[Chapter-delegates] Update on By-Laws revision

Mon Jul 22 12:19:23 PDT 2013

Dear Christopher,

By their very nature the relationships between ISOC and Organization Members, and ISOC and Chapters is not symmetrical.  Organizations who become ISOC members are set-up for purposes other than support of the open, interoperable, multi-stakeholder Internet;  some exist for profit, some for a cause or motive aligned directly (or not) with the values, mission and goals of the internet Society.  They pay for the privilege of joining the Internet Society but are not obligated to pursue the mission of the Internet Society.  A simple cessation of the remittance or acceptance of dues ends the Organization's membership.  Conversely, Chapters are chartered for the expressed purpose of supporting and pursing the vision, mission and values of the Internet Society, irrespective of their prior organization charter or incorporation.  Chapters do not pay dues to the Internet Society; they receive funds and support in the way of travel fellowships, event funds and other support not offered to organization members.  The two components (Organization Members and Chapters) fulfill different roles within the strategy and operations of the Internet Society.  Nevertheless, with respect to ISOC governance, the By-laws Working Group and  Trustees believe that the two components should have equal voices.

Understood in this light, there is no rechartering process for an organization member since none is necessary.  However, within your comments is perhaps a different question.  What steps would the Internet Society take were an organization member to publicly support a position in opposition to the Internet Society mission and values?  The answer is situational.  For example,  you are aware I'm sure that the ITU is an organization member of ISOC, highlighting one of our key strengths: our ability to convene parties with differing, even opposing views, and engage a constructive dialog wherever possible.  This has already occurred in the areas of digital intellectual property rights, Open Internet Standards, Internet regulation  and other areas with divergent views of the future of the Internet.

I hope, Christopher, this provides some insight into the thinking and discussion that went into the formation of the draft of the new by-laws  and gives you more confidence that the debate and adoption of these will address the shortcomings of the existing by-laws, particularly with respect to the role of Chapters.

Best regards,

Ted Mooney
Senior Director, Membership & Services
The Internet Society
1775 Wiehle Avenue
Reston, VA 20190 USA
Office: +1 703-439-2774
Cell: +1 301-980-6446
eMail: mooney at isoc.org
From: CW Mail <mail at christopherwilkinson.eu<mailto:mail at christopherwilkinson.eu>>
Date: Monday, July 22, 2013 12:26 PM
To: Ted Mooney <mooney at isoc.org<mailto:mooney at isoc.org>>, Chapter Delegates <chapter-delegates at elists.isoc.org<mailto:chapter-delegates at elists.isoc.org>>
Cc: ISOC ADVISORY COUNCIL <isoc-advisory-council at elists.isoc.org<mailto:isoc-advisory-council at elists.isoc.org>>, WALLONIE EXCOM <comex at wallonie-isoc.org<mailto:comex at wallonie-isoc.org>>, Socis d'ISOC-CAT <socis at isoc.cat<mailto:socis at isoc.cat>>
Subject: Re: [Chapter-delegates] Update on By-Laws revision

Dear Ted Mooney and colleagues:

> e.g. there is no procedure for withdrawing 'chartering' of an organisational member.

In the light of today's press reports, could we please have a public assurance that no ISOC Organisational Member is associated with current lobbying of the EU Institutions concerning the proposed Privacy Regulation.

http://elpais.com/internacional/2013/07/21/actualidad/1374420934_701911.html

Many thanks and regards

CW

On 07 Jul 2013, at 14:39, CW Mail <mail at christopherwilkinson.eu<mailto:mail at christopherwilkinson.eu>> wrote:

Dear Ted Mooney:

Thankyou for the three documents that have been distributed regarding the recommendations of the Bylaws working group. Recognising that there are some improvements proposed with respect to Chapters, may I limit my comments to the need for additional changes:

  1.  Chapter Membership: Comparing Articles III and IV, it becomes clear that ISOC still does not accept Chapters as Members of the Internet Society. The rights of Organisational Members and Chapters are still not symmetrical; e.g. there is no procedure for withdrawing 'chartering' of an organisational member.

The construct whereby Individual Members are members but without voting rights, whereas Chapters are NOT members, but do have voting rights, is bizarre to say the least.

Chapters have to be recognised as full members of the Internet Society.

  2.  Constitution of Chapters: As has already been pointed out, the construct that Chapters are constituted only by pre-existing individual members is historically incorrect and currently politically inept.

Furthermore, in present circumstances, the ISOC concept that individual members have to be registered in a central AMS database is no longer sustainable. The primary database for individual members will have to become the membership data of their respective Chapters, in their jurisdictions.

ISOC Reston would then have - the more manageable – option of maintaining a database of those individual members not affiliated to a Chapter.

  3.  Composition of the Board of Trustees: The proposed balance between the technical and business community on the one hand and the user community on the other hand, is not yet appropriate. I have proposed before, and maintain again, that a 50:50 relationship between Chapters and IETF+Organisational Members is necessary for the international credibility of the Internet Society.

In all other respects, may I thank the delegates to the Working Group, the work of the previous Board Bylaws Committee and the ISOC staff for their time, patience and expertise in this matter during recent years.

Regards

Christopher Wilkinson

On 24 Jun 2013, at 14:19, Ted Mooney <mooney at isoc.org<mailto:mooney at isoc.org>> wrote:

To Individual members, Chapter Delegates and Advisory Council members,

After consideration of the legal  and strategic requirements of the Internet Society and serious analysis of the views offered by its members and Chapters,  the Board of Trustees (BoT) has asked the By-Laws Working Group to share the Board’s recommended revisions with the community for a final review. The purpose of this review is to ensure that these changes are clear and understood before the Board votes on their adoption rather than to entertain at this time additional substantive changes.  These recommendations include a number of important updates.  Some notable ones are:

•             Board composition
•             Acknowledgement of Chapters, their voting and other rights and responsibilities,
•             The ability of both Organization Members and Chapters to form advisory groups
•             The establishment of a process for Chapters to review and appeal de-chartering decisions
•             Conformance with the laws governing its incorporation

We invite you to review the attached documents. The BLWG has prepared two documents for ease of review,  one which shows the full text and where there are revisions; the other is a call-out of key issues raised by the ISOC community.  These documents will be presented to the Trustees on July 8, 2013 for the Board’s review and for iproposed adoption of the revised By-Laws at the July 22 meeting of the Board of Trustees.

The attached final recommendations are the product of nearly two years of community consultations and careful consideration and debate by the Trustees.  The period for substantive comment closed in January of this year  and all comments were thoroughly reviewed by the Board . In this final community review, the BLWG is open to comments only regarding clarity of meaning and language.  We will reflect  key the views on clarification received by Wednesday, July 3 in our July 8 report to the BoT.
The By-laws Working Group gratefully acknowledges the thoughtful consideration and willingness to engage from the Organization Members, Chapters and Individual Members.
The Board of Trustees has taken community suggestions very seriously and Trustees have on many occasions expressed their appreciation for the valuable input they have received from ISOC Chapters and members.
Once again, thank for taking time to review these documents for clarity.

With best regards,

The By-laws Working Group
<Annotated By Laws Final June 2013 [1].pdf><By-Law Final Updates - June 2013 clean.pdf>_______________________________________________
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