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Note:The following is the output of the real-time captioning taken during the morning session of the ICANN Board meeting held 14 March 2002 in Accra, Ghana. Although it is largely accurate, in some cases it is incomplete or inaccurate due to inaudible passages or transcription errors. It is posted as an aid to understanding the proceedings at the session, but should not be treated as an authoritative record.

A video archive is available of the public forum. Click here for details.

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ICANN Board Meeting
Accra, Ghana
Thursday, 14 March 2002
Morning Session

Contents

At-Large Membership

Evolution and Reform Committee

Security Committee Charter

LACNIC Application and Transition Plan

Response to United Nations Secretary General Kofi Annan

Thanks for Organization and Facilitation of Meeting

Thanks to Paul Twomey and the Australian Government

Thanks to Agence de la Francophonie

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Vinton Cerf: Ladies and gentlemen, we are going to delay our meetings.

First we want to get paper copies of the resolutions, and I see they're on their way up.

Also, four directors are expected to call on the phone, and they have not done so yet.

So we're going to wait for just a few more minutes.

(pause)

Vinton Cerf: Ladies and gentlemen, this is Vint Cerf.

Karl, Karl, Karl Auerbach, are you there?

Who else do we have?

Do we have Lyman Chapin on the phone?

John Crain: Can you two hear this?

Vinton Cerf: Can you hear me at all, Karl or Lyman or Linda?

Hello?

John Crain: Karl, can you hear this?

Karl Auerbach: I can hear it on the audio feed but I can't hear it on the phone.

Vinton Cerf: We have what looks like it should be a fully duplexed polycom here.

Karl Auerbach: I can hear you on the audio feed.

I can hear over the real audio player and video, but I can't hear over the telephone.

Linda Wilson: I'm hearing Karl only.

Vinton Cerf: We're getting a lot of feedback.

Karl Auerbach: Karl and Linda are here on the telephone, and I can hear this but only over the....

Vinton Cerf: Well, we can hear Karl, and Linda, would you say something, please.

Louis Touton: Karl, could you –

Karl Auerbach: There's a bit of a round-trip delay.

John Crain: Linda, can you say something?

Linda Wilson: I heard my name but nothing else.

Need me to say more?

Vinton Cerf: Linda, this is Vint Cerf.

Karl Auerbach: (inaudible) audio and video feed versus the telephone. (inaudible).

Vinton Cerf: This is Vint.

The reason that there is a long delay is partly the data rate that you're connecting to the net.

Well, I think the way we're going to have to do this is that I will pause from time to time and ask whether Karl or Linda have something to say.

John Crain: Do you both have the audio feed across the net?

Linda Wilson: I don't have access to the net.

John Crain: And can you hear, Linda?

Linda Wilson: I can hear you, John.

John Crain: But I'm right above the telephone.

Vinton Cerf: And Linda, can you hear me?

This is Vint Cerf.

John Crain: I'm going to see if we can use the speaker without having an amazing amount of feedback.

Take off your head phone.

You don't want to hear this if it screeches.

Vinton Cerf: This is Vint Cerf serve speaking to you from Accra, Ghana on the other side of the universe.

Linda and Karl, can you hear this?

John Crain: They can hear that, but you can't hear them.

Vinton Cerf: That's right, I can't hear them.

And this will show that the deaf chairman was unable to hear his members on the telephone.

John Crain: Vint, Vint, can you ask them to say something?

Vinton Cerf: Oh, okay.

This is Vint again.

Karl, would you respond, and then Linda, please respond after Karl.

John Crain: Very carefully.

Very, very carefully.

Can you say something again?

Linda Wilson: This is Linda again.

John Crain: I think what we're going to do, Vint, is have you relay questions.

I'm hoping you guys can hear this.

Vinton Cerf: That's because he's two inches from the microphone.

The question is whether the rest of the system will pick up.

I'm a foot away from the telephone.

Let me have one of the other Board members, Hans, say one two three.

Hans Kraaijenbrink: Hi, Linda, how are you?

Can you hear me?

Linda, can you hear me?

Vinton Cerf: Okay, Linda, Hans Kraaijenbrink is trying to say something, but I'm not sure we're getting it.

Hans Kraaijenbrink: Can you hear me, Linda?

Vinton Cerf: Try one more time.

Hans Kraaijenbrink: Hello, Linda, are you there?

Vinton Cerf: Okay.

Hold on, we're going to try something different.

John Crain: I have a better solution.

I'm going to put you near the speaker, but not have a microphone.

I'm going to be your microphone.

So when you have questions, I'm going to walk up to a microphone and relay them.

Vint, can you briefly say something?

Vinton Cerf: This is Vint Cerf, reporting to you from Accra, Ghana, Linda and Karl, can you hear this?

: Yes.

Vinton Cerf: So we will use the relay method for communication with our two off-site directors.

Linda Wilson: Thank you.

Vinton Cerf: Ladies and gentlemen, am I audible?

No.

Now I'm audible, I think.

Okay.

(Proceedings begin at 8:55 am.)

Ladies and gentlemen, I would like to call this meeting of the Board of Directors to order.

We have a fairly significant set of resolutions to discuss and adopt today.

Robert Blokzijl: Vint, point of order.

I have no agenda in front of me.

Vinton Cerf: That's correct, you don't, and that's because I'm going to order these things one after the other.

: Real-time agenda.

Vinton Cerf: They're approximately in the order that you have papers – that you had your papers.

Robert Blokzijl: I'd like to have an agenda of the meeting in front of me.

Vinton Cerf: There will be a brief pause.

Would you like to orally present it or do you have to have it in front of you?

Robert Blokzijl: I would like to have the agenda in front of me.

Vinton Cerf: Can you use the microphone?

Robert Blokzijl: The microphone is not on.

So maybe for the next time, somebody can see the Board has printed agendas at the start of the meeting.

Vinton Cerf: I'm happy to delay until we can prepare  –

Robert Blokzijl: No, no, I'm not asking for a delay.

But I think it's –

Vinton Cerf: That's very reasonable.

I don't have any dispute.

Stuart Lynn: I can understand.

It's absolutely reasonable, I agree, and they will be here shortly.

But there have been some pressures of time.

At-Large Membership

Vinton Cerf: I'd like to begin, then with the first resolution which has to do with the ALSC report and the At-Large committee, or the At-Large membership.

Can we get that resolution posted on the screen, please.

Do I assume correctly that our Board members who are remote have access to the text of these resolutions?

Linda Wilson: That is correct for me.

Vinton Cerf: Karl, do you also have copies?

John Crain: Karl is at the moment printing them out, and Linda has them.

Vinton Cerf: All right.

So we will allow some time for Karl to print these out, and in the meantime, I ask the Board members to read these resolutions.

John Crain: Karl says that they are now printed.

Vinton Cerf: Thank you.

Let me ask whether the attendees are able to read these resolutions on the screen or whether they would like me to orally read them.

Let's see a show of hands.

Does anyone need to have these read orally?

Yes.

Okay.

Then while the directors are reading and/or listening, I will read these aloud.

The first resolution, draft resolution, reads, resolution on ALSC report and at large.

Whereas, the issue of how to create mechanisms for meaningful participation and representation for individual users has been a subject of debate in the ICANN community since ICANN's creation;

Whereas, various proposals failed to achieve broad consensus support in the community, notwithstanding repeated efforts to achieve that end, in part because of widely divergent views and fundamentally different perspectives about the expected or desired results of various approaches within the ICANN community;

Whereas, at its Cairo meeting on 10 March 2000 the Board concluded that, given these impediments, it should initiate a comprehensive study of the concept, structure, and processes relating to a proposed at large membership;

Whereas, at its Yokohama meeting on 16 July 2000 the Board adopted bylaws to enable the election of five directors through regional online elections, and to create a committee to study the at large concept;

Whereas, the at large study committee ("ALSC") was chartered in January 2001 to undertake a comprehensive study of the concept, structure, and processes relating to an ICANN at large membership, and has worked diligently to that end, for which the Board and the ICANN community are extremely grateful;

Whereas, in resolution 01.125 the Board accepted the ALSC final report and recommendations, dated 5 November 2001, as a basis for further discussion by the Board and the ICANN community, and that discussion has in fact continued since that time;

Whereas, the Board believes that the at large community properly defined embraces the full range of Internet users, including not only individual users, but also academic institutions, small businesses, non-commercial entities of various kinds, including consumer groups, and various other non-governmental organizations, all of which have a legitimate interest in, and a need for workable mechanisms for informed participation in, the ICANN policymaking process;

Whereas, the Board perceives a broad consensus throughout the ICANN community around the core ALSC recommendations relating to the desirability of an at large mechanism to enable outreach and informed participation by Internet users, and specifically for individual users;

Whereas, in particular, the Board perceives a broad consensus that (a) all Internet users have a significant stake in ICANN's activities, (b) it is critical that all Internet users have the opportunity to meaningfully participate in ICANN policymaking, and (c) the general public interest must be represented in the ICANN policymaking process and on its Board;

Whereas, the Board strongly endorses the ALSC's observation that a structure for informed participation by individual users is required and, in order to be most effective, should be built on sustainable local Internet community institutions, rather than attempting to engineer global top-down structures that lack local roots;

Whereas, the ALSC has solicited expressions of interest from many Internet organizations, a number of which could credibly form the initial nucleus of a regionally-based at large entity with the objective of educating and facilitating the meaningful involvement of Internet users (and particularly individual users) in ICANN's policymaking activities through bottom-up, self-organized, and self-sustaining local Internet community institutions;

Whereas, the Board wishes to move forward with energy and enthusiasm to build a meaningful structure for informed participation by the full range of Internet users, and seeks avenues to achieve these objectives that are bottom-up, self-organized, and self-sustaining;

Whereas, the Board has concluded that the structural and procedural implementation of the principles stated above can most effectively be developed in the context of broader ICANN reforms such as those proposed in the president's report delivered to the Board on 24 february 2002, and currently the subject of intense discussion throughout the ICANN community;

Whereas, the Board agrees with the reservations expressed in the ALSC final report about the validity and practicality of global online elections, and appreciates the very considerable effort undertaken by the ALSC to identify an electoral process that would reduce (if not eliminate) those problems, but remains concerned about the fairness, representativeness, validity and affordability of global online elections among an easily captureable pool of self-selected and largely unverifiable voters;

Whereas, the Board is not persuaded that global elections are the only or the best means of achieving meaningful public representation or the informed participation of Internet users in the ICANN process;

Therefore it is resolved that the Board again expresses its sincere appreciation to the members of the ALSC for their hard work, sensible analysis, and useful recommendations, and to all the members of the ICANN community that participated in that process;

Resolved that ICANN should have a robust at large mechanism for meaningful, informed participation by Internet users of the kind recommended in the ALSC report;

Resolved that the Board calls upon the ICANN community to devote sustained energy to the creation of at large structures built upon bottom-up, self-organized, local Internet community institutions and other organizations that meet the general criteria of openness, participation, and self-sustainability, anticipating that most such entities are not ICANN-specific, but already serve their communities in broader ways;

Resolved that the Board expresses the hope that its endorsement of these principles for informed Internet user participation will encourage those interested in an at large structure to continue the creation, strengthening, or coordinating of local Internet community institutions so as to meet these basic criteria; and

Resolved that the Board Committee on Evolution and Reform, working in conjunction with the president and staff, is instructed to ensure that their ongoing efforts at crafting a blueprint for ICANN reform include (a) workable mechanisms and procedures that enable meaningful opportunities for participation by the full range of Internet users, including individuals, academic institutions, large and small businesses, non-commercial entities (including consumer groups), and other non-governmental organizations, (b) an appropriate role for those interests in ICANN's coordinating and management structures, and (c) appropriate mechanisms to minimize disruption during the reform implementation process.

There was the reading of the resolution.

And I now call upon the Board to discuss this resolution, if there is any discussion.

Hans Kraaijenbrink.

Hans Kraaijenbrink: Shall I move the resolution (inaudible)?

Vinton Cerf: We need to have a motion before we have any discussion.

So thank you, Hans, for that.

Is there a second?

John Crain: Vint, I have a request from Linda to read the last paragraph again.

Vinton Cerf: Yes, I will read it again for Linda.

