Reconsideration Request 00-4 Recommendation of the Committee Date: May 22, 2000

From: Andrew McLaughlin
Sent: Monday, May 22, 2000 4:58 PM
To: Bret A. Fausett
Cc: Hans Kraaijenbrink; Ken Fockler; Amadeu Abril i Abril
Subject: Reconsideration Request 00-4

Bret:

The Reconsideration Committee has made the following recommendation in response to your reconsideration request. The recommendation will be considered by the full Board at its next teleconference meeting.

Let me know if you have any questions.

Best regards,

--Andrew

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Reconsideration Committee Recommendation on RR 00-4

[RC 00-4] On May 6, 2000, the Reconsideration Committee received a request for reconsideration from Bret Fausett, complaining that no minutes for the April 6, 2000 Special Meeting of the Board had been posted as of the time of his request. Mr. Faucett asks the Reconsideration Committee to take two steps:

"(a) prompt posting of detailed minutes of April 6, 2000 Special Meeting; and

"(b) formulation of internal ICANN policy to ensure future compliance with Article III, Section 2 of the Bylaws."

In response to point (a), the Committee notes that the minutes for that meeting were posted on March 9, approximately twelve days late. Accordingly, this request has already been met.

In response to point (b), the Committee agrees that ICANN should have an improved procedure for informing the community about actions taken during its telephone meetings, while nevertheless allowing all 19 members of the Board sufficient time to review and edit the draft minutes of the Secretary to ensure accuracy before they are publicly posted. The Committee believes that this can be accomplished by amending the Bylaws to require that any resolutions passed by the Board be posted within five (5) business days, while requiring that full minutes be posted no later than the day after the date on which the Board formally approves them. In that way, ICANN can provide rapid notice of actual actions, without having to wait for the entire Board to complete its work on the full minutes, which record discussions and housekeeping matters.

Article III, Section 2 of the ICANN Bylaws currently states:

ACCESS TO INFORMATION

All minutes of meetings of the Board, the At Large Council, Supporting Organizations (and any councils thereof) and Committees shall be approved promptly by the originating body. No later than twenty-one (21) days after each meeting, draft minutes shall be made publicly available on a publicly-accessible Internet World Wide Web site maintained by the Corporation (the "Web Site"); provided, however, that any minutes relating to personnel or employment matters, legal matters (to the extent the Board determines is necessary or appropriate to protect the interests of the Corporation), matters that the Corporation is prohibited by law or contract from disclosing publicly and other matters that the Board determines, by a three-quarters (3/4) vote of Directors voting, are not appropriate for public distribution shall not be included in the minutes made publicly available. For any matters that the Board determines not to disclose, the Board shall describe in generic terms in the relevant minutes the reason for such nondisclosure.

The Reconsideration Committee proposes that Article III, Section 2 be amended to read as follows:

ACCESS TO INFORMATION

(A) All minutes of meetings of the Board, Supporting Organizations (and any councils thereof) and Committees shall be approved promptly by the originating body.

(B) No later than five (5) days after each meeting, any actions taken by the Board shall be made publicly available in a preliminary report on a publicly-accessible Internet World Wide Web site maintained by the Corporation (the "Web Site"); provided, however, that any actions relating to personnel or employment matters, legal matters (to the extent the Board determines is necessary or appropriate to protect the interests of the Corporation), matters that the Corporation is prohibited by law or contract from disclosing publicly and other matters that the Board determines, by a three-quarters (3/4) vote of Directors voting, are not appropriate for public distribution shall not be included in the preliminary report made publicly available. For any matters that the Board determines not to disclose, the Board shall describe in generic terms in the relevant preliminary report the reason for such nondisclosure.

(C) No later than the day after the date on which they are formally approved by the Board, the minutes shall be made publicly available on the Web Site; provided, however, that any minutes relating to personnel or employment matters, legal matters (to the extent the Board determines is necessary or appropriate to protect the interests of the Corporation), matters that the Corporation is prohibited by law or contract from disclosing publicly and other matters that the Board determines, by a three-quarters (3/4) vote of Directors voting, are not appropriate for public distribution shall not be included in the minutes made publicly available. For any matters that the Board determines not to disclose, the Board shall describe in generic terms in the relevant minutes the reason for such nondisclosure.

In sum, in response to RR 00-4, the Reconsideration Committee will recommend to the Board that it consider adoption of the foregoing amendment to the Bylaws.