[governance] Proposed statement on .ORG sale

parminder parminder at itforchange.net
Sun Dec 8 00:54:25 EST 2019


On 08/12/19 6:38 AM, Ayden Férdeline wrote:
> Below is a proposed statement calling for ISOC to cancel the deal. I
> have tried to incorporate as many comments as possible that I have
> heard expressed on this mailing list. It's far from complete, but I
> hope this might be a helpful starting point.
>
> Best wishes,
> Ayden Férdeline 
>
> /To://    //Gonzalo Camarillo, Chair of the Board of Trustees,
> Internet Society/
>
>
> /As members of a network which encompasses many non-commercial
> organizations and public interest technologists,/
>
can we just say civil society organisations and individuals

parminder

> /we are concerned by the announcement that Ethos Capital is acquiring
> the assets of the Public Interest Registry (PIR) from the Internet
> Society (ISOC), including the .ORG, .NGO, and .ONG Registry
> Agreements. We ask that this sale be called off. /
>
>
> /Principally, we are concerned that the sale of PIR to a private
> entity investment firm will significantly alter the Domain Name System
> and weaken ISOC. PIR played an important role, as the only remaining
> non-commercial top-level domain registry operator, in serving as a
> counterbalance against commercial exploitation. PIR ran .ORG, .NGO,
> and .ONG for the benefit of its users, whereas other top-level domains
> are run by private companies with purely financial objectives. While
> the interests of companies and users do at times overlap, they can
> also conflict, and when this occurs there are significant human rights
> implications. PIR, as a subsidiary of ISOC, could be relied upon to do
> what was best for domain name registrants, and has a proud history of
> doing just that. However, PIR also gave ISOC legitimacy and influence.
> It allowed ISOC to take an active role in shaping Internet
> infrastructure. In relinquishing its control over PIR, ISOC would lose
> its ability to directly impact how millions of people around the world
> positively experience the Internet every day, and we think that is a
> great pity./
>
>
> /We understand that Ethos Capital approached ISOC with an offer in
> September 2019 and that an agreement had been reached to sell PIR by
> November 2019. This secret process caught us, and everyone, unaware,
> not just of the transaction but of the urgency to divest of PIR. /
>
>
> /This is a significant change, for ISOC and for the Internet
> community, and it has been proposed a) without a human rights impact
> assessment being conducted, b) without consultation with impacted
> stakeholders, and c) without appropriate safeguards in place to
> protect the interests of .ORG, .NGO, and .ONG registrants and the
> people who visit their websites every day. /
>
>
> /ISOC has successfully stewarded .ORG via PIR for 17 years, gaining a
> reputation as a careful manager of a resource that truly is the global
> home for nonprofits and the noncommercial community. Given this
> background, and ISOC’s stated commitments to transparency and
> openness, we are unable to reconcile the path that you have taken with
> the values we thought ISOC espoused. Accordingly, we ask that this
> sale be terminated./
>
>
>
> ‐‐‐‐‐‐‐ Original Message ‐‐‐‐‐‐‐
> On Sunday, December 8, 2019 2:05 AM, Ayden Férdeline
> <ayden at ferdeline.com> wrote:
>
>> Surely ISOC can still call the sale off. What penalties may exist if
>> that happens, though, I don't know. But perhaps that is something
>> that ISOC needs to explore?
>>
>> Ayden Férdeline 
>>
>>
>> ‐‐‐‐‐‐‐ Original Message ‐‐‐‐‐‐‐
>> On Sunday, December 8, 2019 2:01 AM, Bill Woodcock <woody at pch.net> wrote:
>>
>>> Uh...  this is an already signed contract.  ISOC doesn’t have the
>>> ability to renege on the contract, that’s not an option they have,
>>> so it’s not something that they can be talked into.  
>>>
>>> So this isn’t a letter to ISOC. Their part is done. Likewise Ethos.
>>> The parties with decisions still to make are ICANN and the
>>> Pennsylvania courts.  ICANN has to approve the transfer of control,
>>> and the Pennsylvania courts have to approve the repurposing of
>>> nonprofit assets to a for-profit purpose. 
>>>     
>>>                 -Bill
>>>
>>>
>>>> On Dec 7, 2019, at 16:36, Ayden Férdeline <ayden at ferdeline.com> wrote:
>>>> 
>>>> I do not want to be seen as holding up the consensus here, as
>>>> ideally I also want the sale stopped.
>>>>
>>>> I just am not convinced that ISOC will listen to us - their current
>>>> Board has made it abundantly clear that their priority was
>>>> stabilizing/diversifying ISOC's revenue, and that they do not
>>>> consider PIR to have been an extension of their charitable mission.
>>>> This is at odds with comments from past Trustees, but ultimately we
>>>> are dealing with the current board and what they think.
>>>>
>>>> Strategically I think it is better then to allow the ISOC Board
>>>> some way to back away from the deal without losing too much face. I
>>>> do not think Ethos Capital would agree to incorporating PIR as a
>>>> benefit corporation, however if we pressure ISOC into making that a
>>>> condition of sale in order to safeguard the interests of
>>>> registrants, it could be one way for the Board to back away when
>>>> Ethos inevitably refuses?
>>>>
>>>> Best wishes,
>>>>
>>>> Ayden Férdeline
>>>>  
>>>>
>>>>
>>>> ‐‐‐‐‐‐‐ Original Message ‐‐‐‐‐‐‐
>>>> On Saturday, December 7, 2019 2:12 PM, Sheetal Kumar
>>>> <sheetal at gp-digital.org> wrote:
>>>>
>>>>> Dear all,
>>>>>
>>>>> Thanks for weighing in. Everyone agrees that transparency is what
>>>>> we must ask for, at a minimum but there seems to be general
>>>>> agreement that this isn't enough to ask for. I get the impression
>>>>> that there are two approaches suggested here: 1) an approach that
>>>>> accepts the deal is going ahead and asking for PIR to be
>>>>> incorporated as a benefit corporation 2) asking for a
>>>>> halt/suspension to the sale unless certain conditions are met.
>>>>>
>>>>> Opinions seem to weigh in more on the second approach but I
>>>>> suggest we hold a poll to ascertain which path to go down and then
>>>>> go with that.