The final paragraph reads, resolved that the Board Committee on Evolution and Reform, working in conjunction with the president and staff, is instructed to ensure that their ongoing efforts at crafting a blueprint for ICANN reform include (a) workable mechanisms and procedures that enable meaningful opportunities for participation by the full range of Internet users, including individuals, academic institutions, large and small businesses, non-commercial entities (including consumer groups), and other non-governmental organizations, (b) an appropriate role for those interests in ICANN's coordinating and management structures, and (c) appropriate mechanisms to minimize disruption during the reform implementation process.

Let's pause for a moment to make sure Linda is satisfied.

John Crain: Yes.

Vinton Cerf: Did I see a second for the motion from Jonathan Cohen?

Do I now have any discussion?

Jonathan and – I'm going to have to keep track of this.

I have Jonathan, Amadeu, Rob and Andy.

Jonathan Cohen: Is this on?

Is it on now?

: Yes.

Jonathan Cohen: I think it's – I'd like to make a point that I know this is a sensitive matter to a lot of the community, and I think I'd like at least the community to know that this was the motion that had the most discussion and debate, and that it's  – it was a very difficult decision for this Board to make.

I think there are many people on the Board who like the idea, the principle, of elections.

There are some who do not.

But the point that I wanted to make was that this – for those of you who are concerned that no At-Large would ever be valid without elections, I think you should read this motion very carefully, because it does not, at least, foreclose for all time the issue.

Any subsequent Board is free to reconsider any aspect of this, and I think that had this Board been satisfied that an election could be fair, representative and free reasonably from capture, the outcome might have been different.

So I think that while elections are certainly not, in my view, likely in the near future, I don't think people should consider that this motion sinks it forever.

Thank you.

Vinton Cerf: Thank you, Jonathan.

Just for information, Karl has some questions, but I put him in the queue along with everyone else.

So, Karl, if you can hear me, please bear with us.

We're going to go through a few other comments and then I will call on you.

Amadeu.

Amadeu Abril i Abril: My turn?

Vinton Cerf: Yes.

Amadeu Abril i Abril: Okay, thanks.

First of all, I've never been convinced that online elections were the best mechanism to address, (a) Internet user participation, and, (b) a mechanism to populate the Board.

Simply I was never convinced about that.

I think that elections are important in democratic processes, but all democracies start with a national citizenship, and this starts with a clearly defined electorate.

Here what we have is a system which brings the electorate to the election, invents the electorate in purpose for each election, which is not that bad, but it's very far from the democratic values that I believe in.

And we had some experiences about the advantages and disadvantages of online elections.

Having said that, I've never been a fan of online direct elections for a part of the Board without many other (inaudible) we were lacking.

I am firmly convinced as I think we all are here in the whole ICANN process that user participation is very important, and that the individuals have a very vital role here.

What I always contested again is that the individuals' participation should be those of the individual voice of some individuals.

What I think is critical and we need to encourage after all the efforts we have been doing here, after the At-Large Study Committeeand all the (inaudible) of forums, is to make sure that we encourage, that we challenge the community to really build representative, strong, and workable participation structures for ICANN.

Let me say that in voting for this resolution I'm not saying only I don't want online elections.

I think this is marginal.

I could vote for elections (inaudible) of the Board.

I accepted that in Yokohama.

What I'm saying here is I want a real membership structure that can play a role.

And let me say that I – in my view, this membership will succeed, if the community succeeds in having this structure, should have a participation, not only in ICANN decision-making process but perhaps also in the nominating procedure or something else.

I'm not saying today – as a headline, I can summarize, I don't want online elections.

I want these five seats to be elected by the government.

This is not my personal position.

What I'm saying here is I want representative structure here, I want strong voices, I want process, I want forums, and I want these voices being organized.

Second thing, individuals yes, but we also need to encourage the other interests that are – that represent the public interests besides the individual voice.

I firmly believe in the voice organization representing (inaudible) and I think we have a voice like the United Nations, (inaudible), they are really trying to bring a lot of convergence in organizations, groups, et cetera, around the world that represent user views or represent individuals' views in information related issues.

And I think we have to reach somehow, because they have the people, we have matters, we have a place where they can also have a voice.

We shouldn't always be a special-purpose organization.

We should try to build some capacity building here.

Finally, let me say that having said all this, I personally feel quite uncomfortable about the way this Board, the way we all have dealt with At-Large issues.

There's no single issue which we have asked it and received that much input and effort and energy from a lot of talented individuals and lots and lots of people that were not previously aware that ICANN even existed.

We have the MAC, the MITF, At-Large Study Committee and who knows what else.

And somehow I think that we have not been fair enough to this report and we have been delaying things too much, and we have been changing our mind, our scale too much for short-term political concerns sometimes.

I am fed up with dealing with short-term political concerns.

We need (inaudible) so the next thing I want to do is help build a strong voice for individuals and the public interest within ICANN.

Thanks.

Vinton Cerf: Thank you very much, Amadeu.

Karl Auerbach has raised a point of order.

Vinton Cerf: Thank you very much, Amadeu.

Karl Auerbach has raised a point of order which accelerates his position on (inaudible). So I now call upon Karl.

Karl Auerbach: The version that Louis sent out last night, which is the version I have, apparently is different than what you are talking about. And I would certainly like to be up to speed on the same document that you're talking about.

Vinton Cerf: Karl, I believe that the – it should be only one thing different, and all of the Board members have the same problem. We inadvertently deleted I think the second to the last paragraph--the last paragraph--excuse me, the last paragraph.

So I read that one aloud. All of the other Board members were similarly impaired by the distribution that left that last paragraph off by accident.

Karl Auerbach: Let me just add that paragraph that was left out is the one that references the reorganization committee. Is that what the missing paragraph is?

Vinton Cerf: The one that makes reference to the ICANN Committee on Evolution and Reform. That is the paragraph that was inadvertently left out.

Karl Auerbach: Okay. I'm happy to understand that. But I'd certainly like to see the exact text of that somewhere.

And I want to put – be put back in the queue to tell you what my (inaudible).

Vinton Cerf: So i'll leave you in the queue again, Karl. Thank you.

In that case, Rob, you have the floor.

Robert Blokzijl: I am missing one, I think, important element in this resolution. And that's something we should have learned from history.

If we now keep an opportunity for some At-Large participation in the future, it should be different from what we have tried in the last couple of years.

One of the reasons it went unsuccessfully was that the mission of ICANN was open for very wide interpretation. And I think we should give a clear statement to anybody who wants to work in building up At-Large organizations that don't lose the mission statement. Make it clear where you as an At-Large organization or organizations, because there is not one single one, where you tie in with our work program.

And if you can't do that, sorry. You are at the wrong door. Find somewhere else to play your games.

But we should be much more focused on our mainly technical mission. And people who can explain why they are a stakeholder for this, that, or the other, they are more than welcome. People who have problems with that, please stay away.

Vinton Cerf: Thank you very much, Rob. I will add –

Sang-Hyon Kyong: Point of order.

Robert Blokzijl: Wait, wait, wait. So what I am saying is, this is missing in this resolution.

Sang-Hyon Kyong: Point of order, Mr. Chairman.

Vinton Cerf: Yes.

Sang-Hyon Kyong: The last paragraph makes a reference to a Board committee. I don't have the text here. Can somebody put it on, on the screen?

Vinton Cerf: Yes. It's on the screen now.

Sang-Hyon Kyong: Okay. It makes reference to Board committee on ICANN evolution and reform.

: Microphone.

Sang-Hyon Kyong: Which I do not have a definition for anywhere.

Vinton Cerf: In the – this was formerly called the Committee on Restructuring. And the next resolution outlines what that committee's job is.

Sang-Hyon Kyong: I think it's – it is correct for me to say that the mission, the charter, and the definition of that committee be brought up before a resolution making a reference to that committee is discussed in depth.

Vinton Cerf: Another point of order.

I have the feeling that we have sort of a grade escalation here that every member will now say that what they have to say is a point of order.

I'm just giving you a hard time.

Alejandro Pisanty: Addressing the point of order, which maybe you would be satisfied by referring here to the committee as its (inaudible) and then after its mission, change its name, whatever. But let's streamline this after the (inaudible).

Sang-Hyon Kyong: I didn't quite get the –

Vinton Cerf: May I try?

The suggestion was that we place the name of that committee by the name of the existing committee, the Committee on Restructuring, and that then we would announce in the next resolution a renaming of the committee and its rechartering.

: May I make an amendment, to change the words on ICANN evolution and reform to –

Vinton Cerf: That is precisely what is being suggested. That has now just happened. You can see behind you or on the screen that we've labeled that. Karl and Linda, the resolution, the last paragraph of the resolution has been amended to read: "Resolved that the Board Committee on Restructuring, working in conjunction with the president and staff" and so on.

This is now a reference to an already-existing committee.

So thank you, Sang-Hyon, for calling that to our attention.

Now let me return to my list of hands raised.

Andy, you have the floor.

Andy Mueller-Maguhn: First of all, allow me – is this working?

I thank Rob for that comment. Because, of course, staying to the technical mission is not only valid for At-Large community, but also for other stakeholders, such as governments, should they be involved through their restructuring committee. So we'll come back to that later. But I take your point.

Robert Blokzijl: I'm sorry, but you completely misunderstood what I said.

Andy Mueller-Maguhn: Oh.

Robert Blokzijl: I said that whoever wants to be involved in ICANN should read the mission statement first.

Vinton Cerf: He's agreeing with you.

Andy Mueller-Maguhn: I just agreed to that.

Okay. Maybe we should get our struggles somewhere – fight it out elsewhere.

I have three small additions I'd like to make to this ALSC resolution. The first is about the sixth whereas, which is now whereas, in resolution 01.25, the Board accepted the ALSC final report and recommendations dated November 5, 2001, as – for further discussion. And I'd like to add here, "and action by the Board of the ICANN community," and so on. Could we add this "and action" here?

Vinton Cerf: We need to do this one bit at a time.

This is – I consider this to be a very friendly amendment. Hans.

Hans Kraaijenbrink: I have to disagree with Andy on this point. Because we didn't agree to act until after this meeting. We had to make decisions.

Andy Mueller-Maguhn: Right, but in principle – I'm not saying we enacted that on that day. But just to be taken as.

Stuart Lynn: As a point of order, Mr. Chair, even one you don't like. This is referring to a specific resolution of the Board. We should verify what that resolution said and use the words from that resolution.

Vinton Cerf: Oh, I see what's happened. I beg your pardon.

Andy, that is an issue.

This is referring to something we did before.

Andy Mueller-Maguhn: Okay, okay, okay.

Vinton Cerf: This has nothing to do with today's –

Andy Mueller-Maguhn: Then allow me to go to the – that is now the last paragraph, the last resolved, the last paragraph of the document.

Vinton Cerf: Yes. We need to have that back on the screen.

Stuart Lynn: Andy, would you please speak into the microphone. I can't hear what you said.

Andy Mueller-Maguhn: Excuse me?

Stuart Lynn: Could you speak into the microphone? We both can't hear what each other is saying.

Andy Mueller-Maguhn: Okay. So what we do here is to give the job of a possible At-Large action to the Restructuring, what we call it now, Committee.

I'd be more happy if we could do the following: That is, resolve that the Board Committee on ICANN Evolution and Reform creates a new subcommittee for At-Large organization, working in conjunction with, and then goes on like it is, President's, blah, blah, blah.

Vinton Cerf: I don't know how much sympathy you'll get for that level of micromanagement of the restructuring Board.

Andy Mueller-Maguhn: Yeah, I – so I am asking for a motion. So I'm making one myself, of course.

Robert Blokzijl: Then I want seven other subcommittees.

Vinton Cerf: He's saying that he would like seven additional subcommittees.

Just trying to –

Andy Mueller-Maguhn: Yes, I'm making the motion.

Vinton Cerf: Is there – just one moment.

Okay. Andy, you were not heard by the other people on the phone.

Andy Mueller-Maguhn: Okay. Once more, I am asking the very last paragraph, starting with "resolved that the Board Committee on ICANN Restructuring," blah, blah, blah. Have you got that?

: Yes.

Andy Mueller-Maguhn: That we add here the following thing:

"Resolved that the Board Committee on ICANN Evolution and Reform creates a new subcommittee for At-Large organization, working in conjunction with the president and staff," and so on.

Vinton Cerf: Okay. This is a proposed amendment to the resolution. I see –

Andy Mueller-Maguhn: For At-Large organization, for the people here writing it.

