Nominet Board election 2009

My candidacy papers

Nominet now require candidates to provide five separate items as well as being nominated and seconded. Here are copies of my papers.

1: an election statement of not more than 500 words demonstrating how you will help Nominet achieve its goals and ambitions,

Nominet's key purpose is to manage the .uk and ENUM 44 registries and associated DNS. It achieves those purposes best if it is effectively invisible to the general public - if it "just works" without anyone noticing. Therefore the most important job of the executive is to ensure that the Nominet processes run smoothly and the most important job of the board is to ensure they have the ability to do this. As will be seen from my CV, I have both the knowledge of Nominet to help with this and experience from similar situations.

However, beyond this one of the purposes of the board is to ensure that the structure of the company is fit for its purpose. That does not mean that the board should be meddling with the details of middle management but, rather, that the board, membership, and product/pricing structures are correct and do what is needed

I believe that we need changes to the board structure. The board should still contain directly elected representatives - and these should be at least 50% of the total - but we also need financial, legal, and management specialists. That means the ability to appoint non-executives as needed. It does not mean giving up membership control.

However, we also need to look at the membership structure and decide if change is needed. Does the present voting apathy mean that we have too many members who are only joining for the discount? On the other hand, would a smaller membership make it too easy for a takeover by those looking to make a fast profit rather than having the best interests of the entire community at heart? I don't have a simple answer to present, but if elected I promise to look at the matter with an open mind and not to accept any proposal that will harm Nominet or the Internet community.

We need to re-examine the issues behind pricing. Article 19A was introduced to meet a need of the times, but I believe the circumstances have now changed and it is no longer necessary. However, I can see that some people are concerned that removing it would open the way to major price changes and it will be difficult to obtain the necessary majority. Nevertheless, it ought to be possible to return price control to the board and executive while retaining safeguards for the registrars whose business depends on existing pricing models.

Finally, the recent BERR comments on "domaining" have led us to re-examine the secondary market. I believe that trading of domain names can be legitimate, but we must look for ways to prevent abuses and to allow the general public to feel that they can obtain .uk names without being held to ransom. Nevertheless I am committed to the principles of FCFS and not trying to judge the worthiness of registrants.

If elected, these are the objectives I will be working towards: a Nominet that "just works" and whose structure is fit for its purpose in the future.

2: a CV of not more than 500 words outlining the experience and personal skills that make you suitable for the position and the qualities you will bring to Nominet,

I have been involved with the .uk domain name space since the days of the Naming Committee. I have attended every General Meeting of the company and taken an active part in its governance. I have been an elected member of the PAB since its original formation, apart from one brief hiatus, and have chaired various working groups and taken part in many others.

I have been the technical director of a successful software house and the managing director of a medium-size ISP, as well as being involved in the management of several other businesses. I therefore have the general business experience to contribute to the governance of an organization like Nominet.

I am a director of the ISPA and have previously been a director of the London Internet Exchange (LINX). I was the first industry chair of the IWF and the first vice-chair of the Internet Crime Forum. What these mean is that, as well as commercial experience, I have had plenty of experience at working within organizations that need to balance the interests of a wide range of stakeholders rather than simply follow a commercial aim. Furthermore, LINX is similar to Nominet in that it provides an essential service to the Internet community that is part of the critical national infrastructure, giving me a unique experience and perspective that other candidates will not have had. My history also means that I have a wide range of contacts within both industry and government, such as BIS (formerly the DTI and BERR), Ofcom, and the Home Office.

I have worked in software development for well over 20 years resulting in a deep technical knowledge. I have also done a lot of regulatory work in the Internet and telephony areas. I also have a reasonable legal knowledge: I am in the final stages of a LL.M. in Innovation, Technology, and the Law from the University of Edinburgh. This puts me in the rare position of being able to look at legislative or regulatory proposals and being able to identify potential problems with them because they do not reflect the technical realities. It has also taught me how to "debug" such suggestions and, for example, find and eliminate loopholes in them so that the end result is actually what was wanted.

Overall I have a range of experience of this industry (in the widest sense) and a set of abilities that, if elected, will be of great advantage to Nominet.

3: a signed statement providing a full and complete disclosure of your interests and potential conflicts of interest,

I am currently unemployed. Until 5th January 2009 I was employed by THUS plc, a subsidiary of Cable & Wireless.

I am a director of the following companies (an asterisk following the company number indicates a Company Limited by Guarantee):

I was previously a director of the following companies: I own 50% of the issued share capital of Davros Consulting Ltd. and connected persons own the other 50%. I own 20% of the issued share capital of Somerhill Leisure Limited. With those exceptions, I do not own more than 1% of the issued share capital of any company or control 1% or more of the voting rights of any company nor, to the best of my knowledge, does any connected person. From time to time I have shareholdings in publicly listed companies, or membership of mutual bodies such as insurance companies, below this limit.

I am a member of the Nominet PAB.

I own one domain name ( and have no interests in any other.

I provide consultancy services for Sentry Parental Controls (Sentry Software Ltd.) and for various firms of solicitors and barristers. To date, none of these has involved either Nominet or domain names.

I am not aware of any other matter that does, or is likely to, involve a conflict of interest.


Clive Douglas Woon Feather

4: a completed and pre-signed Form 288a for filing at Companies House in the event that you are elected and

I see no benefit in publishing this here.

5: a signed statement confirming whether or not you will be prepared to enter into the standard form nonexecutive director contract with the Company.

I am prepared to enter in the standard form nonexecutive director contract with the Company, in the wording to be found at as of 17:20 BST on Friday 19th June 2009, with one exception.

I do not accept the presence of the words "continued satisfactory performance" in clause 8.1 of the contract. If this is intended to merely reinforce the fact that re-election is required, it is nugatory and should be removed. If it is intended to indicate that the review process of clause 5.1 can be used to terminate an elected appointment, then I do not accept that that is legitimate: the election indicates the will of the membership in general meeting, and it should not be possible for anyone else (particularly an unelected director) to override this.

I am willing to accept a provision that requires me, should any review be unsatisfactory, to submit to a timely vote of the membership under Article 35.10 and section 168 of the Companies Act 2006.


Clive Douglas Woon Feather

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