[council] Proxy Voting Procedures

["Ken Bour" <ken.bour@xxxxxxxxxxx>]

Hi Kristina:

As Chuck mentioned, please see previously announced tools that can be
accessed at this GNSO website link:
http://gnso.icann.org/council/docs.html 

1)      Voting Remedies Visual Map:
http://gnso.icann.org/council/visual-procedures-map-en.htm 

2)      Abstention Notification Form (online):
http://gnso.icann.org/council/abstention-notification-form-en.htm 

Were these the kind of tools you had in mind?  

Note: if you click on any of the notes in the visual map, sample language is
available for the various emails that would be sent.  

Ken

P.S.  These tools were described in an email sent by Liz Gasster to the
Council and SG/C Leaders on 18 Aug 2010 (att?d).

From: Rosette, Kristina [mailto:krosette@xxxxxxx] 
Sent: Tuesday, September 28, 2010 9:43 AM
To: 'Ken Bour'
Cc: 'Council GNSO'
Subject: RE: [council] Proxy Voting Procedures

 

Thanks, Ken.

 

Speaking personally, a stripped-down, super-simplified "cheat sheet" summary
of rules and procedures for proxies and abstentions would be very helpful.

 

Also, to the extent the rules require submission of communications, having
access to template forms would also be very helpful.  

 

Is something like that possible?

 

K

 

  _____  

From: owner-council@xxxxxxxxxxxxxx [mailto:owner-council@xxxxxxxxxxxxxx] On
Behalf Of Ken Bour
Sent: Monday, September 27, 2010 2:05 PM
To: 'Mary Wong'; cgomes@xxxxxxxxxxxx
Cc: 'Council GNSO'; robert.hoggarth@xxxxxxxxx; liz.gasster@xxxxxxxxx
Subject: [council] Proxy Voting Procedures

Chuck, Mary, et al.: 

I am not entirely sure that this will help resolve the confusion, but the
absences and vacancies procedures are contained in Section 3.8-Incidental
Absences of the GOP, not Section 4.5.   I copied out the following paragraph
(3.8.1-a) that pertains to your discussion?   

a.       Planned Absence:  It is understood that, from time to time, it may
be necessary for a GNSO Council member to miss a scheduled meeting due to a
conflicting personal or professional obligation or other planned event that
cannot be reasonably altered.  

                      i.            When a Councilor anticipates being
absent or late for a Council meeting, the Councilor is expected to notify
(e.g. telephone, e-mail) the GNSO Secretariat as soon as practicable before
the meeting begins.  

                    ii.            A Councilor is expected to vote on such
motions as may come before the GNSO Council using the alternative means
provided in Section 4.4-Absentee Voting, if applicable.  If circumstances
will not permit voting using the alternative means available, the Councilor
may declare an intention to abstain on those motions that are scheduled to
be voted upon during the GNSO Council meeting at which the Councilor expects
to be absent.  In such an instance, the procedures in Section
4.5-Abstentions will apply.  

In essence, in the case of a planned absence, the Councilor is permitted to
declare an intention to abstain and that action affords the SG/C of the
remedies in Section 4.5 (e.g. proxy).   Unplanned absences, covered in
3.8.1(b), are not remediable due to lack of advanced notice.   

To execute any voting remedy does not require that a Councilor determine or
indicate whether an abstention is ?volitional? or ?obligational.?  Those
categories were drafted to explain the types of abstentions that can occur
-- illustrated with a few examples that were not intended to be exhaustive.
A planned absence could possibly be interpreted as volitional or
obligational depending upon the circumstances; but, again, it is not
necessary to disclose which classification applies in any abstention
situation.   Once a Councilor knows, in advance of a Council meeting, that
he/she will be absent, that is sufficient declaration to request a voting
remedy from the SG/C.  

If you have any other questions, I would be pleased to answer them. 

Ken Bour

From: Mary Wong [mailto:Mary.Wong@xxxxxxxxxxx] 
Sent: Saturday, September 25, 2010 11:34 AM
Cc: Council GNSO; robert.hoggarth@xxxxxxxxx; ken.bour@xxxxxxxxxxx
Subject: RE: [council] Proxy Voting Procedures

 

Thanks for the prompt and helpful answer, Chuck. I actually agree and
understand that the inclusive language in 4.5.2(a), regarding examples of
volitional absence, was intended to also cover the sort of situations I'd
raised (particularly when read with the "either/or" voting universe
contemplated by 3.8.1.)

