[Community-Discuss] Successful IANA transition

2016-09-30 Thread Alan Barrett
Dear AFRINIC community,

It’s now a few minutes after midnight in Washington, DC.  The IANA contract 
between NTIA and ICANN has expired.

ICANN is now performing the IANA Numbering Services (assigning IP addresses and 
ASNs to RIRs, and some related tasks) in terms of a contract between the RIRs 
and ICANN, instead of in terms of a contract between the NTIA and ICANN.  ICANN 
asked for permission to sub-contract the IANA Numbering Services to PTI, and 
the RIRs consented, so the IANA functions will actually be performed by PTI, 
although ICANN remains responsible.

Apart from announcements and press releases, you will probably not notice much 
difference.

Alan Barrett


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Re: [Community-Discuss] Accountability assessment - quorum

2016-09-30 Thread Frank Habicht
Hi,

On 9/30/2016 9:21 PM, Hountomey Jean Robert wrote:
>> And will make AfriNIC procedures legal under Mauritius law.
> 
> Great.
> 
> Are we trying to fix a mistake we have all made in the pass ? 

There is room for misunderstandings, and I don't want any to happen.
What action or omission do you mean by "mistake" ?

Thanks,
Frank


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Re: [Community-Discuss] Accountability assessment - quorum

2016-09-30 Thread Noah
On 30 Sep 2016 21:23, "Hountomey Jean Robert"  wrote:
>
> > And will make AfriNIC procedures legal under Mauritius law.
>
> Great.
>
> Are we trying to fix a mistake we have all made in the pass ?
>

+1 and this is why we are all openly discussing this issues so that we can
all find a fix.

Noah
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Re: [Community-Discuss] [members-discuss] Matters Arising - Further clarification

2016-09-30 Thread Noah
On 30 Sep 2016 09:20, "Sunday Folayan"  wrote:
>
> Dear Abel, Noah and Members,
>
> The Board met on 10th August 2016 and I tabled the matter as promised.
>
> A resolution was voted upon,
>

Hello Sunday,

JB is right. The update on the weblink doesnt show this specific matter as
having been discussed and a resolution voted upon.

I only see resolutions that were voted upon to be the below which none even
talks about this issue.

August 2016
--
Resolution 201608.294
Resolution 201608.295
Resolution 201608.296
Resolution 201608.297
Resolution 201608.298
Resolution 201608.299

> However, the summary of the outcome of the Board discussion about the
subject matter is that there was not enough votes to appoint Mr Ntege to
the CoE at this time.
>

So this is confusing and kind of misleadind now.

> Best Regards ...
>
> Sunday.
>

Noah
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Re: [Community-Discuss] Accountability assessment - quorum

2016-09-30 Thread Mark Elkins
I don't think the Proxy issue would survive a legal challenge in any
African country based on English (or Dutch) law.

French law can be different but this is law about how a company operates
and with a few minor exceptions (eg company stamps) - I'd expect this to
be very similar the world over.

I personally prefer freedom for the individual member to choose the way
in which they want to vote, whether in person, via proxy (without
restrictions) or via electronic voting.

