Bylaws Working Group

Articles of Association for the ccTLD Constituency Group within the DNSO of ICANN

Version 1.0, 25 June 2000

Mission Statement:

1. The ccTLD Constituency shall form an integral part of the Domain Name Supporting Organization (DNSO).
   
   
2. The Constituency's primary goal is to insure fair, equal, and adequate representation for its members for the purposes of advancing its aims, positions, and goals with respect to internal and external communications, interaction with ICANN, and relations with the world-wide Internet community and the general public.
   
   

   With respect to ICANN:

   1. Participate in formulation of Guidelines and Policy of ICANN, as outlined in ICANN's consensus-driven, bottom-up policy development statement.
      
      
   2. Elect three members to the ICANN Names Council.
      
      
   3. Ensure that the views and position papers of ccTLD registries are appropriately communicated, understood, and treated with respect.
      
      
   4. Foster worldwide participation in ICANN as well as open, transparent procedures and practices.
      

Membership

1. The ccTLD Constituency members are country code Top Level Domain Registries as recorded in the ICANN/IANA database in http://www.iana.org/cctld.html.
   
   
2. The Delegated Managers represents the registries in the ccTLD Constituency unless the Registry is an organization, in which case the representative must be an employee or person operating under a contractual relationship with that organization.
   
   
3. If the entity operating the Registry is an organization, The AdCom (Administrative Committee) shall determine, by whatever means it sees fit, that the organization appointing a Delegate is a ccTLD Registry, and that the Delegate has the proper credentials.
   

Membership in the ccTLD Constituency shall end in the event of

1. Termination of the contractual relationship between the Delegate and appointing entity;
   
   
2. Termination of the appointing entity's membership in the ccTLD Constituency; or
   
   
3. The removal by the ccTLD Registry from the IANA database, or the resigning of the Delegate;
   
   
4. Confirmation of one or more of the above conditions by the AdCom and notification to the ccTLD list.
   
   
5. Each ccTLD Registry can withdraw a Delegate it has appointed to the ccTLD Constituency and appoint a new Delegate at any time. Each Delegate to the ccTLD Constituency can resign at any time. Each ccTLD Registry has the right to appoint a successor to its Delegate whose membership in the ccTLD Constituency has terminated.

The ccTLD Constituency members shall determine their "ICANN regional affiliation", as described in the ICANN Bylaws http://www.icann.org/general/bylaws.htm . Their physical geographical region as recorded in any standard world atlas generally defines this affiliation. However, when a corresponding territory is situated between two or more ICANN regions, the ccTLD Registry may self-select its adherence to any but only one of them.

• As used herein, each of the following shall be defined as a "Geographic Region":

1. Europe
   
   
2. Asia-Australia-Pacific
   
   
3. Latin America-Caribbean
   
   
4. Africa
   
   
5. North America.

• In order to ensure broad international representation, no two Names Council Representatives may be citizens/residents of the same Geographic Region.

The voting registry of ccTLD Delegates is kept under the responsibility of the AdCom, and shall reflect the official ICANN/IANA whois database. In case of dispute over who is authorized to vote, the ICANN/IANA whois database prevails.

The voting registry will be updated at least once a year pursuant to the below procedure.

A registered, return receipt requested, letter is sent by AdCom to the postal address of that Registry as indicated in the ICANN/IANA whois database, simultaneous with an e-mail advice to the ccTLD manager off the mailing.

A period of 90 days ensues, during which any contact failures are attempted to be resolved.

Should no successful resolution occur, (invalid postal address or invalid e-mail address), this information is passed to the ICANN/IANA and the "failure to communicate" recorded in the whois database.

A public announce is made to inform the ccTLD Constituency that such a Registry is not reachable, and its voting rights are suspended.

The voting registry of ccTLD Delegates is public as is the ICANN/IANA whois database

Each ccTLD Registry is allowed to one vote, the voting Delegate full identity shall be recorded in the voting registry.

The ccTLD Constituency activities are facilitated and publicly represented by the Administrative Committee (AdCom).

1. The AdCom membership is composed of:
   
   
2. One member elected by each geographical region's ccTLD delegates.
   
   
3. The Executive Director of the ccTLD Secretariat (non-voting)
   
   
4. One member from each ccTLD subgroup organization provided that such subgroup represents at least 10 ccTLDs. (voting ? non-voting?)

