Re: [Iasa20] draft-haberman-iasa20dt-recs-00.txt

[Ted Hardie <[e-mail]>]

Howdy,

I have read the draft and I appreciate the work that has gone into it.  I
must confess, however, that my disquiet with the result is both large and
distressingly hard to articulate.  As it stands, the best place for me to
hang my concern seems to be in Section 5.2, where the draft touches on
issues related to oversight.

It appears to me that one key concern is that the type of oversight
exercised by the IAOC may not be appropriate.  Some folks feel that it is
working at the "decision by decision" level rather than in the "strategic,
goal-setting level" mode and that this contributes to a series of other
issues (speed, transparency, and consistency all being effected).  What
worries me is that the draft appears to believe that a shift in this
oversight style can and would be accomplished by re-structuring the
relationship to ISOC.  A new board type would naturally, it appears to
suggest, have a new board style and strategic level.

>From my perspective, this issue lies along a completely different axis of
change.  Changes in the relationship to ISOC might be useful for clarity in
fund raising, in financial management, and in other structural things, but
I don't think it can solve this problem.   Many different board types dive
in and out of the weeds and selecting a new type thus may not help us avoid
that.   Avoiding that requires understanding what drives a board to drill
down and what keeps them in that path after (in our case, I suspect it was
initially concerns over capture and eventually precedent).

Making the goal of shifting the strategic level of board discussion a part
of the decision to pick a different structure worries me.   If we think
we're getting a better shot at strategic thinking-level board behavior by
picking structure X, we may weight that heavily in choosing X.   If they
are, in fact, only loosely related, we may end in a different place than we
should as a result.

Make no mistake, I agree that there is change needed along this axis.  But
presuming we get that change for free with an unrelated structural change
seems to me at best optimistic and at worst problematic.

Thanks again for your efforts,

Ted