Vinton Cerf: And then – let me explain to the people on the phone. We are seeing the amendment text being put on the screen by Louis so that all here can see that.

I see Amadeu and then Rob.

Stuart Lynn: Who seconded this amendment?

Vinton Cerf: Is there anyone who seconds this amendment?

(no response)

Andy Mueller-Maguhn: Okay. Then I make my last suggestion, and that is, to the end of this paragraph, we have – it ends up with c, which is appropriate mechanisms to minimize disruption during the reform implementation process.

I'm asking for a – okay. If you don't want that, you don't want that, either, I guess.

(Laughter.)

Andy Mueller-Maguhn: Okay. Give me a try. And that is – the try is, a mechanism for election or selection of At-Large directors to succeed the current At-Large directors who will represent the At-Large membership on the Board.

Vinton Cerf: All right. This is a proposed amendment.

Is there any second for that proposed amendment?

Andy, I don't see any –

Andy Mueller-Maguhn: Thank you.

Vinton Cerf: No, no. Let me make sure that there's no second for it.

Andy Mueller-Maguhn: I make – election or selection of At-Large directors to succeed the current At-Large directors who will represent the At-Large membership on the Board.

Vinton Cerf: I'm going to, for the benefit of the people on the telephone, I'm going to repeat that amendment, Andy, if you will permit me.

This amendment has been proposed but not seconded, to go at the end of the last paragraph of the resolution.

Andy Mueller-Maguhn: Will represent – wait. They're still writing it. the At-Large membership on the Board.

Vinton Cerf: There's a brief pause while we wait.

Sang-Hyon Kyong: Question to Andy.

Vinton Cerf: We won't discuss this amendment until we have a second, which we don't have.

Sang-Hyon Kyong: Before I can second or not, I have to get some clarification.

Vinton Cerf: No. We – we – the rules say we don't have discussion until there's a second. And so –

Sang-Hyon Kyong: I'm not asking for discussion. I'm just asking a question.

Vinton Cerf: Well, let's get this in the right order. First the people on the phone need to hear the amendment. Okay. The amendment now reads, part d, the last part of this last paragraph, it would add:

"a mechanism for election or selection of At-Large directors to succeed the current At-Large directors who will represent the At-Large membership on the Board."

Now, I have to find out whether there is any second for that proposed amendment before there's any further discussion.

Sang-Hyon Kyong: If a second is needed in order to ask a question, I will second.

Vinton Cerf: All right. Good. Then it has been seconded. And Andy is very pleased. All right.

(applause.)

Robert Blokzijl: Then I wanted to be included.

Vinton Cerf: Sang-Hyon is – please, go ahead.

Sang-Hyon Kyong: Yes, I, having seconded this, I would like to get a clarification from Andy whether you are assuming the timing of the committee's action on this particular point. To the extent that they succeed in the current At-Large members, et cetera, et cetera, assumes that things will relate to the time frame after the expiration of the terms of the current members. If this is – this – whatever is happening in this connection takes place next month, then why would –

Andy Mueller-Maguhn: Okay. What I want is the following: we have the problem that the current At-Large directors, that is, nine people on the so-called At-Large directors, only the five, – not only the five, but also the four being there still, will expire at the  – yeah – end of November, at least.

And I think until that point, this here should take place, or that we don't get to the situation where we only have nine plus one directors.

So that's to avoid that.

Vinton Cerf: That's the purpose of your amendment.

Andy Mueller-Maguhn: Yes.

Vinton Cerf: All right. Amadeu.

Amadeu Abril i Abril: Andy, I have a serious problem with your proposition, and with the general view in the At-Large membership and others.

The point on which I agree more with Stuart Lynn's proposal for reform is the need to overcome the perceived dangers. And I have lots of examples to give. Of, you know, the problems with the representative model, that is, that we believe that each Board member is here to represent only a party, a part, ideological, functional, or part of the community.

With your definition of interest, we need accountability mechanism. But I will always vote against the notion that we have different (inaudible) directors representing different parts of the membership. I think this creates (inaudible) is one of the things we have to change.

Vinton Cerf: Thank you, Amadeu. Robert Blokzijl.

Robert Blokzijl: Yes, most of what I wanted to say has been expressed by Amadeu.

I just wanted to stress that I think we should not fall into the trap of creating special positions for special interest groups. I mean, we are talking about ICANN and not about individual sections of Internet organizations.

Vinton Cerf: Jonathan Cohen.

Jonathan Cohen: (inaudible) I just wanted to say again that this is a matter that's been canvassed pretty thoroughly by this Board, not only at this meeting, but at others.

I think there's nobody on this Board that is not aware of how important an issue this is to many people and how deeply-felt are some of the principles that are involved.

I think that, however, when, in the wisdom of this Board, it makes a decision that it is time for the consideration of evolution of the Board, which is an actual thing after a few years of existence, when you have started with an experiment that has never been tried before, that it would be wrong to hamstring such a committee with a specific commitment to do or not do anything.

You might as well not have a committee.

That being said, I believe – and this is my personal statement, not the Board's – it is extremely unlikely, extremely unlikely, that there will not be some form of At-Large representation on the Board in the fall. There is virtually, in my view, no chance that there will be a nine-person Board absent all At-Large directors.

I say that's my personal opinion. But I think that that fear is probably unreasonable and unfounded.

Thank you.

Vinton Cerf: All right. I don't have anyone else on my list.

Andy.

Andy Mueller-Maguhn: I just wanted to point out two things. One is, I completely agree with what Rob Blokzijl says. I don't want to create anyone who is not already there. But I want that we watch the impact of what ICANN does, and that is – that what we do has an impact on the At-Large community.

The second thing is that if you maybe – (inaudible) might be better to understand that, alternatively, we could also add here that will represent –

Vinton Cerf: Speak into the microphone.

Andy Mueller-Maguhn: Sorry.

That, otherwise, we would need a half sentence additional here to extend the terms of the directors.

And I know that is a bylaw change required. But I think we should  – we have to say something about what we do with the At-Large directors we have.

Vinton Cerf: I have a suggestion, if I could.

I see some hands going up.

It's possible for us to refer to this problem and to make sure it is part of the minutes. In fact, this discussion is part of the minutes.

So it may not be necessary to put this into the resolution. It may only be essential that we call attention to the need to take action about those directors in a timely way.

And I think we can accomplish what you are after, which is to highlight that issue, without necessarily placing restraints on the committee that is going to look on restructuring making any prejudgments about how that's going to come out.

I saw – I'm sorry, now I've lost track of the hands. Ivan had his hand up, and then Amadeu.

Ivan Moura Campos: You've just said what I was going to say.

Amadeu Abril i Abril: And I was just going to say, Andy, that perhaps this concrete concern fits more into the discussion of the reform. The discussion of this concrete motion, while I agree in principle with what he says.

Vinton Cerf: All right. Karl has asked to speak as well. Karl, we'll put you on the speaker.

Karl Auerbach: Okay. It's pretty hard to jump up and comment here.

I assume we're talking right now only about the amendment. I assume that's the focus of the conversation right now. Is that right?

Vinton Cerf: Yes, that is correct, Karl.

Karl Auerbach: I can't hear you without duplex.

: .

John Crain: It's correct.

Karl Auerbach: Okay. About the motion, if we do not have At-Large Board members on the Board at the time when an at large is discussed, we're going to have the same problem we've had all along, which is, those who are interested in the creation of public participation aren't parties to the discussions. And I think we're getting into a real bootstrapping problem here unless we do as much as what Andy says, create some means for ensuring that there is some means for continued public participation.

Personally, I'd like to add, I feel extremely uncomfortable doing anything that would extend my own term, without an intervening election. And I have other comments which I want to raise once you get back to the context of the full resolution.

Vinton Cerf: Thank you, Karl. Stuart Lynn.

Stuart Lynn: Yeah, I would like to emphasize what Jonathan and others said, that I haven't talked to a single director who isn't  – doesn't understand that we're going to need to do the right thing come the expiration of the current directors' terms, and figure out what the right thing is. The reality, however, is whatever gets done involves bylaw change. And that's going to need to be thought through and crafted very carefully.

So I think the sentiment of the Board – I haven't heard anyone say, gee, we can go forward with nine directors on the Board, anyone has at least expressed to me, and I know my own feelings on that. However, sort of binding ourselves into a direction at this time could cause problems later.

Vinton Cerf: All right. I think that we should try to resolve this question of the amendment now.

So I would like to call for a vote either in favor of or against this amendment.

All those in favor of this amendment, please raise your hand.

Ivan Moura Campos: Can we state, again, what the amendment is? What the meaning of the vote is.

Vinton Cerf: Yes. The amendment is behind you. You can see it in front on the screen if you look.

The effect of the amendment, if you vote yes, is to place this amendment onto the resolution. And it would, in effect, require that some mechanism for election or selection of At-Large directors be incorporated into the results of the reform committee's work.

Is everyone now clear on this?

All right. I would like to have a show of hands in favor of putting this amendment onto the resolution.

I see one, two, three.

All those who oppose putting this amendment onto the –

One, two, three, four, five, six, seven, eight, nine, ten.

If Karl and Linda can hear me, I would accept the vote from them.

Linda Wilson: As I understand it, and I apologize, it's a little difficult to make sure I'm fully with you, but it sounds to me like this amendment requires the reform committee to come up with a reform that makes a provision for some kind of At-Large membership on the Board.

Perhaps elected, perhaps selected.

And if I understand the meaning of at large there, it means the larger public interest and including someone who is intent on including in that enlarged public interest specifically the kinds of things that the stakeholders that are listed at another point in this resolution are involved, those voices.

If that is what the intent of the resolution is, then I am for it.

Vinton Cerf: All right.

Then I have one more positive vote for the amendment.

Karl.

Karl Auerbach: This is Karl.

I'm voting yes on the amendment.

My understanding is that the election would be something akin to what we did a couple years back that Andy and I came in on.

Vinton Cerf: So there are now five votes in favor of the amendment and 12 against, and no abstentions.

So the amendment does not pass, and it is removed from the resolution.

Now we're back to discussing the full resolution.

I once had a list of people who wanted to talk about the full resolution, and in fact, I think Katoh-san and Stuart were on that list.

Katoh-san, please.

Masanobu Katoh: Thank you very much.

Yesterday, at the public forum, there was some comment that they were asking from our Board of directors on this particular issue.

And I'd like to comment on how I feel about this At-Large issue, and first of all I'd like to say that this is a very difficult question for all of us, and particularly for those At-Large directors.

But also, I'd like to say that I'm very proud of At-Large members, and during the last one year and several months, I've been working with the At-Large members, and thanks to the election, I had a great emotional tie to the community, especially in the region I'm from, asia-pacific.

And during that time, I worked – I met basically almost all other candidates who are running for the election at that time.

And with many of them, I'm now working together for the common goal which is the community of the Internet.

I'm very happy working with them, and again I'm very proud of being (inaudible) with them.

And for me, the election was a very important start point.

But let me say my gut feeling at this point.

To be very honest, I do not think for the selection of the Board of directors, election, electorate voting is not necessarily the best way to select the Board of directors at this point.

I'm very confident that we can select a good group of people for the Board by some other means.

Although I am an At-Large director, sitting in this seat, all my colleagues in this Board are working for the general issues and the general issues of all the study of Internet; means that we are all at large directors.

Although we call us as At-Large selected by elections, all other directors are at large, serving for the community.

When I was running for election, election 2000 in ICANN, not by some national government, I promised to the Internet community five issues, and I listed this in September 2000 in my web site, and they are still there. www.mKatoh.net.

The five issues are following: One, we have to establish a very stable ICANN.

ICANN was still evolving, and still is evolving.

And we have to make ICANN organization as more stable organization.

I also emphasized about an importance of a communication to the community.

I am from a country where English is not the first language, and the region I represent, or the region they selected me, is not based on English in most cases.

I thought the communication was very important.

And further, because of all those reasons, I suggested to create a local ICANN supporting organization of communities.

And if I read correctly the At-Large Study Committee's paper, our suggesting something very similar, to create the at large in a group of people to have a regional and global organization to support ICANN activities.

And this is very important.

And very interestingly, the fourth point among the five was about the election.

Even before I was elected as the Board, I already mentioned about the importance of reviewing and adjusting the election system.

And that's why I reached this point, you know, this feeling about the election.

