[arin-ppml] New Policy Proposal - Revisions to M&A Transfer Requirements under 8.2

[Kevin Kargel]

I will oppose any policy that allows transfer of resources without an RSA.  

 

Kevin Kargel

 

 

  _____  

From: arin-ppml-bounces at arin.net [mailto:arin-ppml-bounces at arin.net] On
Behalf Of Lindsey, Marc
Sent: Thursday, June 14, 2012 5:02 PM
To: <arin-ppml at arin.net>
Subject: [arin-ppml] New Policy Proposal - Revisions to M&A Transfer
Requirements under 8.2

 

Policy Proposal Name - Revisions to M&A Transfer Requirements

Proposal Originator - Marc Lindsey 

Proposal Version - 1

Date - June 14, 2012

Policy type - Modification to existing policy

Policy term - Permanent

Policy Statement


Delete sections 8.1. and 8.2 in their entirety and replace them with the
following:


8.1 Principles 

ARIN will not change its WHOIS database to record the transfer of number
resources between organizations unless such transfer complies with this
Section 8. ARIN is tasked with making prudent decisions when evaluating
registration transfer requests.


8.2. Mergers and Acquisitions


When the transfer of any number resource is requested by the current
registrant or its successor or assign (the "new entity"), ARIN will transfer
the registration of such number resources to the new entity upon receipt of
evidence that the new entity has lawfully acquired the resources from the
current registrant as the result of a merger, acquisition, reorganization or
name change. ARIN will maintain an up-to-date list of acceptable types of
documentation.  Transfers under this Section 8.2 shall not be contingent
upon the new entity's justification of need for the transferred numbers.  

If the transfer request pertains to non-legacy number resources, the new
entity shall be required to execute, in its own name, an RSA covering the
transferred numbers, and pay the applicable registration fees.  

If the transfer request pertains to legacy numbers, the transfer shall not
be contingent upon the new entity entering into an RSA, LRSA or any of form
of written agreement with ARIN.  For each transfer of legacy numbers under
this Section 8.2, ARIN shall assess, and the new entity shall pay, a
one-time "Legacy Record Change Fee" as set forth in the fee schedule unless
the new entity elects, in its discretion, to enter into an LRSA covering the
transferred legacy numbers and pays the applicable registration fees.

[Note: This proposal incorporates the definition of "legacy number" from
proposal 172 as revised June 6, 2012.  The amount of the Legacy Record
Change fee is TBD] 

Rationale - The current version of 8.2 actually discourages legacy holders
from (a) updating the WHOIS database, and (b) paying fees to assist with
records management associated with the WHOIS database.  Some entities that
currently control resources do not attempt to update the WHOIS records
because the current transfer process puts at risk their ability to retain
and use their numbers.  Under the current process, legacy holders or their
lawful successors must first prove that they are the lawful successor (which
is necessary and appropriate).  But they then must also justify their need
to continue using numbers they obtained prior to ARIN's existence.  Once
they pass the needs hurdle, they must then execute an RSA (not even an LRSA)
that alters their rights and subjects their numbers to audit and possible
revocation under then-current policy.  

For non-legacy registrants, the process should also be less burdensome and
uncertain.  Ensuring the continuity of a company's IP addressing scheme as
part of an M&A transactions should be within the control of the entities
directly involved.  ARIN's discretionary approval of transfers in this
context introduces an undesirable and unnecessary contingency.   Entities
concerned about whether their M&A related update request will be approved by
ARIN simply do not attempt to fully update the records.

Minimizing the barriers for both legacy and non-legacy holders to update the
WHOIS database when changes are required to accurately reflect normal
corporate reorganization activities will help increase the accuracy of the
WHOIS database, which benefits the community as a whole.   

Timetable for implementation - Immediate

 

Marc Lindsey

Levine, Blaszak, Block & Boothby, LLP

2001 L Street, NW Suite 900

Washington, DC 20036

Phone: (202) 857-2564

Email:  <mailto:adelgado at lb3law.com> mlindsey at lb3law.com

Website:  <x-msg://295/www.lb3law.com> www.lb3law.com

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