>>>>>
>>>>>
>>>>> Best
>>>>> Sheetal
>>>>>
>>>>> On Fri, 6 Dec 2019 at 20:47, Ayden Férdeline <ayden at ferdeline.com
>>>>> <mailto:ayden at ferdeline.com>> wrote:
>>>>>
>>>>>     Thank you Imran, I do appreciate your edits, comments, and
>>>>>     questions.
>>>>>
>>>>>     It's not that I am comfortable with this deal. I suspect it
>>>>>     will be a disaster.
>>>>>
>>>>>     I just do not believe we will be able to persuade ISOC to
>>>>>     change its decision here.
>>>>>
>>>>>     All of the comments that I have seen individual ISOC Trustees
>>>>>     make indicate a low level of understanding of the difference
>>>>>     between a non-profit entity and a for-profit entity.
>>>>>
>>>>>     They see PIR as an asset to be sold, like an office building,
>>>>>     and believe the financial sustainability of ISOC is more
>>>>>     important than meeting the public interest elements of their
>>>>>     charter.
>>>>>
>>>>>     I also see a deep belief in technological determinism in many
>>>>>     of their comments.
>>>>>
>>>>>     So I was trying to be as pragmatic as possible in what I was
>>>>>     proposing.
>>>>>
>>>>>     If this deal is happening, and ISOC doesn't seem to be backing
>>>>>     down (nor in their evaluation do they believe criticism is
>>>>>     sincerely held by anyone but a small number of individuals),
>>>>>     then I think we need to put pressure on the Board to condition
>>>>>     the sale on there being certain protections in place for
>>>>>     registrants.
>>>>>
>>>>>     PIR is transitioning into a for-profit company. I think that
>>>>>     ISOC may have already petitioned the Orphans Court in
>>>>>     Pennsylvania for this to happen. Ethos Capital will have a
>>>>>     fiduciary duty to its shareholders, and it will be required to
>>>>>     increase wholesale costs on .ORG domain names to fulfil that
>>>>>     obligation. While their CEO has said they have no intention of
>>>>>     operating PIR differently going forward, this is not
>>>>>     consistent with his fiduciary duty. His role is to maximize
>>>>>     shareholder value for Ethos Capital and act in the best
>>>>>     interest of the corporation – not .ORG registrants.
>>>>>
>>>>>     The only way we can be assured that they consider more than
>>>>>     just the fiduciary interests of the corporation is to have PIR
>>>>>     incorporated as a real benefit corporation (NOT a B Lab B
>>>>>     Certification, which is what we are being offered at the
>>>>>     moment). I think that is the best thing we can ask for at present.
>>>>>
>>>>>     If PIR is a benefit corporation, this cannot be reversed, even
>>>>>     if PIR is subsequently sold by Ethos Capital, and so we have
>>>>>     long-term assurances that PIR will be legally obliged to
>>>>>     consider societal impacts as well as fiduciary ones. But a B
>>>>>     Lab B Certification can be dropped at any time if Ethos
>>>>>     Capital so desires.
>>>>>
>>>>>     ISOC's Board does not seem willing to rise to the occasion and
>>>>>     to consider what is in the interests of the broader
>>>>>     non-profit, non-governmental organization, and non-commercial
>>>>>     communities. The Board is not in listening mode, they are just
>>>>>     being defensive. I don't see that changing unfortunately, and
>>>>>     I see no way to compel ISOC to listen to us. It is not a
>>>>>     membership-based organization, it is essentially an
>>>>>     independent trust. There are serious governance deficiencies
>>>>>     that we need to attempt to address there in the future,
>>>>>     particularly as the organization absorbs $1.135 billion. But
>>>>>     the Board wants the money, and unless someone else steps
>>>>>     forward offering more, they seem unwilling to change their mind.
>>>>>
>>>>>     If that's the case, I regretfully feel like we have to ask for
>>>>>     what little we can get in order to try to minimize the harm
>>>>>     that is likely to accrue to .ORG, .NGO, and .ONG registrants.
>>>>>
>>>>>     Best wishes,
>>>>>
>>>>>     Ayden Férdeline
>>>>>      
>>>>>
>>>>>
>>>>>     ‐‐‐‐‐‐‐ Original Message ‐‐‐‐‐‐‐
>>>>>     On Friday, 6 December 2019 13:17, Imran Ahmed Shah
>>>>>     <governance at lists.riseup.net
>>>>>     <mailto:governance at lists.riseup.net>> wrote:
>>>>>
>>>>>>
>>>>>>     Dear Sheetal,
>>>>>>
>>>>>>     I agree with the Ian Peter. We needs the point to weigh-in
>>>>>>     our statement.
>>>>>>
>>>>>>     I have some queries, suggestions and recommendations on the
>>>>>>     initial draft of Ayden and copying hereunder.
>>>>>>
>>>>>>     Few comments:
>>>>>>     I think we should not evaluate Public Interest in terms of
>>>>>>     Money.... in any case...
>>>>>>     We should not to be more concerned with the financial figures.
>>>>>>     Perhaps, we may be concerned if it is being discussed in
>>>>>>     reference of the ICANN's decision and reasoning behind
>>>>>>     handing over the dotOrg to ISOC 'to support recurring
>>>>>>     expenses etc.'.. and now, if the ISOC has gotten enough
>>>>>>     benefits out of it,......dotORG should have to be returned to
>>>>>>     ICANN, so that ICANN can handover to some other similar
>>>>>>     not-for-profit trustworthy, credible organizations working
>>>>>>     for Public Interests, having the capacity to over see the
>>>>>>     Internet in Public domain and public interest.... to benefit
>>>>>>     next one after ISOC.... 
>>>>>>
>>>>>>     Secondly, our goal is the protection of dotOrg from going it
>>>>>>     into the hand of commercial and nonpublic interest companies
>>>>>>     even if they could be able to recruiting, the hundreds of the
>>>>>>     CS members or can employee (or buy in some in-kind trade)
>>>>>>     ..to address public interests to claim.some kind of notional
>>>>>>     support board... 
>>>>>>
>>>>>>     I also suggest to create etherpad document... just created
>>>>>>     with the points shared by you...