Annually, when the postal verification is done, each ccTLD Registry is requested to confirm its membership in geographical region and ( no more than one subgroup.?? ).

If at any time a subgroup's membership decreases below 10 members, its right to representation on the AdCom suspended. The name of subgroups and its membership shall be publicly available on the ccTLD website.

The Administrative Committee functions include:

1. Reviewing applications for membership in the ccTLD Constituency and verify the ICANN/IANA database;
   
   
2. Once a year verification of postal address and e-mail address of ccTLD Registries and their Delegates; recording and updating geographical affiliation as well as subgroup membership.
   
   
3. Oversight and direction of the administrative functions associated with the operations of the ccTLD Constituency.
   
   
4. Establishing and supervising a ccTLD Secretariat and its work.
   
   
5. Recruiting and selecting an Executive Director for the ccTLD Secretariat.
   
   
6. The work of the ccTLD Secretariat, and its Executive Director, shall include the arrangement of meetings, preparation and publication of minutes, website and publicly archived mailing lists and documents, maintenance of appropriate mechanisms for facilitating outreach, contact, and dissemination of information among all members, and other secretariat functions required for the adequate functioning of the ccTLD Constituency as may be defined from time to time by the AdCom.
   
   
7. Facilitating discussion between members on all matters relevant to the ccTLD constituency; where appropriate, formulating membership consensus on policy issues for the purpose of advising the Names Council;
   
   
8. Ensure the communication channel between the ccTLD Constituency and its delegates to the DNSO Names Council, and between ccTLD Constituency and the DNSO Secretariat;
   
   
9. Assessing and collecting membership fees, if any

The term of office for each Administrative Committee position is 24 months.

Administrative Committee Officers may not be elected for more than two successive terms. Following two such terms, re-election is only possible after an intermediary period of one year even if a different organization appoints her/him as delegate.

Each Administrative Committee Officer may resign at any time. If an ACO ceases its contractual relationship with a ccTLD Registry he/she shall immediately inform the ccTLD Constituency and resign from the office. Upon application by at least three Delegates and a vote by ccTLD Constituency any Officer may be removed from office.

If an Administrative Committee Officer resigns from the ccTLD Constituency, or the relationship to Constituency is terminated or s/he is removed from office, a successor shall be elected within three months. The new Officer shall assume the responsibilities of the former Officer for the remaining period of office.

An Administrative Committee Officer whose term in office ends before the official period s/he was elected for cannot be re-elected for two years if the cause of early termination lies with the Officer, even if, after the loss of office, a different organization appoints her/him as Delegate.

The Administrative Committee Officers are required to conduct the business of the ccTLD Constituency in accordance with the law, these Articles as well as the resolutions of the ICANN Board and the DNSO Names Council. The Administrative Committee Officers shall select among themselves a Chairman and two Deputies. The Administrative Committee shall define and put in place the ccTLD Constituency Secretariat.

1. In the Names Council, three NC Representatives attend to the interests of the ccTLD Constituency. NC Representatives may at the same time be AC Officers.
   
   
2. The term of office for each NC Representative is 24 months. Elections of NC Representatives shall be conducted along with elections of AC Officers.
   
   
3. In order to ensure broad international representation, no two NC Representatives may be citizens of the same Geographic Region
   
   
4. In order to ensure the permanent presence to each and every Names Council meeting, the ccTLD Constituency shall elect also two Alternate NC Representatives. If a NC Representative cannot attend a NC meeting, s/he shall ensure to be replaced by an Alternate or give a proxy vote to one of his colleagues. Once a year the AdCom publish a record of attendance to the NC meetings.
   
   
5. NC Representative shall promptly report to the ccTLD Constituency about important decisions s/he had to take. NC Representative shall consult with the ccTLD Constituency on the vote for the ICANN Board Directors, and proceed accordingly.
   
   
6. NC Representatives may not be elected for more than two successive periods. Following two such periods, re-election is only possible after an intermediary period of one year even if a different organization appoints her/him as Delegate.
   
   
7. Each NC Representative may resign at any time. Upon application by at least three Delegates and a vote by the ccTLD Constituency any NC Representative may be removed from office. This section however only applies if and insofar an exchange of NC Representatives is permitted subject to the relevant ICANN and DNSO bylaws in their appropriate valid version.

1. The ccTLD regions, and any associations of 10 or more ccTLDs shall elect their AdCom Representatives by any method of their own choosing.
   
