Hi, I agree on your bylaw review proposal and I appreciate your approach that focuses on the aspect of the the bylaws that seemed to be excluding the community’s voice and thoughts. The board has had a lot of impact on the bottom up process of the community in recent times, I think most of these decisions should be made by the community as the whole process is originally configured. Great effort on this proposal. I will follow the thread closely as I anticipate positive reviews from the post.
Kind regards > On 20 Aug 2020, at 17:51, Anthony Ubah <[email protected]> wrote: > > > Hello Owen, > > Thank you for your kind feedback and my apologies about the apparently Lousy > format, the original text was arranged in a table (Thus document attached) > > > > 1. About your comment on 6.1, I partially agree. > > For the term about “corporation”, I am fine with using a different term, such > as “company/organization”. > > As to your suggested alternative, I would suggest the following: > > (i) Membership shall be open to any person or organization which is a user of > Internet Number Resources. > > The reason being that since Internet Resources is a public resource in the > first place, membership should not be based on geographical boundaries. > > BUT do note that this is just a proposal on the eligibility of membership > (i.e. qualified to apply to be a member or not, but not an automatic > membership). > > > > 2. About your comment on 6.4, I think there is a slight > misunderstanding. Allow me to clarify. > I’m proposing to delete the original words of 6.4(i) only, which reads: > “justified its need for the right to use Internet Number Resources to > AFRINIC”. > AFRINIC is a registry and it should not necessarily be their business to > scrutinize why an entity is applying to use the Internet Number Resources and > how they are going to use it. I think AFRINIC staff should not be the one to > wield the power/control as to how resources are to be distributed. So I’m > merely proposing to delete the requirement of “justified its need for the > right to use Internet Number Resources to AFRINIC”. > > > > 3. About your comment on 8.2(ii) and 8.3(iii), after taking your views > into consideration, I’d like to propose an alternative. > I can understand where you are coming from, but the main goal for my > submission is to remove the Board’s arbitrary power, which is currently > empowered by the words of “acting reasonably and in good faith”(to which > there is no safeguard or a general rule of thumb to determine whether the > Board is acting ultra vires under the guise of “acting reasonably and in good > faith”). > As such, I’d like to propose an alternative to my first proposal for 8.2(ii) > and 8.3(iii): > > (a) For 8.2(ii), to add the following words in parenthesis – “…the Board, > acting (in accordance to the Internet Resources Policy as approved by the > AFRINIC community), determining that the Resource Members has ceased to > satisfy criteria for admission to membership of the Company or ceased to > comply with Number Resources Management Policies;” > (b) For 8.3(iii), to add the following words in parenthesis – “…the Board, > acting (in accordance to the Internet Resources Policy as approved by the > AFRINIC community), determining that the Associate Member has ceased to > satisfy criteria for admission to Associate membership of the Company;” > With this alternative, my purpose is to have the Board at least act in > accordance to something which is approved by the community instead of having > the power to act on an arbitrary basis. > > > > 4. About your comment on 8.2(iii) and 8.3(iv), I hereby propose an > alternative. > Similar to my reasons for 8.2(ii) and 8.3(iii), the purpose is to either > (i)remove the Board’s arbitrary power or (ii)to at least have the Board act > in accordance to something which is approved by the community. Either way, it > is to mainly remove the possibility of the Board abusing its power (even if > it is practically unlikely). > As such, I’d like to propose an alternative to my first proposal for 8.2(iii) > and 8.3(iv): > a) For 8.2(iii), to add the following words in parenthesis and delete > the stroked words – “…the Board, acting (in accordance to the Internet > Resources Policy as approved by the AFRINIC) community, determining that the > Resource Member has refused or failed to comply with the provisions of this > Constitution or any applicable rule made by the Board .”(delete)** > b) For 8.3(iv), to add the following words in parenthesis and delete the > stroked words – “…the Board, acting (in accordance to the Internet Resources > Policy as approved by the AFRINIC community), determining that the Associate > Member has refused or failed to comply with the provisions of this > Constitution **or any applicable rule made by the Board”(delete) ** > > > > 5. About your comment on 8.4, I respectfully disagree. > > Even if it’s practically unlikely but the original wordings of 8.4 does leave > such a possibility from happening. The purpose of this proposal for 8.4 is to > make it fairer for Resource and Associate Member in the event if an incident > (which leads to the termination of membership) is caused by a third party or > an event that is beyond the Resource and Associate Member’s > control (“Unexpected Event”). > > I don’t see any harm that can be done if such a third party or an Unexpected > Event did actually happen and an innocent Associate/Resource Member is > allowed to prove its innocence and is fairly spared from paying any fees > unjustly that was not caused by the Associate/Resource Member. Whereas, the > same cannot be said if the original wordings of 8.4 is maintained. > > Just a brief analogy, if a car accident isn’t caused by me then it will be > unfair to expect me to compensate the other party. But if a car accident is > in fact caused by me, then it is fair and expected for me to do whatever is > necessary to compensate the other party. > This is just to introduce a safeguard for the Associate and Resource Member > under 8.4 in circumstances where they are actually innocent due to an > unforeseeable/unimaginable incident which is not caused by them. > > > > 6. About your comment on 8.5, but what happens to the end-users? Won’t > they be heavily affected? > The main reason for proposing my amendments for 8.5 is to ensure that > end-users will not be affected. Do you not think it will cause a global chaos > if the Resource Member is