[INSTRUCTION: A Sponsoring Organization's Proposal is
to be submitted only as part of applications for sponsored TLDs. It should not
be included with applications for unsponsored TLDs. It should be prepared and
submitted by either the sponsoring organization or, where the sponsoring
organization has not yet been formed, by organization(s) or person(s) proposing
to form the sponsoring organization.
Sponsored TLDs will involve a more complex contractual
structure. Applicants are urged to evaluate carefully whether to seek a
sponsored or unsponsored TLD.
Please place the legend "CONFIDENTIAL" on
any part of the Sponsoring Organization's Proposal that you have listed in item
F3.1 of your
Statement of Requested Confidential Treatment of Materials Submitted.
The Sponsoring Organization's Proposal should be
separately bound and labeled: "Sponsoring Organization's Proposal"
and should cover Sections I, II, and III below. This
page, signed on behalf of the applicant(s), should be included in the
Sponsoring Organization's Proposal.]
I.
SPONSORING
ORGANIZATION STRUCTURE
The Monaco Banking Association (AMB) is
proposing to form the sponsoring organization.
It was therefore felt that a brief presentation of the
Association, its role and functions, would be useful background for ICANN.
The Monaco Banking Association (AMB) is a private and
non-profit legal entity, fully incorporated in the Principality of Monaco and
whose statutes or bylaws have been formally approved by the Government of
Monaco.
It has been in existence for over 50 years and is the
only professional and representative organization for bank and finance
activities. (See the bylaws attached in appendix C01)
The Board of the Banking Association is
currently composed of 8 members including its President (See list attached in
appendix C02).
All members are chief executives in their respective
banking institutions in Monaco and serve one year renewable terms for this non
paid activity. They represent a wide cross section of senior executives having
had a distinguished career in some of the most reputable international banks.
The President of the Association, Etienne Franzi, a
Monegasque citizen and former member of the Principality’s government in the Principally,
is Managing Director of Compagnie Monegasque de Banque, one of the Monaco’s
leading private banks. in the principality.
He is assisted full time in the management of the
Association by a senior Bbanker, Mr. Alain Sauzier, formerly Managing
Director of Société Générale in Monaco (general delegate).
The members of the Board share different
responsibilities in respect to the business, i.e. banking regulations,
admission of new members,social employment matters, development of Monaco as
a financial center, ethical and code of conduct compliance matters issues.
In Monaco The AMB supervises 45 banks
and 24 financial institutions in Monaco, including some representative
offices from foreign banks.
By convention, Monaco has signed special entered into
specific banking and financial agreements with France and as such it
certain of the
Principality’s banking oversight responsibilities are sharedshares
with that neighboring country. some banking
oversight responsibilities. This is reflected in the fact that the
Bank of France (equivalent to the Federal Reserve) and the French Banking
Commission regulate bank ratios, equity requirements and participate in the
granting of new bank licenses in Monaco.
Coupled with Together with
numerous the regulatory controls
exerted by the Monegasque authorities, this ranks Monaco at the highest
European level in terms of safety for the investor.
As one might anticipate, the law
applied in Monaco is not the English common law but rather a system very close
to the law prevailing in France and continental Europe generally.
The mission and functions of the organization are
specifically spelled out in the bylaws although the list is not limitative.
For instance the crucial issue of money
laundering is a top priority for the association in close cooperation with the
Government. Enforcing a code of conduct among banks and promoting ethical
values also rank high.
The allentire
financial community is served by the association,. All authorized
financial operators (banks, brokerage houses and fund management companies)
therefore contributes to its operating budget and elects
every year a new Board reporting to the General Assembly made up of all the
members.
The limited size of the country and a membership of
some 70 members entities
facilitates communication and ensures that the community to be served can be
heard and is fully
associated to all projects.
