[arin-ppml] Deceased Companies?

[Matthew Petach]

On Tue, Jul 26, 2022 at 5:28 PM Ronald F. Guilmette <rfg at tristatelogic.com>
wrote:

> And as I have said, corporate
> entities of this type, together with natural persons, represent the
> overwhelming
> bulk of all ARIN memberships.
>

Fair enough; we'll limit the discussion to private corporations and natural
persons only.

 Today we're just taking about dead member cleanup, or
> the lack thereof.  (We can come back and argue about whether or not ARIN
> should be collecting beneficial ownership information for non-publicly-
> traded companies some other day.)
>
> All that having been said, it _is_ indeed my opinion that it _is_ ARIN's
> job to
> know at least the identities of all of the legal entities that are its
> members.
> And in general, I believe ARIN _does_ know all of that, except when it
> comes to
> deceased entities, where it appear to be blind as a bat.
>

If the corporation closes its doors (is deceased, so to speak), files for
dissolution,
and stops paying its bills, the number resources will be reclaimed; John
has said
so repeatedly.

If the corporation stops doing business, but someone continues to pay the
bills for it on their behalf, I know from experience that ARIN will
continue to
preserve the number resource registrations associated with the entity.

If it's a natural person who held the number resources that passes away,
the estate goes into probate, and if a beneficiary takes over payment of
the ARIN bills, it's unclear how ARIN would ever know the natural person
passed away, as there's no requirement that the next-of-kin furnish a
death certificate to ARIN, or even notify them of the original registrant's
decease.



> >Similarly, when GlobalCrossing was bought by Level3, there was no
> >sudden requirement that every record within ARIN that used to say
> >"GlobalCrossing" now say "Level3" (I mean Qwest) (no wait, I mean
> >CenturyLink) (shoot, no, now I mean Lumen).
>
> Maybe there should be.  Do you have something against Truth in Advertising
> when it comes to public-facing WHOIS records?
>
> (Note: I think that you may possibly be overlooking the possibility that
> just
> because Level3 got acquired by some other legal entity, that DOES NOT
> automatically imply that the legal entity known as Level3, Inc. has itself
> necessarily ceased to exist.  It may still exits and may still be using
> the same resources as it has in the past, all while simply having different
> ownership.)
>
> >Nowhere does the NRPM say that ARINs records must change
> >when the name or owner of a company changes.
>
> Right.  That's what I said.  And thus, because of that obvious hole in the
> rules, I asked John how anybody outside of ARIN could reliably and
> independently
> check to see that ARIN is actually doing what John claims it is doing, i.e.
> cleaning up the leftovers of dead companies and making sure that those
> remnant
> resources get properly assigned to the new legal heirs of the old (and now
> dead)
> company, if any, or properly recycled otherwise.
>


It's the same as the GlobalCrossing/Level3 etc. situation.

We don't know if the old companies still exist as legal entities or not;
it's up to the registrant to update their information as they deem
appropriate.

As long as someone is still paying the bills, we don't know if it's
the same old company under new ownership, or if all the records
were migrated to the new company, and someone just failed to
update the registry appropriately.




>
> >(You can verify this for yourself by searching through ARIN whois
> >records for "global crossing", "Level 3", etc. to see that there has
> >been no requirement that records be immediately updated to show
> >that ownership and control has changed.)
>
> Not only is there apparently no requirement for the WHOIS records to be
> properly updated "immediately" but apparently there is no requirement for
> the WHOIS records to be corrected/updated *ever*.
>
> You may think that's just swell.  I do not.  But in any case, for me this
> also is somewhat of a side-issue at the moment.  My first order concern is
> to
> find out if ARIN really and truly is committed to cleaning up the remnants
> of old, dead and defunct companies and persons that were formerly members
> but that are now "pushing up daisies" as it were.
>
> It is still not 100% clear to me that ARIN is doing that, even in cases
> where the now-dead members are (to use John's words) "brought to the
> attention of ARIN".  ARIN may be doing it, or then again, maybe not.  It
> appears that, as with so many ARIN things, there may be no way for an
> "outsider"
> to know if they are doing it or not.  And even if they are doing it, they
> may perhaps be doing it on a geological time scale, which for me at least,
> would be rather unsatisfying.
>

Again, though, how do you know a company is defunct,
versus dormant, versus under new ownership?

If I had a california company, but decide I don't want to deal with
california business taxes, and I close down the california corporation
and incorporate in delaware instead, am I obligated to return the
number resources, or can I simply update my registry entries to
the new business address and continue using them?

If you go trolling through the list of defunct companies, you'd
see my california business as being defunct; but that wouldn't
mean ARIN should reclaim my number resources; after all,
my delaware corporation is happily paying the bills, and the
billing address for the POC has been updated appropriately.

Just because you tell ARIN my california corporation is dead
doesn't mean ARIN is going to reclaim my resources; they may
well look at it, recognize that the california corporation is dead,
but a delaware corporation has taken its place, and is paying
the bills, and thus no action needs to be taken.

You on the outside may see it as complete inaction on ARIN's
part after alerting them about my california company going
defunct; but that doesn't mean on the inside ARIN hasn't looked
into it and decided that no action was needed.

If what you're really asking is for ARIN to report on every
complaint that is issued, even one for which no action is
taken...that's going to take a change in policy to effect that,
and berating ARIN for not doing something that isn't dictated
that they do in policy is a bit far-fetched.

Matt
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