required to return the resources allocated to it by > AFRINIC? If you have any suggestions for an alternative, I’m willing to hear > and be enlightened. > > > > I’ll stop here for now, and I do appreciate your feedback. > > > > Best Regards, > > Anthony > > >> On Wed, Aug 19, 2020 at 10:54 PM <[email protected]> >> wrote: >> Send Community-Discuss mailing list submissions to >> [email protected] >> >> To subscribe or unsubscribe via the World Wide Web, visit >> https://lists.afrinic.net/mailman/listinfo/community-discuss >> or, via email, send a message with subject or body 'help' to >> [email protected] >> >> You can reach the person managing the list at >> [email protected] >> >> When replying, please edit your Subject line so it is more specific >> than "Re: Contents of Community-Discuss digest..." >> >> >> Today's Topics: >> >> 1. AFRINC being sued (Ronald F. Guilmette) >> 2. Re: Table of changes: AFRINIC Bylaw review (Owen DeLong) >> 3. Re: Table of changes: AFRINIC Bylaw review (Noah) >> >> >> ---------------------------------------------------------------------- >> >> Message: 1 >> Date: Wed, 19 Aug 2020 14:00:55 -0700 >> From: "Ronald F. Guilmette" <[email protected]> >> To: [email protected] >> Subject: [Community-Discuss] AFRINC being sued >> Message-ID: <[email protected]> >> Content-Type: text/plain; charset="us-ascii" >> >> For those few of you who may not already be aware of this... >> >> https://mybroadband.co.za/news/internet/363694-man-connected-to-african-ip-address-heist-sues-afrinic.html >> >> As many of you might imagine, I will have more to say about this in due >> course. >> >> >> Regards, >> rfg >> >> >> >> ------------------------------ >> >> Message: 2 >> Date: Wed, 19 Aug 2020 14:11:05 -0700 >> From: Owen DeLong <[email protected]> >> To: Antone Bahu <[email protected]> >> Cc: [email protected], AFRINIC Communication >> <[email protected]>, [email protected] >> Subject: Re: [Community-Discuss] Table of changes: AFRINIC Bylaw >> review >> Message-ID: <[email protected]> >> Content-Type: text/plain; charset="utf-8" >> >> This is a pretty lousy format for soliciting comments because there?s no >> good way to put them inline. >> >> 6.1 Corporate should at the vary least be changed to ?corporation? as >> corporate is an adjective describing something which relates to a >> corporation (e.g. corporate membership) while corporation is the noun (e.g. >> corporate memberships are only available to corporations). >> >> Personally i disagree with this. There are many companies which are not >> corporations. I suggest instead using the term. >> >> Further I think that the proposed wording creates several potential chicken >> and egg issues. How does one comply with the policies before becoming a >> member and getting resources? >> >> I would suggest instead that the following is a superior alternative: >> (i) Membership shall be open to any person or organization which has a nexus >> in the AFRINIC service region and is a user of Internet Number Resources. >> >> If additional limitation is desired, one could add the clause ? directly >> issued to the person or organization by AFRINIC? at the end of the sentence. >> >> I would also suggest deleting (ii) as I believe this change would render it >> anachronistic. >> >> 6.4 ? As worded, you create an interesting loophole (absent my suggestion >> for additional limitations above)? >> With the proposed wording in sections 6.1 and 6.4, one could argue the case >> that if one has no AFRINIC resources >> and merely signs the RSA and does not violate any policies, one is entitled >> to voting membership as a resource >> member for $0 per year as without resources, that does constitute the >> relevant step and membership fees related >> to their zero resources allocated/assigned. >> >> While I agree that this is a bit of a reductio ad absurdum argument, courts >> have enforced far more >> ridiculous and baseless claims in history. >> >> 8.2(ii) and 8.3(ii) ? The wording here is absurd. A judgment call as to >> whether policy has been violated or not is required here. >> A policy itself cannot make such a judgment call. A policy is entirely a >> passive thing incapable of action or >> decision by itself. Some body of people must implement, enforce, and/or >> adjudicate any such policy. >> >> If you don?t want the board involved here, then assign it to staff or to the >> PDWG, or to a vote of the >> membership writ large or whoever you want, but you must appoint a trier of >> fact to make these judgments. >> You cannot blindly defer to the policy itself as if policy was capable of >> intervening in a members status >> without action by humans. >> >> 8.2(iii) and 8.3(iv) ? So do we wish to simply allow a member who violates >> the constitution or other rules to continue >> as a member in good standing? This form of abuse strikes me as far more >> likely to occur and much harder >> to address without something taking the place of 8.2(iii). If you want to >> take this authority out of the hands >> of the board, fine, but you must then place it elsewhere or accept the >> anarchy that is the inevitable result. >> >> I have no issue with the deletion of 8.2(v) and 8.3(vi). >> >> The proposed edit to 8.4 is unwieldy, poorly written, and IMHO, unnecessary. >> Please describe a reasonable or likely >> scenario where a resource member would face termination of their membership >> that they did not cause. I cannot >> see any scenario in which this is possible, let alone likely. Perhaps I lack >> imagination, so please if I am wrong, >> enlighten me. >> >> I absolutely object to the suggested edit to 8.5. You are literally saying >> that one can (1) Obtain resources, (2) deploy >> those resources (3) decide to stop paying fees for those resources and then >> because they are deployed, (4) keep >> those resources in perpetuity. That?s ridiculous and would bankrupt the >> organization very quickly. Why would anyone >> ever pay a renewal fee under such a regulation? >> >> I will try to review the rest of the proposal later, I?m out of time for >> now, but that should provide some grist for the >> discussion mill in the mean time. >> >> Owen >> >> >> > On Aug 19, 2020, at 13:20 , Antone Bahu <[email protected]> wrote: >> > >> > Hi all, >> > >> > These few days I have discussed with some of my professors and colleagues, >> > who are also members of this community regarding the Bylaw review. I >> > pondered on how the ByLaw could be edited in a