Ballot 205 – Membership-Related Clarifications

Results on Ballot 205 – Membership-Related Clarifications

The voting period for Ballot 205 has ended, and the ballot passed. Here are the results.

Voting by CAs – 13 votes total, including abstentions

• 13 Yes votes: Actalis, Buypass, CFCA, Chunghwa Telecom, Cisco, DigiCert, Entrust, GDCA, GlobalSign, GoDaddy, HARICA, Logius PKIoverheid, SHECA

• 0 No votes:

• 0 Abstain:

100% of voting CAs voted in favor

Voting by browsers – x votes total, including abstentions

• 4 Yes votes: Apple, Microsoft, Mozilla, Opera

• 0 No votes:

• 0 Abstain:

100% of voting browsers voted in favor

Under Bylaw 2.2(g), a ballot result will be considered valid only when more than half of the number of currently active Members has participated. Votes to abstain are counted in determining a quorum. Half of currently active Members as of the start of voting is 11, so quorum was 12 votes. 17 votes (including abstentions) were cast – quorum was met.

Bylaw 2.2(f) requires a yes vote by two-thirds of CA votes and 50%-plus-one browser votes for approval. Votes to abstain are not counted for this purpose. This requirement was met for both CAs and browsers.

At least one CA Member and one browser Member must vote in favor of a ballot for the ballot to be adopted. This requirement was met

Ballot 205 passes.

Because this was only an amendment to our Bylaws, there will be no Review Period under our IPR Agreement, and so the ballot is now in effect.

Ballot 205: Membership-Related Clarifications

Purpose of Ballot: The CAB Forum Bylaws define membership criteria, but don’t say what should happen when an existing member ceases to meet those criteria. This ballot is intended to fix this, for the avoidance of doubt and uncertainty. It also makes it clearer that proper recognition of currently-issued certificates by at least one browser member is a membership requirement, and adds the definition of “Affiliate” from the IPR policy.

The following motion has been proposed by Gervase Markham of Mozilla and endorsed by Kirk Hall of Entrust Datacard and Curt Spann of Apple:

Motion begins

This motion changes the CAB Forum Bylaws.

Section 1

Add a new section between 2.1 (“Qualifying for Forum Membership”) and the following section, numbering the new section 2.2, and renumbering following sections appropriately. The new section shall read:

2.2 Ending Forum Membership

Forum Members may resign from the Forum at any time. Resignation does not prevent a member potentially having continuing obligations, under the Forum’s IPR Policy or any other document.

(a) Browser: A Browser member’s membership will automatically cease if any of the following become true:

1. it stops providing updates for its membership-qualifying software product; or
2. six months have elapsed since the last such published update.

(b) Issuing CA or Root CA: An CA member’s membership may be suspended if any of the following become true:

1. it fails to pass its membership-qualifying audit;
2. its membership-qualifying audit is revoked, rescinded or withdrawn;
3. fifteen months have elapsed since the end of the Audit Period of its last successful membership-qualifying audit;
4. it stops issuing certificates to Web servers that are openly accessible from the Internet; or
5. it is no longer the case that its currently-issued certificates are treated as valid by at least one Browser member.

Any Forum Member who believes one of the above circumstances is true of a CA Forum Member may report it on the Public Mail List. The Chair will then investigate, including asking the CA for an explanation or appropriate documentation. If evidence of continued qualification for membership is not forthcoming within five working days, the Chair will announce that the member is suspended, such announcement to include the clause(s) from the above list under which the suspension has been made.

A suspended CA Forum Member who believes it has now re-met the membership criteria under the relevant clauses shall post evidence to the Public Mail List. The Chair will examine the evidence and unsuspend the member, or not, by public announcement. A CA Forum Member’s membership will automatically cease six months after it becomes suspended if it has not re-met the membership criteria by that time.

While suspended, CAs may participate in meetings and on the Forum’s discussion lists, but not propose or second ballots or take part in any form of voting. Votes cast before a member’s suspension is announced will stand.

Section 2

Update both sections 2.1 (a) and (b) to insert words as follows:

“actively issues certificates to Web servers that are openly accessible from the Internet, such certificates being treated as valid when using a browser created by a Browser member.”

Section 3

• Update section 2.2 b) as follows:

Only one vote per Member company shall be accepted; representatives of corporate affiliatesAffiliates shall not vote.

Add to the Definitions section:

Affiliate: an entity that directly or indirectly controls, is controlled by or is under common control with, a Member. Control for the purposes of this Agreement shall mean direct or indirect beneficial ownership of more than fifty percent of the voting stock, or decision-making authority in the event that there is no voting stock, in an entity.

Motion ends

The procedure for approval of this ballot is as follows:

BALLOT 205

Votes must be cast by posting an on-list reply to this thread on the Public list. A vote in favor of the motion must indicate a clear ‘yes’ in the response. A vote against must indicate a clear ‘no’ in the response. A vote to abstain must indicate a clear ‘abstain’ in the response. Unclear responses will not be counted. The latest vote received from any representative of a voting member before the close of the voting period will be counted. Voting members are listed here: /about/membership/members/ In order for the motion to be adopted, two thirds or more of the votes cast by members in the CA category and greater than 50% of the votes cast by members in the browser category must be in favor. Quorum is shown on CA/Browser Forum wiki. Under Bylaw 2.2(g), at least the required quorum number must participate in the ballot for the ballot to be valid, either by voting in favor, voting against, or abstaining.