[ncdnhc-discuss] ICANN articles of incorporation

[James Love]

> 9. These Articles may be amended by the affirmative vote of at least
> two-thirds of the directors of the Corporation. When the Corporation
has
> members, any such amendment must be ratified by a two-thirds (2/3)
> majority of the members voting on any proposed amendment.

Hugh,

For now, the ICANN board members are the members..... and they can
pretty much do whatever they want, including amending the articles of
incorporation.    Which is why people are wary to allowing ICANN to sign
a series of contracts giving it potentially enormous power.    This is a
rational and prudent concern, and need not be based upon any criticism
of current ICANN policies, board or staff.  Indeed, with the exception
of the go-slow protectionism on new TLDs to protect Verisign, I think
ICANN has not done that badly, in many areas.  No one or no organization
is perfect, and we all would do things differently.  But the DNS is too
important to turn everything over to a corporation with little
accountability and with no strings attached.   Who knows what the board
or staff will look like down the road?  We have already seen some
surprising changes.  Under California law, non-profits can even convert
to profit making companies, as Blue Cross did.  (See
http://www.consunion.org/health/i-conversion.htm).

If ICANN was constrained by a contract with an external body, such as
the DOC, the ITU or some sui generis multilateral government body, then
that would be much more limiting than anything in its Articles of
Incorporation or Bylaws.   ICANN has already demonstrated a willingness
to change its bylaws at the drop of a hat, and Lynn has pretty much
scrapped the White Paper.  With nothing set in stone, it would an act of
faith to turn the DNS over to ICANN, and not everyone has that kind of
faith.

If I was on the ICANN board, and didn't expect to be on the board (or in
the majority) forever, I would support the idea of formalizing the
boundary issue with a party that ICANN could not control, and that was
subject (directly or indirectly) to some democratic accountability.
Maybe then the lobbyists would lose interest with ICANN.

   Jamie


----- Original Message -----
From: "Hugh Blair" <hblair at hotfootmail.com>
To: <discuss at icann-ncc.org>
Sent: Monday, April 15, 2002 8:50 PM
Subject: RE: [ncdnhc-discuss] ICANN articles of incorporation


> > -----Original Message-----
> > Behalf Of Jefsey Morfin
> >
> > On 01:18 16/04/02, James Love said:
> > >When the Corporation has members, any such amendment must be
ratified by a
> > >two-thirds (2/3)
> > >majority of the members voting on any proposed amendment.
> >
> > Interesting.
> > When is going to be that "when" ?
> > jfc
>
> The biggest question: Are only the BoDs the "members"? Of course,
> a public-documented vote just would not work, huh?
>
> -Hugh
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