manner that allows >> > community opinion to be presented in an even better way. >> > >> > Thus, I have a few inputs; >> > >> > >> > >> > Existing Provisions >> > >> > >> > Proposed Amendments >> > >> > Rationale for Amendments >> > >> > 6.1 >> > Membership shall be open to: >> > >> > (i) any Person who is geographically based within, and providing services >> > in the African region, and who is engaged in the use of, or business of >> > providing, open system protocol network services; or >> > >> > (ii) any other Person who is approved by the Board or the members. >> > >> > >> > To amend Article 6.1 >> > (i) so that it may be read as follows: >> > >> > Membership shall be open to any corporate which complies with Internet >> > Resources Policy approved by AFRINIC community >> > >> > >> > >> > The term ?person? shall be amended into ?corporate? because most of the >> > current membership holders are corporate instead of ?persons?. >> > >> > Membership shall be open to any corporate which comply with Internet >> > Resources Policy approved by AFRINIC community instead of setting >> > geographical criteria as community discussion is what matters the most >> > here. >> > 6.4 >> > Resource Member - A legal entity (local Internet registry or end-site) >> > shall be deemed to be a Resource Member of AFRINIC after it has completed >> > the following formalities cumulatively: >> > (i) justified its need for the right to use Internet Number Resources to >> > AFRINIC >> > (ii) signed AFRINIC?s Registration Service Agreement; and >> > (iii) paid the relevant setup membership fees related to Internet Number >> > Resources allocated/assigned to it by AFRINIC Registration Service. >> > >> > >> > To amend Article 6.4 by deleting the provisions under (i), so that Article >> > 6.4 reads as follows: >> > >> > Resource Member ? A legal entity (local internet registry or end-site) >> > shall be deemed to be a Resource Member of AFRINIC after it has completed >> > the following formalities cumulatively: >> > (i) signed AFRINIC?s Registration Service Agreement >> > (ii) paid the relevant setup and membership fees related to Internet >> > Number Resources allocated/assigned to it by AFRINIC Registration Service. >> > >> > >> > AFRINIC is just a book-keeper and shall not be involved in policy-related >> > matters by requiring Resource Members to justify their needs to AFRINIC. >> > Also, this shall not appear in Bylaws - how resources are distributed >> > shall be decided by Policy approved by community discussion. >> > Existing Provisions >> > Proposed Amendments >> > Rationale for Amendments >> > >> > 8.2 (ii) >> > The membership of a Resource Member shall terminate upon: >> > >> > (ii) the Board, acting reasonably and in good faith, determining that the >> > Resource Member has ceased to satisfy criteria for admission to membership >> > of the Company or ceased to comply with Number Resources Management >> > Policies; >> > >> > >> > >> > To be amended to read as follows: >> > >> > (ii) the Internet Resources Policy as approved by the AFRINIC community, >> > determining that the Resource Members has ceased to satisfy criteria for >> > admission to membership of the Company or ceased to comply with Number >> > Resources Management Policies; >> > >> > >> > >> > This shall be decided by Internet Resources Policy approved by AFRINIC >> > community instead of the Board. The Board shall not be involved in >> > Internet Resources Policy-related matters. >> > >> > 8.2(iii) >> > (iii) the Board, acting reasonably and in good faith, determining that the >> > Resource Member has refused or failed to comply with the provisions of >> > this Constitution or any applicable rule made by the Board; >> > >> > >> > >> > >> > >> > >> > Propose to be deleted. >> > >> > >> > This is against the spirit of the community because it leaves a >> > possibility of the Board abusing its power. There is no general test or >> > safeguard to determine whether the Board is ?acting reasonably and in good >> > faith? and it allows the Board to make such determination on an arbitrary >> > basis. >> > >> > Existing Provisions >> > Proposed Amendments >> > Rationale for Amendments >> > >> > 8.2(v) >> > such other event or such other grounds as the Board, acting reasonably and >> > in good faith, shall determine from time to time. >> > >> > >> > >> > To be deleted. >> > >> > >> > >> > The original wordings of ?such other event or such other grounds? is too >> > vague and can technically be exercised on an arbitrary basis by the Board >> > and may thus lead to the Board abusing its power. >> > >> > Moreover, There is no general test or safeguard to determine whether the >> > Board is ?acting reasonably and in good faith?. >> > >> > Worst of all, the Board is allowed to make such determination at any time >> > it desires. >> > >> > >> > 8.3(iii) >> > the Board, acting reasonably and in good faith, determining that the >> > Associate Member has ceased to satisfy criteria for admission to Associate >> > membership of the Company; >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > To amend Article 8.3(iii) so that it may be read as follows: >> > >> > the Internet Resources Policy as approved by the AFRINIC community, >> > determining that the Associate Member has ceased to satisfy criteria for >> > admission to Associate membership of the Company; >> > >> > >> > >> > >> > This is against the spirit of the community because it leaves a >> > possibility of the Board abusing its power. There is no general test or >> > safeguard to determine whether the Board is ?acting reasonably and in good >> > faith? and it allows the Board to make such determination on an arbitrary >> > basis. >> > >> > Existing Provisions >> > Proposed Amendments >> > Rationale for Amendments >> > >> > 8.3(iv) >> > the Board, acting reasonably and in good faith, determining that the >> > Associate Member has refused or failed to comply with the provisions of >> > this Constitution or any applicable rule made by the Board; >> > >> > >> > >> > To be deleted. >> > >> > >> > >> > This is against the spirit of the community because it leaves a >> > possibility of the Board abusing its power. There is no general test or >> > safeguard to determine whether the Board is ?acting reasonably and in good >> > faith? and it allows the Board to make such determination on an arbitrary >> > basis. >> > >> > 8.3(vi) >> > such other event or such other grounds as the Board, acting