[arin-ppml] Draft Policy ARIN-2019-12: M&A Legal Jurisdiction Exclusion

Owen DeLong owen at delong.com
Wed Oct 23 13:38:56 EDT 2019


Joe,

On M&A, I agree it’s a corner case, but there is the possibility of a scenario
involving marriage, divorce, adoption, etc. to fall within section 8.2.
Not sure it’s a sufficient case to bother addressing.

I do like the additional clarity, but agree that we should avoid language that
is specific to corporations.

Suggest:

“M&A activity resulting in the surviving legal entity having no presence in the
ARIN service region will be permitted and such entity may retain any existing
number resource holdings under their existing ARIN RSA.”

I believe this addresses all natural and artificial legal entities in virtually all
cases mentioned to date while preserving the core intent of the original proposal.

Owen




> On Oct 19, 2019, at 06:10 , Joe Provo <ppml at rsuc.gweep.net> wrote:
> 
> 
> Hey Bill,
> 
> On Fri, Oct 18, 2019 at 07:42:20PM -0700, William Herrin wrote:
>> On Thu, Oct 17, 2019 at 1:26 PM Joe Provo <ppml at rsuc.gweep.net> wrote:
>>> 
>>> On Thu, Oct 17, 2019 at 01:19:27PM -0700, William Herrin wrote:
>>>> Lose "incorporated:" it has a specific legal meaning which excludes a
>>>> portion of existing registrants.
>>>>>> Then yeah, it solves my concern about forum shopping.
>>>> 
>>> If we borrow Mr Hannigan's suggestion, does this work:
>>> 
>>> "M&A activity resulting in the surviving legal entity which
>>>  is not formed in the ARIN service region will be permitted
>>>  to hold only their existing number resources directly
>>>  allocated or assigned by ARIN."
>> 
>> Hi Joe,
>> 
>> Could this be the exception that proves the rule that natural persons are
>> not permitted to request ARIN resources?  Natural persons are legal
>> entities but they're not formed, they're born or naturalized. Do we -want-
>> that implicit rejection to be policy?
> 
> If this were in Definitions or anywhere specifying who may
> or may nkt have axcess tk any resources then I'd have that
> concern. But this is scoped within 8.2 and as such is solely
> regarding M&A. Are natural persons outside the ARIN service
> region being the surviving, asset-golding legal entity 
> actually a real world concern, or are we talking about a 
> hypothetical corner case of an already rare corner case?
> 
> Cheers,
> 
> joe
> 
>> I'd stick with "legal entity" and avoid modifiers like "formed" or
>> "incorporated."
>> 
>> Grammar's a bit rough too. "M&A activity" is the noun that goes with "will
>> be permitted," but the idea is that the the legal entity will be permitted.
>> Here's a stab at a rewrite:
>> 
>> "Where M&A activity results in a surviving legal entity outside the ARIN
>> service region, the surviving legal entity may hold the number resources
>> but is ineligible to receive additional ARIN number resources."
>> 
>> Regards,
>> Bill Herrin
>> 
>> 
>> -- 
>> William Herrin
>> bill at herrin.us
>> https://bill.herrin.us/
> 
> -- 
> Posted from my personal account - see X-Disclaimer header.
> Joe Provo / Gweep / Earthling 

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