>>>>>>     https://pad.riseup.net/p/IGConPIRv0NiRaxk3qi-keep
>>>>>>
>>>>>>     = = = =  = = == = = == = = = = = = =  = = == = = == = = =
>>>>>>
>>>>>>      /To: Gonzalo Camarillo, Chair of the Board of Trustees,
>>>>>>     Internet Society/
>>>>>>
>>>>>>     /As members of a network which encompasses many
>>>>>>     non-commercial organizations and public interest
>>>>>>     technologists, we are concerned by the announcement that
>>>>>>     Ethos Capital is acquiring the assets of the Public Interest
>>>>>>     Registry (PIR) from the Internet Society (ISOC), including
>>>>>>     the .ORG, .NGO, and .ONG Registry Agreements.  /
>>>>>>
>>>>>>     /Principally, we are concerned that the sale of PIR to a
>>>>>>     private entity will significantly alter the Domain Name
>>>>>>     System and weaken ISOC. PIR played an important role, as the
>>>>>>     only remaining non-commercial top-level domain registry
>>>>>>     operator, in serving as a counterbalance against commercial
>>>>>>     exploitation. PIR ran .ORG, .NGO, and .ONG for the benefit of
>>>>>>     its users, whereas other top-level domains are run by private
>>>>>>     companies with purely financial objectives. While the
>>>>>>     interests of companies and users do at times overlap, they
>>>>>>     can also conflict, and when this occurs there are significant
>>>>>>     human rights implications. PIR, as a subsidiary of ISOC,
>>>>>>     could be relied upon to do what was best for domain name
>>>>>>     registrants, and has a proud history of doing just that.
>>>>>>     However, PIR also gave ISOC legitimacy and influence. It
>>>>>>     allowed ISOC to take an active role in shaping Internet
>>>>>>     infrastructure //[IAS: suggest to add here… “keeping the
>>>>>>     Public Interest Intact”]//. In relinquishing its control over
>>>>>>     PIR, ISOC loses its ability to directly impact how millions
>>>>>>     of people around the world positively experience the Internet
>>>>>>     every day, and we think that is a great pity./
>>>>>>
>>>>>>     /This is a significant change, for ISOC and for the Internet
>>>>>>     community, and we are not yet satisfied that there are
>>>>>>     appropriate safeguards in place to protect the interests of
>>>>>>     .ORG, .NGO, and .ONG registrants and the people who visit
>>>>>>     their websites every day. _You have the ability to put
>>>>>>     requests to Ethos Capital and to call this deal off if
>>>>>>     appropriate and binding safeguards cannot be put in
>>>>>>     place_//.////[IAS: it very polite, humble request or perhaps
>>>>>>     diplomatic sentence/phrase. Which will result a simple answer
>>>>>>     “thanks for your deep concerns but we do not feel it
>>>>>>     appropriate at this stage the take the deal off”, the same I
>>>>>>     have listen from ICANN Chair in 2009]//We encourage you to do
>>>>>>     just that.//[IAS: What to do, to stop the deal or what is
>>>>>>     appropriate? Need to change this sentence and to be specific
>>>>>>     result that we are recommending or demanding] //As a sign of
>>>>>>     good faith, we ask that ISOC have Ethos Capital commit to
>>>>>>     incorporating PIR as a benefit corporation. //[IAS: again we
>>>>>>     are allowing them to proceed with the deal and seeking the
>>>>>>     alteration of the terms, rules/bylaws and commitment of a
>>>>>>     commercial entity to keep this public interest entity
>>>>>>     protected as a benefit organization…? Secondly, believing and
>>>>>>     understanding that the Investor “Ethos Capital” has invested
>>>>>>     the PIR to convert in B-Corp/ commercial entity how we assume
>>>>>>     that he will be accepting when he has investing billions..]
>>>>>>     //We understand that Ethos Capital has said they are
>>>>>>     evaluating becoming a B Lab B Corp, but this is not the same
>>>>>>     thing as a benefit corporation and is instead a non-binding
>>>>>>     certification. //[IAS: I suggest that we should use it as a
>>>>>>     proof that Ethos Capital has intention to transform the
>>>>>>     public interest entity into a B-Corp/ commercial entity. In
>>>>>>     the same context, we should ask ‘the Board’ that is this
>>>>>>     ‘intention’ was in their knowledge or in the knowledge of
>>>>>>     decision maker bodies that this faith base public interest
>>>>>>     entity will be commercialized by the new investor? If, yes,
>>>>>>     how they accepted it?]/
>>>>>>
>>>>>>     /_Large parts of the world_////[IAS: I suggest that here we
>>>>>>     have to use other terms which has higher weightage
>>>>>>     (weigh-in); e.g. one of the ISOC/PIR representative has
>>>>>>     responded like this “the objections are not reported from the
>>>>>>     majority of users, which means the majority of the users has
>>>>>>     no concern who is running the registry”]//are uncomfortable
>>>>>>     with the Internet being governed entirely by commercial
>>>>>>     interests, and _many of our members_ //[IAS: I suggest that
>>>>>>     we have to elaborate “the members”, e.g IGC Members, IGC
>>>>>>     coalition Partners or perhaps including CSCG] //are deeply
>>>>>>     uncomfortable with PIR being sold at all. However,
>>>>>>     incorporation as a benefit corporation could provide a
>>>>>>     sturdier path forward if ISOC does proceed to sell the assets
>>>>>>     of PIR, and could be //[IAS: I suggest rephrase “Could have
>>>>>>     been assured”] //an effective means of mitigating against
>>>>>>     some of the risks that we can foresee emerging from this
>>>>>>     sale. A benefit corporation in the right jurisdiction would
>>>>>>     require the publication of comprehensive, credible,
>>>>>>     independent, and transparent annual reports on social impact
>>>>>>     and, most importantly, require the organization to consider
>>>>>>     benefits to the public in addition to profit when decisions
>>>>>>     are being made. And, it would oblige Ethos Capital to honor
>>>>>>     the promises and commitments it is making today./
>>>>>>
>>>>>>     /We trust that you understand why this is important to us.
