIV]

(b) Insurance. ICANN carries insurance covering liabilities (including defense expenses) that ICANN and its Directors, volunteers, and committee members may incur by reason of acts or omissions solely in their capacities as Directors, volunteers, and committee members acting on behalf of ICANN. The insurance policy includes deductibles, exclusions, and conditions that are ordinary in a liability policy covering directors, officers, and volunteers of a non-profit corporation.

(c) Statutory Immunity. United States federal law and California law contain provisions shielding volunteers to non-profit organizations (such as ICANN) from liabilities for their volunteer work, with some conditions. The U.S. Volunteer Protection Act of 1997 protects volunteers (i.e. those serving without compensation) to non-profit organizations from liability for harm caused by their acts and omissions while acting within the scope of their responsibilities in the organization and not in a willful, criminal, grossly negligent, reckless, etc. manner. [42 United States Code §§14501-14505] California law provides similar liability protections to volunteer directors. [California Corporations Code § 5239]

Although there are various conditions and limits on each type of protection, in the aggregate these protections provide significant protection to ICANN volunteers acting in good faith and in the scope of their responsibilities to ICANN.

3.0 Submitting Recommendations and Statements of Interest

3.1 Who will decide if my Statement of Interest is complete?

If no information is supplied in response to one or more of the *required* items in your Statement of Interest, you will not be considered a Candidate for Selection. To the extent that NomCom has the time and capacity to do so, it will attempt to notify you to give you an opportunity to provide the missing information, but the responsibility rests with you to submit a complete Statement of Interest before 5 May 2003.

In the course of its review and evaluation of submitted Statements of Interest, NomCom may find that it needs clarification or amplification of the content of your submission. In that case, NomCom will attempt to reach you to obtain additional information.

The limited time for this Nominating Process means that potential Candidates are best served by carefully preparing their Statements of Interest, ensuring that they are complete, and submitting them as soon as possible.

3.2 Please tell me who can recommend someone. In your formal call, there is no mention about the "recommender". Can anybody (individual, employees, officials, company, organization etc.) be a recommender?

Recommendations can be made by anyone. NomCom has imposed no restrictions as to who can make recommendations.

3.3 I am interested in submitting a Recommendation; what shall I do next?

All you need to do is send an e-mail to <nomcom.submissions@icann.org>. In the e-mail, please include:

(a) Name of your Recommendee
(b) The Recommendee's e-mail address
(c) Your name
(d) Your e-mail address

See Section L of the Formal Call.

The Nominating Committee encourages, but does not require, persons submitting a Recommendation to contact the person recommended to inform him or her of the recommendation, the position(s) for which the person is recommended, and the reason for the recommendation.

3.4 What should a Recommendation of a potential candidate include?

All that is required is the name and e-mail address of the person recommended and your name and e-mail address. This information should be submitted to <nomcom.submissions@icann.org>.

The NomCom Coordinator will acknowledge receipt of the Recommendation and encourage the Recommender to liaise with the potential candidate to encourage him/her to submit a Statement of Interest. The NomCom Coordinator will also contact the potential candidate(s) directly to tell them they have been recommended and to provide to them the instructions and the form for submitting the Statement of Interest.

3.5 Is submitting more than one Recommendation acceptable?

Yes. Since there are 16 positions with 19 Terms of Duty and different roles for the positions NomCom will fill in the 2003 selection process, you might well know more than one individual worthy of your Recommendation.

The NomCom places great emphasis on developing a Candidate pool of high quality. We are much less concerned about the size of the Candidate pool provided it is large enough to offer multiple well-qualified Candidates for each position.

Therefore we urge you to think deeply about who you feel would be most suitable to serve and then submit only those names to NomCom.

3.6 I am interested in submitting a Statement of Interest; what shall I do next?

Please read Section M of the Formal Call.

The Nomcom only considers electronic submissions via e-mail. If you have not received a copy of the Statement of Interest via e-mail, you can download the plain-text version of the Statement of Interest.

