karl at cavebear.com
Thu Dec 19 02:58:25 UTC 2013
On 12/18/2013 05:23 PM, Alan Greenberg wrote:
> ...The Board operates almost completely outside of public view...
Which is something that any board member is free to change without
consent of the rest of the board.
When I was on the board I published to the public a diary of the
majority of actions I took as a board member. This diary described the
issues, the inputs, my criteria, and my decision making process. I made
a point of doing this only for myself; I did not describe the criteria,
process, or arguments of other board members. That diary is still
Because board members are subject to considerable personable risk to
their personal assets by virtue of sitting on a board of directors, such
as ICANNs, their legal counsel[*] may well recommend that such a diary
be kept, at least privately, in order to reduce the risk of liability.
(Despite urban legend to the contrary, corporate E&O insurance can not
and does not cover all risks.)
[*] By-the-way, corporate counsel is most decidedly not a board member's
own legal counsel. Corporate counsel's obligation is to the corporation
not to the individual board member. No person should consider taking a
seat on a board of directors without getting advice from their own legal
More information about the At-Large