Grumpier Aussies call for more blood on the auDA boardroom floor

A group of pissed-off members of the Australian domain name industry are calling for the heads of auDA’s CEO, its new chair, and two other members of its board.
A triumvirate of long-time participants in the auDA community say they have secured enough signatures on a petition to force the organization to call the meeting under Aussie law.
They want a vote of no confidence in the CEO, Cameron Boardman, and the firing of all three “independent” directors: Chris Leptos (also chair), Sandra Hook and Suzanne Ewart.
Their list of beefs is long, but high on it is auDA’s plan to open up .au to direct, second-level registrations for the first time, enabling folk to register example.au instead of example.com.au.
If this all sounds worryingly familiar, it’s because it’s the second year in a row members have called a special meeting in order to oust its top brass.
A campaign orchestrated at Grumpy.com.au last year resulted in chair Stuart Benjamin quitting ahead of a member vote to fire him.
This year’s campaign is being coordinated, with a nod and a wink but none of Grumpy’s original leaders, at Grumpier.com.au.
Entrepreneur Josh Rowe appears to have held the pen on the petition, backed up by former head of auDA public affairs Paul Szyndler and businessman Jim Stewart.
As well as the direct registration issue, which the three men think is merely a cash-grab with no benefits for registrants, the petitioners have some harsh things to say about auDA’s governance and transparency.
The organization has promised to be more open in the wake of last year’s carnage, but Grumpier thinks “things have only got worse”.
The petition also alludes to rumors of “whispering campaigns” against former staff and “possible financial irregularities”.
Rowe recently complained on his blog about a freedom of information request related to his own conduct, filed by the same person pursing form auDA CEO (and current ICANN vice chair) Chris Disspain with FOIA requests.
They also unhappy that auDA is switching .au’s registry service provider from Neustar to Afilias, gaining a rumored 60% discount of which only 10% will be passed on to registrars.
It’s all getting rather nasty, and I’ve not even mentioned some of the rumors of shenanigans that I seem to find in my inbox on an almost daily basis.
To force a special member meeting under Australian law, Grumpier says it had to secure signatures of 5% of the members, which it says it has done.
That’s not much of a threshold, given that auDA only has about 320 members at the moment.
Assuming auDA agrees that it has to hold a meeting, it has a couple of months to do so.

auDA chair quits days before vote to fire him

The chair of .au registry auDA has quit the job just three days before members were due to vote on a motion to fire him.
Stuart Benjamin, who took on the role in late 2015, faced a special member meeting on Monday that had just one resolution on its agenda:

That Stuart Benjamin be removed as a director of the Company with immediate effect.

Benjamin said today: “I have reached the view that there is no possible positive outcome for the organisation from the vote planned for Monday.”
That could mean he anticipated losing the vote, but it could also mean that he viewed a narrow victory as just as bad an outcome, optically, for auDA.
The confidence vote had been on the agenda due to a campaign at Grumpy.com.au organized by domainer/blogger Ned O’Meara.
Grumpy’s supporters reckon auDA has gone to the dogs over the last couple of years, with staff quitting or being fired en masse and an unwelcome culture of secrecy being imposed.
But Benjamin wrote:

As Chair I have overseen an increase in policy generation, in effective oversight, and in good governance.
We have also commissioned some of the largest member consultation projects in auDA’s history.
However, the auDA Board and members need to forge a different way of working together and I think there is a better chance for that to happen if I step away.

One bone of contention had been a new “code of conduct” that allowed auDA to revoke membership from any member who harassed or bullied staff.
Grumpy had opposed this measure because the code also included a gag order barring members from criticizing auDA in the media.
Benjamin took the opportunity to address this in his resignation announcement today, saying:

Everyone at auDA is open to robust criticism on strategy, policy and decision-making – that interaction makes us stronger. When that healthy engagement devolves into personal attacks on board members, the capacity of the organisation to attract and retain good people is affected.
I will continue to take a stand against cyber bullying and will not be deterred in standing up to anyone who thinks it is acceptable to personally attack staff and directors. I do not want my experiences to discourage others from running for election, or accepting an appointment, to this important organisation.

