I see the Web page has been updated today..

[Michael Dillon]

On Sat, 25 Jan 1997, Alec H. Peterson wrote:

> I disagree about the problem with the board selection being fixed.
> The candidates are selected by the Advisory board.  This would be
> fine, except for the fact that the advisory board itself is still
> selected by the board of trustees.

   It is expected that the initial Advisory Council will develop
   procedures to fill vacancies on the Council.  These procedures, as
   envisioned, would allow ARIN's membership to elect future Advisory
   Council members. 

Sounds to me like this is the sequence:

1. Internic names a Board of Trustees

2. BoT creates the non-profit organization according to the
   results of the discussions on this list and elsewhere.

3. Members join ARIN.

4. BoT picks Advisory Council from among the members.

5. AC meets and sets procedures for electing their replacements.

One thing that may be a problem here is getting the AC election procedures
into the by-laws of the organization which may require a general meeting
of the members to accomplish. I'm not familiar with the specifics of 
US law regarding non-profits so I may be wrong about this.

I also think that people would be more comfortable if an election
procedure existed from day one. This would remove step 5 and make
step 4 become:

    ARIN members elect the first Advisory Council members

Another legal problem that might be questioned is Kim Hubbard's position
on the Board of Trustees. Since she is currently an employee of the
Internic IP allocation function, I think most people have assumed she
would also be an employee of ARIN. And in a non-profit organization there
is often a restriction against employees being Board members. Does
Kim intend to be an employee of ARIN? If so, has the conflict of interest
issue with regard to non-profits been examined by a lawyer?

In general, it appears that the whole question of who sits on the BoT and
the AC, and how they are chosen, is being left totally open to the members
of ARIN to change at any time. In that case, it may be wise to name the
initial BoT with a fixed term of office at which point they all resign and
the new procedures create a new board. While some people may feel this
could be disruptive, I don't think so because at that point in time ARIN
will be operational and will have employees and members to provide
stability.

Perhaps the real question is: do the potential members of ARIN want to
see all these procedural and structural things decided up front, or do
they prefer to do this after ARIN gets operational which is presumably
some time in April?

Michael Dillon                   -               Internet & ISP Consulting
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