Once you have read Section M of the Formal Call and obtained a copy of the Statement of Interest, please:

(a) Complete all the required items (items a - o) in English.
(b) Ensure that your response is less than 3,500 words in total.
(c) No later than 5 May 2003, e-mail your completed Statement of Interest to <nomcom.submissions@icann.org> for full consideration.

3.7 I'm thinking of submitting a Statement of Interest. Do I need to have a Recommendation to be considered a Candidate?

No. For you to be considered by the NomCom as a Candidate, you only need to ensure that you have answered all the required items in the Statement of Interest. Your Statement of Interest must be received by the NomCom no later than 5 May 2003 in order for you to receive full consideration.

Therefore please submit your completed Statement of Interest as soon as you can.

3.8 Will having a Recommendation benefit my Candidacy in any way?

No, Recommendations do not influence the priority of individual candidacies, but they are important for the success of the NomCom Candidate recruiting process.

The NomCom is using Recommendations to enhance the Candidate pool from which we will make our selections. As you know, we are seeking those individuals who have demonstrated the maturity, experience, knowledge and skills to handle the tasks and make the judgments involved in fulfilling the roles of Board Directors, Generic Names Supporting Organization (GNSO) Council Members and Interim At-Large Advisory Committee (ALAC) Members.

Those who provide Recommendations to the NomCom strengthen our recruiting outreach, encourage potential candidates to participate, and address cultural and professional differences in perceptions about appropriate ways to participate in a candidate search process.

Therefore, we ask those who make Recommendations to actively encourage their Recommendee(s) to submit a Statement of Interest. Only those Recommendees who submit a completed Statement of Interest will be considered by NomCom.

3.9 I have a detailed resume/CV. Should I attach this as part of my Statement of Interest?

No. A resume or curriculum vitae (CV) is not required by the NomCom and should not be attached to Statement of Interest when submitted.

We ask that you carefully consider all the required items in your Statement of Interest and provide your answers to all of them, in English.

Insofar as the information requested in the Statement of Interest is already documented in your resume/CV, you are welcome to copy those parts of your resume/CV into your Statement of Interest at the appropriate places in the Statement.

4.0 Deadline for Full Consideration of Statements of Interest

4.1 The deadline says only that for full consideration Statements of Interest must be received by NomCom by 5 May 2003. Isn't this ambiguous given the many time zones around the world?

To ensure time-zone equity, Statements of Interest will be deemed timely if they are received by 1200 UTC on 6 May 2003, when the last moment of 5 May disappears at the International Date Line.

In addition, note that the NomCom reserves the right to consider submissions received after 5 May 2003, but makes no commitment to do so.

5.0 Confidentiality

5.1 How can I be sure that any sensitive information regarding any material I give to NomCom will be kept confidential?

The NomCom is committed to protect the privacy of all information it receives pertaining to the individuals who have submitted Statements of Interest to NomCom.

NomCom members will not disclose outside the committee the identities of Candidates under consideration, nor any discussions about them, unless both the Candidate and the NomCom as a whole have given explicit authorization to disclose the information.

Note that because the NomCom will need to check references and contact selected third-party sources on a confidential basis before making its final selections, those wishing to be considered as candidates are required to confirm this understanding of the confidentiality arrangements when they submit a Statement of Interest.

5.2 What if I don't want NomCom to do third-party reference checks in checking my references?

The positions that NomCom is charged to fill are positions of substantial responsibility. Their work as Members of the ICANN Board, the GNSO Council and the Interim ALAC addresses matters of importance for the stability and security of a global resource. The Nominating Committee must therefore have the ability to undertake careful review of the Candidates.

NomCom will need to check references and consult third-party sources on a confidential basis before making its final selections. For this reason, those wishing to be considered Candidates are required to confirm this under standing of the confidentiality arrangements when they submit a Statement of Interest.

