Nominet EGM, March 2021

Members of the UK’s domain registry, Nominet, have called an EGM to get rid of most of the governing board. After fighting tooth and nail, chairman
Russell Haworth resigned yesterday (Sunday), but other controversial board members remain.

Unusually for me, this year’s report will be updated live. But you’ll have to refresh your browser manually!

Note that this is paraphrased!

The argument is over the direction of Nominet. When it was founded, the idea was for it to take over from the Naming Committee and run the UK’s top level DNS servers. The Naming Committee was overwhelmed, and it was felt reasonable that a new organisation could take over the work, funded by a small fee for new registrations.

This was inevitably going to lead to a surplus income, which was supposed to be distributed for the public benefit, keeping reasonable reserves in case of major court cases.

In 2006 Nominet altered it’s remit to allow other activities, which I warned about at the time. It turns out I was right (as usual), and in the intervening years the board diversified into such things as self-driving cars and subsidising a cyber-security business, in competition with some of the members who were paying for it. Network Solutions all over again.


Mark Wood opens, and acknowledges that the board hasn’t been listening to members. Grateful to Russell Howarth for driving growth.

Invited Simon Blackler to speak for a few minutes. Mark Wood says he declined.

Now going to member’s questions, starting with those sent in advance.

Question: Why has the board predicted chaos if the board changes?

James Bladel: It will, indeed, fall apart without the experience of the existing board. As the board has prevented the second motion to appoint a new board, it will delay reforms.

Question: The campaign by the board has been dirty. How will you heal the rift.

Rob Binns: “We will continue an open dialogue” and make sure there is a meaningful two-way dialogue.

Question: Ester. Why was second resolution (Appoint new directors) blocked?

James Bladel: Don’t ask me – ask Roy. But we have established processes, so we’re not going to make an exception just because the members vote to have one.

Question: What are the chances of the government stepping in and resulting in a price rise?

Steven Page: There is a possibility, but we don’t know for sure. “Nominet is at the heart of digital Britain”. Sounds to me like a FUD pitch.

He’s just suggested the NHS might collapse if the board is removed, as Nominet is critical infrastructure.

Question: Why were Registry Advisory Council idea underway before the EGM?

Ellie: We wanted to find another way to get feedback. She described it as a “registry business”.

Question: What are the board’s future plans depending on whether the resolution passes or not?

Rob Binns: “As a board we will lay out a process that will drive that engagement” regardless of the outcome.

If the motion passes (board half fired) we will have a focus on stability.

Questions: What justifies huge increases in board remuneration.

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Mark Wood: Our strategy was to diversify into alternative revenue streams as a hedge against possible income decline. Stated that costs would increase (but didn’t explain why).

Jane Tozer: We take the pay issue seriously, so we’ve frozen it. Our executive team has outperformed on its targets. Appears to be reading a written statement. It benchmarks pay against similar sized technology companies. (Odd, as these are profit driven – Nominet is supposed to be running a DNS).

Question: What is the cross-subsidy between domains and cybersecurity?

Ellie: We’re not cross-subsidising.

Question: One of the problem is lack of engagement. Would the board introduce members meetings?

Anne Taylor: As a board want to export all ways of engaging. It was a bad move to shut down the forum.

David Thornton: Shutting down the forum was inflammatory but needed a re-vamp.

Question about discounts for .co.uk and .uk together. Irrelevent.

Question: Why has it taken so long to realise members are not happy?

Mark Wood: We’ve missed some signals. Simon Blackler has run a good campaign and raised a lot of issues. We want to make these changes and accelerate them.

Question: Will be bring back member engagement lunches.

Ellie: Yes, stuff like that. “We’re going to need to find more ways to get the views of the network”.

Question: Why can’t we hear from Simon Blackler?

Mark Wood: It’s not a debate; it’s a company EGM. Simon Blackler declined to speak.

Question: Has the current board makeup been complicit in side-lining members’ decent?

James Bladel: I don’t think this has really happened as we have vigorous debates on the board.

Question: What’s Russell’s status right now?

Mark Wood: Russell actually stood down from the board on Sunday. (Subsequently confirmed that the registration was accepted).

Question: About CNI status.

Stephen Page: We’re not, but we’re looking at what would happen if were were designated as such. It could push up our costs. It depends which part of the regulatory system takes us on. We hope it won’t increase prices.

Question: If the broad is critical, what is the plan if anything happened to it?

Rob Binns: Yes, we have a contingency plan. The motion is to remove various members of the board. We’d have to think about how we’d manage that. In any scenario we’ll continue with improved engagement. Didn’t explain what the plan was.

Question: Similar to previous on member engagement.

Mark Wood: Repetitive waffle. Sounds like they’re talking out more difficult advance questions.
James: Bladel: More repetitive waffle. Absolutely nothing that hasn’t been said before. “We need to focus on the future.” “Rebuild relationship”.

Mark Wood: Largest turnout in Nominet’s history. As the whole board has said, Nominet will change as a result of this. I believe it will be easier if we don’t change the board. Closing the member forum was a mistake. We’ll find new and better ways.

We also need to bring the government into management of Nominet as a stakeholder. Nominet delivers brilliant service, does an important job, and does very well.

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