And lastly, I enforced, emphasized about the importance of internationalized domain names, which I'm very focused upon in ICANN activities right now.

I think the committee has to focus at this point on a very important issue I call participation for all ICANN activities.

We have to get confident on the ICANN activities by making ICANN as more stable organizations.

And again, I have to emphasize, at this point we have to focus on these issues.

Also, when we talk about at large, we have to think about the at large as a group.

As I said, I've been working with many people in the world, many people from asia-pacific region, through internationalized domain names and other issues, and we have to be careful to hear from people who are not in this room.

I think about the election issue, we should revisit in several years and find out where we are right now at that point.

But again, at this point, I don't think director election is the best way.

Thank you very much.

Vinton Cerf: Thank you Katoh-san.

Stuart Lynn.

Stuart Lynn: Thank you very much, Mr. Chairman.

Much of what I would say has already been said, but I'd like to add a slight perspective on it from my own point of view.

It's unfortunate that so much of the rhetoric that surrounds what goes on in ICANN tends to get cast in the end as sort of win-lose, as though one proposal has won and another proposal has lost.

I think we need to work more towards a kind of dialogue where we're all working together to win.

And in some ways, although I know it's very hard for people who have worked passionately and very hard for many years toward something they very deeply and sincerely believe in to see this, if the Board adopts this resolution, my own personal view is that this can be looked at, if we work together, as a win-win.

And as others have indicated, as a starting point for how we move forward and not a statement that we have abandoned all the work that's gone on in the past.

This resolution is about what I think I know is deeply important to, my sense is, everyone in this room.

It's about getting real participation by broad communities, individuals, and organizations who don't come to the table at ICANN meetings.

My biggest fear is not that ICANN will have too much participation, but it will have too little.

But my litmus test of participation, as I've indicated before, is not whether or not 20, 50, 5,000, or 100,000 people vote in an election every few years, but it's in terms of the diversity of dialogue, input, communication, ideas, that can be brought into ICANN to enrich it and help it move in directions that we need to go.

As other directors have said, when I say, as I have said, and I've made no bones about it, that I feel elections, online elections, at this time are unwise, that's no means a statement forever, for all eternity.

I don't think it's the right thing now.

But even better than that, I feel very passionately that we do have to start building organizations, and I use the word plural intentionally because I greatest fear – not my greatest fear.

Gee, I'm scared of witches and god knows what else.

But my fear is that even as conceived, if we're not very careful, we will have organizations that don't reflect the richness and diversity of viewpoints that are around the world, but can get imbued in the same kind of rhetoric that we often see in the passion of people's commitment and interests.

So I just wanted you to know that although I am opposed to elections right now, I am committed to reach out and work with those of you who are, as I know you all are, sincerely interested in building the right kind of participation and involvement that will lead us forward from a position of strength to strength as we go forward into the future.

So I hope we can work together, make it a win-win situation, assuming the Board passes this resolution, and make things work in the future.

Not with the rhetoric that goes on in the newspapers with polarizing terms that are not constructive, whoever says them, but in the right kind of collaboration that can make things happen.

Vinton Cerf: Thank you.

I'll add you to the list, Sang-Hyon.

Karl Auerbach has asked to speak, so Karl, can you – if you can hear me, would you take the floor.

Karl Auerbach: Okay.

Pick up on Stuart and win-win.

This is hardly win-win.

This is win and major lose.

I lose my seat, Andy loses his seat, Ivan loses his seat, Katoh-san loses his seat, Nii loses his seat.

What does it do?

Nothing

What this resolution does very clearly, it says to the world that ICANN is not a democratic public institution but it's a paternalistic oligarchy.

We return to the day where we assume the white man's burden.

That is not an organization we should form today.

The failure of elections is not a failure of technology or procedure, it's a failure of will.

We simply have – our management has been opposing and fighting any electoral process, ever since the beginning.

We instructed our management to go and pursue, start planning for the elections.

What have they done?

I would like to hear one concrete thing they have done since we directed them in Los Angeles to do something to prepare.

All I've heard is that we have the grand reorganization plan, and one present, we see the plan for ICANN is to remove the public even further from ICANN.

And if we move the proposal further down the table today, the proposal to remove the Independent Review Panel, we can see it's even further from public participation.

And those that say we're just deferring the issue and it's going to come back and we can review it in the future, it's my prediction that if we eliminate the at large, if we eliminate true public participation in ICANN, there will not be an ICANN in 18 to 24 months.

We won't have to worry about this issue.

Vinton Cerf: Thank you, Karl.

Karl Auerbach: I think this resolution is a complete repudiation of all the promises that ICANN has been making for the last several years, and this is a resolution that should be turned down.

I was hoping it would be turned down unanimously.

Vinton Cerf: Karl, now you'll tell us how you really feel about it.

I have on the list of commentators: Linda, Ivan, (inaudible), Stuart Lynn.

I see now Rob Blokzijl also.

Linda, if you can hear us, take the floor.

Linda Wilson: I can't hear your statement just now.

Is it my turn?

Vinton Cerf: Yes, it is.

Linda Wilson: Thank you.

I think that much of what I might have said has been said, particularly by Katoh-san and Stuart.

As I read this resolution, and I unfortunately was not able to participate in discussions leading up to its particular wording, but I take very seriously the parts of it that indicate that the Board wishes to move forward with energy and enthusiasm to build a meaningful structure for informed participation by the full range.

I believe that that is true about most of the members of the Board, if not all.

And it's certainly my view.

I think the great difficulty we've had in being on the same page about what it is that is ICANN's mission has made this very difficult for us.

There have been some who want to expand the mission of ICANN, and that has been confounding in the effort to deal with the At-Large participation.

I don't think that that issue gets settled by, whether it's election or selection.

I think it is a matter of trying to find a way, as we restructure and reform, that a mission is accepted and that there is a process for modifying the mission.

I think that you cannot run a viable organization without having mission change from time to time, as the world changes.

We are trying to create an organization out of whole cloth, and that is an issue that we will have to come to over time.

But it is essential for us to wrestle that to the ground, although we will never really be able to resolve satisfactorily the issue of at large, because it is from that order primarily, I think, that we will find efforts to expand or modify the mission in ways that may not at first blush seem comfortable in terms of the basic technical coordination functions that we have.

But I am in favor of this resolution, and I come to it from now almost four years of working as an At-Large – an initial At-Large member, which was from that overall community, not from any particular vantage point.

Vinton Cerf: Thank you very much, Linda.

Ivan.

Ivan Moura Campos: Thank you, Vint.

I would like to address a point that Linda just mentioned, but it's much more important than the focus on whether or not there should be elections now or sometime.

First of all, I would like to have elections one day, and I don't think we are ready for it now.

I come from a region in the world where for too many years we had elections without participation, and there are still many, many countries in this world where elections are actually an instrument, a smoke screen, to describe themselves as democracies, which they are not, because they don't have any meaningful participation, mobilization, no knowledge at all whatsoever of what is going on.

So much more important than a mechanism which is fine, which has all sorts of merits, it can bring the common citizen – anyone, anyone  – to the Board.

It's fine.

We want that eventually, and I believe this vision can be shared by most, if not all, members of the Board.

And I am not saying – I am not saying that I don't want elections.

Do I want elections some day, but we want to deserve that.

Without meaningful participation, informed participation, elections can be a smoke screen, and this is very dangerous.

Believe me, I come from a region, we know a lot about that.

Second, what is the most important thing that I see?

It's the ICANN mission.

ICANN mission, everybody says we want it to be strictly technical.

Well, there are some exceptions.

But at the same time, there are people, as we said here, we saw her yesterday, wanted to be strictly technical.

But at the same time, maybe it should deal with my favorite issue.

For example, intellectual property, or this, or that, or, or – what was it yesterday?

It was free speech.

Okay?

Now, there are different views about that, and there are different boundaries, depending on the people you talk to, what ICANN's mission should be.

I think we should clean this up once and for all.

There is some consistency in the words of people who believe that it should be very, very, very strictly technical.

Although Vint has said again and again that – and he uses the example of inserting a new domain, the root, it's very easy, it takes about 12 seconds according to Rob.

The consequences of doing that and the question of who gets it, under which circumstances, and all the side effects of that simple, apparently simple, act are enormous, and defining the boundaries is not easy.

And maybe we should do that because for some people whose energies, good will in affecting the Internet, they should do whatever they are doing in some other organization.

ICANN is a technical organization, and as such, it is arguable whether or not it should have elections.

I believe it should, but you don't want to choose your pilot for the airplane through an election process.

If it's a technical task, you want to get the best, and elections, you don't necessarily get the best technically.

So with this, I rest my case.

Vinton Cerf: Thank you, Ivan, for that rather pungent example.

I call upon Nii Quaynor.

Nii Quaynor: My comment is about potential sensitivities around about the (inaudible) for us, where it intends to couple in a way which is, I think, too strong with product reforms that have been proposed.

I believe that the At-Large activity has been going on independently, and I prefer that it does not appear to be subsumed by the new proposal for the reform.

And therefore, I felt coming out strongly and saying that the principle  – I'm not asking for an amendment.

I just want it to be recorded, (inaudible) most effectively, developed in the context of ICANN reforms may not necessarily be the case.

It may be enhanced, but this leaves a certain impression of a much stronger coupling I think with ICANN.

Vinton Cerf: Thank you.

Sang-hyon kyong, you're next on the list.

Sang-Hyon Kyong: Yes, thank you.

As the resolution stands, I think it creates one uncertainty. Up until this time, there is – there was the possibility of having an election this year to select, elect the At-Large directors whose terms are, according to our bylaws, expiring this fall.

Now, with the wording of this particular resolution, I refer to the last "whereas" clause.

This possibility of having an election this year is virtually eliminated.

The uncertainty this particular elimination of the possibility creates is what will happen to those seats that are presently held by the At-Large directors in the event that the reform that calls for the restructuring of the Board does not take place at the time of the expiration of the terms of these people.

And that, I think, is a serious concern.

And I think the Board is well advised to make that uncertainty taken off and clarified as to the Board's will, Board's sense.

I am prepared to offer an amendment by adding another paragraph at the end of this particular resolution that might read something like, "resolved that in the event the reform being discussed or under discussion presently, which may call for restructuring of the Board does not take place before the expiration of the terms of the At-Large directors presently serving, then Board is committed to do what it can, what it should, to extend the terms of those Board members until such reform is finalized or implemented." something to that effect.

Vinton Cerf: I think that is a proposed amendment, at least in draft form.

Is there a second for that amendment?

Andy seconds that.

Is there further discussion about this particular amendment?

I'm going to start a new train of commentary for this amendment, and then we will go back to the other train of discussion.

Hans and then Stuart.

Hans Kraaijenbrink: I would like to ask Sang-Hyon where he finds the present text of the resolution in point does not cover his concerns, because it reads that there will be proposals to the Board to avoid disruption in the governance of the corporation.

And I do believe that we all together have our responsibility to the corporation to see to that. So I see no need for this amendment.

Vinton Cerf: Stuart Lynn.

Stuart Lynn: I'm very sympathetic toward what Sang-Hyon Kyong is trying to achieve, but I have two problems with the proposed amendment.

One is I don't know that there are proposals on the table that call for restructuring the Board as opposed to reforming of ICANN, which is a much larger consideration.

But more importantly, I don't know what's meant by the term "committed." the problem is this Board can't commit anything of that kind without there being a bylaw amendment which takes two-thirds of this Board to make happen with due notice to the community and so forth.

So I think we get caught in a circular problem, because whatever might be done there does require bylaw amendment.

Jonathan Cohen: Vote.

Vinton Cerf: John, did you say Linda had something to say?

John Crain: Yes, Linda would like to talk.

Linda Wilson: I'll pass.

Vinton Cerf: Please go ahead.

John Crain: She passes.

Vinton Cerf: Linda passes, and Ivan.

Ivan Moura Campos: A question for Hans.

My old Latin professor would say what (inaudible), meaning what is abundant can hurt.

And if it makes if more clear what the minutes already by themselves have already registered, then we will not let this happen that this corporation will have only nine directors, and that the at large representation in this corporation will be thrown out the window – no way.

So if we have something, because the people who are here understand this, they've seen the discussion.

We are here, and this is the Board.

I'm talking to the Board.

A Board meeting.

