An Extraordinary General Meeting held Monday saw four of Nominet’s directors including Chair Mark Wood removed from their positions, while CEO and board member Russell Haworth stood down on Sunday, the day before the meeting. The Board clear-out follows a campaign for reform of the .uk ccTLD registry by Public Benefit .UK.
The resolution put forward by Public Benefit .UK called for the removal of five Nominet directors – Wood, Haworth, Eleanor Bradley, Benjamin Hill and Jane Tozer. The resolution was passed [pdf] by 52.74% of votes for, to 47.26% of votes against. Out of 2,564 eligible voters, 1,372 cast votes (53.5%) while the “weighted votes” totalled 2,432,105 for and 2,179, 477 against. The total head count votes were 740 for and 632 against. It means the executive leadership, and two of the four independent Non-executive Directors, are gone in a strong repudiation of Nominet’s course over the last few years.
Remaining on the board are Eleanor Bradley and Ben Hill as executive directors, Phil Buckingham, Anne Taylor, James Bladel and David Thornton (all elected non-executive directors) and Jane Tozer, Dr Stephen Page and Rob Binns (all appointed non-executive directors).
Following the vote one of the non-executive directors, Rob Binns, Chief Financial Officer at The Access Group, was appointed Acting Chair. In a statement Binns said:
“We are very grateful for each of these directors’ valuable service as board members. In the board’s view, Nominet has benefited from their work. I am particularly grateful to Mark Wood who has led the board so capably for the last 4 years. Mark has been an outstanding board chair, leading our deliberations and acting as a vital sounding board for Nominet’s leadership. In the short term, we will focus on stability and continuity of service, while engaging our members and agreeing a future path.”
Mark Wood, outgoing Chair, said: “Nominet is a great organisation and it has been an honour and a pleasure to be chair for the past four years and work with such talented people. In that time Nominet has become a stronger and more dynamic organisation which is now well positioned to flourish in the future.”
The resolution for change had gained some high-profile support including from Tucows while the Internet Commerce Association was critical of “management’s track record of raising prices” and while acknowledging a freeze in “.UK domain name prices for two years, but this in our view is entirely insufficient.” However non-executive director James Bladel, speaking in his personal capacity, had voiced support for continuing with the current management and that he was going to vote against the resolution, saying “the fastest path to progress is with the current board and executive team.” Bladel is also the Vice President of Policy at GoDaddy.
Nominet had attempted to change course after they realised the Public Benefit .UK was gaining support among members after it commenced in early February. In mid-February Nominet announced a seven-point plan [pdf] to address the issues. The plan’s seven points were to dramatically increasing public benefit donations (£4 million has been committed by June, double the amount of 2020 while in future years they will devote 10% of revenues to public benefit and have set aside £25m of reserves), launching a Registry Advisory Council (RAC) to give members a greater voice, freeze the .uk registry fee for at least two years, improve membership engagement, freeze board remuneration until the end of 2022, increase financial transparency and invest £20 million over the next three years in their next generation registry infrastructure.
For more coverage on the PublicBenefit.uk campaign, see Domain Incite’s coverage here, the PublicBenefit.uk website and Nominet’s Seven Point Campaign [pdf]. The Nominet EGM page is here. Kieren McCarthy’s reporting in The Register is available here.