Subject: Re: [Iasa20] [EXTERNAL] Revisiting Term Limits

From: "Deen, Glenn" <[email-masked]>
Date: Mon, 21 May 2018 14:49:01 +0000

Like it.

glenn

On 5/21/18, 3:44 PM, "iasa20 on behalf of Livingood, Jason" <[email-masked]<mailto:[email-masked]> on behalf of [email-masked]<mailto:[email-masked]>> wrote:

This is another issue that I’d like to try to wrap it up for the -03 update this week.

The current -02 draft says:
“A director may serve no more than six consecutive years on the Board. This is to ensure a healthy regular introduction of new ideas and energy onto the Board, and to mitigate any potential long-term risk of ossification or conflict.”

Some notable points from last week’s discussion:
* Bob suggested we consider whether we wanted a Director to cycle off for a full 3-year term before potentially returning to the Board.
* Brian argued to combine that notion with Glenn's suggested lifetime limit. Thus, the limit would be “no more than three total 3-year terms (9 years), and no more than two consecutive terms. Joe also spoke in favor of this option.
* John reacted that this is potentially over-specified and that the pool of potential candidates is quite small. In response, he suggested following the ISOC model of a two-term limit with a one year gap.

Following discussion, I’d like to again suggest we keep things simple and offer three options for consideration for the -03 update:

1 – A director may serve no more than six consecutive years on the Board, and a lifetime limit of 9 years. This is to ensure a healthy regular introduction of new ideas and energy onto the Board, and to mitigate any potential long-term risk of ossification or conflict.
2 - A director may serve no more than six consecutive years on the Board, with at least one full term prior to the start of any additional terms. This is to ensure a healthy regular introduction of new ideas and energy onto the Board, and to mitigate any potential long-term risk of ossification or conflict.
3 - A director may serve no more than six consecutive years on the Board, with at least one full term prior to the start of any additional terms, and a lifetime limit of 9 years. This is to ensure a healthy regular introduction of new ideas and energy onto the Board, and to mitigate any potential long-term risk of ossification or conflict.

Any other suggestions? Reactions?

Jason