reasonably and >> > in good faith, shall determine from time to time >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > To be deleted. >> > >> > >> > >> > The original wordings of ?such other event or such other grounds? is too >> > vague and can technically be exercised on an arbitrary basis by the Board >> > and may thus lead to the Board abusing its power. >> > >> > Moreover, There is no general test or safeguard to determine whether the >> > Board is ?acting reasonably and in good faith?. >> > >> > Worst of all, the Board is allowed to make such determination at any time >> > it desires. >> > >> > >> > Existing Provisions >> > Proposed Amendments >> > Rationale for Amendments >> > >> > 8.4 >> > Termination shall not relieve a member from any obligation to pay any fees >> > payable to the Company on or before the date of termination and shall not >> > entitle the Resource and Associate Member to any refund of any fees, >> > whether in whole or in part. >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > To be amended so that it reads as follows: >> > >> > Termination shall not relieve a member from any obligation to pay any fees >> > payable to the Company on or before the date of termination and shall not >> > entitle the Resource and Associate Member to any refund of any fees, >> > whether in whole or in part, whilst subjected to the condition that unless >> > the termination of membership is due to circumstances not caused by the >> > Resource or Associate Member then the Resource or Associate Member shall >> > be entitled to, without further challenge from the Company, refund, >> > whether in whole or in part, in accordance to the circumstances of each >> > case. >> > >> > >> > >> > The circumstances for the termination of membership are very vague and >> > unclear. >> > >> > It assumes that even if the incident which leads to the termination is not >> > caused by the fault/role of the Resource/Associate Member, the innocent >> > Resource/Associate Member will still not be entitled to any refunds. This >> > is not addressed in the original wordings of the provision and is >> > one-sidedly in favor of the Company only. >> > Existing Provisions >> > Proposed Amendments >> > Rationale for Amendments >> > >> > 8.5 >> > The Resource Member shall, on termination of its membership, return the >> > resources allocated to it by the Company. >> > >> > >> > >> > To be amended as follows: >> > >> > The Resource Member shall, on termination of its membership, return the >> > resources allocated to it by the Company, unless such resources is already >> > allocated or in usage then such resources need not be returned to the >> > Company despite the termination of the Resource Member?s membership. >> > >> > >> > >> > To avoid disruption to end-user. >> > >> > 11.4 >> > Notwithstanding, the provisions of Article 11.3 the Board may adopt such >> > policies regarding the management of internet number resources where it >> > considers that the same is necessary and urgent, having regard to the >> > proper and responsible usage of these resources. >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > To be amended to read as follows: >> > >> > Notwithstanding, the provisions of Article 11.3 but subject to Article >> > 11.5, the Board may adopt such policies regarding the management of >> > internet number resources where it considers that the same is necessary >> > and urgent, having regard to the proper and responsible usage of these >> > resources. >> > >> > >> > To ensure that Article 11.4 is not read in isolation and instead to be >> > read in conjunction of other provisions of Article 11. In other words, to >> > ensure that Article 11 is read and construed in its entirety, i.e. as a >> > whole. >> > Existing Provisions >> > Proposed Amendments >> > Rationale for Amendments >> > >> > 11.5(ii) >> > Endorsement of policy adopted by the Board: >> > >> > (ii) In the event that such a policy submitted by the Board is not >> > endorsed, the said policy shall not be enforced or implemented following >> > its non-endorsement; however, any action taken in terms of the policy >> > prior to such non-endorsement shall remain valid. >> > >> > >> > >> > To be amended so as to read as follows: >> > >> > (ii) In the event that such a policy submitted by the Board is not >> > endorsed or there is lack of response from the community, the said policy >> > shall not be enforced or implemented following its non-endorsement; >> > however, any action taken in terms of the policy prior to such >> > non-endorsement shall remain valid. >> > >> > **bold stroked words = to be deleted >> > >> > >> > If the community does not endorse such policies made under Article 11.4 >> > then it shall not be further implemented even in the absence of any >> > response from the community. >> > >> > For the Board to proceed endorsing policies before obtaining the >> > community?s endorsement for the time being would be equivalent to the >> > Board implementing policies arbitrarily until it is rejected otherwise by >> > the community. This may potentially also lead to an abuse of power from >> > the Board. >> > >> > >> > 12.4 >> > Any accidental omission to give notice of an Annual General Members? >> > Meeting called under Article 11.1 to, or the failure to receive notice of >> > an Annual General Members? Meeting called under Article 11.1 by a Member >> > or any other Person entitled to receive notice shall not invalidate the >> > proceedings at that Meeting. >> > >> > >> > >> > To be amended so as to read as follows: >> > >> > Any accidental omission to give notice of an Annual General Members? >> > Meeting called under Article 11.1 to, or the failure to receive notice of >> > an Annual General Members? Meeting called under Article 11.1 by a Member >> > or any other Person entitled to receive notice shall not invalidate the >> > proceedings at that Meeting, provided that such accidental omission to >> > give notice or the failure to receive the notice shall not be due to the >> > fault of the Board. >> > >> > This is a very one-sided disclaimer from the Company. >> > >> > If the Board?s accidental omission to give notice or a Member?s failure to >> > receive notice is due to the fault caused by the Board then the Board >> > shall take responsibility for its own mistake by invalidating the Meeting. >> > >> > Moreover, such an accidental omission to give notice to the relevant >> > Members can also be used as an excuse for