Hello,
We would like to thank the Secretariat for the time they have contributed to
this impact assessment. We have reviewed our draft, the impact assessment, and
have made changes accordingly to clarify key points raised. Our responses are
below in red.
Interaction with the NRO NC
We've removed the components regarding interaction with the NRO NC, to remove
the inconsistency. It is accepted that the SIG Guidelines don't have the
ability to remove individuals from the NRO NC and is outside the scope of the
SIG Guidelines and version 3 has been amended accordingly.
Interaction with the EC
It is agreed that the SIG Guidelines cannot require the EC to perform an
action, however, the guidelines can give the EC the ability to exercise
discretion.
Item
Implementation impacts and requests for clarification
3
Item 3 refers to the number of “terms” served but does not identify the roles
to which the “terms” relate.
The Secretariat requests the clarification from the authors on whether item 3
is intended to capture prior service:
across multiple SIGs
across both Chair and Co-Chair positions
in other elected positions (i.e. EC / NRO NC / IANA RC)
The intended term limit is three (3) terms of two (2) years each term, across
the Executive Council or any Special Interest Group positions.
4A and 9
It is the Secretariat's understanding that item 4A would introduce a
requirement for nominees to have attended “past 8 prior APNIC or APRICOT
conferences…” The Secretariat notes that under item 9 of the proposed
amendments, the Nominees must meet the same eligibility criteria as the voters
in section 3.4.3 which requires that voters must have “registered and attended…
at least one of the immediate past eight” conferences as well as be “Registered
and attending the current conference in person.” It is assumed that it is
intended for the higher threshold to apply, however this may give rise to
disputes regarding implementation as the Guidelines would provide for two
inconsistent attendance requirements.
The proposed wording of item 4A requires that a nominee has attended prior
conferences but not to have 'registered' to attend as well. This will make
verification of a nominee's past attendance a challenge for the Secretariat
(e.g. where a nominee claims to have attended without registration, such as by
viewing the YouTube livestream).
The Secretariat requests clarification from the authors regarding the following:
Is it intended under items 4A and 9 (as applicable) of the proposed text that:
The nominee must have attended any 8 prior APNIC or APRICOT conferences or the
immediate past 8 APNIC or APRICOT conferences.
The attendance threshold be higher under the proposed item 4A than the current
voting/nomination eligibility requirement under section 3.4.3 of the SIG
Guidelines (and also higher than the attendance threshold for EC members under
APNIC By-law 34A(d)).
Nominees are not required to have registered for the prior conferences.
We were of the understanding that a member must be registered in order to
attend an APNIC or APRICOT conference. We have clarified this in version 3 so
that it expressly states that an individual must have registered for and
attended one of the prior 8 conferences either in person or online. The
exclusion of certain keywords from the item was a fundamental error in the
drafting of the proposal. This has been rectified in version 3 which should
address this concern.
4B
The Secretariat notes that implementation of the proposed Corporate Group
criteria will require significant additional disclosure requirements for
nominees and review and assessment by the Secretariat, similar to EC elections.
The Secretariat will be required to implement ongoing disclosure requirements
for SIG Chairs and Co-Chairs to assess any changes in their connection with a
Corporate Group. While this is not an issue in relation to EC members due to
ongoing conflict of interest requirements, the same obligation does not exist
for SIG Chairs and Co-Chairs. This does not take into account issues presented
where there is a failure to disclose (this is not an issue where this is used
for EC positions given their duties as directors and ongoing disclosure
requirements).
The Secretariat requests clarification from the authors as to whether it is
intended for SIG Chairs and Co-Chairs to be required to maintain ongoing
disclosure and, if so, what the consequences would be for a failure to comply.
We would recommend that Chairs and Co-Chairs be required to maintain ongoing
disclosure of their corporate group affiliation, and provide this information
to the Secretariat at least once every six (6) months or whenever there is a
significant change, whichever comes first. We will factor this into version 3.
Regarding the Secretariat's notes on the scope of the SIG Guidelines above, is
it the intention of the authors that the Secretariat take into account the
Corporate Group affiliations of all NRO NC members or only the APNIC NRO NC
representatives?
We have removed the inclusion of the NRO NC from item 4B in version 3,
therefore this remark is now redundant.
5
The Secretariat requests clarification on what should be done under item 5 (and
sub-item 5.1) of the proposed text if both SIGs would be left without an
individual to chair the SIG should theirs be removed.
We have modified the text in version 3 to allow for the Executive Council to
exercise discretion in removing (or not removing) a SIG Chair or Co-Chair.
Item 5 refers to “a member from a Corporate Group” and later refers to
“individuals” from that Corporate Group. Is it intended that the reference to
“member” should be to a formal member of a company (i.e. a shareholder) or just
to an individual? The Secretariat assumes the latter, however would appreciate
clarification.