>>>>>>     Ethos Capital is an unknown entity, and in the absence of
>>>>>>     clear information about their motives behind acquiring PIR
>>>>>>     and their sales pitch to investors, the non-profit and
>>>>>>     non-governmental communities require assurances that the
>>>>>>     future of the .ORG, .NGO, and .ONG domain names that we use
>>>>>>     for our email, websites, campaigns, and fundraising efforts
>>>>>>     are in safe hands. //[IAS: I suggest add these lines here
>>>>>>     “Our Data & Privacy is not being compromised, shared,
>>>>>>     observed, monitored are not shared or sold to the competitors
>>>>>>     (right now during transition or) in future by the Registry,
>>>>>>     or partner commercial/ noncommercial entities”] //These are
>>>>>>     more than just domains, they are symbols of our desire to do
>>>>>>     good./
>>>>>>
>>>>>>     = = = =  = = == = = == = = = = = = =  = = == = = == = = = = =
>>>>>>     = =  = = == = = == = = = = = = =  = = == = = == = = =  
>>>>>>
>>>>>>     /[IAS: I also have few more concerns:/
>>>>>>
>>>>>>     /1.       //Needs transparency and disclosure of the
>>>>>>     followings (to re-establish of the trust being shacked):/
>>>>>>
>>>>>>     /i.                     //the reasoning behind the selling
>>>>>>     PIR ‘out of the way’ (as apparently seems to me)?,/
>>>>>>
>>>>>>     /ii.                   //the reasoning behind the avoidance
>>>>>>     of engaging a proper bidding?,/
>>>>>>
>>>>>>     /iii.                  //the reasoning to giving sole power
>>>>>>     of decision of sales without the evaluation through open
>>>>>>     competition and opening comments to sell or not?,/
>>>>>>
>>>>>>     /iv.                 //the information of intention
>>>>>>     disclosure regarding the commercialization aspect or
>>>>>>     transformation of PIR to B-Corp, when it came in to the
>>>>>>     knowledge of the selling bodies (prior/during/post sales
>>>>>>     agreement)./
>>>>>>
>>>>>>     /v.                   //Technical Terms and basis of the
>>>>>>     Technical Evaluations of the Investor Ability, Capability,
>>>>>>     Credibility, Dependability./
>>>>>>
>>>>>>     /vi.                 //Safeguards evaluated in terms of
>>>>>>     Public Interest, Faith, Data Protection, Privacy, Security
>>>>>>     evaluated before making the decision of sales of PIR
>>>>>>     (.ORG/.NGO/.ONG)/
>>>>>>
>>>>>>     / /
>>>>>>
>>>>>>     /2.       //I would suggest that the statement should be in
>>>>>>     the following format:/
>>>>>>
>>>>>>     Preamble/Preface paragraph:
>>>>>>
>>>>>>     Objection/Obligation/Concerns
>>>>>>
>>>>>>     What we demand:
>>>>>>
>>>>>>     Our First Requirement is:
>>>>>>
>>>>>>     Requirement of Information (e.g Transparency, Disclosure of
>>>>>>     deal/ agreement/ technical/ functional/ organizational
>>>>>>     structural design/basis/planning)
>>>>>>
>>>>>>     Our Second Requirement is:
>>>>>>
>>>>>>     A.      The above facts and figures demand you to stop/end-up
>>>>>>     the due diligence process and stop the deal.
>>>>>>
>>>>>>     If the efforts for A are convincingly & persuasively
>>>>>>     exercised and but could not achieving required goal-A, we
>>>>>>     recommends to achieve minimal goal-B after the adoption of
>>>>>>     above….
>>>>>>
>>>>>>     B.      What we need if the Sales Deal is accomplished, i.e.
>>>>>>     ensure the commitment
>>>>>>
>>>>>>     a.       Immediate commitment (prior to sale),
>>>>>>
>>>>>>     b.      long term commitment (after sales),
>>>>>>
>>>>>>     /(by the way I am not convinced that a commercial
>>>>>>     organization remains commitment for public interest for long
>>>>>>     term benefits. Maximum commitments one can expect is just for
>>>>>>     2-3 years not beyond. Secondly, if the Ethos Capital sales
>>>>>>     this entity to any other commercial entity after changing its
>>>>>>     status to B-Corp, where the agreements with ISOC stands?)/
>>>>>>
>>>>>>      = = = = = = == = = =  = = == = = == = = = = = = =  = = == =
>>>>>>     = == = = =
>>>>>>
>>>>>>     Best Regards
>>>>>>
>>>>>>     Imran Ahmed Shah
>>>>>>
>>>>>>     [TLDians/UISoc/UiCouncil]
>>>>>>
>>>>>>     On Friday, 6 December 2019, 01:13:59 GMT+5, Ian Peter
>>>>>>     <ian.peter at ianpeter.com <mailto:ian.peter at ianpeter.com>> wrote:
>>>>>>
>>>>>>
>>>>>>     I agree approach and basic points Sheetal - but I would drop
>>>>>>     the human rights clause because it is contentious and does
>>>>>>     not add great value to the strong basic argument.
>>>>>>
>>>>>>     Ian
>>>>>>
>>>>>>     ------ Original Message ------
>>>>>>     From: "Sheetal Kumar" <sheetal at gp-digital.org
>>>>>>     <mailto:sheetal at gp-digital.org>>
>>>>>>     To: "parminder" <parminder at itforchange.net
>>>>>>     <mailto:parminder at itforchange.net>>
>>>>>>     Cc: "governance" <governance at lists.riseup.net
>>>>>>     <mailto:governance at lists.riseup.net>>
>>>>>>     Sent: 6/12/2019 6:48:38 AM
>>>>>>     Subject: Re: [governance] Proposed statement on .ORG sale
>>>>>>
>>>>>>>     Dear Ayden, Parminder, all,
>>>>>>>
>>>>>>>     First, thank you very much Ayden for putting this together!
>>>>>>>     I appreciate the attempt to reconcile opposing views, which
>>>>>>>     are clearly present in the IGC.
>>>>>>>
>>>>>>>     I would just say that we have heard from very few others on
>>>>>>>     this list. This may be for any number of reasons, and we
>>>>>>>     could do a poll if its helpful to gather views, including
>>>>>>>     whether people feel they need more information to be able to
>>>>>>>     weigh in.
