Comment on BWG Report re: Nominating Committee

[Mathieu Weill <mathieu.weill@xxxxxxxx>]

Dear members of the Board WG,

I thank the Board WG for allowing comments on this report regarding 
upcoming changes in the Icann NomCom. This contribution, while critical 
of the report, acknowledges the engagement and goodwill of volunteers in 
the Nomcom, as well as acknowledges the efforts of the Board committee.
*1. Because the NomCom is an accountability mechanism within Icann (or 
should be), this reform process should be put on hold until the 
accountability process is over. *
The NomCom's mission is to appoint Board members, and since the Board 
plays a key role in Icann's accountability, the NomCom clearly belongs 
to the long list of accountability related mechanisms within Icann. This 
is even more striking if you consider what a NomCom COULD do to 
stengthen Icann's accountability. In corporate governance, the role of 
NomComs usually includes selecting Board members, prepare succession 
plans, assess Board performance and skillsets. Their proposals, if 
approved by the Board, are approved by the General Assembly. It is 
recommended (see for instance the Cadbury report in the UK, a founding 
document of corporate governance) that they are chaired by an 
indepedant, non executive Director.
Icann is just about to launch a significant review off its 
accountability mechanisms, in the context of the IANA stewardship 
transition. It would therefore be counterproductive to start any reform 
of the NomCom until this accountability process is over. Icann resources 
(staff, Board and volunteers) are already stretched too thin to run the 
risk of implementing a change in the NomCom which find itself at odds in 
less than a year or so with the global review.
*2. Feedback on some recommendations of the Board WG *

_a) the core issue remains to define what value is expected from the NomCom_
The ICANN bylaws define What is the Nomcom and How it works. But nowhere 
is it possible to find Why it is created and the kind of value it 
creates for ICANN as a whole. Thus, it is not surprising that the report 
focus is exclusively on process and balance of powers.
But how will Icann, or the Board, assess that these changes have 
improved the NomCom if there is no preexisting agreement on definition 
of the goals and outcomes ?
As explained above, it would be inappropriate in THIS process to define 
this value, which should clearly be linked to accountability within 
ICANN. It could be to increase the number of directors with independence 
of judgement, increase gender or cultural diversity, expand the 
skillsets of the Board. But is should be defined BEFORE defining the 
process to achieve this goal.
_b) extending the size of the NomCom is costly and inefficient _

The Board WG recommends to further extend the size of the NomCom to 
23-27 people. Instead of a "committee" (NomCom are usually 3-5 people in 
coporate governance), this would turn the NomCom into more of an 
"assembly" of stakeholders. Indeed the number of NomCom members would be 
higher than the number of Board members, and higher than the number of 
SO/AC councils.
The consequences of large groups are well known : inability to work 
efficiently as a group, cost, delays and, most of all, alliances and 
politics over efficiency and performance.
It is also worth highlighting that NomCom members' accountability is not 
defined.
Once again, at a time when ICANN resources are stretched, this proposal 
is inappropriate.

_c) The processes including delegations and voting schemes could not be 
more complex_
The Board WG proposals including grouping members into delegations and 
allocating certain number of votes to certain delegations.
The level of complexity of these proposals is so high it takes at least 
3 or 4 readings to understand correctly. This is a recipe for failure. 
Complex rules are contrary to the principles of transparency and are 
well known to diminish accountability and efficiency. They are also 
costly to implement. They usually lead to gaming rather than performance.
_d) Focusing on balance between SO/ACs and stakeholder groups, the 
recommendations do not even mention the skills of NomCom members_
The Icann NomCom selects candidates. Therefore it is striking to note 
the absence of consideration given to hiring skills in the report.
*
**3. Conclusion : put the process on hold. *
While designed in godd faith to improve the current system, the 
proposals remain too focused on internal Icann politics and create 
unnecessary complexity. They also come at a time in the history of Icann 
where theu they would be best put aside until the accountability process 
is over.
This process should define what value the NomCom is tasked to provide. 
Then the Committee and the Board would be able to refocus on delivering 
these goals.





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Mathieu WEILL
AFNIC - directeur général
Tél: 01 39 30 83 06
mathieu.weill@xxxxxxxx
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