Hello Andrew, I respect Afrinic Directors and follow good rules of conduct. So I will not return to the disparaging words used in your response to me.
Let me put this in a few points here again: 1- I never said to not follow or comply with Law 2- I called for clear understanding between an Act provision applying to “registered members” and not to “resources members”. 2- AFRINIC has always followed the Act, laws, but also accommodates its community oversight. The limit at “5” of the number of proxy is lawful when applied to “registered members”. How ? Quorum at Members general meeting is set as follow: ====== ii) The quorum for an Annual General Member meeting shall be composed of minimum of ten (10) members in person comprising: a) Four (4) Directors elected to represent a region; b) One (1) Director elected on a non-regional criterion; and c) Five (5) Resource Members. ========== So five (5) registered members in person are required. With nine (9) registered members in total and a quorum requirement of five (5) members in person how many proxies can a registered member carry to a valid AGMM ? The limit to “5” means “no limit for the registered members” and that complies to the act. Hope this helps —Alain > On Oct 2, 2016, at 12:26 PM, Andrew Alston <[email protected]> > wrote: > > Mirriam, > > I was speaking in my personal capacity – firstly - and I stand by my right to > do that. > > Secondly – What was the point? Let me tell you a story – In Djibouti there > was an attempt to block several proxies using an argument of company stamps. > That argument went on for many days – it was eventually invalidated – because > it was determined that it would disenfranchise the members who had no company > stamps and was invalid. However, it was a direct attempt to stop certain > things through the change of the rules (well, that is my impression). > > I take serious issue with this statement specifically: > > One would expect the debate to stay at the community level and not involve > the Act. The community to discuss and agree on how to manage this issue. > > You cannot ignore the act – I am not a lawyer – my reading of the act is in > laymans terms – and there are many lawyers that can contradict what I’m > saying and I’m ok with that. I was NOT arguing from the perspective of > proxies here – look at the holistic essence of my email – the only place I > referenced proxies was as a specific example of how the companies act can > restrict the bylaws from overriding it. > > What I was saying is that leaving the act out of an argument about the bylaws > doesn’t make sense and is – in my view – irresponsible. The act is supreme > and overriding, and ignoring it can have serious consequences. > > I stand by the position that ignoring the law is dangerous. > > Andrew > > > > From: Mirriam <[email protected]> > Reply-To: Mirriam <[email protected]> > Date: Sunday, 2 October 2016 at 10:36 > To: Andrew Alston <[email protected]> > Cc: General Discussions of AFRINIC <[email protected]> > Subject: Re: [Community-Discuss] Accountability assessment - quorum > > On 1 Oct 2016 19:07, "Andrew Alston" <[email protected]> wrote: > > > > Alain, > > > > Quite frankly – I think what you have said here is, at best, extremely > > naive and at worst incredibly irresponsible. > > > > > Hi Andrew, > You need to calm down. No one here is naive or irresponsible so mind how you > respond to others and have some respect else Afrinic code of conduct comes > into play and i hope the CEO and Chair will caution you. > In fact your message is full of exaggeration. What exactly is your point > considering following this discussion you seem to have jumped arguments from > company bylaws to company act? > Everyone herein is well aware that our " Afrinic is a private company > registered in Mauritius with a Community Oversight through its Bylaws and > remains a community/resource members driven organisation" otherwise we would > not all be here deliberating on how to improve the organisation. > You are one of the directors elected to the board to respresent the very > resource members who elected you and as such you are answerable to us just as > all the other directors who the membership sends to the board. > So what exactly is your point with that long email as what was being > discussed was plain simple proxy limits? > > Mirriam > > _______________________________________________ > Community-Discuss mailing list > [email protected] > https://lists.afrinic.net/mailman/listinfo/community-discuss
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