Another fractious issue, auDA’s decision to build a new in-house registry infrastructure, appears to have softened this week also.
The special general meeting is to proceed as planned on Monday. The only other items on the agenda are a CEO’s report and “any other business”.
Benjamin’s resignation letter to the .au community can be read here.

auDA explains secretive new regime in bid to save chair

auDA has explained why it has refused to put controversial new policies to a vote, as it recommended that members vote to save the job of chairman Stuart Benjamin.
In a letter to members published this week, the .au ccTLD administrator said it was not legally obliged to allow members to vote on its directors’ decisions to stop publishing their meeting minutes and to gag members from bad-mouthing auDA in the press.
As we reported earlier in the week, a group of domainers and others had signed a petition calling for four resolutions to be put to a vote of auDA’s members (largely domainers and registrars), but auDA only accepted one of them.
That resolution was to fire Benjamin. Members will vote July 31.
The new letter (pdf) seeks to explain why the other three resolutions were rejected.
The campaigners, organized by domainer/blogger Ned O’Meara at Grumpy.com.au, had demanded that auDA reverse its new policy of not publishing the minutes of its board meetings.
In response, auDA stated that it is under no legal obligation under Aussie corporation law or its own constitution to publish minutes and therefore under no obligation to put this policy to a member vote.
It did, however, agree to reinstate previously published and deleted minutes of meetings up to February 2017.
The Grumpy gang also wanted auDA to put is new member code of conduct, apparently unilaterally imposed by its board this May, to a member vote.
The code of conduct contains some innocuous policies about having a zero tolerance for members who abuse and harass auDA staff, but it also prevents members from saying bad things about the organization in public.
Members must agree:

In any forum, including in the media, where acting as an auDA member or identifiable as an auDA member, I will conduct myself in a manner that will not bring the organisation, Directors or staff, into disrepute.

This basically would prevent any member from criticizing auDA when talking to a journalist, under pain of having their membership suspended or revoked. Clearly uncool.
In auDA’s new letter, CEO Cameron Boardman explains that the ability of the board to suspend memberships has been removed from the policy, in response to feedback. Memberships can still be revoked by the board, however.
This U-turn appears to be a legal technicality designed to ensure that the policy does not change the organization’s constitution — which allows the board to revoke but not suspend memberships — and therefore does not need to be put to a member vote.
Finally, the Grumpy coalition had asked for auDa’s decision to create its own in-house registry — and to stop outsourcing its back-end to Neustar — to be put to a vote.
Boardman’s letter says that this decision was “a matter of management exclusively vested in the directors” and therefore legally not something it has to put out for member approval.
O’Meara and company were given the chance to recant on their fourth resolution — that Benjamin be fired — and apparently had indicated initially that they wished to do so.
However, they were so appalled by Boardman’s letter than they decided to go ahead with it anyway.
auDA’s recommendation that Benjamin keeps his job can be read in full here.

Domainers want the head of auDA’s chair

Disgruntled domainers have managed to arrange for a vote on whether auDA chair Stuart Benjamin should be fired.
auDA, the .au ccTLD administrator, has been under fire for many months from registrants who believe the organization is being managed in an increasingly erratic and secretive manner.
Now, a campaign and petition at Grumpy.com.au, run by Domainer.com.au publisher Ned O’Meara, has led to auDA calling a special meeting July 31 with a single resolution on the agenda:

That Stuart Benjamin be removed as a director of the Company with immediate effect.

Benjamin will therefore lose his job with simple majority votes of both classes of auDA members — “supply” class, meaning registrars, and “demand” class, meaning registrants.
O’Meara blogged yesterday that he believes there is “a slightly less than even chance” of the resolution being carried due to the possible lack of votes from supply class members.
But auDA rejected as legally “invalid” three additional resolutions that had been proposed.
Grumpy members had also wanted auDA to restore all of its board’s meeting minutes that were inexplicably deleted from the organization’s web site.
They’d wanted a recently instituted member code of conduct to be scrapped, rewritten, and then put to members for a vote.
The code of conduct bans “harassment” and “bullying” of auDA staff, but it also prevents members from talking to the media about auDA in disparaging terms.
Finally, they’d also wanted auDA to abandon its plan to build an in-house registry infrastructure (replacing current provider Neustar) without first putting the plan to a member vote.
But all of these resolutions have been taken off the table on the basis of unspecified “legal advice” provided to auDA.
According to O’Meara and others, dissatisfaction with the organization has been brewing for some time, ever since late 2015 when Benjamin was brought in as a “demand” class director and appointed chair, only to be quickly dismissed and immediately reinstated as an “independent” director and reappointed chair.
In March 2016, 16-year CEO Chris Disspain was fired and replaced by Cameron Boardman.
I’m told auDa has been hemorrhaging staff for months — 10 of its 13 employees have apparently left the organization this year.