Board minutes and missed opportunities

[Kieren McCarthy <kierenmccarthy@xxxxxxxxx>]

I'm pleased to see the BGC is actively considering the issue of Board
minutes - something that has been a source of tension within ICANN for as
long as I can recall.

Having spent time both inside and outside ICANN, including having
participated on a number of Board calls, I have some reflections that I hope
you will seriously consider.

While I was working at ICANN, I saw two important improvements. Firstly, the
minutes were revamped, expanded and started to include what individual Board
members said. A deadline for publishing those minutes was also introduced -
I think it was two working days.

Secondly, the Board insisted that it was given papers by staff at least
seven days before its meeting. This second change initially caused alot of
grief among staff but the deadline was rigidly enforced and as a result the
work culture shifted to accommodate the deadline (it was this change,
incidentally, that encouraged me to champion a similar, though slightly less
successful attempt to get staff to publish community documents prior to
meetings).

In respect to the first change, I think ICANN has regressed over the past
year or so, and I think the bylaw suggestions in this public comment period
have attempted to tackle that regression but are slightly off.

The minutes of Board meetings produced broadly in 2008 were incredibly
useful - they were an easy-to-read rundown of what was discussed. They were
informative and turned around very quickly and I distinctly recall the
community relaxing on the issue of the "secretive" Board. A good example are
these minutes from March 2008:
http://www.icann.org/en/minutes/minutes-27mar08.htm.

At some point, I don't recall when, the task of producing the minutes
shifted from the communication department to the office of the CEO and then
finally onto the legal department. Perhaps inevitably, the minutes became
gradually denser, less informative, shorter and, in general, far less
useful. They also, ironically, took longer to produce.

A particularly good example - well, bad example - were the minutes of the
Board meeting of September 2009. This was a meeting where the Board made
some crucial decisions, including approval of the Affirmation of
Commitments. I remember being disappointed when I saw the final minutes
because they contained little more than the peculiar "whereas" legalese that
ICANN adopts for its resolutions. See here:
http://www.icann.org/en/minutes/minutes-12sep09-en.htm.

The same was true of the June 2009 Board meeting:
http://www.icann.org/en/minutes/prelim-report-30jul09.htm. All written in
legalese, with no sense of conversation and without being able to see the
threads of logic presented by different Board members. I think this actually
acts as a disservice to ICANN and the Board because often there are
insightful and thoughtful discussions that take place and which the
community would be relieved to read through.

With impersonal and short notes, it gives the ICANN Board an unfortunate air
of superiority and worries the community that there isn't sufficient review
and consideration at the top of the organization. I should note that the
minutes have improved in 2010 but they are still too full of legalese and
still don't give a sense of the meeting.


Anyway, with respect to the practicalities of Board minutes.

* I do like the idea of verbatim transcripts and/or tapes of Board meetings
being released immediately after a meeting, but I can see why the Board
itself may not be ready to take this step.

* However, I really don't see any reason why Board resolutions can't be
announced immediately i.e. as soon as they are voted on and approved. These
resolutions are typically written days in advance. It is just a simple
matter of organization for staff (why not the public participation
director?) to announce these as they are passed. Use Twitter. I'll be
honest, I was tempted to do just that when working for ICANN because it
would have given a healthy sense of accountability to the community - and at
absolutely no cost to the organization.

* Related to that, and I'm not sure if the Board is aware, but there is a
whole insider culture following a Board meeting where people trade on their
ability to find out what was decided before the minutes come out. In the
case of the February 2010 meeting - where lots of people were waiting to
find out if the Board would approve the Expressions of Interest model - the
delay in ICANN announcing a clear decision was frustrating for many, and as
some demonstrated their insider ability to find out what happened before
everyone else knew, it brought back the bad old days where the insider
culture was all-encompassing.

In the interests of the broader Internet community, and the Board's
credibility, I would really urge you to approach the question of resolutions
differently. Ask the question: "So why exactly can't we announce the
resolutions as soon as they are decided?" And then apply the same keen
instincts the Board has for ICANN's many complex issues on whether the
reasons for not announcing immediately stand up to scrutiny.

* Either way, I appreciate the 48-hour idea for resolutions, but I think it
is far too long. The Board is not the UN Security Council. The Board has to
be careful not to appear self-important here.

* With respect to the seven days delay - again, I think this is far too
long. I would like to understand the reasoning behind this delay. I suspect
that if you looked closely you would find several layers of approval and
review that cause delay with no corresponding improvement in quality. I
would really encourage the BGC to look at the process and to look at the
changes made between different drafts of Board minutes from the past - and
then consider whether the delay was really worth it. I suspect you will find
that they weren't.

* I recall, in relation to this but on a tangent, several people advising me
that we couldn't make the scribe feed at meetings immediately accessible
because it would contain errors. I made the point that the feed was being
shown to everyone in the room - complete with occasional mistakes - and that
everyone recognised that the price of a little accuracy was well worth the
immediacy of getting the information. So we came up with a legal disclaimer.
Can I suggest the BGC look at a similar disclaimer for a preliminary version
of Board minutes that are turned around much faster? If in doubt, ask the
community what it thinks.


I suspect this is much more feedback than you were looking for. But the fact
remains that Board minutes are a crucial symbol of ICANN's openness and
accountability. They reflect hugely on the organization itself. As such, a
public comment period, written in dry language and proposing Board
amendments, is a very ineffective way of demonstrating openness. It's a
missed opportunity. On this crucial issue, a little friendliness, an offer
to hold two-way discussions, an openness to possible new ideas (as opposed
to presenting solutions for comment) would pay dividends.

Thanks for considering all this,



Kieren McCarthy