But for the sake of clarification, and for the outreach and for the better interaction between the Board of ICANN and its community in the world, I mean, if it clarifies, why not?

Vinton Cerf: Thank you, Ivan. For the benefit of the people who are on the telephone, to make sure they know the text of the proposed resolution, I am going to read that to them.

It reads:

"resolved that in the event that the reform under discussion presently that may call for restructuring of the Board does not take place before the expiration of the terms of the directors currently serving, then the Board is committed to do what it should to extend the terms of those directors currently serving until the reform is completed."

That is the text of the amendment.

I see Jonathan Cohen.

Jonathan Cohen: I'll just briefly say that while I agree completely with Ivan that I think it is the highest likelihood and the highest of unlikelihood, I should say, that this Board would allow this to happen, whatever people's fears are about the lack of input, I strongly oppose this amendment.

I think that it's not needed and it may – there's not been enough time to think about it.

But as I read it, I'm concerned about the implications of the amendment and how it might affect the Committee on Restructuring and how it might hamstring this Board in ways that we can't know. I just think that we – it's just unnecessary. There's no way that this Board, I think – there's any chance that this Board is going to allow nine seats to disappear, or 11 seats, and come down or to leave At-Large on the Board. But I don't think you can hamstring us now.

Vinton Cerf: If I could make one observation.

It is the case that any action of this kind will require a bylaw amendment. And there will be time to execute such a bylaw amendment at the time of the meeting in Bucharest.

By that time we have asked the Committee on Restructuring to, or we will have anyway, I anticipate that we will have with the resolution to that committee, to have their results in by that time.

Whether their results are in or not, we have an opportunity and an obligation to deal with that problem. But I think it might be advisable to do so then, at Bucharest, rather than prejudging any outcome.

But I want to assure the Board that you will not lose the opportunity to deal with the matter in a timely way, even if we delay that action until Bucharest, which is when we will – when is the earliest we could take any action anyhow because of the fact that this is a bylaws change.

Sang-Hyon Kyong: My concern is that leaving a major uncertainty built into a resolution is totally unsettling to – not only to the Board, but to the community at large.

I – my sense of this wording "committed," is just to say that the Board is committed to take such actions. If the bylaw change is needed, then a bylaw change will be attempted.

If it does not get changed by not having total consent, then it's not done.

So commitment is to do what it has to do, not achieve what cannot possibly be achieved.

Vinton Cerf: Karl has asked to speak to this question. So I call upon Karl Auerbach.

Karl Auerbach: It's pretty hard to hear you folks because you're half duplex and cutting in and out.

But I support this amendment in concept, because I don't think that any reform group, or whatever you want to call it, is going to come to any degree of closure between now and the end of the year. Just look at the problems with the irp and the historical problems we've always had with anything having to do with at large. It just takes a long time.

The second – the part I do (inaudible) with, though, is doing the right thing. You know, that's rather vague. I mean, if we're going to nail something down, we're going to have to say specifically.

So I support the amendment in concept, but I'm troubled by the actual words that are used.

And I return it to you.

Vinton Cerf: Thank you, Karl.

I don't see any other hands up to discuss this particular amendment. So I think we now can call for a vote. Whether you accept the amendment or not.

So if you vote in favor of this amendment, it will be appended to the resolution. If you vote against it, it will not.

So now I call upon those who wish to have this amendment be placed, raise your hands.

I see one, two. And I have to ask now about Karl – and – thank you, Sang-Hyon Kyong.

Karl and Linda, do you have a vote in favor?

Linda Wilson: I'm not in favor.

Karl Auerbach: And, Karl, I am in favor.

Vinton Cerf: All right. So we have three in favor.

All those who are opposed to this amendment, please raise your hand. One, two, three, four, five, six, seven, eight, nine, ten, 11, 12, and Linda is 13.

Are there abstentions?

Ivan Moura Campos: Me.

Vinton Cerf: One abstention from Ivan.

It's Ivan's turn to pretend to be someone else.

Okay. Thank you very much. We are now back to the primary discussion of the entire resolution. And for those of you who don't remember that you had your hands up, Alejandro Pisanty is the next to speak.

There will be a brief pause while Alejandro resets his brain.

Alejandro Pisanty: I have written my notes for this 20 participations ago.

I would like to come back to the discussion raised by Karl, and take up – build upon what Ivan said about the elections in countries where democracy has been developing.

I completely take Ivan's words. And without – with one more thing. In the experience of my country and several others around, there's the experience of the dominating – (inaudible) known for many of you as the PRI. One of the ways this party has seemed to win elections for decades that seem genuine, especially in the countryside, has been by sending out trucks into the smallest rural communities and bringing in voters specifically for the vote. These people have not been informed about any participation, they have not had any outreach, and they are just brought in. And whoever can increase the electorate is also increasing the votes.

This very unfairness, this very weak basis under the definition of the electorate, is one of my major, fundamental concerns about the At-Large election as proposed. And it's therefore that I think that we have to move in the way that Katoh-san has said, more informed electorate, and then devise the way to have elections.

What I am more comfortable with is knowing who is speaking. If I have an organization (inaudible), then more know more or less in a well-defined way what they stood for, what they have always stood for consistently and who their real membership is, then this Board is in a better position for dialogue.

There is a strongly catalyzed movement around the nais and so forth which is weeding out people who don't seem to have a real stake in making things work, only building up an organization for voting. This is something we will continue to observe very attentively in a way that we can enhance the participation, and see when the right moment will be for the election.

I will finish also by supporting Rob Blokzijl's comment, that as we are being (inaudible) to define our mission, I think it is also fair to finalize in terms of this mission what is at stake for the different groups that say they have (inaudible).

And I think we have – yesterday, we had a remarkable event in this room in that as soon as the discussion about At-Large democracy finished and it gave place to a discussion on some actual, real domain name policy, like how long you have to allow people to be reminded that their payment period has lapsed, immediately, the room was to a third of its capacity.

It really makes me think whether people have a real stake in this system, whether it shows – you know, I mean, you travel to Ghana. There's a show for 30 minutes on what real domain name policy is about, and you leave the room. Does that prove that you have a stake in the system or does it give room for thought that you don't?

Vinton Cerf: Thank you very much, Alex, for drawing our attention to that phenomenon.

I think many of us are familiar with it.

Stuart Lynn, you are on the list.

Stuart Lynn: Thank you, Mr. Chairman.

And, in fact, Alejandro's comment just now illustrates the point I'm going to lead to, which is to hark back not to what Karl said in the previous time he talked, but to prehistory when he spoke sometime before that.

And I think it carefully illustrated what perhaps may be the difference between Karl and myself. I think Karl – I don't think I'd be misrepresenting you, and I don't want to represent your points of view, but you passionately in all your expressions believe that the way to bring At-Large issues to the table is through online elections. And I respect the fact that you think that way.

I, obviously, think that may be one way, but that there are other ways that may be more appropriate at this time.

But I do not believe that you came to correctly when you said that the litmus test is whether you (inaudible) end or the terms continue. I think what you probably meant was the opportunity to run again for elections.

The test is not whether or not you are a member of this Board or Andy is a member of this Board or I am a member of this Board. I'm sure you would agree it's whether ICANN is doing the right thing.

But I would like to correct the record when you said that there have been no contingency planning as the Board asked. That is absolutely untrue. The Board – I have reported to every meeting of the Board on contingency planning since the Marina del Rey meeting, for At-Large elections, including the one that you were unable to attend for reasons that you mention on your web site. And that's been due to the very hard work of denise michel, who has, indeed, done the lion's share of the contingency planning to the point that were this Board to decide today to hold online elections, that could certainly happen.

And there's no question that the contingency planning is being completed. So I wouldn't want to leave any doubts in the minds of those listening to this discussion that that was not done.

Thank you very much.

Vinton Cerf: Thank you very much, Stuart. I have Rob Blokzijl on the list. Rob.

Robert Blokzijl: Let me –

Let me try and remember, because it was, I think, 45 minutes ago.

I want to remind the Board, I have a plane to catch at 10: 20 p.m. on Saturday.

(Laughter.)

Robert Blokzijl: And I do hope that between now and then we can spend some reasonable time on the real issues.

We have been dancing around with deck chairs in our arms. I have seen them coming back to the same positions at least ten times. And the boat is still sinking, unless we start focusing on the real issues.

I have completely lost what we are doing right now. Here we have a rather simple resolution in front of us. I have heard no new arguments for fundamental changes.

So I don't know the exact rules under which we are operating. I know how they are called. But nobody ever gave me a book with an explanation.

But if there is a procedure to ask for closing the discussions, let's have a vote.

: I second that.

Robert Blokzijl: I call for a vote.

Vinton Cerf: Well, I have – yes, I understand.

Karl has asked to speak one more time. He is the only other person on the list right now.

I would like to allow him that opportunity, after which I will take Rob's point, which I would like to – to characterize as Blokzijl's principle, which is, put the important stuff first. We may have spent a good deal of time on this discussion, Rob, some of which might not have been necessary.

Let me call upon Karl, and I hope then we can put this resolution to a vote.

Karl.

Karl Auerbach: Hi. I think we should discuss this for as long as we have to, because this is a major issue that's been bothering us for several years.

But jumping into my specific comment, first, with regard to Ivan's comments on technical matters, we really are not a technical organization. We are really doing policy.

Going to the airplane analogy, we aren't picking pilots, we're picking the color of the carpeting in the passenger cabin. We have done very little that's technical. And even in the technical areas, we've punted, for example, in the root server contract.

With regard to Alejandro's comment on the finding qualified voters, in the u.s., we've had a history of that. It's been one of those things where, yes, we want qualified voters. But the path is deep and dark and troublesome.

And just an example from u.s. history is after the freeing of the slaves, there were massive restrictions imposed on them. And justified in terms of making the – making sure that we had qualified voters. But those served to manage and manipulate the electorate, to manage and manipulate the outcome of the vote.

So, yes, democracy is a troublesome thing. But as has been said, it's the best system we've got. And when we start moving away from one person, one vote, start going into qualification, we are entering a very difficult area. And that's really the point of my comments here.

So back to you.

Vinton Cerf: Thank you very much, Karl. I would suggest to you that this discussion illustrates something rather important, and that is the importance of finding the right tool for solving a problem.

Much of this discussion suggests that we are trying to invent a tool which does not necessarily solve the problems facing ICANN. And I would cite comments by Ivan and by Rob Blokzijl to illustrate that.

I see no other people on the list to discuss and now call for a vote on this resolution.

If you vote "yes" for this resolution, then –

I will not repeat the text. There have been almost no amendments to the original resolution as passed – as written, except for the change to reference in the Committee on Restructuring.

If you vote "yes" for this resolution, then you will have adopted all of the statements that we have now discussed for well over an hour and a half.

So I call for this vote.

All of those directors in favor of this resolution, raise your hand.

One, two, three, four, five, six, seven, eight, nine, ten, 11, 12, 13.

I call now on Karl and Linda. What is your vote?

Karl Auerbach: I'm against it.

Linda Wilson: I favor it.

Vinton Cerf: All right. So 14 in favor.

All of those directors – all of those directors who are present, please – who vote against this resolution, please raise your hand.

Are there any directors voting against, except for Karl?

Are there any directors who wish to abstain from this resolution?

Two.

Thank you very much. The resolution passes.

Ladies and gentlemen, we have now been meeting for almost two hours. And we suggest that we can now call a break for a half an hour and return at 11:00.

(Break.)

Vinton Cerf: Ladies and gentlemen, I'd like to reconvene the Board meeting.

We now see an agenda before us, which has been sorted into – Louis?

Just double-checking to see whether this is the order – no, this is not.

Okay.

Yes, this is.

Okay.

We now see before you – gentlemen of the Board, may I call your  – Rob Blokzijl, Stuart Lynn, thank you.

Just getting your attention.

You now see behind you, or on the screens in front of you, a reorganized list of the agenda items.

This is the order in which I propose to complete the rest of our work today.

We deliberately structured this so we could make what I hope is quick progress through a few of these matters so that we can at least feel like we're making more progress at a faster pace than Mr. Blokzijl was concerned about earlier.

I wouldn't want you to miss your plane on Saturday.

So I'd like now to open for discussion.

I'm sorry.

Evolution and Reform Committee

Vinton Cerf: First I need to have a motion to table the ICANN Evolution and Reform Committee resolution.