>>>>>>>
>>>>>>>     To move forward, if we can agree on the following key points
>>>>>>>     that we need to get across, we can work together on
>>>>>>>     editing/finalising text.
>>>>>>>
>>>>>>>     Short of a poll, if everyone could weigh-in on whether they
>>>>>>>     agree on these points that would be helpful.
>>>>>>>
>>>>>>>       * There is a need for greater transparency about the terms
>>>>>>>         of the sale
>>>>>>>       * There are potential implications for human rights if the
>>>>>>>         sale goes through (need to list/clearly enumerate these)
>>>>>>>       * As a result, many members of IGC align themselves with
>>>>>>>         the statements from EFF and Access Now and the call for
>>>>>>>         an outright halt to the sale.
>>>>>>>       * At a minimum, all IGC members agree there is a need for
>>>>>>>         greater transparency regarding the terms and potential
>>>>>>>         implications of this sale, and that there are
>>>>>>>         appropriate safeguards in place to protect the interests
>>>>>>>         of .ORG, .NGO, and .ONG registrants and the people who
>>>>>>>         visit their websites every day
>>>>>>>
>>>>>>>
>>>>>>>     It's difficult to get consensus at best of times, but this
>>>>>>>     is a tricky issue and if we want to put forward something
>>>>>>>     together we might need to go with what we can all agree on
>>>>>>>     at a top-level.
>>>>>>>
>>>>>>>     I look forward to hearing from a wide-range of people, and
>>>>>>>     if anyone has alternative ideas please let us know.
>>>>>>>
>>>>>>>     Best
>>>>>>>     Sheetal
>>>>>>>
>>>>>>>     On Wed, 4 Dec 2019 at 08:12, parminder
>>>>>>>     <parminder at itforchange.net
>>>>>>>     <mailto:parminder at itforchange.net>> wrote:
>>>>>>>
>>>>>>>         thanks for this effort Ayden
>>>>>>>
>>>>>>>         But when there is such a strong 'stop the sale' movement
>>>>>>>         out there, it will be embarrassing for the IG related
>>>>>>>         civil society groups to say, well, at least let Ethos
>>>>>>>         now behave when ISOC did not .... Why ask Ethos to set
>>>>>>>         PIR as a benefit corporation (which they will certainly
>>>>>>>         not) when the existing arrangement (since the sale is
>>>>>>>         not through) is itself more satisfactory? Why not ask
>>>>>>>         for status quo and stopping the sale?
>>>>>>>
>>>>>>>         parminder
>>>>>>>
>>>>>>>         On 04/12/19 6:01 PM, Ayden Férdeline wrote:
>>>>>>>>         Dear all,
>>>>>>>>
>>>>>>>>         I have a new proposed statement that I hope we may
>>>>>>>>         consider issuing. Please see below. I have used
>>>>>>>>         Sheetal's language as a starting point (thank you!) but
>>>>>>>>         I am afraid I did change the messaging quite a bit.
>>>>>>>>         This is just a suggestion and please do feel free to
>>>>>>>>         edit it to pieces.
>>>>>>>>
>>>>>>>>         Like Brett, I too would prefer we advocate for stopping
>>>>>>>>         the sale altogether, but in the spirit of compromise
>>>>>>>>         and given a number of posts on this list that seem
>>>>>>>>         supportive of the sale, I've tried a different approach
>>>>>>>>         here.
>>>>>>>>
>>>>>>>>         Thanks and best wishes,
>>>>>>>>         Ayden Férdeline
>>>>>>>>
>>>>>>>>         /To://    //Gonzalo Camarillo, Chair of the Board of
>>>>>>>>         Trustees, Internet Society/
>>>>>>>>
>>>>>>>>
>>>>>>>>         /As members of a network which encompasses many
>>>>>>>>         non-commercial organizations and public interest
>>>>>>>>         technologists, we are concerned by the announcement
>>>>>>>>         that Ethos Capital is acquiring the assets of the
>>>>>>>>         Public Interest Registry (PIR) from the Internet
>>>>>>>>         Society (ISOC), including the .ORG, .NGO, and .ONG
>>>>>>>>         Registry Agreements.  /
>>>>>>>>
>>>>>>>>
>>>>>>>>         /Principally, we are concerned that the sale of PIR to
>>>>>>>>         a private entity will significantly alter the Domain
>>>>>>>>         Name System and weaken ISOC. PIR played an important
>>>>>>>>         role, as the only remaining non-commercial top-level
>>>>>>>>         domain registry operator, in serving as a
>>>>>>>>         counterbalance against commercial exploitation. PIR ran
>>>>>>>>         .ORG, .NGO, and .ONG for the benefit of its users,
>>>>>>>>         whereas other top-level domains are run by private
>>>>>>>>         companies with purely financial objectives. While the
>>>>>>>>         interests of companies and users do at times overlap,
>>>>>>>>         they can also conflict, and when this occurs there are
>>>>>>>>         significant human rights implications. PIR, as a
>>>>>>>>         subsidiary of ISOC, could be relied upon to do what was
>>>>>>>>         best for domain name registrants, and has a proud
>>>>>>>>         history of doing just that. However, PIR also gave ISOC
>>>>>>>>         legitimacy and influence. It allowed ISOC to take an
>>>>>>>>         active role in shaping Internet infrastructure. In
>>>>>>>>         relinquishing its control over PIR, ISOC loses its
>>>>>>>>         ability to directly impact how millions of people
>>>>>>>>         around the world positively experience the Internet
>>>>>>>>         every day, and we think that is a great pity./
>>>>>>>>
>>>>>>>>
>>>>>>>>         /This is a significant change, for ISOC and for the
>>>>>>>>         Internet community, and we are not yet satisfied that
>>>>>>>>         there are appropriate safeguards in place to protect
>>>>>>>>         the interests of .ORG, .NGO, and .ONG registrants and
>>>>>>>>         the people who visit their websites every day. You have
>>>>>>>>         the ability to put requests to Ethos Capital and to
>>>>>>>>         call this deal off if appropriate and binding
>>>>>>>>         safeguards cannot be put in place. We encourage you to
>>>>>>>>         do just that. As a sign of good faith, we ask that ISOC
