Subject: Responsibilities and duties of the Interim/perm board of directors and commitees

From: Jeff Williams <[email-masked]>
Date: Mon, 13 Jul 1998 14:03:48 +0100

All,

  The following is a outline or base potential/possible for the
Responsibilities and duties of the Interim/perminant board of
directors and committees.  Please view it in that light.
Any comments will be appreciated and should be considered
as input in the upcoming Geneva and Singapore Conferences.

=================================================================
  As time is short and getting shorter we ahd thought that
soem more substitive suggestions or proposals for
consideration may be helpful for the upcomming Geneva
and Singapore Conferences so as to have a basic outline
or framework to work with and/or consider.

==========================================================

Responsibilities and duties of the Interim/perminant board of
directors and committees.

Preface:

  This is really a collection of thoughts and ideas that I have
received through our channels as to what might be considered
the responsibilities and duties of the Interim board of directors
and committees and should possible carry over onto the
permanent Board of Directors as well.

  These duties and responsibilities should be codefied within
the By-laws and charters of the respective Interim/perminant
board of directors and committees.

Proposal: (Interim/permanent Board of directors)

1.) Appointment of committees for general and temporary
    committees from time to time for very specialized
    functions.

2.) SHould have the powers to manage budgetary and operational
    considerations and standards for the newly formed Registries
    and registrars to be formed.  We also would suggest here
    that a few additional seats should be added to the
    Permanent board of directors.  Those being CFO, CIO, and
    COO.  The COO in particular should take from the approiate
    committees any standards and pass them on to the appropriate
    entities to which they pertain too, but do not directly oversee
    those activities on a daily basis except where they pertain to
    the non-profit "NewCo" itself.  The COO should also be responsible
    for the day to day operations of an master registry that is
    owned by the NewCo itself. This might be known as the ".", if
    you should so choose to consider it as such.  COO should take
    his direction on matters dealing with operations of the
    registries/registrars from the Names Committee/council.

3.) The Interim Board and the Permanent board should also be
    open to any and all input from a multiple methods (E-Mail,
    phone, and video conference) to the committees and any
    and all stakeholders/members.  This is paramount.  The
    Board Members must be answerable personally for their
    conduct at all times and answerable to any employees
    or contractors conduct as well.  "The customer" or
    "user" comes FIRST.  This must also be true for
    Committee members as well.  We must remember that everyone
    and every organization is a potential customer/stakeholder
    or member.

4.) The Interim board should determine when and how many
    annual organized conferences there should be every year.
    (Suggestion: 2 in the US, 2 in Europe, and 2 in Asia).
    they should strive for maximum participation and input.
    (Suggestion: E-mail, Internet video conferencing, and phone
     should be used to assure this maximum participation).
    They should be planned on year in advance.

5.) The Interim board of directors should solicit multiple
    funding methods.  These methods should not be limited to
    membership dues, nor charges for DN registrations, or
    IP block allocations.  They should seek donations
    form whatever sources they can find.  Tax deductible
    status should be sought on any and all donations regardless
    of type or organization form all countries involved.

6.) All communications that Board members have with any
    individuals should be recorded when ever possible
    and posted for stakeholder information and review.
    This includes any E-Mails, private or otherwise,
    video conferences, and phone conversations.  They
    should be provided on the GIAW and IFWP web sites
    in the most expedient time frames possible and in multiple
    formats.  Text transcriptions should be a must.

7.) All Interim Board members or Permanent Board members
    should receive a salary commensurate with their responsibilities.
    they should also receive traveling expenses for all travel
    via a Corporate Credit Card and expenses on such travel
    should be made publicly available on the appropriate web sites
    for stakeholder/member review.  Salaries should be kept
    confidential.

8.) Any and all assets that are of a public nature that any
    Interim or Permanent Board member may hold must be placed
    in a "Blind Trust" prior to accepting that Board seat
    and for the duration of their tenior.  This is to include
    (Stocks, Bonds, or private shares of ownership in any other
     company or corporation public or private).

