[tlp-interest] Re: October 2025 Notice of Proposed Amendment to IETF IPMC Bylaws

[Jay Daley <[e-mail]>]

Hi Russ

The clause the note from the IETF LLC includes is clause 4.1   Currently that section begins:

> The Assets shall be used for the benefit of the IETF as a whole and not any individuals who may participate in IETF activities or either of the Settlors. 

The proposal from the IETF IPMC adds the clarification ", subject, with regard to the IANA IPR, to the Community Agreement," in the first sentence to comply with the request from the CCG, which makes

> The Assets shall be used for the benefit of the IETF as a whole, subject, with regard to the IANA IPR, to the Community Agreement, and not any individuals who may participate in IETF activities or either of the Settlors.


The recommendation from the IETF LLC is to remove clause 4.1 entirely, which then obviates the need to add that clarification to that clause and does not affect its addition to clauses 4.3 and 4.4.

Jay


> On 29 Oct 2025, at 13:04, Russ Housley <[e-mail]> wrote:
> 
> Jay:
> 
> The message that you cite wan the inout to discussion within the CCG.  The result of that discussion was this letter to the IETF Trust:
> 
> 	https://mailarchive.ietf.org/arch/msg/ccg/EkCxbPiAcwcW36N6PlNjzm1L0FQ/ <https://mailarchive.ietf.org/arch/msg/ccg/EkCxbPiAcwcW36N6PlNjzm1L0FQ/>
> 
> The part related to assets says:
> 
> """
> Second, in Article (IV) (Assets) (particularly 4.4 and the exception in Section 4.3(b)), add “subject to
> the Community Agreement” to clarify that the obligations in the Community Agreement limit the
> IETF IPMC with regard to the IANA IPR assets.
> """
> 
> Russ
> 
>> On Oct 29, 2025, at 2:28 PM, Jay Daley <[e-mail]> wrote:
>> 
>> Hi Russ
>> 
>>> On 30 Oct 2025, at 05:06, Russ Housley <[e-mail]> wrote:
>>> 
>>> Jay:
>>> 
>>> We now have two parts of the community making conflicting requests.  The CCG explicitly asked for the Community Agreement to be referenced by the IETF IPMC Bylaws.  As I read the sentence, the Community Agreement places additional consideration on the IANA IPR but not other IETF IPMC assets.
>> 
>> The CCG Chair also asked for this clause to be removed [1] and the addition to that clause of a reference to the IANA IPR was only added absent that removal.  While the two recommended texts are different, they are not in conflict in intent and I’m sure there would be no objections from the CCG to removing this clause and support from some parts of the CCG.
>> 
>> Jay
>> 
>>> 
>>> Russ
>>> 
>>> 
>>>> On Oct 28, 2025, at 3:39 PM, Jay Daley <[e-mail]> wrote:
>>>> 
>>>> 2. Removal of language effectively setting policy for IETF IP
>>>> 
>>>> The bylaws include the following as section 4.1 Use of Assets:
>>>> 
>>>>> The Assets shall be used for the benefit of the IETF as a whole, subject, with regard to the IANA IPR, to the Community Agreement, and not any individuals who may participate in IETF activities or either of the Settlors. In the event that the IETF ceases to, or plans to cease to, develop technical standards for the Internet, then upon and only upon the express written consent of the IESG, or the IESG’s successor as the leadership of the IETF, the IETF’s successor with respect to the development of technical standards for the Internet shall become the successor Beneficiary under this Corporation; provided that neither of the Settlors nor any affiliate of either Settlor shall become such successor organization or successor Beneficiary, and provided, further, that if either the IESG or its successor does not consent to the IETF’s successor becoming the Beneficiary hereunder, or if neither the IESG nor its successor are then existing, the successor Beneficiary shall be jointly designated by the Settlors.
>>>> 
>>>> This section is, as others have commented, inappropriate for corporate bylaws as corporations do not have beneficiaries or settlors and including this may therefore cause unintended consequences.  More importantly though, this is overriding the IETF’s ability to set its own policy for how its IP is used.  The IETF LLC therefore recommends that this section be removed in its entirety and that the use of the assets be governed by IETF’s BCPs, as described above.
>>> 
>>> 
>> 
>> [1]  https://mailarchive.ietf.org/arch/msg/ccg/n4PV3LTOUsBEkiVHb6-r_y7ziGU/
>> 
>> -- 
>> Jay Daley
>> IETF Executive Director
>> [e-mail]
>> 
> 

-- 
Jay Daley
IETF Executive Director
[e-mail]