Please also see Question 5.1 (above) for further information on NomCom's commitment to protect the privacy of the information it receives pertaining to individuals who have submitted Statements of Interest to NomCom.

6.0 Nominating Committee's Role

6.1 In 2000 some ICANN board members were chosen by an online vote of Internet users. Do I understand correctly that selections made by the NomCom are final and no election will be held?

You understand correctly. The selections by the Nominating Committee are final, and no vote or ratification by Internet users (or by the ICANN Board) will be required.

6.2 What led to the NomCom making the final selections so that they need no further ratification or approval?

In 2002, ICANN underwent a reformation process involving extensive discussions throughout the ICANN community. The overall structure that came out of this process is described in ICANN: Blueprint for Reform (posted 20 June 2002) and the Final Implementation and Recommendations of the Committee on ICANN Evolution and Reform (posted 2 October 2002). These documents called for formation of a Nominating Committee to select individuals to serve on key ICANN bodies. The latter report included the proposed Bylaws for implementing the recommendations. The Bylaws that were approved at the Amsterdam ICANN meeting on 15 December 2002 assign to the Nominating Committee the responsibility for selections of all ICANN Directors except the President and those Directors selected by ICANN’s Supporting Organizations, and for such other selections as are set forth in the Bylaws. [Article VII, Section 1]

The Nominating Committee's responsibility for selection of three members of the GNSO Council is set forth in Article X, Section 3, paragraphs 1, 2, and 3.

The Nominating Committee’s responsibility for selecting five members of the Interim At-Large Advisory Committee is set forth in Article XI, Section 2, paragraph 4.

The Transition Article, Article XX, sets forth additional details of the Nominating Committee’s role in relation to the transition to the new ICANN structure. Technical revisions for clarification of a few parts of the Bylaws were approved and became effective as of 25 March 2003, but these changes did not modify the basic role of the Nominating Committee.

7.0. Miscellaneous

7.1. The Call states that Nominees will be seated at the close of the board meeting in Montreal. Does this mean that they must be present at that meeting? Wouldn't that be a waste? That is, they will be doing nothing productive and when all the business is done, they will officially be seated.

It will be extremely valuable for the Nominees to the New Board to be present during the Montreal meeting. They will learn a great deal by their presence at the meeting, and the overlap prior to taking office will afford invaluable communication with outgoing members of the Transition Board. It is also likely that once the New Board is seated, it will have an organizational meeting.

Note that the Bylaws provide that the Effective Date and Time of the New Board shall be at a time, as designated by the Transition Board (the current Board), during the first regular meeting of ICANN in 2003 that begins not less than seven calendar days after the ICANN Secretary has received written notice of the selection of Directors to fill at least ten of Seats 1 through 14 on the New Board.

The NomCom's objective is to inform the ICANN Secretary in time for the New Board to be seated at the June meeting. As indicated above, the Transition Board will designate exactly when during the meeting the New Board will be seated. The Formal Call therefore allows for this uncertainty with respect to exactly when the New Board will be seated.

7.2. Who decides how a country should be included in a particular Geographic Region?

The ICANN Board determines and reviews how each country should be included in a particular Geographic Region, with the review at least once every three years.

According to the Bylaws there are 5 Geographic Regions:

1. Africa;
2. Asia/Australia/Pacific;
3. Europe;
4. Latin America/ Caribbean islands;
5. and North America

By having geographic diversity provisions in its Bylaws, ICANN emphasizes broad International representation both on the Board and throughout other key structures within ICANN.

[See <http://www.icann.org/general/bylaws.htm>. In particular:

• Bylaws Article I, section 2-4
• Bylaws Article VI, Section 2(2); Section 5
• Bylaws Article VII, Section 5
• Bylaws Article XI, Section 2(4)(b)]

Prior versions of this FAQ:

FAQ Version 1.0 (16 April 2003)
FAQ Version 2.0 (29 April 2003)