ICANN BOARD OF DIRECTORS SELECTION PROCESS

by David G. Post and Michelle E. Arnold

The ICANN bylaws provide that the Board of Directors shall be comprised of fifteen voting directors,1including one president,2and six non-voting liaisons.3 Directors must be able to communicate in English,4 be of strong personal character,5 and display knowledge of ICANN’s mission,6various Internet registries (gTLD, ccTLD, IP address), and Internet protocols.7

Directors are appointed by the following organizations within ICANN (with the number of directors for which each organization is responsible noted in parentheses):

the Nominating Committee (8),8

the Address Supporting Organization Council (2),9

the Country-Code Names Supporting Organization Council (2),10

the Generic Names Supporting Organization Council (2),11 and

the Board (1 President).12

Non-voting liaisons are appointed by the following advisory committees:

the ICANN At-Large Advisory Committee (1),13

the ICANN Governmental Advisory Committee (1),14

the ICANN Root Server System Advisory Committee (1),15

the ICANN Security and Stability Advisory Committee (1),16

the ICANN Technical Liaison Group (1),17 and

the Internet Engineering TaskForce (1).18

Director Appointments: The following organizations are responsible for nominating directors to the ICANN Board.

The ICANN Nominating Committee’s (“NomCom”)principle function is to appoint eight directors to the Board,19 and the committee must ensure that each ICANN Geographic Region (i.e. Africa, Asia/Australia/Pacific, Europe Latin America/Caribbean, and North America)20has at least one, and no more than five (not including the President), such Board representatives.21

NomCom iscomprised of voting delegates (as specified) from

the ICANN At-Large Advisory Committee (5),22

the ICANN Address Supporting Organization Council (1),23

the ICANN Country-Code Names Supporting Organization Council (1),24

the ICANN Generic Names Supporting Organization

including

the Commercial and Business Users Constituency (2),25

the gTLD Registrars Constituency (1),26

the gTLD Registry Constituency (1),27

the Intellectual Property Constituency (1),28

the Internet Service and Connectivity Providers Constituency (1),29and

the Non-Commercial Users Constituency (1),30

the ICANN Technical Liaison Group (1),31 and

the Internet Engineering Task Force (1).32

and one non-voting liaison from each of the following ICANN committees:

the Governmental Advisory Committee,33

the Root Server System Advisory Committee,34and

the Security and StabilityAdvisoryCommittee.35

NomCom delegates may not be ICANN employees or paid consultants.36 They must be able to communicate in English37 and evidence strong personal character,38 knowledge of ICANN’s mission,39 neutrality,40 and substantial Internet contacts.41 The committee operates primarily via teleconferences and email but may meet in person at ICANN conventions.42

In addition to the eight ICANN Board directors, the committee appoints representatives to other ICANN organizations as follows: the At-Large Advisory Committee (5),43the Country-Code Names Supporting Organization Council (3),44and the Generic Names Supporting Organization Council (3).45 To fill any position, NomCom evaluates each candidate through interviews, references, and a Statement of Interest.46

The ICANN Address Supporting Organization(“ASO”) advises the ICANN Board on Internet address policies.47 Pursuant to the Memo of Understanding dated October 21, 2004, between ICANN and the Number Resource Organization (NRO),48an independent organization comprised of the five Regional Internet Registries (“RIRs”)49(i.e. AfriNIC, APNIC, ARIN, LACNIC, RIPE NCC),50 the NRO acts as the ASO for ICANN.51

The ASO is governed by the ASO Council,52 which is comprised of members of the NRO Council,53to whom each RIR appoints three representatives (with two members selected by each RIR’s “policy forum” and one member by each RIR board).54 The ASO Council’s meetings take place primarily via monthly teleconferences.55

The ASO Council appoints two directors (from different Geographic Regions) to the ICANN Board56 through electronic plurality voting following a series of candidate interviews.57 In addition to the director selection criteria provided by ICANN’s bylaws,58 the ASO Council also requires that candidates sign a Letter of Certification stating that they are in compliance with the ICANN director requirements.59 The ASO Council also appoints one voting delegate to the ICANN Nominating Committee.60

