➢ Not sure.  We did a bylaws review in 2012 and the approach did work smoothly

You are correct Alain, we did.  Except – well, somethings changed – the bylaws.

Under the *current* bylaws, you can’t do a review and change them without a 
super majority vote.  Under the old bylaws, well, I can’t remember exactly what 
they said, but I can tell you quite categorically that there was no super 
majority vote to bring the current ones into existence – I hope I am correct in 
saying, this was because it wasn’t required under those bylaws not that it was 
simply neglected.  I know for a fact though that such a vote did not occur – 
because such a vote requires notice issued to the community under specific time 
frames in the context of a members meeting, and all the voting mechanisms that 
are needed to hold such a vote.

So – what worked to change the old bylaws, is not relevant under the legal 
constraints we committed ourselves to the day the current bylaws took effect.  
Under the change you reference, a committee could get together, gather ideas, 
formulate them into a new draft, propose it, and consensus could actually take 
you to the new bylaws.  That is simply not allowed under the current bylaws.  

Let us look for a second at what the current bylaws say:

Firstly – under definitions – special resolution is defined as “A resolution 
approved by a majority of 75 percent of the votes of those members entitled to 
vote and voting on the question”
Secondly – under section 7 (powers of members), sub-section 6.vi – “consider 
and approve by Special Resolution, if appropriate, proposals for the 
revocation, amendment or replacement of this Constitution”
Thirdly – under section 12.14 (Member proposals) – subsection ii, “A member may 
give written notice to the Board of a matter which the Member proposes to raise 
for discussion or resolution at the next Annual General Member Meeting called 
under Article 11.1 of this Constitution at which the member is entitled to vote”

(Rest of the provisions of clause 12.14 go on to define the time lines for 
proposals and the mechanism by which it works).

So – in my non-legal laymans view – what this says is.  

A.) You need a super majority to change the bylaws – this cannot be a decision 
of a committee.  (Combination of section 7 clauses cited and definitions clause 
cited)
B.) Changes to the bylaws need to be formally put before an AGMM by a *member*, 
not a committee – that is not to say that a committee, either formed formally 
by AfriNIC or created in some other manner, could not give their proposals to a 
member to put to the floor – but the proposals have to be submitted formally 
through the procedures defined in section 12.14.

None of this was really the case under the old bylaws – it is now the rules – 
so again, I ask you, in the context of the above, what’s the point of the 
committee?  What’s the point of consensus in this context - other than to judge 
if putting something before the floor has a hope of achieving the number of 
votes actually necessary to pass (and this is a VERY valid use of consensus, as 
a gauge, but it is not more than that)

To close what I’ve said above, let me end with two quotes 

 “If we are to survive, we must have ideas, vision, and courage.  These things 
are rarely produced by committees.  Everything that matters in our intellectual 
and moral life begins with an individual confronting his own mind and 
conscience in a room by himself” - Arthur M. Schlesinger, Jr.

“It is necessary to get a lot of men together, for the show of things, 
otherwise the world will not believe.  That is the meaning of committees.  But 
the real work must always be done by one or two men” – Anthony Trollope.

(Btw, the second of those quotes – it may be true that people want the show of 
things – and if that is what this committee will be – a charade – so be it – 
but let’s not lose site of the fact that bylaw changes have to be put to the 
floor by individual members)

Andrew

 
 
 
From: Arnaud AMELINA <ameln...@gmail.com>
Reply-To: General Discussions of AFRINIC <community-discuss@afrinic.net>
Date: Monday, 19 September 2016 at 22:14
To: General Discussions of AFRINIC <community-discuss@afrinic.net>
Cc: "members-disc...@afrinic.net" <members-disc...@afrinic.net>
Subject: Re: [Community-Discuss] [members-discuss] Accountability assessment - 
bylaws changes
 
+1 @Alain
Regards 
Arnaud
 
2016-09-19 19:56 GMT+00:00 ALAIN AINA <alain.a...@wacren.net>:
Hi,
 
Let’s fix the process and better organise this critical review of the bylawsl. 
I do support the idea of a committee .
 
—Alain
 
 
On Sep 19, 2016, at 4:25 PM, Bope Domilongo Christian <christianb...@gmail.com> 
wrote:
 
Dear CEO,
[speaking as a member of the community]
Following last week discussion on the accountability review and others points 
raised by the community which was not in your original document, here my 
response.
 
1.  On the Accountability Review.
This review is from an independent AFRINIC's accountability review which 
identified areas need to be improved. Improving RIR accountability is very 
important in this context of IANA stewardship transition where the community 
will be exercising important role in the oversight of the IANA functions.
So it is very crucial that the community gives this discussion the required 
attention and the consensual approach is more needed.
It will be unfortunate if we did not follow these important improvements due to 
lack of consensus.
2. on the Process
It was expected that the community discuss, express view and concern thereafter 
the Leadership will do his best effort to build consensus. Consensus here is 
strictly in the sense of RIR practices mean The Rough Consensus Model [1].
Ideally, people shall be encourage to comment on the list for the sake of 
archive and off list contribution should be discouraged and not accepted.
That why some members of the community suggested the creation of a committee to 
lead the process.
 
3. On the discussion.
Community has expressed views on each points. As expected there were 
convergences and divergences. For example, points 3,4, 5 had active and 
intensive discussions while reading may sound like profound disagreement. We 
shall now entire to the consensus building mode by opening the disagreement 
views and addressing one by one then we'll build ROUGH CONSENSUS.
Another example, on point 11, there was no objection, but some suggestions even 
propose more such as "Registered Members only MUST never amend the bylaws, ..." 
and The proposed amendment should be published not less than 60 days and not 
more than 90 days before, with the provisions for more members to comment 
online and in any meeting held during the consultation period" 
4. On the other points.
Beyond the 12 points, some areas of improvements were suggested.
For example, 
https://lists.afrinic.net/pipermail/community-discuss/2016-June/000350.html 
lists some of the points
[1] https://www.nro.net/about-the-nro/rir-accountability on section 1.4
 
Regards,
Bope
 
On 19 September 2016 at 17:03, Andrew Alston <andrew.als...@liquidtelecom.com> 
wrote:
I agree with the sentiments as echoed by Boubakar below.
 
Thanks
 
Andrew
 
 
From: Mike Silber <silber.m...@gmail.com>
Reply-To: General Discussions of AFRINIC <community-discuss@afrinic.net>
Date: Monday, 19 September 2016 at 10:39
To: General Discussions of AFRINIC <community-discuss@afrinic.net>
Cc: "members-disc...@afrinic.net" <members-disc...@afrinic.net>
Subject: Re: [Community-Discuss] Accountability assessment - bylaws changes
 
 
On 18 Sep 2016, at 23:44, Boubakar Barry <boubakar.ba...@wacren.net> wrote:
 
…
 
We can of course think of advantages we can give to associate members  to 
acknowledge their commitment and support. But I would not support giving voting 
rights to associate members. I would rather be for removing this membership 
category instead.
 
Boubakar +1
 
 

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