9.) Interim Board members and Permanent Board members should not
    be required to relocate or domiciled at any one location.
    Facilities such as a PC with video confronting and IP
    phone software as well as a standard phone should be
    provided them to execute their duties.  In addition
    Palm tops or Laptops should also be provided with
    like capabilities as well as cellular capability.
    Each Interim/Permanent Board member should have a
    published 800# for contact.

II.  Committee/councils Duties/Mandates/responsibilities
     (Pick your own term here)

    1.) All committees/councils should be delegated responsibilities
        by the interim board or Permanent Board of Directors
        and a charter for those committees should be than determined
        with respect to their Duties/Mandates/responsibilities and
        clearly and concisely stated in that charter.

    2.) All committees/councils should have from between 5 to 7
        members respectively.

    3.) All committees/councils should determine their own staff
        and financial requirements permanent to their charter
        and suggest or recommend a budget to the Interim or
        Permanent Board of Directors for their approval and
        dispersement.  This should be their first course
        of action and have a deadline for compellation in their
        charter. ( any an all extensions must be approved
        by special stakeholder Vote and than approved by the
        interim/Permanent Board of Directors).

    4.) All committees/councils should be paid a salary
        commensurate with their responsibilities and responsibilities.
        They should set salaries for staff assistants as well which
        should be approved by the Interim/Permanent Board Of Directors.

    5.) All committees/councils should serve no longer than
        a two year term and only two consecutive terms should
        be allowed.  Some committees should have shorter terms
        based on charter requirements set by the Interim/Permanent
        board of directors. (Special Committees).

    6.) All committees/councils should submit progress reports
        in very great detail to the Interim/Permanent Board of
        directors.

    7.) All committees/councils should have the ability to
        appoint under specific contract any company or organization
        for technical review or operational review any
        aspects of their mandated charter on an as needed basis.
        this should be done on a cost plus 10% basis at most and
        cost recovery basis at best.  This may apply for implementation
        or standards setting purposes as well where outlined in
        the Committees/Councils charter.

    8.) All committees/councils charters should have the ability
        to mandate to the IANA and the IETF for standards and
        practices purposes.  All corporations should be required
        to comply to the findings of these Committees/Councils
        to be able to continue as a Internet member under the
        current Internet structure under the threat of removal
        of their DN's or IP addresses/blocks from the current
        or any future structure.  This is the one and only
        direct power that the Committee should have.  THere
        should be a time period determined for which these
        companies or organizations have to comply.  That
        time frame should be as short as possible.

    9.) All committees/councils should should receive a salary
        commensurate with their responsibilities.
        they should also receive traveling expenses for all travel
        via a Corporate Credit Card and expenses on such travel
        should be made publicly available on the appropriate web sites
        for stakeholder/member review.  Salaries should be kept
        confidential.

   10.) All committees/councils should not be required to
        relocate or domiciled at any one location.
        Facilities such as a PC with video confronting and IP
        phone software as well as a standard phone should be
        provided them to execute their duties.  In addition
        Palm tops or Laptops should also be provided with
        like capabilities as well as cellular capability.
        In addition all committees/councils should be provided
        800# service for each member and/or staff assistant
        as determined by that committee/council.

  11.) All committees/councils should provide as many methods of
       input from the stakeholder/member community as possible
       directly to the individual Committee/council members.
       (E-Mail, VIdeo confronting, and Phone).  Transcripts
        or archives of those discussions should be made
        available on the appropriate web sites for public review.
        All phone-mails or E-mails must be responded to personally
        from committee/council members within a 24 hour period
        unless they are on vacation, or ill.  There should be
        no set working hours for Committee/Council members.

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Regards,

--
Jeffrey A. Williams
DIR. Internet Network Eng/SR. Java/CORBA Development Eng.
Information Network Eng. Group. INEG. INC.
E-Mail [email-masked]