The ICANN Country-Code Names Supporting Organization (“ccNSO”)works to further universal country-code top-level domain policies.61 Any ccTLD manager of an ISO 3166 country-code top-level domain62may join by submitting an application to the ccNSO Secretariat,63and there are currently no membership fees.64 Present ccNSO members include, among others, .au (Australia), .br (Brazil), .cu (Cuba), .ly (Libya), .sn (Senegal), .us (the United States), and .uk (the United Kingdom).65 Meetings are held between one and four times66 per year at ICANN conventions.67

The organization is governed by the ccNSO Council,68 which is comprised of three elected ccNSO members from each Geographic Region, three ccNSO members picked by the ICANN Nominating Committee, and non-voting liaisons from the ICANN At-Large Advisory Committee, the ICANN Governmental Advisory Committee, and each ccNSO Regional Organization, if appointed.69 The ccNSOCouncil is required to meet four times per year,70 and it appoints two directors (from different Geographic Regions) to the ICANN Board71 and one voting delegate to the ICANN Nominating Committee72via a written ballot majority during meetings.73

The ICANN Generic Names Supporting Organization(“GNSO”) works to further generic top-level domain policies.74 It is governed by the GNSO Council,75 which consists of three GNSO members picked by the ICANN Nominating Committee and two or three appointees (from different Geographic Regions) from each of the following constituencies76 comprising the GNSO:

The gTLD Registrars Constituencyserves as an advocate and information liaison between gTLD Registrars and ICANN. To become a member, a registrar must submit an application77 and fee ($2500)78 to ICANNand have $70,000 in working capital.79 Following approval, the registrar must enter into an agreement with ICANN and begin payment of annual dues80 (currently $4,000).81 In addition to its GNSO Council appointees, the gTLD Registrars Constituencyappointsone voting delegate to the ICANN Nominating Committee.82

The gTLD Registry Constituencyacts as an advocate and information liaison between the various gTLD Registries and ICANN “with particular emphasis on . . . consensus policies that relate to interoperability, technical reliability and/or stable operation of the Internet or domain name system.”83 It is comprised of those gTLD Registries currently under contract with ICANN who have applied for membership and continue to pay the required membership fees.84 Current membership is comprised of both sponsored TLD members (i.e. those whose policy formation is governed by an entity other than ICANN,including .aero, .cat, .coop, .jobs, .mobi, .museum, .tel, and .travel),85and unsponsored TLD members (i.e. those whose policy formation is done by ICANN,including .biz, .com, .info, .name, .net, .org, and .pro).86 Meeting schedules vary from year to year (from five in 2005 to three in 2006),87 with meetings taking place primarily during ICANN conventions.88 The gTLD Registry Constituency appoints its GNSO Council delegates by a simple majority vote where one member delegate is chosen by sponsored TLD members while the other is chosen by unsponsored TLD members.89 The constituency also appointsone voting delegate to the ICANN Nominating Committee90through a complex voting system where a candidate must obtain a majority vote from the full gTLD Registry, as well as both the sponsored and unsponsored members.91

The Internet Service and Connectivity Providers Constituency(“ISPCP”)functions asan interest group for Internet Service Providers (“ISPs”).92 Any businessmay join the ISPCP as long as it demonstrates, in its application to the ISPCP Secretariat, that it is affected by the GNSO’s activities and that its delegates will actively participate in the ISPCP.93 Current members include, among others,BritishTelecom, Deutsche Telekom, France Telecom, Interland, and Mindspring.94 The ISPCP acts via meetings (three are currently scheduled for 2007) and interim teleconferences.95 In addition to its GNSO Council appointees,96 the ISPCPappoints one voting delegate to the ICANN Nominating Committee.97

The Commercial and Business Users Constituency(“BC”)represents e-tailers and works with ICANN to ensure that adopted policies promote Internet business.98Membership is open to any commercial Internet user who sends an application and the applicable membership fee to the BC Secretariat99and who opts-in to the BC mailing list.100 Current members include, among others, Chanel, Ebay, Microsoft, the Motion Picture Association, The Walt Disney Company, Verizon, and Yahoo!.101 Meetings are held within ICANN conventions (two to four times per year),102 and also via teleconferences.103 The BC appoints its “two or three”104GNSO Council delegates105through email voting106 calculated on a simple majority;107 however, BC members may have either one, two, or three indivisible votes depending on membership category.108 The BC Constituency also appoints two voting delegates to the ICANN Nominating Committee.109