So do I hear a motion?

: .

: so moved.

Vinton Cerf: Rob Blokzijl.

: Second.

Vinton Cerf: Hans, it seems you seconded this.

Let me ask again, for – if the audience would like me to read this, I'm prepared to do so.

I'm sorry?

You don't think it's necessary.

Karl has asked about the agenda and the order in which we're going to prosecute it.

We're going to do the ICANN Evolution and Reform Committee resolution next, Karl; then next we will approve the security committee charter, then we will discuss the LACNIC application and transition plan, then we'll go through a whole series of thank you's for all of the assistance that has been rendered to make this meeting possible, and then we will break for an hour and a half for lunch.

Then we will come back and talk about the dot org reassignment, and then we will talk about the dot pro agreement, then we will discuss the geographic and geopolitical names in dot info.

Then we will talk about the redemption grace period.

This has to do with the expiration of domain names and their placement in a stasis for a period of time before they are expired.

Then we'll talk about the independent review panel implementation, and then we'll talk about the retention of auditors for the corporation.

And finally, we'll have a brief discussion about schedule items.

So that's the order in which we're planning to process the rest of the day, and I'd like now to read the resolution for ICANN evolution and reform committee.

It reads as follows: Whereas a Committee on Restructuring, which we will call, refer to as committee in the rest of this resolution was established by the Board in resolution 01.132;

Whereas a more appropriate name for this committee would be the committee on ICANN evolution and reform; whereas the ICANN President has published a report describing the current issues facing ICANN and recommending various reforms to deal with those issues;

Whereas the ICANN staff has posted a document describing the current activities of ICANN as a contribution to the ongoing dialogue concerning ICANN's mission;

Whereas the committee is responsible for monitoring community discussion on the full range of ICANN reform topics and for evaluating and making recommendations to the Board concerning any specific proposals for reforming ICANN structures and procedures, including the President's report noted above;

Whereas it is important that steady and real progress be made toward resolving the various reform issues now under discussion in the ICANN community, and that a proposed blueprint and timetable for the implementation of any such reforms be available for Board action at its Bucharest meeting in June, and for public review and comment prior to that meeting;

Therefore, it is resolved that the name of this Board committee is changed to the committee on ICANN evolution and reform;

It is resolved that the committee is instructed to report to the Board its recommendations for a framework for the structure and functioning of a reformed ICANN, and a timetable for implementing that framework, no later than 31 May 2002, so that it can be considered by the Board at its upcoming meeting in Bucharest on 28 June 2002.

Resolved, the committee is instructed that this framework and timetable should include recommendations dealing with the following:

First and foremost, a list of essential functions of ICANN, and a proposed mission statement for ICANN;

The appropriate form of public/private partnership to ensure that ICANN decision-making takes proper account of the public interest in its activities;

Meeting full participation and input from informed Internet users participating through an At-Large mechanism as described in the resolution that we discussed this morning;

The structured participation of all stakeholders in the organization's deliberations and decision-making, and in providing input for policy that guides the decisions;

The ways the different components of any proposed structure will function together and interact;

The system of checks and balances that will ensure both the effectiveness and the openness of the organization;

The ways in and conditions under which essential components of any proposed structure that may not be able to be fully incorporated at the start of the reform process will be included when appropriate;

And a description of a proposed transition process from the current structure to any recommended new structure, including a description of how the present components of ICANN relate to the new proposed structure and the anticipated timetable for that transition.

Resolved that the Board strongly encourages comments and suggestions relating to ICANN evolution and reform from all stakeholders to the committee as soon as possible, and encourages the committee to inform the community as soon as possible of any deadlines for such input.

Resolved that the committee should consider all input from the community through the forums established by the President and other public forums, and is encouraged to consult any parties that express themselves through such forums or through correspondence directed to the committee's e-mail address, where the committee determines that it requires clarifications or further input from specific stakeholders.

Resolved that the committee should work closely with the President and staff throughout this process.

And finally, resolved that the committee is instructed to ensure that any recommendations to be considered by the Board at its meeting in Bucharest on 28 June, 2002 are posted for public review and comment no later than 31 March [sic] 2002, and there ends the reading of this particular resolution.

So now I call for any discussion that the Board members may wish to have.

Amadeu.

Amadeu Abril i Abril: There's not yet a discussion.

It's a friendly amendment.

At the very beginning when we refer to the Committee on Restructuring, now we change the name, could we simply list the names of the members?

I say that because very often I find from resolution to resolution, that makes reference to a third resolution, and I think it would increase clarity to have the names.

Vinton Cerf: I apologize, Amadeu, I was being distracted by the fact I made a mistake in my reading.

Amadeu Abril i Abril: I was simply suggesting that when we refer to a preexisting committee or restructuring and now we simply change the name, we simply add the names of this committee so it's clearer, the whole resolution.

Vinton Cerf: I think that could be considered a friendly amendment.

I don't see any objection to that.

If you will allow us to make that amendment after the meeting rather than putting it in right at this moment, that would be expeditious.

Any other comments on this resolution?

Andy.

Andy Mueller-Maguhn: I think in the second "resolved," second paragraph, the appropriate form of public/private partnership, this already is an answer to a question that is still under review.

So I would suggest to exchange the appropriate form of public/private partnership with the appropriate form of public participation in the ICANN process, because if public-private partnership is an answer, is for me an open question and not just the form that has to be here sorted out, due to this process.

You understand what I mean?

Vinton Cerf: Yes, I understand that's not an unreasonable position.

Mr. Lynn, did you follow the –

Andy Mueller-Maguhn: Should I explain?

Vinton Cerf: Let me – may I try?

To summarize what Andy was getting at, the text right now specifically assumes that a public-private partnership is the solution to the problem, and what Andy was suggesting is that an alternative expression there would simply be to say appropriate form of public participation to ensure that ICANN –

Andy Mueller-Maguhn: In the ICANN process.

Andy Mueller-Maguhn: So I'm not sure that public-private partnership is what we will –

Stuart Lynn: What's going through my mind is a different suggested wording instead.

Cut out all the first few words and say "to ensure that ICANN decision-making takes proper account of public interest in its activities."

Andy Mueller-Maguhn: That's okay for me.

Vinton Cerf: If there's no objection, I would call upon Louis to make that modification.

Louis Touton: I'm sorry, could you clarify?

Vinton Cerf: What Stuart suggests is to strike out everything  – well, Stuart, would you walk through what you had in mind.

Stuart Lynn: Just start that phrase, "(inaudible) to ensure.

Sorry, let me turn my microphone on.

Cut that out and change it to "ensuring," I think.

Vinton Cerf: To ensure that ICANN decision-making takes proper account of the public interest in its activities.

Okay.

I don't think we need to go through a formal process for approving that, if everyone is in agreement.

All right.

Karl has asked to speak, and then Helmut.

And Jonathan, did I see your hand up?

Okay.

Karl, you have the floor.

Karl Auerbach: Okay.

I think it's premature to even charter this committee to go in reform until we figure out what the scope of the organization is.

You can't take a trip until you know where you're going, and to reorganize while still figuring out what the roles are I think is wrong.

And I would suggest that we chop this resolution down to be merely to either charter a group or as a committee as a whole set down – sit down and create a better, clear definition of what our scope is.

And only after that is complete and, again, reiterate only after that is complete and we all agree upon it do we go ahead and even begin the question of restructuring.

Again, because I don't think we're going to get very far if we don't know where we're going.

Vinton Cerf: Thank you, Karl.

I have Helmut, Rob, and Katoh-san.

Helmut Schink: I would like to discuss one point.

This is the Independent Review Process.

: Mike.

Helmut Schink: Is this better?

I would like to come to the Independent Review Process.

Later this meeting, we have a discussion with the proposals of the nominations committee for the independent review panel, and that may lead to a decision to reject the proposal which is on the table due to several reasons we have to discuss later on.

I just wanted to consider whether we would like to amend the resolved, the actions to include a point that we are expecting a proposal how to proceed with the – with an Independent Review Process in the reformed structure.

Vinton Cerf: My guess is, Helmut, that the more general language in this resolution would cover almost anything, including that.

But I take your point.

Rob.

Robert Blokzijl: Coming back to Karl's remarks, as I read this proposed resolution, it has two elements.

One is figure out what ICANN is supposed to do; two, come with a proposed structure of ICANN on how to do that.

So I don't see that we are sending a Board committee into uncharted waters.

We have a very clear mandate.

Figure out what we're supposed to do and there is a draft document for that, and figure out how to do it, and there with stuart's document I see as a set of possible building blocks for a new, reformed ICANN.

Vinton Cerf: i wish we could write our resolutions in such simple terms.

I would point out, by the way, that during the course of this committee's work, it is essential that there be substantial interaction between the committee and the Board, and so as the committee tries to understand what the role of ICANN is, by the time they come to us with their report, we should all have a pretty good idea and opportunity for input as to what that role is.

Katoh-san.

Masanobu Katoh: Thank you.

My point is exactly on that point, too, and I again would like to point out the importance of this – of the function of ICANN.

And in the first point on the proposed resolution, I understand we put special emphasis on the term first and the foremost the essential function of ICANN.

I think it's very important, listening to the public comment of yesterday, many people talked about lean ICANN, thin ICANN, and I completely agree that ICANN should be very lean and that we shouldn't go through any bureaucracy or anything like that.

And for that reason, I'd like to urge the Internet community and ICANN community to focus one particular document, which is the document named what ICANN does dated on March 7th which I thought was a very good start point for discussing this issue.

Of course you can come up with many other thought, but my understanding, after reading this document quickly, is as follows:

This document tried to give us a snapshot where we are at right now and what was the original intention for the function of ICANN and the mission of ICANN.

I do not interpret that document as an extension of anything about the function of ICANN.

Rather, it is the current situation of ICANN, and what ICANN should do in ten years.

And in that sense, I think – although we have to review this very carefully, I personally have some reservation on some of the items there.

So I do urge the Internet community to give us any comments on this, you know, kind of a paper.

But when you are doing so, please give us specific comment, what ICANN should not do or what ICANN should do.

And if something is not within the scope of ICANN, just give us the suggestion who else should do that function.

And tell us who else, or that particular institution is better (inaudible) than ICANN.

I believe in ICANN in many areas, if you tell us in some functions are not better served by – better served by ICANN and somebody else can do better job, just tell us, and give us the reasons.

Thank you very much.

Vinton Cerf: Thank you, Katoh-san.

Amadeu.

Amadeu Abril i Abril: All this discussion about the mission is getting me really nervous.

Repeating not very accurate statements may create false impressions.

Come on.

We know perfectly what's ICANN's mission.

The only thing is that the way it's being stated, it's been quite vague for a long time for very good reasons.

But I don't think we should give the impression we need to figure out what we should do.

We know perfectly why ICANN was created, what are the roles we have to do, and why we use concrete languages.

Perhaps we have to define what means coordination of technical aspects and things like that, and now is the moment.

But I wouldn't want to give the impression that we are trying to look for the areas we should work on.

This is not something that the Board could do.

They will not allow us to change our mission for a good reason.

Vinton Cerf: I think, Amadeu, that we are trying hard not to let the mission get any bigger than it already is.

And in fact the list of –

Amadeu Abril i Abril: Or any smaller.

Vinton Cerf: The list of things that ICANN does might lead some people to suggest we don't have to do all of those things.

So the exercise is absolutely essential, in my opinion.

Are there any other comments about this resolution before we take action upon it?

Okay, Karl would like to speak to this.

Karl, before you start, if you want to make a specific proposal for modifying this resolution, try to be precise and then we can discuss that as an amendment.

Karl Auerbach: That's exactly what I was going to do.

I have a proposed amendment and let me read it to you slowly.

Let me first describe it to you.

It's based on my concern that we get the cart in front of the horse.

And the amendment is the committee shall not begin to consider issues of reform until such time as they have prepared a written statement of essential function and have obtained comment from the public and the Board, period.

Vinton Cerf: Okay.

Now, let's first find out whether there is any second for that particular amendment.

Helmut Schink seconds.

Now there is discussion.

Rob Blokzijl.

Robert Blokzijl: I don't have an understanding because that's what I read in this proposed text of the motion, of the resolution.

First I have a document describing in great detail what ICANN is supposed to do, and then go for the right structure to do it.

So I really don't see the need for this kind of addition.

Vinton Cerf: Andy and then Stuart.