the Board?s personal agenda >> > whereby the Board may pick and choose which Members are to be notified >> > with the Board not subjected to any consequences. This could potentially >> > lead to abuse of power exercised in a subtle manner from the Board. >> > Existing Provisions >> > Proposed Amendments >> > Rationale for Amendments >> > >> > 15.3 >> > Without prejudice to the generality of Articles 15.1 and 15.2 above, the >> > Directors shall be entitled to: >> > (i) determine the guidelines for the allocation of address space to >> > members in line with the member driven Policy Development Process; >> > >> > >> > >> > To be deleted. >> > >> > >> > The guidelines for allocation of address space shall only be determined >> > through the consensus of the Members. >> > >> > The Directors should only assume the role of facilitating relevant >> > meetings and shall not have any say in matters relating to the >> > determination of the allocation guidelines. >> > >> > >> > >> > 22.2 >> > If on the winding up or dissolution of the Company, there remain any >> > surplus assets after satisfaction of the Company's debts and liabilities, >> > the surplus shall not be paid to the members but shall instead be given or >> > transferred to some other institution or institutions having objects >> > similar to the objects of the Company. The institution to which the >> > surplus shall be transferred shall be determined by the members or, in >> > default of such determination, by the liquidator after considering the >> > advice of the Board. >> > >> > >> > >> > To be amended as follows: >> > >> > If on the winding up or dissolution of the Company, there remain any >> > surplus assets after satisfaction of the Company's debts and liabilities, >> > the surplus shall be given or transferred in accordance to the mutual >> > decision of the members. The institution to which the surplus shall be >> > transferred shall be determined by the members or, in default of such >> > determination, by the liquidator after considering the advice of the >> > members. >> > >> > >> > >> > >> > >> > The members are the ones that should have a say in deciding where the >> > surplus of assets goes to, since it contains their fees money. >> > The board should not be the one deciding. >> > >> > >> > I know this is quite long, so I am really grateful for those who took >> > their time to read it. >> > Find attached. >> > Best Regards, >> > >> > ANTHONY >> > >> > [email protected] <mailto:[email protected]>.ng >> > >> > >> > >> > On Wed, Aug 12, 2020 at 3:04 PM AFRINIC Communication <[email protected] >> > <mailto:[email protected]>> wrote: >> > [French, Arabic and Portuguese versions below] >> > >> > Dear Members and Community, >> > >> > The GovCom was mandated to, inter alia, review the existing provisions of >> > the AFRINIC Bylaws and to propose such amendments, where necessary. >> > >> > In this context, the GovCom had previously called for comments as well as >> > proposals for amendments from various stakeholders, including the >> > Community. >> > >> > Consequently, after analysing all input received from its stakeholders, >> > the GovCom hereby presents to the Community a draft table >> > (https://afrinic.net/ast/afrinic-bylaw-table-changes-20200812-en1.pdf >> > <https://afrinic.net/ast/afrinic-bylaw-table-changes-20200812-en1.pdf>) >> > containing its proposed amendments to the existing Bylaws with the >> > rationale added thereto. >> > >> > The GovCom therefore invites the Community to take cognisance of the >> > aforesaid proposed amendments as well as to submit to the Secretariat >> > ([email protected] <mailto:[email protected]>) any further comment(s) >> > before the final document is produced. However, please note that the >> > present publication is not an invitation for new proposed amendments. This >> > is an opportunity for the Community to comment on the amendments being >> > proposed. >> > >> > The GovCom wishes to thank the Community once again for its valuable >> > contribution in its review of the Bylaws and looks forward to continuous >> > beneficial engagement. >> > >> > Regards, >> > Abdalla Omari >> > Chair, Governance Committee >> > >> > ,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,, >> > >> > Chers membres et communaut?, >> > >> > Le GovCom a ?t? charg?, entre autres, de revoir les dispositions >> > existantes des statuts de l'AFRINIC et de proposer des modifications, le >> > cas ?ch?ant. >> > >> > Dans ce contexte, le comit? avait pr?c?demment demand? ? diverses parties >> > prenantes, dont la Communaut?, de formuler des commentaires et des >> > propositions de modification. >> > >> > En cons?quence, apr?s avoir analys? toutes les contributions re?ues de ses >> > parties prenantes, le comit? pr?sente ? la Communaut? un tableau >> > (https://afrinic.net/ast/afrinic-bylaw-table-changes-20200812-en1.pdf >> > <https://afrinic.net/ast/afrinic-bylaw-table-changes-20200812-en1.pdf>) >> > contenant ses propositions de modifications des r?glements existants, >> > accompagn?es de leurs justifications. >> > >> > Le Comit? invite donc la Communaut? ? prendre connaissance des >> > propositions de modification susmentionn?es et ? soumettre au Secr?tariat >> > ([email protected] <mailto:[email protected]>) tout commentaire >> > suppl?mentaire avant la production du document final. Toutefois, veuillez >> > noter que la pr?sente publication ne constitue pas une invitation ? >> > pr?senter de nouvelles propositions de modifications. Il s'agit d'une >> > occasion pour la Communaut? de formuler des commentaires sur les >> > amendements propos?s. >> > >> > Le Comit? souhaite remercier une fois de plus la Communaut? pour sa >> > pr?cieuse contribution ? la r?vision des statuts et se r?jouit de >> > b?n?ficier de son engagement continu. >> > >> > Tr?s cordialement, >> > Abdalla Omari >> > Pr?sident, Comit? de gouvernance >> > >> > ?????????.. >> > >> > ??????? ??????? ???????? ? >> > >> > ?? ????? GovCom ? ?? ??? ???? ???? ? ??????? ??????? ??????? ?????? >> > AFRINIC ??????? ??? ??? ????????? ? ??? ???????. >> > >> > ?? ??? ?????? ? ??? GovCom ?????? ??? ????? ??????? ???????? ?????? >> > ??????? ?? ????? ????? ??????? ? ??? ?? ??? ???????. >> > >> > ???????? ? ??? ????? ???? ???????? ??????? ?? ????? ??????? ? ???? GovCom >> > ????? ??? ??? ??????? ????? ???? >> > (https://afrinic.net/ast/afrinic-bylaw-table-changes-20200812-en1.pdf >> > <https://afrinic.net/ast/afrinic-bylaw-table-changes-20200812-en1.pdf>) >> > ????? ??? ????????? ???????? ??? ??????? ??????? ?? ???????? ??????? ?????. >> > >> > ???? ? ???? GovCom ??????? ??? ??? ????? ?????????? ???????? ???????? >> > ????? ????? ????? ?? ????? (???????) ???? ??? ??????? ([email protected] >> > <mailto:[email protected]>) ??? ????? ??????? ????????. ??? ??? ? ???? >> > ?????? ?? ??????? ?????? ??? ???? ?????? ??????? ?????? ?????. ??? ???? >> > ??????? ??????? ??? ????????? ????????. >> > >> > ??? GovCom ?? ???? ??????? ??? ???? ??? ???????? ?????? ?? ???????? ?????? >> > ???????? ?????? ??? ???????? ??????? ????????. >> > >> > ?? ??????? >> > ??????? ?????? >> > ???? ???? ??????? >> > >> > ???????????????????. >> > >> > >> > Caros Membros e Comunidade, >> > >> > O GovCom foi mandatado para, inter alia, rever as disposi??es existentes >> > dos Estatutos da AFRINIC e propor tais altera??es, quando necess?rio. >> > >> > Neste contexto, o GovCom tinha anteriormente solicitado coment?rios, bem >> > como propostas de emendas de v?rias partes interessadas, incluindo a >> > Comunidade. >> > >> > Consequentemente, ap?s an?lise de todas as contribui??es recebidas das >> > suas partes interessadas, o GovCom apresenta ? Comunidade um projecto de >> > quadro (dispon?vel aqui) contendo as suas propostas de emendas aos >> > Estatutos existentes, com a respectiva fundamenta??o. >> > >> > O GovCom convida, por conseguinte, a Comunidade a tomar conhecimento das >> > referidas propostas de altera??o, bem como a apresentar ao Secretariado >> > quaisquer outros coment?rios antes da elabora??o do documento final. No >> > entanto, ? de notar que a presente publica??o n?o ? um convite para novas >> > propostas de emenda. Esta ? uma oportunidade para a Comunidade comentar as >> > emendas que est?o a ser propostas. >> > >> > O GovCom deseja agradecer mais uma vez ? Comunidade a sua valiosa >> > contribui??o na revis?o dos Estatutos e aguarda com expectativa um >> > compromisso ben?fico cont?nuo. >> > >> > Cumprimentos, >> > Abdalla Omari >> > Presidente, Comiss?o de Governa??o >> > >> > ????????. >> > _______________________________________________ >> > Community-Discuss mailing list >> > [email protected] <mailto:[email protected]> >> > https://lists.afrinic.net/mailman/listinfo/community-discuss >> > <https://lists.afrinic.net/mailman/listinfo/community-discuss> >> > <bylaw REVIEW.docx>_______________________________________________ >> > Community-Discuss mailing list >> > [email protected] >> > https://lists.afrinic.net/mailman/listinfo/community-discuss >> >> -------------- next part -------------- >> An HTML attachment was scrubbed... >> URL: >> <https://lists.afrinic.net/pipermail/community-discuss/attachments/20200819/fed044e7/attachment-0001.html> >> >> ------------------------------ >> >> Message: 3 >> Date: Thu, 20 Aug 2020 00:53:04 +0300 >> From: Noah <[email protected]> >> To: Anthony Ubah <[email protected]> >> Cc: General Discussions of AFRINIC <[email protected]>, >> [email protected] >> Subject: Re: [Community-Discuss] Table of changes: AFRINIC Bylaw >> review >> Message-ID: >> <CAEqgTWYnyCQ6CjovSmitQp4rJOngd3i+N+Y=hg_q0z2+wgf...@mail.gmail.com> >> Content-Type: text/plain; charset="utf-8" >> >> Hi Ubah >> >> Before I could read further, I ran into the below statement in quotes. >> >> "AFRINIC is just a book-keeper and shall not be involved in policy-related >> matters by requiring Resource Members to justify their needs to AFRINIC. >> Also, this shall not appear in Bylaws - how resources are distributed shall >> be decided by Policy approved by community discussion.". >> >> I disagree categorically with the above rationale and it's not new because >> we as a community have in the past had similar arguments of how AfriNIC is >> somehow a book keeper from a certain member of the community which goes to >> undermine AfriNICs role in the Internet ecosystem. >> >> Noah >> >> On Wed, 19 Aug 2020, 23:06 Anthony Ubah, <[email protected]> wrote: >> >> > Hi all, >> > >> > These few days I have discussed with some of my professors and colleagues, >> > who are also members of this community regarding the Bylaw review. I >> > pondered how the ByLaw could be edited in a manner that allows community >> > opinion to be presented in an even better way. >> > >> > Thus, I have a few inputs; >> > >> > >> > >> > >> > >> > *Existing Provisions* >> > >> > >> > >> > >> > >> > *Proposed Amendments* >> > >> > >> > >> > *Rationale for Amendments* >> > >> > >> > >> > *6.1* >> > >> > Membership shall be open to: >> > >> > >> > >> > (i) any Person who is geographically based within, and providing services >> > in the African region, and who is engaged in the use of, or business of >> > providing, open system protocol network services; or >> > >> > >> > >> > (ii) any other Person who is approved by the Board or the members. >> > >> > >> > >> > >> > >> > To amend *Article 6.1* >> > >> > *(i)* so that it may be read as follows: >> > >> > >> > >> > Membership shall be open to *any corporate which complies with Internet >> > Resources Policy approved by AFRINIC community* >> > >> > >> > >> > >> > >> > >> > >> > The term ?person? shall be amended into ?corporate? because most of the >> > current membership holders are corporate instead of ?persons?. >> > >> > >> > >> > Membership shall be open to any corporate which comply with Internet >> > Resources Policy approved by AFRINIC community instead of setting >> > geographical criteria as community discussion is what matters the most >> > here. >> > >> > *6.4* >> > >> > Resource Member - A legal entity (local Internet registry or end-site) >> > shall be deemed to be a Resource Member of AFRINIC after it has completed >> > the following formalities cumulatively: >> > >> > (i) justified its need for the right to use Internet Number Resources to >> > AFRINIC >> > >> > (ii) signed AFRINIC?s Registration Service Agreement; and >> > >> > (iii) paid the relevant setup membership fees related to Internet Number >> > Resources allocated/assigned to it by AFRINIC Registration Service. >> > >> > >> > >> > >> > To amend *Article 6.4 *by deleting the provisions under (i), so that >> > Article 6.4 reads as follows: >> > >> > >> > >> > *Resource Member ? A legal entity (local internet registry or end-site) >> > shall be deemed to be a Resource Member of AFRINIC after it has completed >> > the following formalities cumulatively:* >> > >> > *(i) signed AFRINIC?s Registration Service Agreement* >> > >> > *(ii) paid the relevant setup and membership fees related to Internet >> > Number Resources allocated/assigned to it by AFRINIC Registration Service.