>>>>>>>>         have Ethos Capital commit to incorporating PIR as a
>>>>>>>>         benefit corporation. We understand that Ethos Capital
>>>>>>>>         has said they are evaluating becoming a B Lab B Corp,
>>>>>>>>         but this is not the same thing as a benefit corporation
>>>>>>>>         and is instead a non-binding certification. /
>>>>>>>>
>>>>>>>>
>>>>>>>>         /Large parts of the world are uncomfortable with the
>>>>>>>>         Internet being governed entirely by commercial
>>>>>>>>         interests, and many of our members are deeply
>>>>>>>>         uncomfortable with PIR being sold at all. However,
>>>>>>>>         incorporation as a benefit corporation could provide a
>>>>>>>>         sturdier path forward if ISOC does proceed to sell the
>>>>>>>>         assets of PIR, and could be an effective means of
>>>>>>>>         mitigating against some of the risks that we can
>>>>>>>>         foresee emerging from this sale. A benefit corporation
>>>>>>>>         in the right jurisdiction would require the publication
>>>>>>>>         of comprehensive, credible, independent, and
>>>>>>>>         transparent annual reports on social impact and, most
>>>>>>>>         importantly, require the organization to consider
>>>>>>>>         benefits to the public in addition to profit when
>>>>>>>>         decisions are being made. And, it would oblige Ethos
>>>>>>>>         Capital to honor the promises and commitments it is
>>>>>>>>         making today./
>>>>>>>>
>>>>>>>>         / /
>>>>>>>>
>>>>>>>>         /We trust that you understand why this is important to
>>>>>>>>         us. Ethos Capital is an unknown entity, and in the
>>>>>>>>         absence of clear information about their motives behind
>>>>>>>>         acquiring PIR and their sales pitch to investors, the
>>>>>>>>         non-profit and non-governmental communities require
>>>>>>>>         assurances that the future of the .ORG, .NGO, and .ONG
>>>>>>>>         domain names that we use for our email, websites,
>>>>>>>>         campaigns, and fundraising efforts are in safe hands.
>>>>>>>>         These are more than just domains, they are symbols of
>>>>>>>>         our desire to do good./
>>>>>>>>
>>>>>>>>
>>>>>>>>
>>>>>>>>
>>>>>>>>
>>>>>>>>         ‐‐‐‐‐‐‐ Original Message ‐‐‐‐‐‐‐
>>>>>>>>         On Sunday, 1 December 2019 17:44, Sheetal Kumar
>>>>>>>>         <sheetal at gp-digital.org>
>>>>>>>>         <mailto:sheetal at gp-digital.org> wrote:
>>>>>>>>
>>>>>>>>>         Dear Ayden, all,
>>>>>>>>>
>>>>>>>>>         Thanks for your responses! It seems to me that if
>>>>>>>>>         we're going to agree on anything, it's the lack of
>>>>>>>>>         transparency that we can agree needs to be rectified.
>>>>>>>>>         I've slightly reworded the below in light of the
>>>>>>>>>         recent suggestions and remarks.
>>>>>>>>>
>>>>>>>>>         What do others think about Sylvain's suggestions of
>>>>>>>>>         asking about setting up a commons PIR (is this
>>>>>>>>>         possible/feasible?) and of sending this also to ISOC's
>>>>>>>>>         BoT and CEO? Do you have any others?
>>>>>>>>>
>>>>>>>>>
>>>>>>>>>         /As members of a network which encompasses many
>>>>>>>>>         non-commercial organisations, we are concerned about
>>>>>>>>>         the lack of transparency regarding the sale of .ORG.
>>>>>>>>>         When the board discusses the sale of .org, we request
>>>>>>>>>         that these questions are considered in the due
>>>>>>>>>         diligence process:   /
>>>>>>>>>
>>>>>>>>>         /- What does the Board intend to do in order to
>>>>>>>>>         protect the existing millions of .ORG registrants?
>>>>>>>>>         - After the changes to the .ORG contract to preserve
>>>>>>>>>         existing rights of .ORG registrants, how else does the
>>>>>>>>>         Board intend to ensure the sale of PIR (this new
>>>>>>>>>         steward of .org) will act on behalf of the public
>>>>>>>>>         interest and the world community of noncommercial,
>>>>>>>>>         civil society groups in the world?
>>>>>>>>>         - What are ICANN's obligation to protect those
>>>>>>>>>         organizations engaged in missions of "public interest
>>>>>>>>>         around the world?"
>>>>>>>>>         - How does the Board respond to allegations/concerns
>>>>>>>>>         regarding possible conflict of interest in
>>>>>>>>>         transference of stewardship to Ethos capital?/
>>>>>>>>>         //
>>>>>>>>>         /We request answers to these questions in the spirit
>>>>>>>>>         of building trust among NGOs and the non-commercial
>>>>>>>>>         constituency more generally and those who play a key
>>>>>>>>>         role in stewarding the Internet./
>>>>>>>>>
>>>>>>>>>
>>>>>>>>>
>>>>>>>>>
>>>>>>>>>         On Sat, 30 Nov 2019 at 17:58, Ayden Férdeline
>>>>>>>>>         <ayden at ferdeline.com <mailto:ayden at ferdeline.com>> wrote:
>>>>>>>>>
>>>>>>>>>             While I agree these are questions for the ISOC
>>>>>>>>>             Board of Trustees, I believe they are *also*
>>>>>>>>>             questions for the ICANN Board. I expect that the
>>>>>>>>>             ICANN Board will not respond to them, but I think
>>>>>>>>>             they could - and should - and I encourage us to
>>>>>>>>>             place pressure on both parties to take these
>>>>>>>>>             questions and the sentiments behind them seriously.
>>>>>>>>>
>>>>>>>>>             ICANN, in particular, does need to address at
>>>>>>>>>             least the perception that there is a revolving
>>>>>>>>>             door of insiders who are behind this and other
>>>>>>>>>             deals. And ISOC needs to be more transparent about
>>>>>>>>>             what due diligence it did before entering into the
>>>>>>>>>             arrangement to sell PIR, and what mechanisms it
>>>>>>>>>             has put in place (if any) to protect .ORG, .NGO,
>>>>>>>>>             and .ONG registrants. Thanks.