On 30/09/2016 19:13, Badru Ntege wrote:
> Andrew 
> 
> On 30 Sep 2016, at 5:30 pm, Andrew Alston
>  > wrote:
> 
>> No Omo,
>>
>>  
>>
>> Please read what Ashok said – the limitation **WILL NOT SURVIVE LEGAL
>> CHALLENGE**
>>
> 
> Afrinic is a regional organisation if we are being shackled by
> jurisdiction of registration we have 52 other jurisdictions. 
> 
> We have options. Let's remain very open and objective to what is best
> for members. 
> 
> Consensus not legal shackles is what the Internet is built on. 
> 
> 
> 
>>  
>>
>> The companies act does not ALLOW the limitation.
>>
>>  
>>
>> Andrew
>>
>>  
>>
>>  
>>
>> *From: *Omo Oaiya >
>> *Date: *Friday, 30 September 2016 at 17:29
>> *To: *Andrew Alston > >
>> *Cc: *Jean-Robert Hountomey > >, "community-discuss@afrinic.net
>> " > >
>> *Subject: *Re: [Community-Discuss] Accountability assessment - quorum
>>
>>  
>>
>> As you have repeated but that is by the way.  What is clear is that
>> electronic voting has solved the issue with proxies so we don’t need
>> them. If the companies act is restrictive and does not support better
>> accountability, proxies can be limited to one per member to balance
>> things out.  
>>
>>  
>>
>> On 30 Sep 2016, at 15:22, Andrew Alston
>> > > wrote:
>>
>>  
>>
>> Jean-Robert because proxies are enshrined in the companies act and
>> the act explicitly states that they cannot be removed irrespective
>> of what a company’s bylaws / constitution says.
>>
>>  
>>
>> See fifth schedule section 6
>>
>>  
>>
>> Andrew
>>
>>  
>>
>>  
>>
>> *From: *Jean-Robert Hountomey > >
>> *Date: *Friday, 30 September 2016 at 17:22
>> *To: *"community-discuss@afrinic.net
>> "
>> >
>> *Subject: *Re: [Community-Discuss] Accountability assessment - quorum
>>
>>  
>>
>> Talking about Board Members election (1) and (2), why do we want to keep 
>> Proxies While we have Electronic voting ?
>>
>> Proxies make sens when a member cannot attend the meeting in person, 
>> isn't what we wanted to solve with electronic voting?
>>
>>  
>>
>> (1) http://afrinic.net/en/community/elections/bod-election/process
>>
>> (2) http://afrinic.net/en/about/agmm/participate-vote
>>
>>  
>>
>> On 9/29/16 8:56 PM, Alan Barrett wrote:
>>
>> On 30 Sep 2016, at 02:26, Mark Elkins  
>>  wrote
>>
>> The only time the Proxy Restrictions are enforced is for the 
>> Board
>>
>> elections. Traditionally, the elections for the PDP Co-Chair is 
>> hands at
>>
>> the meeting and the elections for the ASO-AC is by secret ballot 
>> by
>>
>> those present.
>>
>> Proxy restrictions apply to elections by the Members (Resource 
>> Members and Registered Members).  ASO-AC and PDWG elections are by the 
>> community or by the PDWG, not by the Members. Board elections and now 
>> Governance Committee elections are by the Members.
>>
>>  
>>
>> Alan Barrett
>>
>>  
>>
>>
>>
>>
>>
>> ___
>>
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>>
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>> 
>>
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>>  
>>
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>>
>>
>> —
>>
>> Omo Oaiya
>> CTO/Directeur Technique, WACREN 
>> Mobile: +234 806 4522778, +221 784 305 224
>> Skype: kodion
>> http://www.wacren.net 
>>
>>  
>>
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Re: [Community-Discuss] Accountability assessment - quorum

2016-09-30 Thread Badru Ntege
As usual we miss the point

I think historical reference was mentioned by others and not me.

I asked for an open discussion which has happened by other members.

My objection is to use legal constraints which goes to limiting options.

We are a community of many who are by far wiser than the few of us who are 
vocal on the list and if we start setting boundaries through legal constraints 
in my view its against the principles that the Internet echo system.

Can I also suggest we remain on topic and avoid the temptation to personalise 
our arguments.

It's all about Afrinic and not us

Regards

Badru Ntege
CEO
NFT Consult Ltd
Www.Nftconsult.com

“Vision without execution is hallucination.”
― Thomas A. Edison






On 30 Sep 2016, at 8:37 pm, Andrew Alston 
> wrote:

Badru –

I am very aware there are many jurisdictions and I’ve heard this argument from 
you so many times.

You’re welcome to try and get consensus to move AfriNIC to another 
juristriction and under the bylaws you could probably even pass a special 
resolution to do it if you could get those kinda numbers – but I know how I 
would be voting in this regard – but of course if you get a 75% majority for it 
– great.

What amuses me however is the view that people want to restrict what members 
can and can’t do because they didn’t like the outcome of a particular scenario 
– I have yet to see a single shred of conclusive evidence of proxies being used 
in any way that is outside of the rules – I have seen plenty of whining that 
its impacted things in ways that certain people didn’t like – but they are very 
different things.

I associate this type of changing of the rules and adding restrictions in my 
mind with what we have seen in so many parts of the world when an incumbent or 
someone doesn’t want to accept the will of a clear majority vote – change the 
rules…

It’s all the same thing in my eyes – pure and unadulterated hegemony – and I’m 
sick of it.

If a member wishes to give his proxy to someone – anyone – he has a right to do 
so.
If that person uses that proxy in a way the member never intended – the member 
can take that up with the person holding the proxy – it is the members 
responsibility.
If 90% of the members choose to trust one individual carry their votes – 
because that is where their faith lies – that is their choice – their right – 
and their responsibility to deal with the outcomes.