The Non-Commercial Users Constituency(“NCUC”)provides a voice for non-commercial internet users in fields such as education, religion, human rights, and public policy.110 To be eligible for membership, an organization must pursue non-commercial activities, be organized or incorporated under a not-for-profit status, have exclusive use of at least one domain name,111and may not includepolitical organizations, not-for-profit organizations working to assist commercial organizations, or organizations belonging to any other ICANN Supporting Organization.112 Where this criteria is met, the organization may join the NCUC by submitting an application and a membership fee ($50 for organizations with under 1000 members or 200 employees and $100 for organizations with more than 1000 members or 200 employees) to the NCUC Secretariat.113 Members presently include, among others, the American Civil Liberties Union, the American Library Association, EDUCAUSE, Open Forum of Cambodia, and PeaceNet Korea.114 Meetings are held several times a year at ICANN conventions.115 The NCUC is governed by an Executive Committee consisting of individuals appointed by the constituency through online voting,116and the constituency appoints its GNSO Council delegates in the same manner.117 Additionally, the NCUC Executive Committee appoints one delegate to the ICANN Nominating Committee118through a simple majority vote.119

The Intellectual Property Constituency(“IPC”)advises ICANN about the Intellectual Property implications of ICANN’s policies.120 There are various categoriesof membership,121 but any individual or organization involved in Intellectual Property may join122 by filling out an application and paying the appropriate membership fee.123 Members currently include, among others, the American Intellectual Property Law Association, the American Society of Composers, Authors, and Publishers, Broadcast Music, Inc., the Arab Society of Intellectual Property, the European Communities Trademark Association, the Motion Picture Association of America, the Recording Industry Association of America, and the IP Institute of Canada.124 Meetings are held between two and eight times per year, both in person and via teleconference.125 The IPC appoints its GNSO Council delegates126 through a majority vote127 by the IPC Council,128 which is comprised of one voting participant from each Category 2129 (national Intellectual Property organizations)130 and Category 3131 (international Intellectual Property organizations)132 members. The full IPC constituency appoints one voting delegate to the ICANN Nominating Committee.133

GNSO Council meetings are held throughout the year via teleconference, and also during ICANN coventions.134 The Council appoints two directors to the ICANN Board135via email ballots.136 GTLD Registrar and Registry Council representatives each have two votes, while all other members have one.137

Advisory Committees: The following organizations are responsible for nominating non-voting liaisons to the ICANN Board.

The ICANN At-Large Advisory Committee(“ALAC”)serves as an internal ICANN advocate and liaison for individual Internet users.138 Committee members are appointed as follows: (1) five members by the ICANN Nominating Committee (each from different Geographic Regions),139 and (2) two members from each ICANN Regional At-Large Organization (“RALO”)140(i.e. AFRALO, ASIAPAC, EURALO, LAC RALO, and NARALO), each corresponding with and covering one ICANN Geographic Region.141

The RALOs act as middle-men between ICANN (through ALAC) and the individual internet user, as each RALO is comprised of independent certified organizations of individual Internet users (called At-Large Structures or “ALS”) within a particular Geographic Region.142 To form an ALS, an application is submitted to ICANN showing that the structure meets the minimum criteria for an ALS (which includes that it must: be self-supporting, agree to serve as a liaison between individual Internet users and ICANN, be predominantly run by individuals within its particular Geographic Region, maintain an up-to-date website, and act in tandem with the Geographic Region’s Regional At-Large Organization).143 An ALS will be certified by ICANN it if obtains approval from two-thirds of the ICANN At-Large Advisory Committee.144 ALSes currently certified by ICANN include, among others,the Internet Societies of Belgium, Finland, Italy,145Morocco, and Sudan.146

While schedules vary between RALOs, RALO meetings are currently held between one147and three148times per year,either individually,149 at ICANN meetings,150 or together with ALSes from other Geographic Regions.151

ALAC meets during ICANN conventions and also during teleconferences throughout the year.152 ALAC appoints one non-voting liaison to the ICANN Board,153five voting delegates to the ICANN Nominating Committee,154andnon-voting liaisons to the ICANN Generic Names Supporting Organization Council155and the ICANN Country-Code Names Supporting Organization.156 Elections are by majority vote;157 however, an individual must receive at least five votes to take office.158