>>>>>>>>>
>>>>>>>>>             Best wishes, Ayden Férdeline
>>>>>>>>>              
>>>>>>>>>
>>>>>>>>>
>>>>>>>>>             ‐‐‐‐‐‐‐ Original Message ‐‐‐‐‐‐‐
>>>>>>>>>             On Saturday, 30 November 2019 13:34, James Gannon
>>>>>>>>>             <james at cyberinvasion.net
>>>>>>>>>             <mailto:james at cyberinvasion.net>> wrote:
>>>>>>>>>
>>>>>>>>>>             These are questions for the ISOC Board not the
>>>>>>>>>>             ICANN board.
>>>>>>>>>>
>>>>>>>>>>
>>>>>>>>>>             Sent from my iPhone
>>>>>>>>>>
>>>>>>>>>>>             On 30 Nov 2019, at 13:09, Sheetal Kumar
>>>>>>>>>>>             <sheetal at gp-digital.org
>>>>>>>>>>>             <mailto:sheetal at gp-digital.org>> wrote:
>>>>>>>>>>>
>>>>>>>>>>>             
>>>>>>>>>>>             Dear all,
>>>>>>>>>>>
>>>>>>>>>>>             What do people think about sending a letter to
>>>>>>>>>>>             the ICANN Board with a series of questions in
>>>>>>>>>>>             order to get more transparency? Bruna and I
>>>>>>>>>>>             discussed this, and chatted to others, and are
>>>>>>>>>>>             wondering what you think of this approach. As
>>>>>>>>>>>             the Board will meet and discuss the sale as part
>>>>>>>>>>>             of a due diligence process, we thought it might
>>>>>>>>>>>             be a constructive approach to request they
>>>>>>>>>>>             consider and answer certain questions.
>>>>>>>>>>>
>>>>>>>>>>>             It would be great to hear your views on this
>>>>>>>>>>>             approach and on the questions. See below:
>>>>>>>>>>>
>>>>>>>>>>>
>>>>>>>>>>>             /When the board discusses the sale of .org, we
>>>>>>>>>>>             request that these questions are considered in
>>>>>>>>>>>             the due diligence process:   /
>>>>>>>>>>>
>>>>>>>>>>>             /- What does the Board intend to do in order to
>>>>>>>>>>>             protect the existing millions of .ORG registrants?
>>>>>>>>>>>             - After the changes to the .ORG contract to
>>>>>>>>>>>             preserve existing rights of .ORG registrants,
>>>>>>>>>>>             how else does the Board intend to ensure the
>>>>>>>>>>>             sale of PIR (this new steward of .org) will act
>>>>>>>>>>>             on behalf of the public interest and the world
>>>>>>>>>>>             community of noncommercial, civil society groups
>>>>>>>>>>>             in the world?
>>>>>>>>>>>             - What's ICANN's obligation to protect those
>>>>>>>>>>>             organizations engaged in missions of "public
>>>>>>>>>>>             interest around the world?"
>>>>>>>>>>>             - How does the Board respond to
>>>>>>>>>>>             allegations/concerns regarding possible conflict
>>>>>>>>>>>             of interest in transference of stewardship to
>>>>>>>>>>>             Ethos capital/
>>>>>>>>>>>
>>>>>>>>>>>             Best
>>>>>>>>>>>             Sheetal//
>>>>>>>>>>>
>>>>>>>>>>>             On Fri, 29 Nov 2019 at 02:36, Sylvain Baya
>>>>>>>>>>>             <governance at lists.riseup.net
>>>>>>>>>>>             <mailto:governance at lists.riseup.net>> wrote:
>>>>>>>>>>>
>>>>>>>>>>>                 Hi all,
>>>>>>>>>>>
>>>>>>>>>>>                 Le jeudi 28 novembre 2019, Bill Woodcock
>>>>>>>>>>>                 <woody at pch.net <mailto:woody at pch.net>> a écrit :
>>>>>>>>>>>
>>>>>>>>>>>                     > they can (even without sourcing their
>>>>>>>>>>>                     affirmation) then note that the
>>>>>>>>>>>                     > minority of *non-commercial* [1]
>>>>>>>>>>>                     Internet Community is about to be
>>>>>>>>>>>                     *eliminated* by their
>>>>>>>>>>>                     > 'well intended' *big deal*.
>>>>>>>>>>>                     >
>>>>>>>>>>>                     > Why ?
>>>>>>>>>>>                     > ...i guess that 1% of 10M (domain
>>>>>>>>>>>                     names) +=> the non-commercial [1] world
>>>>>>>>>>>                     is under
>>>>>>>>>>>                     > the pressure of commercial world in
>>>>>>>>>>>                     the Internet, even in .ORG registrations
>>>>>>>>>>>                     they are
>>>>>>>>>>>                     > still oppressed by 99% of 10M
>>>>>>>>>>>
>>>>>>>>>>>                     None of the above parses.  Please try
>>>>>>>>>>>                     again, with simpler construction.  You
>>>>>>>>>>>                     can break it out into as many sentences
>>>>>>>>>>>                     as you like, but please try to make each
>>>>>>>>>>>                     one encapsulate exactly one thought. 
>>>>>>>>>>>                     Else nobody is going to be able to
>>>>>>>>>>>                     engage in a constructive conversation
>>>>>>>>>>>                     with you.
>>>>>>>>>>>
>>>>>>>>>>>
>>>>>>>>>>>                 ...what's the point please, dear Bill ?
>>>>>>>>>>>                 Do you really want to convince me without
>>>>>>>>>>>                 argumenting ?
>>>>>>>>>>>
>>>>>>>>>>>                 Shalom,
>>>>>>>>>>>                 --sb.
>>>>>>>>>>>                  
>>>>>>>>>>>
>>>>>>>>>>>
>>>>>>>>>>>                                                     -Bill
>>>>>>>>>>>
>>>>>>>>>>>
>>>>>>>>>>>
>>>>>>>>>>>                 --
>>>>>>>>>>>
>>>>>>>>>>>
>>>>>>>>>>>
>>>>>>>>>>>
>>>>>>>>>>>                 --
>>>>>>>>>>>                 Best Regards !                         