The present application for a registry would create
substantial added value to the many efforts conducted by the Government and the
Association to foster the growing recognition of Monaco as a strong European
Financial Center
C1. Please submit a comprehensive description of the
structure and nature of the sponsoring organization and the manner in which
that organization will conduct its operations, including policy-formulation
activities. We strongly recommend retaining professional legal assistance to
aid in the formulation of your Sponsoring Organization's Proposal and
accompanying documents.
The following documents should be attached to the
description:
·
articles of incorporation, association, etc.;
·
Bylaws or any similar organizational document;
·
List of persons presently on the supervising Board of the organization
(or to be initially on the Board); and
·
Their resumes.
·
The name of the sponsoring organization will be:
Financial
Internet Domain Association (FIDA)
The draft of the bylaws of this Association is
attached in Appendix C1.
To the extent applicable and not clear from the
attached documents, the description should address the following topics in
detail.
C2. Organization
Information. Principal location, legal status of the organization, laws
under which it is organized, type of organization (for profit, non-profit,
corporation, association, etc.).
The SO will be organized under the laws of the
Principality of Monaco, and specifically Law n. 1072 of 27 June 1984 (“Law
1072” or the “Law”).
Law 1072 regulates entities created for not-for-profit
purposes all which, if created by non-Monaco nationals require the
authorization of the government.
A number of other international
associations have been authorized under this status and are headquartered in
Monaco. Among these are: A.G.F.I.S., (General Association of International
Sports Federations); A.M.A.D.E. Mondial (I do not know what
AMADE stands for Association Monégasque d’Aide et Defence de
l’Enfance); the International Amateur Athletics Federation; Pacific Asia
Travel Association; Sportel Organisation; the International Hydrographic
Bureau.
The principal location will be Monaco.
C3. Organization
Structure. Size of organization, number of officers, directors and
advisors, roles/duties of directors and officers and other staff, supporting
and/or contributing organizations, affiliates, membership.
A board of 11 members.
For a 2-year interim period, the members
will be selected by AMB and internationally recognized personalities of the
financial world after according to rules such as:
-
Each continent shall be represented
-
Members shall be appointed
as follows: 2 members among from the banking community, 2 members amongfrom the i insurance
community; 2 brokers, 2 financial product distributors and 3 persons belonging
to world financial institutions…
-
The Chairman shall be elected
by members of the board.
-
Dot finance registrants
will be automatically members of the sponsoring organization
At the end of the interim period, the
bylaws of the sponsoring organization designed by the interim Board and its
lawyers will have to be approved by the dot finance registrants and new members
of the Board will be elected by the dot finance registrants.
The Board will be assisted by a general
manager and an assistant.
C4. Organization
Purpose. Functions and mission of the organization, definition of community
to be served (if any), method of ensuring operation in the interest of the
stakeholders of the community to be served and the Internet at large.
The
proposed statutes state the objectives of the Association as follows: “To
promote the interests of the international financial community by supporting
and regulating the activities of the Internet domain “FINANCE” attributed by
ICANN which domain is dedicated to the members of the financial community” (see
appendix C1 article 2).
C5. Appropriateness
of Community. If the organization is intended to serve or represent a
particular community, define the community and explain why that definition fits
the TLD proposal.
The goal of the proposal is to make
available to the financial community a new top level domain exclusively
dedicated to the corporations and the professionals operating in the finance
sector.
The evolution of this sector through the
past years has been marked by the interpenetration of formerly very distinct
activities such as commercial banking, investment banking, insurance, asset
management.
The corporations and the finance professionals of the finance
using dot fin will make their businesses more readily accessible to other
corporations and individuals.
Being a restricted name domain, their
domain name will act as a much more accurate identifyer/qualifier of their
business activities.
C6. Representation.
Manner in which the organization will represent and take input from community
to be served, the categories of stakeholder to be included in the organization.
During the interim period, the composition
of the SO Board will ensure that all segments of the financial sector are
represented. Active contacts will be established with national and
international professional organizations in order to design the final bylaws
and rules that can be acceptable for a majority of them.
