[EURO-Discuss] nomination for EURALO officers

Sat Jul 25 16:10:31 UTC 2015

Hello Wolf,

Thanks a lot for the detailed reply and clarifications :) It is much easier
to understand the whole picture now.
Unfortunately, I was not able to take part in these discussions till this
moment.

As stated above, the initial intention was to register  EURALO in Germany
and the Bylaws follow basically the german law' requirements (and this is
why the registration is mentioned in the bylaws itself).
So I was thinking - if the initial intention (for registration) is
abandoned (due to the following discussions and compromises within the
association) may be it would be proper the bylaws to be adapted to the new
situation?

Eventual review and adaptation of the bylaws may be a good idea in order
these to serve to the current/actual will/perception of the EURALO' members
of the processes within the organisation. I keep thinking that (the bylaws)
should be in line with the actual intentions of the organisation in
question.
By the way, eventual amendments of bylaws are under the competency of GA
according to the same bylaws. Anyway - I did not see any specific procedure
for review/amendments included in the bylaws.

Thanks again.

All the best,
Plamena

2015-07-24 0:24 GMT+03:00 Wolf Ludwig <wolf.ludwig at comunica-ch.net>:

> Hello Plamena,
>
> thanks for your questions (even if some of them have been discussed and
> answered before). Allow me to insert my answers below.
>
> Plamena Popova wrote Thu, 23 Jul 2015 19:37:
> (...)
> >So a few questions were invoked.
> >
> >First I am curious (it may be an ignorant question, but I prefer to
> receive
> >clarity) whether EURALO is indeed registered under any legal system of any
> >European country?
> >As Art. 1.1. states "1 The Association bears the name “ICANN European
> >Internet Users Forum” (hereinafter referred to as “The Association”) and
> >shall be registered as required by law"
>
> (Wolf) EURALO’s Bylaws were drafted between autumn 2006 and spring 2007 by
> some of the founding members (Annette Mühlberg, Christoph Bruch etc.) and
> mainly according to German association law standards (which are complex,
> detailed and strict). That’s the reason why some parts (e. g. Part E,
> Financial matters, Art. 7 f., parts of Art. 9 or 10) were designed bulky,
> theoretical and beyond the practical requirements of EURALO. Lighter bylaw
> standards or versions (such as Belgian or Swiss standards) were
> unfortunately not considered at the time. After the drafting was
> accomplished, there was a strong opposition among founding members against
> an official registration in Germany (what is usually a “eingetragener
> Verein” or registered association). The compromise was to have a parallel
> MoU with ICANN what was a basic requirement for EURALO’s recognition by
> ICANN and its operation afterwards. Consequently, EURALO was created inline
> with the ICANN meeting in spring 2007 in Lisbon by signing the MoU with
> ICANN (members who signed at the time were Annette Mühlberg, Sébastien
> Bachollet, Rudi Vansnick, Vittorio Bertola etc.). Roberto Gaetano was also
> closely involved at that time, being on the ICANN Board more in an
> “observer” role.
>
> >So the question invoked is in order to clarify which law is in fact
> >applicable or shall be applicable (when and if registered) to the
> >Association.
>
> (Wolf) As mentioned before, as there was no compromise found “under which
> law” or in which country EURALO should be registered, there was no
> registration at the time. In various European countries a registration is
> not mandatory for non-profit associations (unlike business entities).
>
> >As per the current situation (if understand it correctly) - Euralo
> >represents an association (if not registered) of organisations (legal
> >persons themselves) which activity is followed by norms (bylaws) whose
> >legal nature is quite uncertain.
> >
> >The Memorandum with ICANN is signed by single organisations, not by EURALO
> >as a legal person.
>
> (Wolf) The MoU with ICANN was signed by members / individuals being
> present in Lisbon at the time on behalf of their organisations (certified
> ALSes). And not by EURALO, as you assume, “as a legal person”.
>
> >So I think that there is a point to ask clarifications on the legal basis.
>
> (Wolf) As mentioned before, there was no requirement for the founding
> members to create such a “legal basis” or entity. The operational basis for
> EURALO is the MoU with ICANN by fulfilling respective requirements and the
> substance of our Bylaws like organizing one GA per year, presenting and
> approving an annual report, holding elections of officers and being
> accountable towards its members (these are basic prescriptions of different
> European association laws). Over 8 years since its inception these rules
