What action needs to be taken after the UKRAC election?
 

 

1. The Board has stipulated that the Chair of the member-elected UKRAC must be a Board director, as a go-between to report back to the other directors, with powers to curtail discussion if conversation extends to broader contexts of the Registry beyond the narrow parameters the Board 'permits'. This 'top-down' and imposed Chair even has powers to close meetings if discussion veers off course. This is totally unacceptable.

Therefore, the first action of the democratically-elected Council must be to contact the Nominet Board and Executive, and notify them that they want a first item to be added to the start of the agenda, namely to call on the elected Council to vote on who they choose to be their Chair, and to further advise them that as an elected 'voice' of the members they reject attempts to limit range of discussion or freedom of speech.

 

2. At the first meeting of the Council after the election, having voted in a Chair democratically, the elected members must review the items on the already-proposed agenda, agree the agenda or alter it, and proceed.

 

3. It is important that meetings of the Council are as open and transparent as possible. Therefore, the Council's minutes should not be edited or filtered, and should be published verbatim in the Members' Hub of the Nominet website. The same applies to any reports or articles the Council produces. These must not be censored and they must be accessible to members. Further to publication of the Council's documents on the Nominet website, they should also be published independently on a separate website, external to Nominet, as a safeguard against filtering or deletion. After the deletion of the members' forum, this is a fully justified safeguard.

The usefulness of a UKRAC social media platform such as Twitter should also be considered, as an instrument for publishing Council views, news, and links (including links to the Public Benefit campaign's website, articles, and social media items). The Council should also commit to the right of individuals to dissent from a majority opinion, and the right to publish the grounds for their dissent.

 

4. At an early date, Nominet should implement their promise to relaunch a members' forum, and this forum should be moderated by Nominet members not staff, as nominated by the Council.

 

5. The Board and Executive may suggest topics for discussion, and items for the agenda, but the Council must prioritise what members themselves want discussed, and this will require vital commitment to listening, responsiveness, and communication - part of which can be facilitated by the forum. Elected Council members should do their utmost to amplify member opinion where it's gone unheard or been ignored, and collaborate with Nominet staff when they embark on consultations, making sure that both Members and Board/Executive are listened to and heard.

 

6. It must be stipulated from the outset that those who are elected are there to feed 'voice' of members to the Nominet Board and Executive and, although Nominet leadership has attempted to 'contain' member opinion by limiting 'scope', it is within the rights of elected members to discuss wider issues at meetings, that impact upon the reputation and best interests of the UK registry. The Registry is essentially what Nominet exists for, and everything else that Nominet engages in is 'context' to this privilege and duty. It is not irrelevant to the Registry.

 

7.The UK Registry is impacted by the collapse of trust in the present (sometimes called 'Remnant') Board, who participated in what many consider poor decisions and wrong directions. The UKRAC will try to support the Board and Executive to re-direct, and will also monitor actions closely. The crisis of trust is damaging for the Company and for the Registry that elected members have been tasked to support. Therefore the UKRAC may raise issues, opinions, and views on the performance of Nominet leadership, and consider this within the 'scope' of promoting a successful Registry. It will be expected that any such views or published commentaries may also be published on the Members' Hub if requested.

 

8. While openness and transparency must be a fundamental principle of the newly-formed Council, it is also a matter of concern with regard to the culture and, sometimes perceived as opaque, methodology of the Nominet Board and Executive. Therefore a review may be asked for (and tracked) of openness, detail of minutes, transparency in accounts, and responsiveness to correspondence. The Council will try to model openness, and hope that Nominet leaders attempt to do the same.

 

9. There are significant issues for members to give their opinions on: for example ongoing concerns about expiring and deleting domains; and ways in which ventures beyond the UK Registry impact on financials of the Registry; fairness in promotions and marketing; and whether contracts (case by case) are really necessary or beneficial to the UK Registry. There are many other issues, and we need to have open lines of communications with members, to really listen and represent.

