Draft Policy 2010-6: Simplified M&A transfer policy - Last Call

[Member Services]

The ARIN Advisory Council (AC) met on 21 April 2010 and decided to
send the following draft policy to last call:

    Draft Policy 2010-6: Simplified M&A transfer policy

The AC met in accordance with the ARIN Policy Development Process which
requires the AC to meet within 30 days of the conclusion of the Public
Policy Meeting to make decisions about the draft policies that had been
presented.

Feedback is encouraged during this last call period. All comments should
be provided to the Public Policy Mailing List. This last call will
expire on 12 May 2010. After last call the AC will conduct their
last call review.

The draft policy text is below and available at:
https://www.arin.net/policy/proposals/

The ARIN Policy Development Process is available at:
https://www.arin.net/policy/pdp.html

Regards,

Member Services
American Registry for Internet Numbers (ARIN)


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Draft Policy 2010-6
Simplified M&A transfer policy

Version/Date: 23 February 2010

Policy statement:

Replace section 8.2 with:

8.2. Mergers and Acquisitions

ARIN will consider requests for the transfer of number resources in the
case of mergers and acquisitions upon receipt of evidence that the new
entity has acquired assets that used the transferred resources from the
current registrant. ARIN will maintain an up-to-date list of acceptable
types of documentation.

In the event that number resources of the combined organizations are no
longer justified under ARIN policy at the time ARIN becomes aware of the
transaction, through a transfer request or otherwise, ARIN will work
with the resource holder(s) to return, aggregate, or reclaim resources
as appropriate via the processes outlined in current ARIN policy (for
example, sections 4.6, 4.7, or 12 of the NRPM).

Add "In addition to transfers under section 8.2, " at the beginning of
section 8.3. Transfers to Specified Recipients.

Rationale:

This policy proposal: attempts to simplify the M&A transfer section of
the NRPM; eliminates the ambiguity discussed at the ARIN Public Policy
Meeting (PPM) in Dearborn by clarifying that transfers can occur under
either 8.2 or 8.3 independently; and attempts to address the concerns
raised in the staff policy implementation report at the Dearborn PPM
(https://www.arin.net/participate/meetings/reports/ARIN_XXIV/PDF/thursday/policy_exp_report.pdf)

The idea here is to simply say that ARIN will allow M&A transfers, and
to require the return of any number resources for which there is no
longer a justified need after the acquisition. Preferably that would
happen voluntarily under the policies of NRPM 4.6 (Amnesty), but it also
leaves the door open for ARIN to revoke space under NRPM 12 (Resource
Review) if necessary. By implication, future needs that would qualify
the organization for an allocation/assignment would likewise justify
keeping transferred space. In particular, see the language of NRPM
section 12, paragraphs 4 and 4a.

This policy also should dramatically increase the completion rate for
transfer requests, as the evaluation of whether space is efficiently
utilized after the transfer can occur in parallel, completely
independently of the transfer request, and can continue even if the
transfer request is abandoned.

The bulleted lists of acceptable documentation removed from the NRPM
should be maintained by ARIN elsewhere on the website, such as at
https://www.arin.net/resources/request/transfers.html

FAQ:

Q1: What about legacy resources?

A1: Resources subject to the legacy RSA are exempt from a number of ARIN
policies, such as usage justification. However, the recipient of
transferred resources must sign a standard RSA covering the received
resources. At that point, the resources lose their legacy status and
become subject to all ARIN policies, including section 12.

Q2: I'm not sure how NRPM 4.7 will come into play with this policy. Is
the aggregation policy actually applicable here? I understand how 4.6
would work, but just not making the connection with 4.7.

A2: If the organization is returning pieces of space, or, wants to
return multiple disparate chunks and get a single aggregate in the
process, that shouldn't be precluded. NRPM section 4.7 facilitates that.

Timetable for implementation: Immediate