The ICANN Governmental Advisory Committee(“GAC”)represents governmental interests,159particularlywhere ICANN’s policies may conflict with national or international law.160 Any national government161 may appoint an elected official or a public-policy-based employee as its representative on the committee.162 Multinational and treaty organizations may also appoint representatives, but only following an invitation from the chair of the GAC.163 To effect membership, a country or organization must simply provide the GAC Chair with the name and contact details of the selected representative.164 The GAC holds meetings three or four times per year, normally in conjunction with ICANN conventions,165and appoints one non-voting liaison each to the ICANN Board166 and the ICANN Nominating Committee.167

The ICANN Root Server System Advisory Committee(“RSSAC”) advises the ICANN Board and oversees security and operation of root name servers.168 Members are appointed by the ICANN Board, but also include “each operator of an authoritative root name server.”169 The committeemeets approximately three times per year, normally during Internet Engineering Task Force meetings.170 RSSAC appoints one non-voting liaison each to the ICANN Board171 and the ICANN Nominating Committee.172

The ICANN Security and Stability Advisory Committee (“SSAC”) creates standardized security procedures and liaises with Internet operators to ensure that Internet “naming and address allocation systems” are so secured.173 The ICANN Board appoints the SSAC174from a pool of“technically competent” professionals culled from registrars, registries, and the security sector,175and SSACmeetings are held at ICANN conventions.176 The SSAC appoints one non-voting liaison each to the ICANN Board177 and the ICANN Nominating Committee.178

The ICANN Technical Liaison Group (“TLG”) “represents standards bodies”179 and acts as both a watchdog and the ICANN Board’s technical information resource.180 The TLG is comprised of the following organizations,181 each of which appoints two members as TLG technical experts.182 Theseeight technical experts determine between themselves which organization is best suited to answer and advise on particular questions received from the ICANN Board.183

The European Telecommunications Standards Institute (“ETSI”)acts independently to effect European information and communication technology standards.184 Any organization throughout the world with an interest in communications standards may join ETSI185by submitting an application and fee for the requested membership tier.186 Members currently include, among others,Kenwood Electronics Europe, Malta Standards Authority, MasterCard Europe, Radio France, Renault, Siemens, Sky Interactive, and Texas Instruments.187 Members may attend ETSI seminars to inform themselves of current standards and applications188 and to develop such standards through consensus.189

The International Telecommunication Union’s Telecommunication Standardization Sector(“ITU-T”)works independently to implement international telecommunications service “technical and operating standards” through interaction between governments and private organizations.190 Membership is open to scientific and industrial organizations, financial institutions, organizations operating broadcasting services, states in which such broadcasting services operate, and telecommunications organizations191 and is obtained by submitting an application and fee for the requested membership tier192 to either ITU-T or the “Administration of [the] Member State.”193 Current membership includes191 Member States194 and associates such as Apple Inc., AT&T, Inc., Microsoft Corporation, and Sony Corporation.195 The ITU-T is further broken down into a World Telecommunication Standardization Assembly, a Telecommunications Advisory Group, Study Groups, Focus Groups, and Regional and Flagship Groups,196 which provide a full calendar of meetings throughout the year.197 Any ITU-T member who registers may attend.198

The Internet Architecture Board (“IAB”) is a thirteen-member committee199 appointed by200 and situated within the Internet Engineering Task Force201 (“IETF”), for whom it manages “protocol parameter registries” and performs Internet Standards Process and architectural oversight.202 The committee meets via conference call twice a month and in-person at the IETF meetings three times a year.203

The World Wide Web Consortium (“W3C”) is an independent, industry-based consortium focused on uniform Internet standards and protocols,204whose operations arecontrolled by the MIT Computer Science and Artificial Intelligence Laboratory, the European Research Consortium for Informatics and Mathematics, and Keio University.205 Membership is open to any organization whose application206 (and membership fee as calculated by location and annual revenues)207 is approved and who enters into an agreement with W3C.208 Current members include, among others, Adobe Systems, Inc., the Boeing Company, Chevron, Citigroup, Merck & Co., Inc., Stanford University, and Xerox Corporation.209 The W3C Advisory Committee (to which all member organizations appoint one representative)210 meets twice a year,211 while all “Working, Interest, and Coordination Groups” meet once a year.212