* >> > >> > >> > >> > >> > >> > AFRINIC is just a book-keeper and shall not be involved in policy-related >> > matters by requiring Resource Members to justify their needs to AFRINIC. >> > Also, this shall not appear in Bylaws - how resources are distributed shall >> > be decided by Policy approved by community discussion. >> > >> > *Existing Provisions* >> > >> > *Proposed Amendments* >> > >> > *Rationale for Amendments* >> > >> > >> > >> > *8.2** (ii)* >> > >> > The membership of a Resource Member shall terminate upon: >> > >> > >> > >> > (ii) the Board, acting reasonably and in good faith, determining that the >> > Resource Member has ceased to satisfy criteria for admission to membership >> > of the Company or ceased to comply with Number Resources Management >> > Policies; >> > >> > >> > >> > >> > >> > >> > >> > To be amended to read as follows: >> > >> > >> > >> > (ii) *the Internet Resources Policy as approved by the AFRINIC community*, >> > determining that the Resource Members has ceased to satisfy criteria for >> > admission to membership of the Company or ceased to comply with Number >> > Resources Management Policies; >> > >> > >> > >> > >> > >> > >> > >> > This shall be decided by Internet Resources Policy approved by AFRINIC >> > community instead of the Board. The Board shall not be involved in Internet >> > Resources Policy-related matters. >> > >> > >> > >> > *8.2**(iii)* >> > >> > (iii) the Board, acting reasonably and in good faith, determining that the >> > Resource Member has refused or failed to comply with the provisions of this >> > Constitution or any applicable rule made by the Board; >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > Propose to be deleted. >> > >> > >> > >> > >> > >> > This is against the spirit of the community because it leaves a >> > possibility of the Board abusing its power. There is no general test or >> > safeguard to determine whether the Board is ?acting reasonably and in good >> > faith? and it allows the Board to make such determination on an arbitrary >> > basis. >> > >> > >> > >> > *Existing Provisions* >> > >> > *Proposed Amendments* >> > >> > *Rationale for Amendments* >> > >> > >> > >> > *8.2**(v)* >> > >> > such other event or such other grounds as the Board, acting reasonably and >> > in good faith, shall determine from time to time. >> > >> > >> > >> > >> > >> > >> > >> > To be deleted. >> > >> > >> > >> > >> > >> > >> > >> > The original wordings of ?such other event or such other grounds? is too >> > vague and can technically be exercised on an arbitrary basis by the Board >> > and may thus lead to the Board abusing its power. >> > >> > >> > >> > Moreover, There is no general test or safeguard to determine whether the >> > Board is ?acting reasonably and in good faith?. >> > >> > >> > >> > Worst of all, the Board is allowed to make such determination at any time >> > it desires. >> > >> > >> > >> > >> > >> > *8.3**(iii)* >> > >> > the Board, acting reasonably and in good faith, determining that the >> > Associate Member has ceased to satisfy criteria for admission to Associate >> > membership of the Company; >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > To amend Article 8.3(iii) so that it may be read as follows: >> > >> > >> > >> > *the Internet Resources Policy as approved by the AFRINIC community*, >> > determining that the Associate Member has ceased to satisfy criteria for >> > admission to Associate membership of the Company; >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > This is against the spirit of the community because it leaves a >> > possibility of the Board abusing its power. There is no general test or >> > safeguard to determine whether the Board is ?acting reasonably and in good >> > faith? and it allows the Board to make such determination on an arbitrary >> > basis. >> > >> > >> > >> > *Existing Provisions* >> > >> > *Proposed Amendments* >> > >> > *Rationale for Amendments* >> > >> > >> > >> > *8.3**(iv)* >> > >> > the Board, acting reasonably and in good faith, determining that the >> > Associate Member has refused or failed to comply with the provisions of >> > this Constitution or any applicable rule made by the Board; >> > >> > >> > >> > >> > >> > >> > >> > To be deleted. >> > >> > >> > >> > >> > >> > >> > >> > This is against the spirit of the community because it leaves a >> > possibility of the Board abusing its power. There is no general test or >> > safeguard to determine whether the Board is ?acting reasonably and in good >> > faith? and it allows the Board to make such determination on an arbitrary >> > basis. >> > >> > >> > >> > *8.3**(vi)* >> > >> > such other event or such other grounds as the Board, acting reasonably and >> > in good faith, shall determine from time to time >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > To be deleted. >> > >> > >> > >> > >> > >> > >> > >> > The original wordings of ?such other event or such other grounds? is too >> > vague and can technically be exercised on an arbitrary basis by the Board >> > and may thus lead to the Board abusing its power. >> > >> > >> > >> > Moreover, There is no general test or safeguard to determine whether the >> > Board is ?acting reasonably and in good faith?. >> > >> > >> > >> > Worst of all, the Board is allowed to make such determination at any time >> > it desires. >> > >> > >> > >> > >> > >> > *Existing Provisions* >> > >> > *Proposed Amendments* >> > >> > *Rationale for Amendments* >> > >> > >> > >> > *8.4* >> > >> > Termination shall not relieve a member from any obligation to pay any fees >> > payable to the Company on or before the date of termination and shall not >> > entitle the Resource and Associate Member to any refund of any fees, >> > whether in whole or in part. >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > To be amended so that it reads as follows: >> > >> > >> > >> > Termination shall not relieve a member from any obligation to pay any fees >> > payable to the Company on or before the date of termination and shall not >> > entitle the Resource and Associate Member to any refund of any fees, >> > whether in whole or in part, *whilst subjected to the condition that >> > unless the termination of membership is due to circumstances not caused by >> > the Resource or Associate Member then the Resource or Associate Member >> > shall be entitled to, without further challenge from the Company, refund, >> > whether in whole or in part, in accordance to the circumstances of each >> > case.