[cabfpub] Forum-12 - Update CA/B Forum Bylaws

Mon May 18 17:25:15 UTC 2020

Dear Anna,

Section 5.5 has language for all categories and it explicitly states 
that each category must sign an IPR agreement. All we did is change the 
previous meaning of "Members" (which was linked to "full members", 
namely CAs and Browsers) to explicitly call them "Voting Members". If 
you look at the rest of the first paragraph of 5.5, it describes the 
obligations of "Voting Members", not just any type of Members, so I 
believe the term "Voting Members" is accurate in the updated language. 
It even describes how this type of Member changes to "Associate Member" 
if it fails to deliver a signed IPR agreement when this agreement is 
amended.

I apologize for starting the voting period before noticing your email. 
In fact, it arrived to my mailbox minutes before the discussion period 
ended and I didn't notice. There was no intention to dismiss your 
comments without discussing. This is why we had an extended time for 
discussion, so we can give everyone more time to go over the changes. 
Now that the voting started, I can only encourage Members to vote 
according to the existing language, and hopefully my clarifications 
address your concerns.

Sincerely,
Dimitris.

On 2020-05-18 4:30 μ.μ., Anna Mayergoyz Weinberg wrote:
> Hi,
>
> Apple requests to remove the addition of “Voting" from the following 
> sentence in section 5.5 of the revised bylaws, which may have 
> unintentionally changed the scope of IPR Policy obligations:
>
>     As a requirement for membership, Voting Members must execute and
>     return to the CWG Chair the IPR Policy Agreement attached as
>     Exhibit A before participating in any CWG.
>
>
> This language in the revised bylaws, which singles out Voting members 
> as required to sign the IPR Policy before participating in any CWG, is 
> not consistent with the remainder of this section, which generally 
> discusses “members". All members should be subject to and required to 
> sign the IPR Policy. In addition, the change is not consistent with 
> other parts of the bylaws, including e.g.,Section 1.3, which reads:
>
>     Forum Voting Members, Associate Members, and Interested Parties
>     must comply with the then-current IPR Policy and all applicable
>     antitrust laws and regulations during their Forum activities.
>
> And, e.g, section 3.1, which reads:
>
>     Participation as an Associate Member is by invitation only. In
>     order to become an Associate Member, an organization must sign a
>     mutual letter of intent, understanding, or other agreement and the
>     Forum’s IPR Policy Agreement …
>
> And, e.g., section 3.2, which reads:
>
>     Any person or entity that wishes to participate in the Forum as an
>     Interested Party may do so by providing their name, affiliation
>     (optional), and contact information, and by agreeing to the IPR
>     Policy Agreement attached as Exhibit A (indicating agreement by
>     signing the agreement).
>
> Best regards,
>
> Anna
>
> Anna Weinberg
> Senior Standards Counsel
>  Apple Inc.
> 408-429-9211 anna_weinberg at apple.com <mailto:anna_weinberg at apple.com>
>
>> On May 4, 2020, at 1:58 AM, Dimitris Zacharopoulos (HARICA) via 
>> Public <public at cabforum.org <mailto:public at cabforum.org>> wrote:
>>
>> The following motion has been proposed by Dimitris Zacharopoulos of 
>> HARICA and endorsed by Mike Reilly of Microsoft and Tim Hollebeek of 
>> Digicert.
>>
>> *Purpose of Ballot*:
>>
>> The Forum has identified and discussed a number of improvements to be 
>> made to the current version of the Bylaws to improve clarity and 
>> allow the Forum to function more effectively. Most of these changes 
>> are described in the “Issues with Bylaws to be addressed 
>> <https://docs.google.com/document/d/1EtrIy3F5cPge0_M-C8J6fe72KcVI8H5Q_2S6S31ynU0>” 
>> document.
>>
>> Here is a list of major changes:
>>
>> 1.
>>     Clarified the use of the term “Member” so it is clear when we
>>     discuss about all Forum Members (which includes Associate Members
>>     and Interested Parties), and when we discuss about the “Voting
>>     Members”. Adding the word “Voting” in front of the word “Member”
>>     removes this ambiguity. Also, the term “Members” or “Forum
>>     Members” is now the union of “Voting Members”, “Associate
>>     Members” and “Interested Parties”.
>> 2.
>>     Added the term “Voting Representative” which is designated by
>>     each Member. Only votes submitted by Voting Representatives will
>>     be considered.
>> 3.
>>     Replaced “Forum wiki” with the properly defined term “Member Web
>>     Site”.
>> 4.
>>     Removed references for Webmaster in the definition of “Public Web
>>     Site” since it is repeated in section 5.2.
>> 5.
>>     Added the Photography Policy in Exhibit D.
>> 6.
>>     Clarify 4.1 (2) that Forum Members nominate representatives
>> 7.
>>     Allow Informative Changes to Guidelines
>> 8.
>>     In 5.3.1 require that a Certificate Issuer is trusted in the
>>     “latest” software produced by a Certificate Consumer
>> 9.
>>     In 4.1 the Chair is eligible to be elected as Chair after having
>>     vacated the position as Chair for at least one (1) term, instead
>>     of two (2) years.
>>
>>
>> *-- MOTION BEGINS --*
>>
>> *Amendment to the Bylaws:* Replace the entire text of the Bylaws of 
>> the CA/Browser Forum with the attached version (CA-Browser Forum 
>> Bylaws v2.3.pdf).
>>
>> *NOTE:* There are three redline versions:
>>
>> 1.
>>     PDF (attached as "CA-Browser Forum Bylaws v2.3-redline.pdf")
>> 2.
>>     DOCX (attached as "CA-Browser Forum Bylaws v2.3-redline.docx")
>> 3.
>>     GitHub redline available at
>>     https://github.com/cabforum/documents/compare/fc63be73323195abc4e462708ca0385e37b7043d..a94d136c6ddbd0024e9bdc70785aa71f1e2f6753#diff-c2f0349076f544cc0e9f059f30f21a85
>>
>> *-- MOTION ENDS --*
>>
>> The procedure for approval of this ballot is as follows:
>>
>> *Forum-12 - Update CA/B Forum Bylaws*
>>
>> 	
>>
>> *Start time (15:00 UTC)*
>>
>> 	
>>
>> *End time (15:00 UTC)*
>>
>> Discussion (14 days)
>>
>> 	
>>
>> 04 May 2020
>>
>> 	
>>
>> 18 May 2020
>>
>> Vote for approval (7 days)
>>
>> 	
>>
>> TBD
>>
>> 	
>>
>> TBD
>>
>> <CA-Browser Forum Bylaws v2.3-redline.pdf><CA-Browser Forum Bylaws 
>> v2.3-redline.docx><CA-Browser Forum Bylaws 
>> v2.3.pdf>_______________________________________________
>> Public mailing list
>> Public at cabforum.org <mailto:Public at cabforum.org>
>> https://cabforum.org/mailman/listinfo/public
>

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