That is democracy – this blatant and transparent attempt to restrict a member’s 
rights in the name of “stopping abuse” – when there is no concrete evidence is 
a joke.  It is undemocratic, it is an insult to the intelligence of the members 
who sign those proxies, it is transparent manipulation of the system to attempt 
to achieve a result through the influencing of who can do what – and it is a 
joke.

This is how I see it – others my disagree – but these are the views that I 
stand by

Andrew

From: Badru Ntege 
>
Date: Friday, 30 September 2016 at 20:13
To: Andrew Alston 
>
Cc: Omo Oaiya >, 
"community-discuss@afrinic.net" 
>
Subject: Re: [Community-Discuss] Accountability assessment - quorum

Andrew

On 30 Sep 2016, at 5:30 pm, Andrew Alston 
> wrote:
No Omo,

Please read what Ashok said – the limitation *WILL NOT SURVIVE LEGAL CHALLENGE*

Afrinic is a regional organisation if we are being shackled by jurisdiction of 
registration we have 52 other jurisdictions.

We have options. Let's remain very open and objective to what is best for 
members.

Consensus not legal shackles is what the Internet is built on.





The companies act does not ALLOW the limitation.

Andrew


From: Omo Oaiya >
Date: Friday, 30 September 2016 at 17:29
To: Andrew Alston 
>
Cc: Jean-Robert Hountomey 
>, 
"community-discuss@afrinic.net" 
>
Subject: Re: [Community-Discuss] Accountability assessment - quorum

As you have repeated but that is by the way.  What is clear is that electronic 
voting has solved the issue with proxies so we don’t need them. If the 
companies act is restrictive and does not support better accountability, 
proxies can be limited to one per member to balance things out.

On 30 Sep 2016, at 15:22, Andrew Alston 
> wrote:

Jean-Robert 

Re: [Community-Discuss] Accountability assessment - quorum

2016-09-30 Thread Badru Ntege


> On 30 Sep 2016, at 7:42 pm, Frank Habicht  wrote:
> 
> 
> On 9/30/2016 5:42 PM, Jean-Robert Hountomey wrote:
>>> +1 NO new restrictions on proxies and removing any restriction that
>>> currently do exist
>> 
>> Which will take us backward, open the door for further disagreements,
>> add additional burden on the election committee and require
>> additional controls.
> 
> And will make AfriNIC procedures legal under Mauritius law.

As i have mentioned we passionately fought against government interference in 
the Internet and we are now ok with it. 

Supposing the Mauritian government imposes a legal tax tomorrow on all Afrinic 
resource holders /members regardless of where the resources are used since they 
are allocated from Mauritius. 

Would we still be ok with Mauritian Law ?? 

Let's be consistent if we choose to remove the proxies lets not use Mauritian 
law as the excuse. 

Let's find plausible consensus among members 

Regards 




> 
> Frank
> 
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Re: [Community-Discuss] Accountability assessment - quorum

2016-09-30 Thread Badru Ntege
+1


Badru Ntege
CEO
NFT Consult Ltd
Www.Nftconsult.com

“Vision without execution is hallucination.”
�D Thomas A. Edison






On 30 Sep 2016, at 5:10 pm, Arnaud AMELINA 
> wrote:


Dear CEO, we appreciate  your contributions and clarification. However we would 
like to remind you that your position does not allow you to make decisions 
unilaterally, or to intervene in favor of options or proposals. Good governance 
require you to remain neutral as you are the one in charge of building 
consensus.

Regards

Arnaud

Le 30 sept. 2016 12:25, "Alan Barrett" 
> a écrit :
Hi Ashok,

> On 30 Sep 2016, at 15:27, Ashok Radhakissoon 
> > wrote:
>
> Dear Alan,
> I am only replying to you on this as I advise the Board only.It is only 
> during an AGMM, when called upon, that i intervene.

Actually, you replied to the mailing list, but no harm done.  I am also 
replying to the mailing list, and I have asked for the mailing list 
configuration to be changed so that it does not automatically add a “Reply-To” 
header in future.

> You are right in stating that the Company's Act takes precedence over the 
> bylaws.
> I recall that after the Cairo election, the Community felt that bringing a 
> substantial number of proxies especially from a particular region where 
> AFRINIC membership was dense could not from a "community " perspective give 
> the best representation for the Africa regions.This is why the limitation of 
> the number of proxies was introduced and voted by the community.
> This provision of the bylaws would in no way withstand legal challenge as 
> suggested by
> Andrew.

Thank you for the advice.  I suggest that the limit on pnumber of proxies 
should be removed.