 

10. The Council must monitor executive pay, because it is an issue that clearly destabilises trust in the whole running of the Registry. In the view of many members, executive pay needs not only to be frozen, but driven down - to an agreed multiple of whatever the lowest-paid employee of the Company is given. Excessive executive pay harms the Registry if it projects the impression of greed, or the impression that the proceeds of the UK Registry get funnelled to 'insiders' in the company, rather than helping to drive down domain prices or improving Nominet Registry services to customers. Excessive remuneration was clearly a major issue at the time of the EGM, and that again impacts on trust that the Company is being run in the best interests of the many not the few. It is an issue that de-stabilises trust and confidence, and when trust gets fractured, that then becomes relevant to members, relevant to their representatives, and relevant to the Council's concern for the Registry.

 

11. A further issue of trust, and how it can be fractured, in a way that is damaging to the Registry, is when the administration of votes does not appear impartial. The biased inclusion of a one-sided video on the EGM platform was shocking. Some of the Board/Executive's conduct fell short of impartial process, and at times (as reported by the Tucows candidate at the candidate Q&A) was "deplorable". Equally, the high-handed and provocative action of posting member contacts to the person who submitted the resolutions - on 550 separate pieces of paper rather than a single email - was reminiscent to some of the dreadful AGM deletion of the forum. It projects a message of 'We do it, because we can.' Well... hubris followed.

A major concern raised at the election Q&A was the lack of a level playing field in the process of the EGM. The Board had daily access from Civica to who had voted and (it hasn't been denied) how they voted. The Board also had access to phone numbers and email addresses that Simon Blackler could not use, and this resulted in a biased process. There are solutions to that happening again, providing there's the will. All these deviations from impartial process damage trust. And that in turn damages the UK Registry. It's a matter of concern for members, and it WILL be voiced in the Council.

 

12. Wanting the best for Nominet means returning the Company to a fundamental focus on its core 'raison d'etre' - the UK registry - and to its founding 'Not for Profit' remit. These issues are fundamental to the best running of the UK Registry and should be right at the heart of the Council's concern.

It is fair to say that, as elected representatives of the membership, the new Council will be tracking the conduct and promises and time-scales of change in this direction. In a sense, the residual Board from before the EGM is 'on probation'. The trust is not healed. Indeed, in some ways, it has been further damaged. Given that collapse of trust has been demonstably profound, the very most obvious way of rebuilding trust would have been to appoint the popular Sir Michael Lyons on a 12-month interim basis. That would have instantly contributed to the start of restoring trust. But that was rejected by a Board... and yet they were willing to appoint an interim CEO, from the fragments of their repudiated Board. That was pragmatic, but the appointment of Sir Michael would have been too. Trust has not been restored.

The administration of the UK Registry is a 'gifted' responsibility - a privilege and monopoly - entrusted to Nominet as a 'not for profit' duty in the interests of the nation, and everyone who can benefit from the service. The Nominet leadership needs to stop trying to drift from 'Not for profit' to 'Profit with a Purpose'. And yet in the recruitment of a new Chair, they still describe the company as 'Profit with a Purpose'. Yes, we know a company needs working capital and reserves. But after the £7,500,000 squandered on ventures that have made not a single penny, when is the Board and Executive going to wake up to the fact that its job IS the UK Registry, and it's a narrow remit, but a hugely responsible one?

The UK Registry Advisory Council will need to keep the Board and Executive on track, watched by many more members who can contribute and participate in the process, calling out actions that fall short of the reform members have been calling for. This is not a negative intent: it is wanting the best for a company which has many staff recognised as excellent. The problem has been (and still seems to many to be) the leadership, and the Council cannot be expected to separate the problems of the Registry from discussions they have, papers they get published, with an overall and contextual reference to problems wherever they occur in the Company.

The Council is elected to be a 'voice' for members, who in recent years have sometimes felt marginalised, ignored, or spoken down to. This 'voice' must not be 'hemmed in' by clever management terms like 'scope'. It must not be filtered. It must not be stifled. On the contrary it needs to be open, transparent, in a frank dynamic that relies as much on communication channels with members as on communication channels with the Board or Executive.

And certainly, in relation to the Board, the first and immediate step is for the democratically-elected representatives of the Members to democratically elect the Chair they choose and want. A top-down Director parachuted in to be the Chair is completely unacceptable.

 

 
Which candidates supported Public Benefit from the start?
 
 

 

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