* >> > >> > >> > >> > >> > >> > >> > >> > The circumstances for the termination of membership are very vague and >> > unclear. >> > >> > >> > >> > It assumes that even if the incident which leads to the termination is not >> > caused by the fault/role of the Resource/Associate Member, the innocent >> > Resource/Associate Member will still not be entitled to any refunds. This >> > is not addressed in the original wordings of the provision and is >> > one-sidedly in favor of the Company only. >> > >> > *Existing Provisions* >> > >> > *Proposed Amendments* >> > >> > *Rationale for Amendments* >> > >> > >> > >> > *8.5* >> > >> > The Resource Member shall, on termination of its membership, return the >> > resources allocated to it by the Company. >> > >> > >> > >> > >> > >> > >> > >> > To be amended as follows: >> > >> > >> > >> > The Resource Member shall, on termination of its membership, return the >> > resources allocated to it by the Company, *unless such resources is >> > already allocated or in usage then such resources need not be returned to >> > the Company despite the termination of the Resource Member?s membership.* >> > >> > >> > >> > >> > >> > >> > >> > To avoid disruption to end-user. >> > >> > >> > >> > *11.4* >> > >> > Notwithstanding, the provisions of Article 11.3 the Board may adopt such >> > policies regarding the management of internet number resources where it >> > considers that the same is necessary and urgent, having regard to the >> > proper and responsible usage of these resources. >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > >> > To be amended to read as follows: >> > >> > >> > >> > Notwithstanding, the provisions of Article 11.3* but subject to Article >> > 11.5,* the Board may adopt such policies regarding the management of >> > internet number resources where it considers that the same is necessary and >> > urgent, having regard to the proper and responsible usage of these >> > resources. >> > >> > >> > >> > >> > >> > To ensure that Article 11.4 is not read in isolation and instead to be >> > read in conjunction of other provisions of Article 11. In other words, to >> > ensure that Article 11 is read and construed in its entirety, i.e. as a >> > whole. >> > >> > *Existing Provisions* >> > >> > *Proposed Amendments* >> > >> > *Rationale for Amendments* >> > >> > >> > >> > *11.5(ii)* >> > >> > Endorsement of policy adopted by the Board: >> > >> > >> > >> > (ii) In the event that such a policy submitted by the Board is not >> > endorsed, the said policy shall not be enforced or implemented following >> > its non-endorsement; however, any action taken in terms of the policy prior >> > to such non-endorsement shall remain valid. >> > >> > >> > >> > >> > >> > >> > >> > To be amended so as to read as follows: >> > >> > >> > >> > (ii) In the event that such a policy submitted by the Board is not >> > endorsed *or there is lack of response from the community*, the said >> > policy shall not be enforced or implemented following its non-endorsement; >> > *however, >> > any action taken in terms of the policy prior to such non-endorsement shall >> > remain valid.* >> > >> > >> > >> > **bold stroked words = to be deleted >> > >> > >> > >> > >> > >> > If the community does not endorse such policies made under Article 11.4 >> > then it shall not be further implemented even in the absence of any >> > response from the community. >> > >> > >> > >> > For the Board to proceed endorsing policies before obtaining the >> > community?s endorsement for the time being would be equivalent to the Board >> > implementing policies arbitrarily until it is rejected otherwise by the >> > community. This may potentially also lead to an abuse of power from the >> > Board. >> > >> > >> > >> > >> > >> > *12.4* >> > >> > Any accidental omission to give notice of an Annual General Members? >> > Meeting called under Article 11.1 to, or the failure to receive notice of >> > an Annual General Members? Meeting called under Article 11.1 by a Member or >> > any other Person entitled to receive notice shall not invalidate the >> > proceedings at that Meeting. >> > >> > >> > >> > >> > >> > >> > >> > To be amended so as to read as follows: >> > >> > >> > >> > Any accidental omission to give notice of an Annual General Members? >> > Meeting called under Article 11.1 to, or the failure to receive notice of >> > an Annual General Members? Meeting called under Article 11.1 by a Member or >> > any other Person entitled to receive notice shall not invalidate the >> > proceedings at that Meeting, *provided that such accidental omission to >> > give notice or the failure to receive the notice shall not be due to the >> > fault of the Board.* >> > >> > >> > >> > This is a very one-sided disclaimer from the Company. >> > >> > >> > >> > If the Board?s accidental omission to give notice or a Member?s failure to >> > receive notice is due to the fault caused by the Board then the Board shall >> > take responsibility for its own mistake by invalidating the Meeting. >> > >> > >> > >> > Moreover, such an accidental omission to give notice to the relevant >> > Members can also be used as an excuse for the Board?s personal agenda >> > whereby the Board may pick and choose which Members are to be notified with >> > the Board not subjected to any consequences. This could potentially lead to >> > abuse of power exercised in a subtle manner from the Board. >> > <td width="1 >> > >> -------------- next part -------------- >> An HTML attachment was scrubbed... >> URL: >> <https://lists.afrinic.net/pipermail/community-discuss/attachments/20200820/c9c628b2/attachment.html> >> >> ------------------------------ >> >> Subject: Digest Footer >> >> _______________________________________________ >> Community-Discuss mailing list >> [email protected] >> https://lists.afrinic.net/mailman/listinfo/community-discuss >> >> >> ------------------------------ >> >> End of Community-Discuss Digest, Vol 645, Issue 3 >> ************************************************* > _______________________________________________ > Community-Discuss mailing list > [email protected] > https://lists.afrinic.net/mailman/listinfo/community-discuss
_______________________________________________ Community-Discuss mailing list [email protected] https://lists.afrinic.net/mailman/listinfo/community-discuss
