[At-Large] ICANN Board Nomination

Neuman, Jeff Jeff.Neuman at neustar.us
Tue Sep 14 22:23:11 UTC 2010

Correct, but ICANN does have D&O insurance (Hopefully) that should more that adequately cover the directors when acting within the scope of their directorship.

Jeffrey J. Neuman 
Neustar, Inc. / Vice President, Law & Policy

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-----Original Message-----
From: at-large-bounces at atlarge-lists.icann.org [mailto:at-large-bounces at atlarge-lists.icann.org] On Behalf Of Bret Fausett
Sent: Tuesday, September 14, 2010 3:21 PM
To: At-Large Worldwide
Subject: Re: [At-Large] ICANN Board Nomination

> Board payment is a difficult issue.

Another factor to consider is that, under California law, volunteer Board members of non-profit corporations are generally immune to personal liability.* Granted, ICANN is not the typical underfunded non-profit with limited ability to indemnify its directors and holding Directors and Officers liability insurance with low caps, but know that anyone who gets paid loses this statutory protection. Even if ICANN decided to pay its Board members, I wouldn't be surprised if some turned it down in order to retain the protection. 

     -- Bret

* "5239.  (a) There shall be no personal liability to a third party for monetary damages on the part of a volunteer director or volunteer executive officer of a nonprofit corporation subject to this part, caused by the director's or officer's negligent act or omission in the performance of that person's duties as a director or officer...."


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