Helena Sims

1
Overview of the Electronic Authentication Draft
Charter Presentation to the Electronic
Authentication Partnership February 12, 2004

• Helena Sims
• Senior Director
• Public/Private Partnerships

2
Draft Charter

• Electronic Authentication Partnership
• NACHA providing secretariat services
• Purpose
• Operating Rules
• Rights and Responsibilities of parties to
  electronic authentication

3
Classes of Membership

• Organizational basis
• Four classes of membership
• Full - one vote
• At-Large - one vote
• Representative Board selects two from membership
• one non-member
• Associate - no votes
• Federal Liaison - no votes

4
Categories of Membership

• Relying Party
• Credential Issuer
• Service or Product Provider
• Other Stakeholders
• At-Large

5
Dues
Eventually, the Electronic Authentication
Partnership will be a self-sustaining, dues-based
organization.
6
Voting and Meetings

• Full and At-Large
• Elect Representative Board
• Vote on any issue
• Chair committee or workgroup
• Approve Charter and amendments
• Other actions not reserved
• At-Large - assure balance
• Associate - none of the above
• Quorum 50

7
Representative Board

• Assures balance of interests between membership
  categories
• Elected by Full members in their category
• Vote on Rules
• Vote on annual business plan
• Vote on Charter

8
Representative Board Composition

• Relying Party - 6 members
• Credential Issuer - 6 members
• Service or Product Provider - 4 members
• Other Key Stakeholders - 4 members
• At-Large - 3 members
• Total 19 members

9
Representative Board Transition

• Initial Board is 20 for each category
• No election needed until terms beginning January
  1, 2005
• Staggered terms (1 and 2 years)

10
Representative Board

• Two successive terms
• Quorum 60
• 2/3 majority of members present to approve
  rules/amendments
• No compensation

11
Officers and Staff

• Chairperson and Vice Chairperson
• Initially selected by CSIS Workgroup
• Initially serve until after first membership
  meeting in 2005
• Subsequently, Full and At-Large members elect
  from Representative Board
• Two-year term (no limit)
• Executive Director - Consultation with CSIS and
  NACHA

12
Operating Rules Committee

• Considers amendments and exceptions to the Rules
• Creates workgroups
• Chair and Vice Chair appointed by Partnership
  Chair
• Any membership category may participate

13
Workgroups

• Ad hoc
• Created by Operating Rules Committee/EAP
  Representative Board
• Chair appointed by body that created it
• Chair may invite non-members to participate

14
Other

• 2/3 vote of Representative Board to amend Charter
• Can create more committees
• Release of member action against Partnership
• Severability

15
Questions
Helena Sims Senior Director, Public/Private
Partnerships hsims_at_nacha.org 703.561.3930