Registrants are members as of right of the
Association for so long as theretheir domain name registration is active, is
renewed, and that the person or entity involved does not cease its activity or
is removed from the Association.
Honorary Members as well as Benefactors may
be named. A Founding
member will be the Association Monégasque des Banques.
The Board will have the power specifically
to establish the regulations applicable to the commercial companies that will
be the registrars, as well as to the persons or entities registering domain
names.
The Statutes at Article 8, alinea 3,
provide that the first board will be appointed for a two-year period by the
Founding Members.
C7. Openness
and Transparency. Measures taken to promote openness and transparency,
access to information, web site use, public posting of information, meeting
minutes, notice and comment provisions.
The Statutes
provide that Board Minutes and Annual accounts must be posted on the Internet
site, and that the Board may electronically request input or a vote from the
membership outside of the general Assemblies.
Forums and electronic votes will be
regularly organised to have an input from the users on particular issues.
C8. Initial
Directors and Staff. The identity and qualifications of the initial
directors and staff.
Initial directors will be appointed by the Board
and the staff will be appointed from the initial directors.
It is premature to disclose the name of the
persons that have been contacted with a view to join the SO.
C9. Selection
of Directors, Officers, Members, Staff, etc. Eligibility, method of selection,
term of service, compensation, liability, conflicts of interest, resignation,
removal, vacancies.
The Directors
are selected by the General Assembly (after the second year). They serve for
three years and may be re-elected. After the second year from the establishment
of the Association, one-third the directors will be re-elected.
Board Members can be removed at the end of
the term by the General Assembly, or at any time through a special meeting of
the General Assembly.
At Article 11 it is provided that the Board
may delegate its Powers to its members or to third parties, and may hire
staff. The staff members will be
salaried employees.
Directors and Officers will have be covered by
an insurance. As to conflicts of interest, we will include a statement
that Board Members would be exceptedexpected not to participate in
any decisions in which they may have a conflict of interest.
C10. Policy-Making
Procedure. Provide a detailed description of the process for formulating
policies for the TLD, including a detailed description of the requirements for
adoption of different types of policy.
The Board can
establish policy and it may consult with the membership.
Important board decisions proposals
will be posted on the web for a period of 4 weeks prior to a Board
vote. Comments will be discussed and considered by the board in making
their final decision.
C11. Meetings
and Communication. Frequency of meetings, location of meetings, provisions
for telephone meetings, other methods of communication, generation of minutes
for meetings.
The General
Assembly must meet at least once a year. The Board meets as often as necessary.
Both the Board and General Assembly may allow participation and voting by
telephone, electronically and by proxy.
C12. Fiscal
Information. Initial budget, expenses, existing capital, sources of
revenue, accounting, audit, annual report and annual statement.
The members
are non-dues paying, since they are automatically members upon registration of
the domain name. The Association is strictly not-for-profit and may not
distribute profits to its members.
The costs incurred by the Sponsoring
Organization are totally supported by the registry operator.
Each of the eleven members of the Board
will receive an yearly indemnity and a financial
allowance to cover its travel and accommodation expenses.
Legal costs paid by the Sponsoring
Organization are expected to be particularly high in year 1. These legal
expenses correspond to the formation of the sponsoring organization's own
bylaws. For the following years, an average cost of 150,000, then 100,000 EUR
has been projected as a provision for the legal treatment of possible
litigations.
A detailed budget is included in the
Registry Operators’ Proposal (Appendix D13.2.).
C13. Liability.
Liability of the organization, directors, officers, and staff.
An Association
is a legal entity and it may therefore sue and be sued. The liability of
the membership as a result is however unclear both in French and Monaco law.
It is generally thought that only members who also participate in the
management of the Association may have a personal liability in that respect.
Staff and directors may have personal liability for any act for which they have
personally been found negligent.
Under Monaco
law an Association may not be found guilty of a crime. The Directors however
may have an “objective” responsibility for the infraction.
