The proposed acquisition of Public Interest Registry (PIR) by Ethos Capital was announced on 13 November 2019 by the parties and the Internet Society (ISOC). This announcement has raised many questions. In light of this, we want to be transparent about where we are in the process.
On 14 November 2019, PIR formally notified ICANN of the proposed transaction. Under the .ORG Registry Agreement, PIR must obtain ICANN’s prior approval before any transaction that would result in a change of control of the registry operator. Typically, similar requests to ICANN are confidential; we asked PIR for permission to publish the notification and they declined our request.
According to the .ORG Registry Agreement and our processes for reviewing such requests, ICANN has 30 days to request additional information about the proposed transaction including information about the party acquiring control, its ultimate parent entity, and whether they meet the ICANN-adopted registry operator criteria (as well as financial resources, and operational and technical capabilities).
Public announcements made by PIR, ISOC, and Ethos Capital contain relevant facts that were not required in the request for approval. Today, we sent PIR an additional information request to ensure that we have a full understanding of this proposed acquisition. We have asked PIR to provide information related to the continuity of the operations of the .ORG registry, the nature of the proposed transaction, how the proposed new ownership structure would continue to adhere to the terms of our current agreement with PIR, and how they intend to act consistently with their promises to serve the .ORG community with more than 10 million domain name registrations.
ICANN will thoroughly evaluate the responses and then ICANN has 30 additional days to provide or withhold its consent to the request. The Registry Agreement requires a standard of reasonableness for ICANN’s determination.
We acknowledge the questions and concerns that are being raised and directed to ISOC, PIR, and ICANN relating to this change. To ease those concerns and maintain trust in the .ORG community, we urge PIR, ISOC, and Ethos Capital to act in an open and transparent manner throughout this process. We have sent a letter to both ISOC and PIR today, asking them to please be clear and open in all of their communications. We have indicated our willingness to publish the request and related materials involved in ICANN’s review including the request for approval, the request for additional information, and PIR’s responses.
ICANN takes its responsibility in evaluating this proposed transaction very seriously. We will thoughtfully and thoroughly evaluate the proposed acquisition to ensure that the .ORG registry remains secure, reliable, and stable.