Andy Mueller-Maguhn: I can understand what Karl is asking here for because even if I agree that ICANN is a dynamic process acting in a dynamic field, the job for reform committee, we need to know where we want to go and then how to get there.

And I was also especially unhappy with some parts of stuart's proposal because it showed me that he might have complete different ideas on where ICANN should go to next to the question on how to get there.

So I think it would be helpful for the Board to get an agreement on mission statement first, and then to sort out on how to get there.

So that's why I support Karl's thing here.

Vinton Cerf: Stuart and then Hans.

Stuart Lynn: Yeah, I think Karl is trying to achieve, as Rob indicated, what's already in the mission statement.

I just don't quite understand how you can tell a group of individuals not to discuss something.

It's just not realistic.

People are going to discuss things.

You can't tell them not to discuss things.

I think the thing that's clear from the present amendment is the Board wants to consider, first of all, the mission, and obviously there's a lot of process that goes to that, and is not going to approve anything from the committee without a mission being in place.

It's just not realistic to talk about a committee not being able to discuss something, because what are we going to do?

Put policemen in the room and saying, "hey, you just discussed something!"

Vinton Cerf: If I could suggest that – that the way this may turn out, of course, is that when the committee comes to us, it will come to us with its description of the mission statement. I hope we will all have been participant in helping to form that. But when we get to Bucharest, if we don't get to the mission statement, we may never get to a discussion of the other activity.

That shouldn't stop the committee from trying its best to say how it would go about implementing its recommendations.

Hans – yes, Hans and Helmut, did you have your hand – no. Okay. So Hans, then Karl again, and Ivan.

Hans Kraaijenbrink: Thank you, Vint.

I fail to understand what Karl wishes to accomplish by this amendment. And I see and urge that the Board moves fast to resolve a number of issues before the end of the general meeting. And I see no clear indication that the mission of ICANN has been changed since its inception.

I see as the most important point of the – published the list of tasks, not the mission statement, but the list of tasks. And I do believe that on that, we should have the continued (inaudible). But to split the process, as I can only understand by Karl's amendment, would be very detrimental for the task we have at hand.

Thank you, Vint.

Vinton Cerf: Thank you, Hans.

Karl, you now have the floor. .

: Are we cut off?

: We seem to be.

Karl Auerbach: Sounded like we were cut off.

Anyway, since I'm on the speaker, a couple of points. First, about – as if our mission hadn't changed, we've never had a concrete statement of our mission. So we can't say it hasn't changed because it's never been cast in concrete.

Also, Rob says that my amendment is implicit, yet Stuart says it's impossible. And those are mutually contradictory positions. We can't have both of them.

So what I'm saying is my amendment clarifies the situation.

The goal that I am trying to achieve here is to avoid creeping fait accompli. I don't want us to waste time and money on reform structures that we aren't going to do. I think it's important for us to know where we are going before we start going there.

Vinton Cerf: I would point out, of course, that we won't go anyplace with regard to the reforms until the Board has discussed that and agreed to and possibly amended the output of the committee.

Ivan.

Ivan Moura Campos: Just making an appeal to Karl to think that if he attempts to serialize these discussions, the net result will be to delay the whole process. And I don't think we want that.

I believe that – I know as a fact that he has created startup companies, and most, if not all of us, have participated in some way in the strategic planning. It's hard to remember one time that we were discussing mission statement without discussing the consequences of that mission statement. It's just impossible not to conceive of that.

Let's do it in parallel. I mean, it's impossible to serialize the way people think. It's human nature.

The Board will have to approve one thing and then the other, or both at the same time, whatever. It doesn't matter. We cannot tell people how to think.

Vinton Cerf: All right. Stuart is the last person on my list.

Stuart.

Stuart Lynn: Yeah. Thank you. I was just trying to – just trying to validate my statement. If Karl goes to the home page of ICANN, he can find a current statement of the mission on the next page down to someplace. First page, you can go to the mission statement.

Now, whether everyone interprets the mission the same way is another question. But it is clearly stated.

Now, the main thing I want to talk about is serial versus parallel.

Let us suppose, for argument's sake, that Alex's committee came back with a mission statement that says "we're going to go to Mars. Our mission is to go to Mars next week."

Vint would love that. Some of you may like us to go to Mars. I understand that.

But it's a nonfeasible mission.

One of the reasons for doing some of these things in parallel is called feasibility, realistic missions. And that's an exercise that anybody who's ever been through mission strategic planning does at the same time.

This attempt to serialize things is just what I'm talking about in that paper. It's an attempt to put process ahead of substance. And let's realize that.

Vinton Cerf: Thank you, Stuart.

I think that I would like to call for a vote on the proposed amendment, if we can have the text –

All right. Karl wants to speak one more time.

Karl, you have the floor.

Karl Auerbach: I'm breaking up here. Can you hear me?

Vinton Cerf: Yes.

Karl Auerbach: Okay. I am very bothered by this arbitrary distinction. Process is extremely important.

The reason ICANN is in such serious trouble today is we've put off process. Our mission is to bring public participation. Our mission is to have good processes.

Trying to dismiss something because it's a mere process is sophistry and nothing more.

We have to have good processes. It is going to be a waste of time and effort to have fait accompli. We have that in Stuart's plan. We've seen the first steps of that, the eradication of the at large, which is in Stuart's plan, and the eradication of the IRP, which is part of Stuart's plan. I do not like that creeping fait accompli. The purpose of this amendment is to prevent that kind of situation from arising.

Serialization is good. Going slow is good. Knowing where we are going is an important part of this organization. And we don't know where we're going.

Vinton Cerf: I have Jonathan.

Jonathan Cohen: With respect, Mr. Chairperson, I believe we're now getting circular and polarized. And I therefore recommend we call for a vote.

(Applause.)

Vinton Cerf: Thank you.

The chair recognizes the call for the vote.

If you vote in favor of this amendment, then this text that you see before you will be included in the resolution. The committee shall not begin to consider issues of reform until such time as they have prepared a written statement and obtained comment from the public and the Board.

All those in favor of this amendment, please raise your hand.

I see one, two, three. And I assume Karl will vote for.

Linda, if you're still with us, do you have a vote on this?

Linda Wilson: I'm sorry. I've lost what it is you're voting on.

Vinton Cerf: We're voting on an amendment –

: Going to Mars.

Linda Wilson: On Karl's amendment?

I am not in favor.

Vinton Cerf: Thank you.

All those against the amendment, please raise your hand.

One, two, three, four, five, six, seven, eight, nine, ten, 11, 12, 13.

The amendment is not passed.

Now we come back to the original resolution.

If there is no further discussion of this resolution, we could be in a position to vote on it.

I don't see any request to discuss further.

A "yes" vote on this resolution will incorporate into our record the resolution as it was read.

All those in favor of this resolution, please raise your hand.

One, two, three, four, five, six, seven, eight, nine, ten, 11, 12, 13.

Karl and Linda, what do you say?

Linda Wilson: I'm in favor.

Karl Auerbach: And I'm opposed.

Vinton Cerf: And we've now – are there any other opposed?

Are there any abstentions?

One abstention, from Andy.

The resolution passes.

Security Committee Charter

Vinton Cerf: The next item on the agenda I hope will not be too controversial. It is to approve the charter of the Security Committee.

If we could have that up on the screen, please.

All right. The Security Committee Charter resolution reads as follows:

Whereas, in resolution 01.117 the Board directed the President to appoint a President's standing committee on the security and stability of the Internet's naming and address allocation systems ("Security Committee") and to develop a proposed charter in collaboration with the President's standing committee and submit it to the Board for its approval;

Whereas, Dr. Stephen Crocker has been appointed as the chair of the Security Committee and the President is near finalizing the membership of the committee;

Whereas, the President has, in consultation with the present members of the Security Committee developed a charter, which has been presented to the Board;

Whereas, the Board has reviewed the charter and concludes that it states an appropriate scope and mission for the committee;

Resolved that the Security Committee charter is approved as submitted.

That is the text of this resolution. We have discussed in the past the charter of the Security Committee.

Do I have a motion to put this resolution on the table?

Stuart Lynn: So moved.

Vinton Cerf: The President moves. Is there a second?

Rob Blokzijl seconds.

Is there any discussion of this resolution?

Helmut and then Amadeu.

Helmut Schink: Could you give us directions where to find the charter.

Vinton Cerf: I beg your pardon?

Helmut Schink: Could you give us directions where we can find the charter? Because it's not in the resolution.

Stuart Lynn: It's been posted on the web for a couple of weeks now. (inaudible).

Vinton Cerf: We're going to pull that up.

It was posted on the 7th of March.

There we are. It's now on the screen.

I am not going to read that. I assume you can see that.

Amadeu, you had your hand up.

Amadeu Abril i Abril: It was a point of information, a question for the President.

The resolution says that the membership is nearly finalized.

Do we have any, you know, educated guess about more or less which framework of time you intend to announce the composition?

Stuart Lynn: Yes.

Very soon.

If you will recall, the discussion behind the original resolution was that this be brought to the Board from conversion from a standing committee into an advisory committee of the Board. I intend to bring that resolution to the Board at this next meeting. And that will include approving the membership at the same time. It's appropriate to do it in this order.

Let me give a comment, is that the membership is about 20 distinguished individuals with good both geographic diversity and functional diversity across the range of functions that will be – (inaudible) in this resolution.

Vinton Cerf: I would assume we can make the transition from the President's Committee to the Committee of a Board at a telephone meeting as opposed to waiting until Bucharest.

Are there any other comments on this resolution?

I would like to call now for a vote.

If you vote in favor of this resolution, you will be creating a Security Committee reporting to the President.

All those in favor of this, please raise your hand.

One, two, three, four, five, six, seven, eight, nine, ten, 11, 12, 13, 14, 15.

Unanimous here in Accra.

Linda and Karl, how do you vote?

Linda Wilson: In favor.

Karl Auerbach: And I'm opposed.

Vinton Cerf: I beg your pardon?

Louis Touton: Opposed.

Vinton Cerf: Karl is opposed.

The resolution passes.

LACNIC Application and Transition Plan

Vinton Cerf: It now gives me great pleasure to introduce another very important resolution. And I would call upon – this is the LACNIC application and transition plan.

And I call upon director Ivan Campos to put this resolution on the table.

Ivan Moura Campos: Okay. LACNIC Application and Transition Plan.

Whereas the President has adopted a set of procedures and standards for the receipt and evaluation of applications for recognition as a regional Internet registry (RIR), as authorized by the Board in resolution 01.68;

Whereas an application for recognition, together with a detailed transition plan – including draft bylaws, policies, funding model, and staff resumes – have been submitted to ICANN by the LACNIC organization;

Whereas the President has conducted a preliminary evaluation and concluded that the application and transition plan constitute a reasonable basis for eventual recognition, while noting that some adjustments will be necessary;

Whereas APNIC, ARIN, and the RIPE NCC have communicated a joint statement praising the excellent work of the LACNIC organization, noting the close cooperation between ARIN and LACNIC, and recommending a favorable response to the application by recognizing LACNIC's accomplishments thus far and according an interim status to LACNIC;

It is:

Resolved that the Board gives its provisional approval to the LACNIC application for recognition and transition plan, with the expectation that the transition plan will be completed and a final application for recognition will be submitted; and

Resolved that the President is directed to continue working closely with LACNIC and ARIN to assist in a smooth transition and the preparation of a revised application for full recognition of LACNIC in conformance with the criteria set forth in ICP-2 and the ASO Memorandum of Understanding.

Vinton Cerf: Is there a second for this?

Alejandro – I see – the minutes will show that all Board members seconded this resolution.

: Is there a third?

Vinton Cerf: Well, I have Alejandro and then Rob.

Robert Blokzijl: I have no remarks on the text of the resolution. I just want to say that I am very pleased that we have arrived at the state that we are in now. And last year, after Montevideo, I had the pleasure of visiting the BrazilNIC, and I was deeply impressed by the technical competence of the people there. And I wish you all the best in your operations.

Vinton Cerf: Alejandro.

Alejandro Pisanty: I have two points. One of them is in the way of disclosure about possible conflict of interest.

I am not a part of the LACNIC Board or its operations. I am privy to their discussion electronically and otherwise.

I think there's a very admiral effort, you have achieved great landmarks.

