CEO of .uk registry operator Nominet has pleaded with the organisation’s members to hear him out before they consider backing a campaign to fire both him and other non-elected members of the board.
In an open letter to the domain-name community, Nominet's CEO Russell Haworth acknowledged that he had used the “wrong tone” in past discussions with members and promised to address concerns as well as outline a future strategy for the not-for-profit organization in the coming weeks.
The note comes one week after a group of members, under the banner PublicBenefit.uk, announced their intent to call an extraordinary general meeting (EGM) and force a vote that would see Haworth and Nominet’s non-elected board members removed from their positions and replaced with two caretaker directors.
Reflecting long-standing member anger toward the current management over its use of .uk registry profits to fund unsuccessful commercial efforts while at the same time increasing executive pay and reducing charitable contributions, within a day of the campaign launching, a sufficient number of members had pledged their support to all but guarantee the vote will pass.
Nominet’s management has yet to name the date for the EGM – something it will have to do in the next two weeks – and faced with the numbers in favor of the motion, it now not only has to ensure the support of all its largest members but also persuade voters who have already publicly opposed its current direction to change their minds.
“This week’s call for an EGM has been something of a crystalising moment,” he wrote. “I’ve had some time to reflect, and wanted to share two of those reflections.”
Haworth argued that he had brought a “cold realism” to Nominet and promised to produce “a realistic, pragmatic assessment of the complex landscape we are operating in,” in the next week to “share a clear vision for Nominet’s next few years.”
Before then, however, he urged members not to join the PublicBenefit.uk campaign: “For members considering their own views, I hope you’ll give us a chance to communicate our plans and perspective before firmly making up your mind.”
Haworth even grew close to apologizing for his past behavior when he acknowledged that there had been “a level of dissatisfaction among some members for a long time,” and that “perhaps as a result of the length of some of these disagreements, we all may have found ourselves approaching our interactions with the wrong tone.”
Members were quick to point out that one instance of the “wrong tone” being used by Haworth was also the spark that started the whole campaign: when he theatrically shut down the Nominet members' online forum in the middle of his speech at its recent annual meeting citing “increasingly… aggressive and hostile” behavior by folks.
Nominet boardroom battle may already be over as campaign to oust management hits critical milestoneREAD MORE
That move was the final straw for the man spearheading the PublicBenefit.uk campaign, CEO of hosting company Krystal, Simon Blackler. “It was deliberately spiteful,” he told The Register. “And it was clearly meant to send a signal that members were powerless to stop them.”
In response to the CEO’s public note, PublicBenefit.uk also pointed to a double-standard from Nominet. While expressing its hope that the membership will “engage in a constructive way,” Nominet sent PublicBenefit.uk the member details it had requested... in the form of a 200-page physical printout.
“For a supposedly cutting edge cyber technology company, you can't master a simple DB export to CSV?” the campaign asked. “Your actions belie your words. Once again. We see through you.”
Nominet has a long history of using its significant resources against members who challenge the current management. In several elections in the past, the board put out public statements condemning candidates it didn’t approve of and told Nominet staff to phone members to let them know of the fact, as well as canvass for candidates the board did approve of.
That approach was condemned in an independent review into Nominet in 2015 and the report’s author - former BBC chair Sir Michael Lyons - recommended that the board refrain from any such interference in future. The board rejected the recommendation and this week there are numerous reports that Nominet has again instructed its staff to call members in an effort to persuade them not to vote in favor of the EGM vote.
Meanwhile, five years later, Sir Michael Lyons – a former chairman of the BBC Trust – is one of the two proposed caretaker directors swho have been put forward to reform Nominet if the EGM votes are successful.
At the start of the second week of the campaign, the number of members pledging their support continues to grow: from 126 members representing 11.4 per cent of the total member vote last Monday to currently 183 members representing 13.3 per cent today. While that may appear to be far below the required 51 per cent for the vote to pass, Nominet elections rarely attract more than 10 per cent of members’ votes, and the 51 per cent vote threshold only applies to those members that actually vote.
Conspicuous by their silence at the moment are Nominet’s largest members, several of which are publicly listed companies, who possess a disproportionately larger voting share. The top 20 members (out of a total number of 2,500) possess more than 50 per cent of the vote. But four of those top 20 have already signed up to the EGM.
We have approached many of those members who have yet to express a view and whose vote may ultimately decide the fate of Nominet’s current board. Most have failed to respond while several have said they are considering the issue and will let us know when a decision has been made.
Without a clear decision from its largest members, the battle for control of Nominet is likely to get heated despite calls from all sides for calm and reasoned debate.
Nominet has appealed to its membership on the basis of maintaining stability but has so far failed to answer accusations of failed commercial efforts funded by increased .uk prices and reduced charitable contributions, and failed to explain why its executive team deserve the years of double-digit pay increases while operating profits have consistently fallen.
With the two proposed caretaker directors – the other being a well-respected figure in the domain name industry, former RIPE NCC registry managing director Axel Pawlik – promising to review and revisit those controversial choices, as well as reintroduce accountability and transparency measures that Nominet has actively dismantled in recent years, it will be an uphill battle for Haworth and the current board to persuade members to stick with them.
“I look forward to continuing the conversation,” Haworth ended his note. It was hard not to notice that the page does not allow user comments and that there was no link to the Nominet members forum, where such discussions would normally play out, because Haworth himself had shut it down, with no consultation or notice nor a replacement back in September. ®