[Chapter-delegates] Join our call to stop the sale of .org

[Richard Hill]

The main goal of the Swiss Chapter is to have a more open and transparent decision and decision making process.

 

Best,
Richard

on behalf of ISOC-CH

 

From: Dave Burstein [mailto:daveb at dslprime.com] 
Sent: Wednesday, November 27, 2019 18:22
To: Richard Hill
Cc: Alexander Blom; Chapter Delegates
Subject: Re: [Chapter-delegates] Join our call to stop the sale of .org

 

> Re: The Swiss Chapter call for "if appropriate, an "escalation" policy."


I believe the appropriate "escalation policy" is to avoid "escalation" if at all possible. I say that despite thinking the right move is to end the deal. I believe Andrew should work with the chapters and heal the breach. An obvious compromise would be complete information, under non-disclosure if required. The second would be a system that dedicates a small share of the funding to the chapters to allocate, with financial controls. 3% initially was unanimously approved by the Chapters committee and blocked by Staff in as closed board hearing without any sensible reason given. Power exercises like that, I believe, are a key reason most of the most dedicated in ISOC burned out and most chapters have remarkably few active members. Stupid politics. Strong chapters are crucial for ISOC's future, no matter what some in management think.
 
A war within ISOC, even if it has been on the brink for a decade, serves no one. I know many are so angry they are willing to tear down ISOC, but I will work to prevent it.

We need a mediator to get ISOC out of the Big Muddy. Former ISOC Chairman Bob Hinden is a natural choice. He sent to Dave Farber's IP list a link to Professor Milton Mueller's article https://www.internetgovernance.org/2019/11/25/what-to-do-about-org/ . He did not specifically endorse Milton's comment  "We are calling upon ICANN to withhold its approval until some modifications are made to the .ORG registry contract." 
Dave Farber, a former ISOC board member, runs a free list called "Interesting People." Anyone who cares about tech-related policy should sign up. https://ip.topicbox.com/groups/ip
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The sale can probably be blocked fairly easily. PIR is a non-profit incorporated in Pennslyvania. A change from non-profit to for-profit requires approval by the state. I haven't researched Pennsylvania precedents for the transaction (I've read the law) but in New York, two non-profits distributed over a $billion when converting to for profit and it dragged on. Given all the publicity and a call for a public hearing, PA will probably be a major delay. ISOC itself is incorporated in DC.

ICANN experts are stating ICANN can block the deal based on the terms of the license.  Professor Mueller writes, "However, under Article 7.5, PIR has to provide ICANN with 30 days’ notice of any change in control, and ICANN can respond by terminating the agreement, if termination is a reasonable response under the circumstances to the change of control." ICANN has not been courageous in the past, however.

Those who follow ISOC closely know there are important issues of PIR and ISOC relations. In the US, it is not common for a non-profit (ISOC) to own another non-profit (PIR). We have some very expensive lawyers who should be experts. Unfortunately, many lawyers find a way to give the client the advice the client wants and the plain language of the requirements suggests a problem. 

The billionaire buyers are undoubtably very unhappy about all the publicity and probably would be happy to leave. I doubt I'm the only reporter now researching Romney, Johnson, and Perot, who seem very secretive. One of them has been criticized for his prior connections to off-shore tax avoidance.

I believe the would be buyers should pay ISOC's expenses, which are very high. We are paying Goldman Sachs and using law firms where some partners bill at $1,000/hour. (Really.) If the deal goes through, the buyer should be obligated to indemnify ISOC for taxes and other possible costs.

The above is my opinion, as I say at the top. The New York Chapter has been discussing the issue but I have suggested holding back until ISOC gave us all the information. Time for transparency and some compromises, Gonzalo.

 

PS: Richard Hill, for those who don't know, has long been one of the most respected people in Internet and tech policy. He's now retired from the ITU. He has a PhD from Harvard but he doesn't use the title Dr. 

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