I am a little bit troubled, second point, by the way conditional approval reads itself like a heavy yoke on the neck of LACNIC. And if the wording would be moved into the interim stage approval with the conditional behind the approval instead of in front, something like that – or provisional, something that was – read as less – as a  – as a yoke and more (inaudible) – yoke, y-o-k-e –

Vinton Cerf: Yes, not j-o-k-e.

Robert Blokzijl: Can I remark?

Vinton Cerf: Yes, please.

Robert Blokzijl: I think the conditional status should be interpreted as helping LACNIC in convincing their potential members and customers to switch over from, in this case, ARIN services to the new LACNIC services.

I don't see it as yet another examination they will have to pass. I have full confidence that they will deliver excellent services. But it doesn't help them if we are the only one who has full confidence.

And, at the end of the day, it's their customers who are today most of them ARIN customers, they should get the full confidence to switch over to this new organization. And I think we should see the conditional in that framework.

Vinton Cerf: Stuart.

Stuart Lynn: Yes. I think one of the things that's incredibly impressive here is the collaboration between LACNIC and ARIN in terms of ensuring a smooth transition and how well they've worked together. We saw that yesterday in the presentation.

I think I heard Alejandro make a suggestion, if I understood it correctly, right, that we say that the Board gives its approval conditional to, so as it sounds less onerous. I'm comfortable with that if everyone else is comfortable with that.

Vinton Cerf: I think that's a friendly amendment. And I don't see any objections either from Alejandro or anyone else. So I recommend that we make that modification.

So the resolution would read "resolved that the Board gives its approval conditioned to the LACNIC – conditioned on the LACNIC application."

: Conditional to.

Vinton Cerf: Conditional – the English is – conditioned on is probably better grammar. On the LACNIC application, et cetera, which has not yet transpired.

All right. Are there any other comments on this resolution?

Nii Quaynor.

Nii Quaynor: Yes. I would just like to comment that from AfriNIC's perspective, we are very excited about this, we are excited to see LACNIC moving forward. We feel encouraged, so we will work hard, and soon enough, join our friends.

Vinton Cerf: Okay. So we now have a problem with the wording. The problem is that the application has already been submitted and recognized. So we don't – so this is actually making more uncertainty than we had before.

Andrew, do you have a suggestion for amending this?

Andrew McLaughlin: just to note for Alejandro, we've talked over this terminology among the RIRs and with LACNIC. And we struggled with it. Our initial idea was provisional recognition. But it turns out under the ASO MOU that if you use the word "recognition" it's basically the end of the game. So we said, okay, we'll use "approval" and "conditional approval" just simply implies that you're approving what's on the table. It still has to be finished.

So we can maybe rearchitect this language. But this is something we puzzled over and tried to come up with a nice compromise language.

Stuart Lynn: The language as suggested doesn't make grammatical sense. And I apologize.

Vinton Cerf: So I would like to suggest either that we go back to the original language or make one other suggestion to you –

: Yeah, let's go back.

Vinton Cerf: Provisional approval rather than – just go back.

: Yeah.

Vinton Cerf: Okay.

Mr. Pisanty, is this acceptable?

: Provisional is fine.

Vinton Cerf: All right. I don't see any other hands up.

So – oh, it now reads "provisional."

Is everyone happy with that?

: Yeah.

Vinton Cerf: All right. Let's leave it that way.

All right. I think we're ready to vote on this. We have been for a long time, I think.

All those in favor of this resolution, please raise your hand.

One, two, three, four, five, six, seven, eight, nine, ten, 11, 12, 13, 14.

Linda and Karl?

Linda Wilson: I'm in favor.

Karl Auerbach: Yeah, and I'm abstaining, because I don't  – I can't make an informed decision on it.

Vinton Cerf: I take that as a "yes."

Are there any –

Stuart Lynn: No, he said he's going to abstain.

Vinton Cerf: Oh, I got more than – well, I try to be creative about this.

Would you like to do this one more time? All those in favor of this resolution, gentlemen, gentlemen, we're recounting because I messed up. All those in favor, raise your hand.

One, two, three, four – 13. I'm sorry. I missed – yes, 14, 15.

All those opposed?

All those abstentions?

Two.

Karl Auerbach: Yeah, I'm abstaining.

Ivan Moura Campos: He is also abstaining. Karl is saying he is abstaining.

Vinton Cerf: I'm sorry. Three abstentions. Right, 14-0-3.

All right. Thank you all very much.

(applause.)

Vinton Cerf: I think if the LACNIC folks have to work as hard as we do to get any resolution passed, then their job will be spectacularly good.

Response to United Nations Secretary General Kofi Annan

Vinton Cerf: I have now something pleasant and easy to do before lunch. And then we'll break.

We have a number of Thank Yous that I would like to put on the table. But I would like to ask Nii Quaynor to place on the table a response to United Nations secretary general Kofi Annan. Do you have that resolution before you? Let me invite you to put that resolution on the table.

Nii Quaynor: Response to United Nations secretary general Kofi Annan.

Whereas, the ICANN Board has received, with gratitude, the kind and encouraging wishes of Secretary General Kofi Annan;

Whereas, the Board notes with particular pleasure the receipt of the Secretary General's communication while the Board was meeting in Accra, Ghana;

Whereas, the Board is in agreement with the Secretary General as to the importance of Information and Communications Technology (ICT) in world social and economic affairs, including the Internet;

Now therefore it is resolved that the ICANN Board expresses its deep appreciation to Secretary General Annan and accepts his invitation to participate in the activities of the Secretary General's ICT initiative; and

It is further resolved that the Chairman of the Board of ICANN will undertake to liaise with the appropriate activities and persons engaged in UN ICT work, keeping alert, always, for opportunities for mutually beneficial work between ICANN and the UN and its various subsidiary organizations.

Vinton Cerf: Is there a second?

Alejandro seconds.

The chair wants to make two comments about this particular resolution.

You may wonder about the nom –? My nomination to serve as the liaison.

I am already on the committee that Secretary General Annan has created. And I thought that would be the most efficient way to proceed. But I am perfectly prepared to have the Board recommend otherwise.

Stuart.

Stuart Lynn: Can I propose a friendly amendment, which is a further resolved to request that Director Quaynor be asked to convey this resolution to the Secretary General?

Vinton Cerf: I consider that a friendly amendment.

Sang-Hyon Kyong: Second.

: Second.

: Third.

Vinton Cerf: You don't – we don't even need to vote on that.

All right, if there are no other comments on this – oh, by the way, for those of you who are not aware, Secretary General Annan comes from Ghana.

All right. So let's now vote on this resolution.

All those in favor, please raise your hand.

Mr. Lynn, are you in favor of this?

I think – I see no hands down. So this was unanimous here.

Linda and Karl, how do you vote?

Linda Wilson: In favor.

Karl Auerbach: And very much in favor.

Vinton Cerf: Thank you Karl. Thank you, Linda.

Thanks for Organization and Facilitation of Meeting

Vinton Cerf: The next resolution is rather lengthy, but I would like to put it on the table.

In fact, Stuart, are you available?

Stuart, would you like to put this thank you?

Stuart Lynn: I'd very much like to put it in here.

I'm just hoping there isn't a name missing.

Vinton Cerf: There may always be one, but this is the resolution that's labeled "thanks, et cetera."

There is a considerable amount of "et cetera" in this resolution.

(Laughter).

Stuart Lynn: Is there a way that I could put this resolution on the table with allowing the staff to add an extra name or two if we find a –

Vinton Cerf: Yes.

Stuart Lynn: It's a tremendous pleasure to put this resolution before the Board, as I think it conveys the sentiments of everybody, not just the Board.

Everybody who has attended this conference, so I move the resolution.

Vinton Cerf: Is there a second?

Alejandro seconds, and Rob Blokzijl thirds and so on.

Yes, Alejandro.

Alejandro Pisanty: Some time ago I was precluded by law, for things happen in Mexico, to attend the meetings of the ICANN Board on two occasions, and I would like to underline my appreciation for the arrangements that have been made today for Karl and Linda to participate, and to further note the time zone difference and commend their heroic effort in participating.

They're getting the pocket version of jet lag

(Laughter).

Vinton Cerf: Jonathan.

Jonathan Cohen: Just a brief note.

As Chairman of the Meetings Committee, on behalf of that committee, I think I should too express my deep appreciation to Nii, to the people of Ghana, the organizers and to our staff, because this was really the first meeting on our watch, and it's turned out better than we could have hoped.

Thank you all very much.

Vinton Cerf: I have the feeling there will be no problem passing this resolution.

I'm going to ask one other thing before we complete this resolution, and Jonathan, let me ask you to do something for me.

I want to be able to recognize Nii's contribution in particular.

This is a small token which I would like you to present to him.

Jonathan Cohen: My pleasure.

Vinton Cerf: In thanks for all of the time and effort that he's been....

(Applause.)

(Standing ovation.)

(Applause.)

Vinton Cerf: In case Nii is wondering, there is no notation on that object d' art, there will be one, we will send you to affix it later.

Ladies and gentlemen, I think it's come to the point where we can vote on this resolution, so I ask all in favor to raise your hands.

Is there any objection to this proposal?

Linda and Karl, how do you vote?

Linda Wilson: In favor, enthusiastic.

Karl Auerbach: I agree with that, in favor.

Vinton Cerf: Is there any abstention?

One abstention.

I think, Nii, I almost don't want you to abstain.

I think you should vote in favor of thanking all of the other people who participated in this, but your vote is your vote.

Thank you.

The amendment – the resolution passes.

Thanks to Paul Twomey and the Australian Government

We have just two more of these to do before lunch.

I would like to introduce a resolution with reference to Paul Twomey and the Australian government.

The resolution reads:

Whereas, Dr. Paul Twomey has served ICANN, its Government Advisory Committee (GAC), and the Internet Community with skill, wisdom, and panache as Chairman since February 1999;

Whereas, the Government of Australia has generously provided secretariat services to the GAC for the same period of time,

Whereas, Dr. Twomey has announced his intention to step down from his GAC position and its chairmanship at the close of the October 2002 meeting in Shanghai; and

Whereas, the Government of Australia has announced that it would end its operation of the GAC secretariat at the close of the June 2002 meeting in Bucharest;

Now therefore resolved that the ICANN Board expresses its deep appreciation to Paul Twomey and the Australian Goverment for their long-standing support and leadership in connection with ICANN's mission. The Board wishes Dr. Twomey all possible success in his future work and expresses the hope that his knowledge and perspective will continue to be available to ICANN in the future.

I need to have a second – I put that on the table.

Is there a second?

I see one from Rob.

Yes.

Andy Mueller-Maguhn: To be honest, I'm not sure the ICANN Board is the right thing to make this kind of statement, because the GAC is a non-transparent thing, and so I – I mean, I know Paul Twomey, of course, from his reports to the Board, but everything else should be judged by the GAC and not by us.

The GAC is not transparent, not even for Board members.

I think I have to at least abstain from this.

I think it's a hard thing to make a statement on which I don't know.

Vinton Cerf: You're free to vote against this resolution if you wish to.

Andy Mueller-Maguhn: Not against.

I just think it's a stretch.

Vinton Cerf: Are there any other comments on this resolution?

Rob Blokzijl.

Robert Blokzijl: Maybe it could be in the form of an acclamation.

Vinton Cerf: Is that acceptable to the Board?

Linda and Karl?

Linda Wilson: Yes.

Vinton Cerf: Thank you.

The final resolution before lunch – I'm sorry?

(Applause.)

Thanks to Agence de la Francophonie

Vinton Cerf: The final thank you for the day is the resolution to thank Agence de la Francophonie.

Whereas, the ICANN meetings in Accra have been greatly enriched by the availability of simultaneous English-French and French-English translation, supported by the Agence de la Francophonie;

Whereas, this valuable translation initiative has been led by Pierre Ouedraogo, without whose energy and commitment it would not have been possible;

It is:

Resolved that the ICANN Board expresses its sincere thanks and appreciation to the Agence de la Francophonie and to Pierre Ouedraogo, whose efforts have helped the ICANN community better fulfill its mandate to enable global participation in our dialogues.

(Applause.)

Vinton Cerf: After we now claim this thing, I need a second, and I see Jonathan has seconded.

Obviously the Board and everyone in this room would like to go and have some lunch, so I suggest we adjourn until 1:30 when we will reconvene here in this room.

(Lunch break)