 

The underlying problem, as I see it, is that the actual language of 4.5.2(a)
in two respects creates potential uncertainty going forward (particularly
some time down the road when many of those involved in drafting and
initially implementing these new procedures are no longer on Council). These
two respects are (1) the use of the words "elects to refrain from ...
voting" in 4.5.2(a) (which implies a positive choice rather than one
required by a necessary absence); and (2) the examples used to illustrate
possible basis for such a choice. Although inclusive in nature, all three
examples point toward instances which relate to a Councillor's substantive
inability to discharge his/her duties responsibly. Either or both of these
issues could result - down the road - in possibly narrower interpretations
of the abstention voting procedures than we now are contemplating.

 

Helpful though our email discussions are, unfortunately they are not
official minutes of a Council meeting or formal resolutions of a Council
discussion. It occurs to me that issues of interpretation such as the one I
raised could appropriately be referred, as a matter of implementation
oversight, to our Standing Committee for a formal confirmation that this
particular interpretation is correct for the record.

 

I'm not sure how we are supposed to do this, but I'd be happy to draft and
submit a brief motion for Council consideration at the next meeting, if
that's the way to do it.

 

Thanks and cheers

Mary  

 

Mary W S Wong

Professor of Law

Chair, Graduate IP Programs

UNIVERSITY OF NEW HAMPSHIRE SCHOOL OF LAW
Two White Street
Concord, NH 03301
USA
Email: mary.wong@xxxxxxxxxxx
Phone: 1-603-513-5143
Webpage: http://www.law.unh.edu/marywong/index.php
Selected writings available on the Social Science Research Network (SSRN)
at: http://ssrn.com/author=437584



>>> 



From: 

"Gomes, Chuck" <cgomes@xxxxxxxxxxxx>


To:

"Mary Wong" <Mary.Wong@xxxxxxxxxxx>


CC:

"Council GNSO" <council@xxxxxxxxxxxxxx>, <robert.hoggarth@xxxxxxxxx>,
<ken.bour@xxxxxxxxxxx>


Date: 

9/24/2010 6:08 PM


Subject: 

RE: [council] Proxy Voting Procedures

Mary,

I think you are missing something.  In my opinion, if a Councilor cannot
make a meeting, the procedures apply, as long as there is sufficient lead
time to follow the procedures.  What makes you think that ?instances where a
Councilor simply cannot be at a meeting? are not covered? 

Note the following from Section 4.5:

·         ?When circumstances regarding a potential voting abstention occur
that would otherwise prevent a Councilor from discharging his/her
responsibilities (see Paragraph 4.5.2), the Councilor?s appointing
organization is provided a set of remedies (see Paragraph 4.5.3) designed to
enable its vote to be exercised.?

·         ?Circumstances may occur when a Council member elects to refrain
from participating and voting for reasons that may include, but are not
limited to . . .? (Section 4.5.2.a)  Please note the phrase ?not limited
to?.  I believe that ?instances where a Councilor simply cannot be at a
meeting? are covered here.

BTW, I definitely do not view you as ?being a pest?.  It is essential that
we all learn the nuances of the new procedures so that we can use them
appropriately and as easily as possible.

Chuck

 

From: owner-council@xxxxxxxxxxxxxx [mailto:owner-council@xxxxxxxxxxxxxx] On
Behalf Of Mary Wong
Sent: Friday, September 24, 2010 11:07 AM
Cc: Council GNSO; robert.hoggarth@xxxxxxxxx; ken.bour@xxxxxxxxxxx
Subject: Re: [council] Proxy Voting Procedures

 

Hi,

 

Besides the procedural issue, my concern was, and is, the sense (from
reviewing the new Council operating procedures) that if a Councilor is going
to be absent from a vote, the only way he/she can actually get to vote -
assuming the issue is not one that relates specifically to a PDP  Bylaw,
Council procedure or vacancy (which triggers the Absentee Voting procedures
in 4.4) - is on issues that dictate an abstention.

 

The problem is that 4.5 (on Abstentions) presuppose only 2 situations where
an abstention is justified: (1) volitional (where a Councillor "elects to
refrain from participating and voting", see 4.5.2(a); and (2) obligational
(i.e. professional, personal or political conflicts), see 4.5.2(b). These
then trigger the procedural remedies we've discussed (including a proxy
vote).

