IP: "Auerbach's Allegations Off Target" and Auerbach's reply to the press release

[Dave Farber <dave () farber net>]

Read both and make up your own mind djf

http://www.icann.org/announcements/announcement-19mar02.htm

ICANN: Auerbach's Allegations Off Target

Marina del Rey, California, USA (19 March 2002) - ICANN Board Director Karl
Auerbach's allegations "are way off target and grossly distort the facts."
This according to ICANN President M. Stuart Lynn after reviewing the
lawsuit filed yesterday by Auerbach against ICANN in California Superior
Court. The lawsuit claims that Auerbach has been illegally blocked from
inspecting ICANN's corporate records. "ICANN has never prevented Karl from
inspecting the records. In fact, we have offered to make those records
available to him on several occasions," Lynn added.

According to Lynn, Auerbach has only been asked to affirm that he will
abide by reasonable procedures for access endorsed by ICANN's Audit
Committee (composed of three independent Directors) and shared with the
entire Board. "He could have had access months ago but prefers to file
lawsuits instead," noted Lynn.

Among ICANN's 19-member Board of Directors, only Mr. Auerbach has objected
to those procedures, refusing to acknowledge that all ICANN Directors owe a
fiduciary duty to ICANN. He claims that he alone, and not the whole Board,
will determine whether to disclose personnel and other information normally
kept confidential or privileged.

"I cannot understand for the life of me why Karl would object to affirming
his willingness to keep these records confidential," noted Phil Davidson,
Chair of the Audit Committee. "I followed the procedures myself and had
full access to all of the records with no hindrance whatsoever."

"Karl paints this as a dispute between him and ICANN management, but
nothing could be further from the truth," noted Board chairman Vint Cerf.
"ICANN management is merely carrying out its obligation to follow the
wishes of the Board as a whole rather than follow the dictates of any
single Director."

The procedures allow for any Director to appeal to the entire Board if he
or she disagrees with any decision made under those procedures, an option
Auerbach has ignored. By filing the lawsuit he has chosen to bypass the
Board.

"This lawsuit is misplaced and can only result in a total waste of valuable
time and resources," Lynn summarized. "ICANN will defend itself vigorously
to protect the rights of the corporation, and the legitimate best interests
of all of ICANN's directors and of the stakeholder community."



------ Forwarded Message
From: "Karl Auerbach" <karl () cavebear com>
]Date: Tue, 19 Mar 2002 15:32:49 -0800 (PST)
To: Dave Farber <dave () farber net>
Subject: Re: "Auerbach's Allegations Off Target"

On Tue, 19 Mar 2002, Dave Farber wrote:

> Any comments for IP

Yes:

I am merely doing what Enron's Directors ought to have done.  I simply
want to look at the raw facts and add them up for myself.

This is a dispute over access, not over public dislosure.  ICANN's
attempt to portray me as one who is going to publicly disclose
personnel data is both facile and disingenuous.  I am under a legal
duty to protect the corporation of ICANN.  That duty exists without
any non-disclosure contract whatsoever.  It is exceptionally unlikely
that I would ever come to the decision that the disclosure of
personnel data would be in the best interests of ICANN.

I find it rather amusing to consider that while ICANN has so long
tried to use this excuse of confidentality to block my access, as far
as I have been able to learn, ICANN has never taken any steps to
require confidentiality agreements from its own staff who work with
this information daily.  In fact one of the items that I seek to obtain
are the employee handbooks, if any, and other such matters pertaining to
the obligations that ICANN imposes on its employees.  Yet ICANN considers
that too confidential for me to see without first submitting to their
dictates.

        --karl--






------ End of Forwarded Message

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