The Secretariat's assumption is correct; the text has been amended in version 3.
Item 5 refers to individuals from the same Corporate Group on the “NRO NC”. As
drafted, the wording would apply to all individuals serving on the NRO NC, not
just the APNIC representatives on the NRO NC. Is it intended that the Corporate
Group rule should take into account the circumstances of all NRO NC members,
including from other regions, or only APNIC representatives?
The references to the NRO NC have been removed from version 3. We have made
this decision on the basis that the NRO (and inherently the NC) are an external
organisation not governed by APNIC's policies, therefore it would be difficult
to impose (if not impossible) to enforce these conditions.
Is it the intention of the authors that a SIG Chair or Co-Chair would be
required to resign if the APNIC EC appoints a person to the appointed APNIC NRO
NC position who is from the same Corporate Group as an existing EC Member?
Similar to our last reply, a decision regarding the NRO NC shouldn't affect the
SIG positions, as the NRO is an external organisation. This has been removed in
version 3.
6
The Secretariat notes that item 6 is a slightly altered version of the wording
under APNIC By-law 35B. The use of 'Exempt Organisation' may present
implementation challenges as the current drafting is not tied directly to the
APNIC By-laws, which would imply that a separate Exempt Organisation list is
required for the SIG Guidelines. The Secretariat requests clarification from
the authors on the intended operation of this provision.
We are also requesting clarification on:
Whether there is an intended threshold for 'significant shareholder' under item
6.1, noting that APNIC By-law 35B(a) refers to the term 'controlling
shareholder'.
We have updated the proposal text to "controlling shareholder", which was our
intent.
The intention of including 'registered in its respective economy' under item
6.3.
The proposal text has been updated so that it "has the same meaning as defined
in APNIC-087 'By-lars of APNIC'" (this is a direct quote from our version 3
draft. Our initial intent of including "registered in its respective economy"
in version 2 was that organisations and community bodies can hold many forms,
and it would be challenging to establish a universal definition.
11
Please provide clarification on the intended operation of item 11 in relation
to:
Is it intended that there will be no elections for SIG Chair positions if there
is agreement between the Co-Chairs on who will serve as the new Chair under
item 11.1 or is it intended that they will be the only eligible nominee for the
Chair position and therefore “be elected via acclamation in the SIG forum room”
per section 3.3 of the SIG Guidelines?
It is our intention that the selected Co-Chair would be elected via acclamation.
If the former (automatic appointment), how will this interact with the
requirement under section 3 of the SIG Guidelines for “Chairs and Co-Chairs [to
be] elected for a two-year period”?
For example, would the new Chair’s appointment be effective for two-years,
despite their elected term either having ended or only having one-year
remaining (depending on when they were elected as Co-Chair)? The same question
applies if there is only one Co-Chair and they are by default appointed as the
new SIG Chair.
If the former (automatic appointment), are they deemed to be “elected” for the
purposes of items 4-7 which place restrictions on “elected” positions but not
appointed positions?
If the latter (default election with only one eligible nominee), is it intended
that the Secretariat require confirmation of the selection of the new Chair by
a certain date in order to confirm the nominee in accordance with the election
timelines under the SIG Guidelines? If so, and the Secretariat does not receive
confirmation of the nominee by that date, is it intended for the Secretariat to
put in place an election under item 11.5 and automatically nominate each of the
existing Co-Chairs?
We had not included a timeframe for a decision to be provided to the
Secretariat, and this was an oversight. We have factored in a timeframe into
version 3.
What is the intended treatment of a Co-Chair under item 11 where they are
captured by the Corporate Group requirements under item 5, but the EC decides
not to exercise their discretionary power under sub-item 5.1 to remove them.
Version 3 allows for the Executive Council to exercise discretion in not
removing an individual, if doing so would cause the SIG to be without a Chair
or Co-Chair.
If a Co-Chair’s term is due to end at APNIC 62 but they become the Chair at
APNIC 60 under item 11, is it intended that as they have only served one-year
in each role that it would be treated as a whole term under item 3?
Yes, this is correct. This clarification has been added into version 3.
What is the intended operation of the requirement for two-party elections under
sub-item 11.2, given it does not contain date/timing requirements and elections
can only be held at conferences. The Secretariat assumes that such an election
would be held at the next conference, however as SIG meetings occur before the
announcement of SIG election results. The relevant SIG meeting would therefore
take place without a clear Chair which may give rise to issues given the
absence of a Chair will have resulted from a failure to reach agreement between
the two Co-Chairs.
We have added into version 3 that the co-chairs must decide no later than 4
weeks prior to the start of the next conference at which the current Chair's
term ends. Our understanding of terms ending and commencing is that terms
conclude and commence at the end of a conference and not the start, therefore
the SIG meeting would have a Chair to chair the meeting.
Regards,Christopher, Karl & Bertrand
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