 

I completely agree that Councilors are fully expected and required
(including in 4.5.1) to participate actively and discharge their duties
responsibly, such that instances of absent and/or proxy voting are minimized
and not encouraged. However, it seems to me that there will be instances
where a Councilor simply cannot be at a meeting, but fully wishes to vote on
a motion that is not one that triggers either 4.4 or 4.5. In other words,
he/she does not need to "elect to refrain" from voting, and is not otherwise
obligated to abstain.

 

As currently worded, neither 4.4 nor 4.5 (including the language on proxies)
would seem to cover this type of situation, which arguably could be handled
via a relatively straightforward proxy process.

 

Am I missing something, reading the procedures too narrowly, or ... ? (maybe
being a pest? :)

 

Thanks and cheers

Mary

 

In such a case, the new Operating Procedures do not seem to allow for a
relatively simple - but documented and accountable - mechanism by which such
a case could be handled through a proxy.

 

Mary W S Wong

Professor of Law

Chair, Graduate IP Programs

UNIVERSITY OF NEW HAMPSHIRE SCHOOL OF LAW
Two White Street
Concord, NH 03301
USA
Email: mary.wong@xxxxxxxxxxx
Phone: 1-603-513-5143
Webpage: http://www.law.unh.edu/marywong/index.php
Selected writings available on the Social Science Research Network (SSRN)
at: http://ssrn.com/author=437584



>>> 



From: 

Stéphane Van Gelder<stephane.vangelder@xxxxxxxxx>


To:

"Gomes, Chuck" <cgomes@xxxxxxxxxxxx>


CC:

"Council GNSO" <council@xxxxxxxxxxxxxx>, <robert.hoggarth@xxxxxxxxx>,
<ken.bour@xxxxxxxxxxx>


Date: 

9/8/2010 4:39 PM


Subject: 

Re: [council] Proxy Voting Procedures

Thanks Chuck. I had read that very article as I prepared for today's meeting
yesterday, as I was looking at the various links pertaining to absences and
voting that Glen sent to the Council list before this meeting. 

 

I did not have the same understanding as you re the requirement to request
for a proxy in advance of the meeting (where does it say that in sub-section
i. below?). I would argue that in Tim's case, the appointing organization,
i.e. the RrSG, had established a position. This was not 'stated' on the
public Council list, but article i. does not say this should be done in this
way. I agree there is ambiguity here and my intent is not to second-guess
the decision you made in today's meeting. But as this processes are still a
bit new to us all, I just want to make sure we iron out some of the wrinkles
so that if we have this type of situation again, we know how to handle it.

 

Thanks,

 

Stéphane

 

Le 8 sept. 2010 à 19:25, Gomes, Chuck a écrit :

 

Here is my response to Stéphane?s question regarding the GNSO Operating
Procedures (GOP) requirements regarding proxy voting.

Here is the applicable excerpt from the GOP, Section 4.5.3.b, Remedies:

?Proxy Voting


 

The second method to be considered in avoiding the consequences of an
abstention is the use of proxy voting, where the vote of an abstaining
Councilor is transferred to another GNSO Councilor.


 

i. For abstentions declared by Councilors not appointed by the Nominating
Committee and where voting direction is not a viable remedy, the appointing
organization may transfer the vote of the abstaining Councilor to: (1) the
House Nominating Committee Appointee (NCA), (2) another of its Constituency
Councilors (where applicable), or (3) another Councilor within the
Stakeholder Group. The appointing organization must be able to establish an
affirmative or negative voting position, subject to provisions contained in
its Charter or Bylaws, on the applicable measure/motion for which one of its
Councilors has declared an intention to abstain. The Councilor to whom the
vote is transferred shall exercise a vote in line with the appointing
organization?s stated position. 

ii. If an abstention is declared by a House NCA, once formal notification
has occurred pursuant to the procedures in Paragraph 4.5.4-a, a proxy is
automatically transferred to the GNSO Council?s unaffiliated NCA
(hereinafter Council NCA) and any vote cast will be counted within the House
to which the abstaining NCA is assigned. The Council NCA may exercise only
one proxy at a time; therefore, the first abstention remedy properly
transferred to the Council NCA, including all measures/motions specified,
takes precedence. It should be noted that, because NCAs do not have an
appointing organization, as defined in these procedures (see Section 1.3.1),
to provide specific voting direction, the Council NCA may exercise his/her
best judgment, including abstaining, on the matter at issue. If the Council
NCA abstains or does not cast a vote for any other reason, no further
remedies are available and the automatic proxy will be nullified. The
original House NCA will be recorded in the minutes as having abstained from
the vote.?