>>>>>>>>>>>                 baya.sylvain [AT cmNOG DOT cm] |
>>>>>>>>>>>                 <https://www.cmnog.cm> |
>>>>>>>>>>>                 <https://survey.cmnog.cm>
>>>>>>>>>>>                 Subscribe to Mailing List :
>>>>>>>>>>>                 <https://lists.cmnog.cm/mailman/listinfo/cmnog/>
>>>>>>>>>>>                 __
>>>>>>>>>>>                 #‎LASAINTEBIBLE‬|‪#‎Romains15‬:33«/Que LE
>>>>>>>>>>>                 ‪#‎DIEU‬ de ‪#‎Paix‬ soit avec vous tous!
>>>>>>>>>>>                 ‪#‎Amen‬!/»
>>>>>>>>>>>                 ‪#‎MaPrière‬ est que tu naisses de nouveau.
>>>>>>>>>>>                 #Chrétiennement‬
>>>>>>>>>>>                 «/Comme une biche soupire après des courants
>>>>>>>>>>>                 d’eau, ainsi mon âme soupire après TOI, ô
>>>>>>>>>>>                 DIEU!/» (#Psaumes42:2)
>>>>>>>>>>>
>>>>>>>>>>>
>>>>>>>>>>>                 ---
>>>>>>>>>>>                 To unsubscribe:
>>>>>>>>>>>                 <mailto:igc-unsubscribe at lists.riseup.net
>>>>>>>>>>>                 <mailto:igc-unsubscribe at lists.riseup.net>>
>>>>>>>>>>>                 List help: <https://riseup.net/lists>
>>>>>>>>>>>
>>>>>>>>>>>
>>>>>>>>>>>
>>>>>>>>>>>             --
>>>>>>>>>>>
>>>>>>>>>>>
>>>>>>>>>>>
>>>>>>>>>>>
>>>>>>>>>>>             *Sheetal Kumar*
>>>>>>>>>>>             Senior Programme Lead | GLOBAL PARTNERS DIGITAL
>>>>>>>>>>>             Second Home, 68-80 Hanbury Street, London, E1 5JL
>>>>>>>>>>>             T: +44 (0)20 3 818 3258| M: +44 (0)7739569514  |
>>>>>>>>>>>             PGP ID: E592EFBBEAB1CF31  | PGP Fingerprint:
>>>>>>>>>>>             F5D5 114D 173B E9E2 0603 DD7F E592 EFBB EAB1 CF31|
>>>>>>>>>>>
>>>>>>>>>>>
>>>>>>>>>>>             ---
>>>>>>>>>>>             To unsubscribe:
>>>>>>>>>>>             <mailto:igc-unsubscribe at lists.riseup.net
>>>>>>>>>>>             <mailto:igc-unsubscribe at lists.riseup.net>>
>>>>>>>>>>>             List help: <https://riseup.net/lists>
>>>>>>>>>
>>>>>>>>>
>>>>>>>>>
>>>>>>>>>         -- 
>>>>>>>>>
>>>>>>>>>
>>>>>>>>>
>>>>>>>>>         *Sheetal Kumar*
>>>>>>>>>         Senior Programme Lead | GLOBAL PARTNERS DIGITAL
>>>>>>>>>         Second Home, 68-80 Hanbury Street, London, E1 5JL
>>>>>>>>>         T: +44 (0)20 3 818 3258| M: +44 (0)7739569514  |
>>>>>>>>>         PGP ID: E592EFBBEAB1CF31  | PGP Fingerprint: F5D5 114D
>>>>>>>>>         173B E9E2 0603 DD7F E592 EFBB EAB1 CF31|
>>>>>>>>>
>>>>>>>>>
>>>>>>>>
>>>>>>>>
>>>>>>>>         ---
>>>>>>>>         To unsubscribe: <mailto:igc-unsubscribe at lists.riseup.net> <mailto:igc-unsubscribe at lists.riseup.net>
>>>>>>>>         List help: <https://riseup.net/lists> <https://riseup.net/lists>
>>>>>>>>
>>>>>>>         ---
>>>>>>>         To unsubscribe: <mailto:igc-unsubscribe at lists.riseup.net
>>>>>>>         <mailto:igc-unsubscribe at lists.riseup.net>>
>>>>>>>         List help: <https://riseup.net/lists>
>>>>>>>
>>>>>>>
>>>>>>>
>>>>>>>     -- 
>>>>>>>
>>>>>>>
>>>>>>>
>>>>>>>     *Sheetal Kumar*
>>>>>>>     Senior Programme Lead | GLOBAL PARTNERS DIGITAL
>>>>>>>     Second Home, 68-80 Hanbury Street, London, E1 5JL
>>>>>>>     T: +44 (0)20 3 818 3258| M: +44 (0)7739569514  |
>>>>>>>     PGP ID: E592EFBBEAB1CF31  | PGP Fingerprint: F5D5 114D 173B
>>>>>>>     E9E2 0603 DD7F E592 EFBB EAB1 CF31|
>>>>>>>
>>>>>>>
>>>>>>     ---
>>>>>>     To unsubscribe: <mailto:igc-unsubscribe at lists.riseup.net
>>>>>>     <mailto:igc-unsubscribe at lists.riseup.net>>
>>>>>>     List help: <https://riseup.net/lists>
>>>>>
>>>>>
>>>>>
>>>>> -- 
>>>>>
>>>>>
>>>>>
>>>>> *Sheetal Kumar*
>>>>> Senior Programme Lead | GLOBAL PARTNERS DIGITAL
>>>>> Second Home, 68-80 Hanbury Street, London, E1 5JL
>>>>> T: +44 (0)20 3 818 3258| M: +44 (0)7739569514  |
>>>>> PGP ID: E592EFBBEAB1CF31  | PGP Fingerprint: F5D5 114D 173B E9E2
>>>>> 0603 DD7F E592 EFBB EAB1 CF31|
>>>>>
>>>>>
>>>>
>>>> ---
>>>> To unsubscribe: <mailto:igc-unsubscribe at lists.riseup.net>
>>>> List help: <https://riseup.net/lists>
>>
>
>
> ---
> To unsubscribe: <mailto:igc-unsubscribe at lists.riseup.net>
> List help: <https://riseup.net/lists>
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