C14. Amendment
of Articles of Incorporation or Bylaws. Procedures for making amendments to
the articles of incorporation, bylaws, and other organizational documents.
All amendments to the bylaws require the authorization of the government, and will be voted by the General Assembly.
C15. Reconsideration
and Review. Any policy for allowing reconsideration and review of organization
policy or implementation decisions.
The policies
of the Association as regards both registrars and registrants will be
established by the Board (under article 7) but can be reviewed by the Assembly
which, by a request formulated by 1/4 of its members, may request a general
meeting.
II. PROPOSED EXTENT OF POLICY-FORMULATION AUTHORITY
[INSTRUCTION:
This section is intended to address the extent of the policy authority to be
delegated, NOT the specific policies proposed. Specific policies should be
described in the Description of Proposed TLD Policies part of the application.]
C16. List and describe in detail the areas over which
a delegation of policy-formulation authority is sought. For each area in which
policy authority is sought, please address:
C16.1. Scope of
authority sought;
The statutes
specify that the regulation of the proposed use of the Dot finance TLD will be
established by the Board of the Association.
The management of policy, the registry policy,
registrars policy, contracts with registrants and dispute registration policy should will be
delegated to the FIDA.
C16.2.
Reasons/justifications for seeking authority;
No efficient implementation of policy can be
accomplished without at least the previous input from the membership it
is sought to serve.authority delegation stated above.
FIDA’s members are registrants. They are
entitled to regulate their TLD with regards to common practices and needs in of the
financial industry.
C16.3. Method of
guaranteeing that your organization will administer the policy in the interest
of the Internet at large
The organization is designed to be
democratic. Provisions will be made to allow any registrant to express its
point of view through electronic voting systems.
The iInternet at
large will benefit from this organization in a better DNS administration.
The existence of a regulated FINANCE domain name
will improve the informed investor’s perception of the
integrity of the financial information available on the Internet by seeking to exclude unlicensed financial operators.
C16.4. Whether
variation from existing ICANN policies is intended at the opening of the new
TLD.
We strictly comply to ICANN policy in the
management of the TLD.
III. CONTRACT TERMS WITH REGISTRY OPERATOR
[INSTRUCTION:
Sponsoring organizations are responsible for securing an initial registry
operator for the proposed TLD and ensuring that the registry operator completes
the Registry Operator's Proposal. Sponsoring organizations should also enter
detailed contracts for the provision of registry operation services. These
contracts should address all of the required functions as outlined in the
Registry Operator's Proposal.]
C17. Identification of Registry Operator.
Please list the full legal name, principal address, telephone and fax numbers,
and e-mail address of the registry operator:
Full legal name: SAM NETBAY
Principal address: 24 Boulevard Princesse Charlotte MC
98000 MONACO
Telephone number: +377 97 97 21 21
Fax number: +377 97 97 21 22
e-mail address: ph@netbayregistry.net
C18. Contract with Registry Operator. Please
attach one of the following:
C18.1. A copy of
your contract with the selected registry operator for provision of registry
services;
N/A
C18.2. Proposed
terms for a contract (i.e. at least a detailed term sheet) with a registry
operator for provision of registry services, proof of commitment from the
registry operator for provision of services under those proposed terms, and a
notation of the estimated date of entry into the contract
See appendix C18.2
C18.3. A statement
that the sponsoring organization will also serve as the registry operator for
the proposed TLD. (In this case, the sponsoring organization must prepare and
submit the Registry Operator's Proposal in addition to the Sponsoring
Organization's Proposal.)
N/A
By signing this proposal, the undersigned attests, on
behalf of the applicant(s), that the information contained in this application,
and all supporting documents included with this application, are true and
accurate to the best of applicant's knowledge.
_______________________________
Signature
_______________________________
Name (please print)
Etienne Franzi
_______________________________
Title
Président
_______________________________
Name of Applicant Entity
Association Monégasque des Banques
_______________________________
Date
28/09/2000