If I interpret the above correctly, for proxies to have been allowed in
today?s meeting the following would have need to have happened in advance:
The appointing organization of the Councilor who has to abstain (because of
planned absence or other reasons) ?must be able to establish an affirmative
or negative voting position? and that would have needed to have sent to
Secretary.  I believe Staff has prepared a template to facilitate this.
That did not happen in any of the cases where proxies were requested today.

I cc?d Rob and Ken so that they can correct me if my interpretation is in
error.

Chuck

 

 

As of August 30, 2010, Franklin Pierce Law Center has affiliated with the
University of New Hampshire and is now known as the University of New
Hampshire School of Law. Please note that all email addresses have changed
and now follow the convention: firstname.lastname@xxxxxxxxxxx. For more
information on the University of New Hampshire School of Law, please visit
<http://law.unh.edu> law.unh.edu 

 

 

As of August 30, 2010, Franklin Pierce Law Center has affiliated with the
University of New Hampshire and is now known as the University of New
Hampshire School of Law. Please note that all email addresses have changed
and now follow the convention: firstname.lastname@xxxxxxxxxxx. For more
information on the University of New Hampshire School of Law, please visit
<http://law.unh.edu> law.unh.edu

--- Begin Message ---

• To: "Council GNSO" <council@xxxxxxxxxxxxxx>, <liaison6c@xxxxxxxxxxxxxx>
• Subject: [council] New Website Tools To Assist with Voting Remedies
• From: "Liz Gasster" <liz.gasster@xxxxxxxxx>
• Date: Wed, 18 Aug 2010 15:39:30 -0400
• Sender: <owner-council@xxxxxxxxxxxxxx>
• Thread-index: AQHITp3yLA40Mu7DnqDwMnEhDUgu3A==

GNSO Council

Stakeholder Group Leaders

Constituency Leaders

 

Subject:  Website Tools to Assist with Voting Remedies due to Abstentions,
Absences, and Vacancies

 
Staff has just completed development of two new website tools to help
Councilors, SGs, and Constituencies navigate the new GNSO voting remedy
procedures related to abstentions, absences and vacancies.  They are:  
 
1)  Abstentions Procedures Visual Map:  A color graphic depicting the steps
required to exercise voting remedies due to abstentions, absences, and
vacancies; and


2)  GNSO Council Abstention Notification Form:  An on-line form to be
completed by an SG/C officer notifying the GNSO Secretariat of an intention
to execute a voting remedy related to a declared abstention.  
 
Both of these tools can be accessed from:
http://gnso.icann.org/council/docs.html (see Abstentions Guidelines for the
direct links).
 
Descriptions/Directions:

 

The Visual Map is an attempt to describe the conditions/steps required to
exercise a voting remedy of which there are three types:  (a) voting
direction, (b) proxy, and (c) temporary alternate.   You'll notice that
icons have been added in key places which, when moused-over, will pop-up
additional explanations consistent with the actual procedures
(http://gnso.icann.org/council/gnso-op-procedures-05aug10-en.pdf).  
 
At the bottom of the map, the block labeled "Abstentions Notification Form"
(see curved red lines) is a hyperlink to the online form, so that users do
not have to back-up to the preceding page.   We will be adding an
instruction at the top of the form to make it clear that this form is to be
completed ONLY by a SG or Constituency officer.    It is NOT completed by an
individual Councilor.   
 
Once submitted, the online form will automatically be forwarded to the
Secretariat with a confirmation to the sender.   

 

Given the need to begin using these tools as early as the upcoming meeting
on 26 August, there was only time to perform limited testing.   As a result,
there may be additional "tweaks" needed as we gain experience with the new
procedures.    Staff remains open to any/all comments or suggestions that
you may have on either tool.  


For anyone who intends to utilize these new procedures for the upcoming
Council meeting and would like assistance with the emails/forms, please do
not hesitate to contact Ken Bour [ken.bour@xxxxxxxxxxx; 703-430-4059].  

 
Thanks, Liz Gasster

 

 

--- End Message ---