> were always approved with vast majorities of EURALO’s members.
>
> >As per the other issues raised in the correspondence - I have some
> thoughts
> >on these also: Wolf is referring to 11.5.9. of the Bylaws - so I was
> >wondering whether the online voting for Secretariat in 2013 (after the GA
> >in Lisbon) represents a GA itself under the meaning of 11.7 of the bylaws
> >(pointing out specific requirements for a meeting online or other to be a
> >GA) or not.
>
> (Wolf) In my previous mail you refer to, I was pointing to Art. 11.5.9.
> (“Installation of the Secretariat and review of the working of the same“)
> what simply confirms the rule and mandate of the GA for selecting the
> Secretariat. The “online voting for Secretariat in 2013 after the GA in
> Lisbon” – you mentioned as well – was based and necessary according to Art.
> 11.20. („For all elections in the General Assembly, candidates shall
> require an absolute majority of votes of the participating members. If no
> candidate receives an absolute majority a run-off election shall take place
> between the two candidates with the greatest number of votes.“). As
> repeatedly noted before, DUE TO a *non-absolute majority* during the GA the
> necessity of a run-off election was confirmed in Lisbon by 5 Board members
> independently checking our bylaw prescription (Art. 11.20.) and
> consequently mandating At-Large Staff to organize such a subsequent Online
> voting.
>
> I hope that my answers and deliberations may be helpful.
>
> Best regards,
> Wolf
>
>
> >2015-07-23 13:12 GMT+03:00 Oksana Prykhodko <sana.pryhod at gmail.com>:
> >> Communication in this way can force me to stop discussion here, but
> can't
> >> force me to stop to act.
> >>
> >> On Wed, Jul 22, 2015 at 9:49 PM, Wolf Ludwig <
> wolf.ludwig at comunica-ch.net>
> >> wrote:
> >>
> >>> If there wouldn't be "any legal basis" like our Bylaws (Chair – see
> Art.
> >>> 9.5 and 9.6 resp. Secretariat – see Art 11.5.9), you couldn't have been
> >>> elected for the Secretariat end of May 2011 at the Belgrad GA ;-) The
> very
> >>> fact that you were not reelected in June 2013 (run-off vote -- see Art.
> >>> 11.20) doesn't support your sole opinion that there is "no legal
> basis".
> >>>
> >>> And BTW, you had your chance to complain against me with the Ombudsman
> >>> and your complaint was not approved by him. Repeating false
> assumptions is
> >>> not helpful at all.
> >>>
> >>> Best,
> >>> Wolf
> >>>
> >>>
> >>> Oksana Prykhodko wrote Wed, 22 Jul 2015 20:08:
> >>> >Dear Wolf,
> >>> >
> >>> >Thank you very much for your "explanations". May be we need something
> >>> more?
> >>> >Any legal basis, for example?
> >>> >
> >>> >Best regards,
> >>> >Oksana
> >>> >On Jul 22, 2015 4:44 PM, "Wolf Ludwig" <wolf.ludwig at comunica-ch.net>
> >>> wrote:
> >>> >
> >>> >> Hello,
> >>> >>
> >>> >> as clearly explained at yesterday's call, the EURALO leadership or
> >>> >> officers comprise two positions:
> >>> >>
> >>> >> a) the Chair and b) the Secretariat (both two years terms) which
> need
> >>> to
> >>> >> be re-elected at the Dublin GA.
> >>> >>
> >>> >> The call for nominations will we opened shortly by At-Large Staff.
> >>> >>
> >>> >> Best,
> >>> >> Wolf
> >>> >>
> >>> >>
> >>> >> Oksana Prykhodko wrote Wed, 22 Jul 2015 11:20:
> >>> >> >Dear all,
> >>> >> >
> >>> >> >Following our yesterday discussion, I would like to ask to clarify,
> >>> for
> >>> >> >which positions we have to nominate?
> >>> >> >
> >>> >> >I am sure that there is no doubt with nomination of Olivier for
> EURALO
> >>> >> >Chair.
> >>> >> >
> >>> >> >What is the second position?
> >>> >> >
> >>> >> >Best regards,
> >>> >> >Oksana
> >>> >> >
> >>> >>
> >>> >> EuroDIG Secretariat
> >>> >> http://www.eurodig.org/
> >>> >> mobile +41 79 204 83 87
> >>> >> Skype: Wolf-Ludwig
> >>> >>
> >>> >> EURALO - ICANN's Regional At-Large Organisation
> >>> >> http://euralo.org
> >>> >>
> >>> >> Profile on LinkedIn
> >>> >> http://ch.linkedin.com/in/wolfludwig
> >>> >>
> >>> >
> >>>
> >>> EuroDIG Secretariat
> >>> http://www.eurodig.org/
> >>> mobile +41 79 204 83 87
> >>> Skype: Wolf-Ludwig
> >>>
> >>> EURALO - ICANN's Regional At-Large Organisation
> >>> http://euralo.org
> >>>
> >>> Profile on LinkedIn
> >>> http://ch.linkedin.com/in/wolfludwig
> >>>
> >>
> >>
> >> _______________________________________________
> >> EURO-Discuss mailing list
> >> EURO-Discuss at atlarge-lists.icann.org
> >> https://atlarge-lists.icann.org/mailman/listinfo/euro-discuss
> >>
> >> Homepage for the region: http://www.euralo.org
> >>
> >
>
> EuroDIG Secretariat
> http://www.eurodig.org/
> mobile +41 79 204 83 87
> Skype: Wolf-Ludwig
>
> EURALO - ICANN's Regional At-Large Organisation
> http://euralo.org
>
> Profile on LinkedIn
> http://ch.linkedin.com/in/wolfludwig
>
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