   
2. The ccTLD Constituency shall elect the NC Representatives from among the Delegates. To ensure that only persons with the time, commitment, and willingness to serve, the election process will be initiated by a self-nomination period of two weeks, followed by a two week period of "seconds and support" of the persons self-nominated, followed by two weeks of "campaign and discussion"
   
   
3. If more than one vacancy is to be filled, all candidates are nominated in the same period but elected in sequence. There must be at least 48 hours between the announcement of the results of an election and the beginning of the following election.
   
   
4. Candidates who are not eligible due to geographic diversity because one of the AC Officers or NC Representatives whose term of office has not yet terminated is allocated to the same region are removed from the list. If more than one AC Officer is elected, the above applies after termination of each separate election respectively.
   
   
5. Each Delegate may nominate one candidate for each open position. Each Delegate has one vote per election.
   
   
6. The election process (including receiving nominations and communicating the names of the candidates to all Members of the ccTLD Constituency at the end of the nomination period) will be initiated and managed by the Election Manager (probably ccTLD Secretariat function). The Administrative Committee may appoint as the Election Manager any Delegate who is not a candidate.
   
   
7. Elections shall be held via e-mail and by (Secret ballot?) (Open list posting?)
   
   
8. The Election Manager shall open an election period of (one, two, three, four) week(s), during which he will receive votes from Delegates of the constituency through e-mail and acknowledge receipt. The Election Manager will post individual personalized ballot to each member of Voting Registry, and keep the full record, including email headers, of ballots sent and answers received. Immediately following the election period, the Election Manager will publish a full overview of votes naming voters and the result of the voting.
   
   
9. In the event of a tied vote, lots shall be drawn.

Meetings

1. The Administrative Committee shall meet when necessary, but at least (monthly, bi-monthly), to conduct the business of the ccTLD Constituency, either physically or by teleconference. Physical meetings may be combined with teleconferences. The Administrative Committee meetings shall be open to ccTLD Delegates (as observers), and the agenda sent to the mailing list. The minutes of meetings and related documents shall be available on the ccTLD website.
   
   
2. The AC shall convene an Annual (physical) Meeting.Invitations are sent out together with the agenda by email to the ccTLD Constituency mailing list. Notice for the invitation shall be at least four weeks if the annual meeting is not held in conjunction with the annual meeting of DNSO or ICANN.
   
   
3. Any Delegate may propose an amendment or addition to the agenda by email not later than two days before the meeting. Adoption requires the agreement of the Chairman or the Officers (collectively).
   
   
4. The membership meeting is chaired by the Chairman, or if necessary by one of Officers. The meeting may also elect a different chair.
   
   
5. Each Delegate shall have one vote. Decisions shall be taken by simple majority of the Delegates entitled to vote, unless otherwise determined by the applicable Articles and Bylaws of the ccTLD Constituency and the provisions governing these. Abstentions shall be treated as invalid votes.
   
   
6. Delegates can assign a proxy, although only to individuals who have the right to be present at the meeting by virtue of these Articles or who are subject to professional confidentiality. The proxy must be in the form of a written power of attorney presented to the person chairing the meeting. Nobody may represent more than one Delegate apart from her-/himself.
   
   
7. One of the Officers shall take the minutes of the membership meeting and sign these together with at least one other Officer.

Amendments to the Articles of the ccTLD Constituency.

1. May be proposed by any member to the AdCom at any time.
   
   
2. Will undergo discussion until the next Annual Meeting
   
   
3. Will be voted upon by e-mail 30 days in advance of the Annual Meeting
   
   
4. Will be confirmed is voted upon by a (simple majority 51%) (Plurality 66%) at the Annual Meeting

Funding

1. Each Member of the ccTLD Constituency shall pay to the ccTLD secretariat for deposit to the ccTLD general fund, whatever contributions are arrived at by whatever method of assessment the Administrative Committee is able to achieve consensus on from the ccTLD constituency.
   
   
2. The ccTLD general fund may be used to:
   
   
   1. Pay for the expenses of the ccTLD secretariat.
      
      
   2. Pay the costs of participating in the DNSO through this Constituency.
      
      
   3. Pay ICANN contributions.
      
      
   4. Provide grants to financially assist ccTLDs from developing regions of the world.

(end of draft document, as of 25 June, 2000)

Peter de Blanc, Chair, drafting committee for ccTLD (Charter? / Articles?)