Alan Barrett


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Re: [Community-Discuss] Accountability assessment - quorum

2016-09-30 Thread Frank Habicht
Hi,

On 9/30/2016 5:29 PM, Omo Oaiya wrote:
> As you have repeated but that is by the way.  What is clear is that
> electronic voting has solved the issue with proxies so we don’t need
> them. If the companies act is restrictive and does not support better
> accountability, proxies can be limited to one per member to balance
> things out.  

If you don't need them, the best would be that you don't use them.
That's not a good reason to take rights away from other (resource) members.

If 15 (resource) members want to assign the same person as a proxy, it
is a) their right and b) not your right to deny them this.

But I too am not a lawyer.

Frank



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Re: [Community-Discuss] Accountability assessment - quorum

2016-09-30 Thread Alan Barrett

> On 30 Sep 2016, at 18:29, Omo Oaiya  wrote:
> 
> What is clear is that electronic voting has solved the issue with proxies so 
> we don’t need them.

The task of the election committee would be greatly simplified if we did not 
have proxies and did not have paper votes, but relied entirely on electronic 
votes.

Alan Barrett


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Re: [Community-Discuss] Accountability assessment - quorum

2016-09-30 Thread Alan Barrett

> On 30 Sep 2016, at 18:42, Jean-Robert Hountomey  wrote:
> 
>> +1 NO new restrictions on proxies and removing any restriction that 
>> currently do exist
> 
> Which will take us backward, open the door for further disagreements, add 
> additional burden on the election committee and require additional controls.

Actually, removing the limit will simplify logistics, in that it will remove 
the need for the election committee to check how many proxies each person is 
carrying.

Alan Barrett
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Re: [Community-Discuss] Accountability assessment - quorum

2016-09-30 Thread Alan Barrett

> On 30 Sep 2016, at 18:59, Noah  wrote:
> 
> On 30 Sep 2016 15:26, "Alan Barrett"  wrote:
> >
> > Thank you for the advice.  I suggest that the limit on pnumber of proxies 
> > should be removed.
> >
> 
> Hi Alan,
> 
> Ok  what is going on here
> 
> No No No No, I dont support the sentiment that number limit in proxies should 
> be removed.

We have just received an informal legal opinion that the limit is illegal.  
Therefore, I suggest that the limit should be removed.

However, I also think that we should ask the legal adviser for a more detailed 
and formal opinion.

> Lets remember that the bylaws do contain institutional memory;
> 
> - The community quite recently added the constraint to discourage carrying as 
> many as 20 proxies which is in my opinion still too much.
> 
> - The bylaws review is so that we can improve  accountability, am i right? 
> and as such the removal of the proxy limits cannot be argued to improve 
> accountability imho;
> 
> - We should not be abusing the on going review process to change bylaws 
> because we can (scope matters) like this. No No No….

The main reason for the bylaws changes that I am shepherding is to improve 
accountability, and especially to remove opportunities for institutional 
capture by minority interests.

Removal of the proxy limits can be argued to increae accountability, or to 
decrease it.  The argument can be made in either direction.

> - There may be more important improvement to accountability at AFRINIC which 
> we seem to shy away from including: Board recall, CEO to become ex officio 
> etc etc etc and as it suits us we shout loud..

I heard the request for a Board recall ability, and it will be presented in due 
course.  I don’t know what you mean by “CEO to become ex officio”.

Alan Barrett
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Re: [Community-Discuss] Accountability assessment - quorum

2016-09-30 Thread Jean-Robert Hountomey
> +1 NO new restrictions on proxies and removing any restriction that currently 
> do exist

Which will take us backward, open the door for further disagreements, add 
additional burden on the election committee and require additional controls.

Jean-Robert.


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Re: [Community-Discuss] Accountability assessment - quorum

2016-09-30 Thread Andrew Alston
Arnaud,

Sorry – but speaking as a member, and wearing my Liquid Telecom hat – I must 
respectfully disagree with you in the strongest terms.

It may at times be the CEO’s job to gauge consensus – that does not mean he has 
to build it.  However, in a case such as this – these are bylaw changes – he is 
free to have an opinion as is any member of this community.  He is also free to 
voice that opinion.  As a paying member – I will say that I VALUE the opinion 
of the CEO – if I do not know what the CEO is thinking, how can I as a member 
gauge what I like and what I don’t?  How can I as a member engage an 
organization who has a CEO that is gagged and unable to communicate to the 
paying members on his views and opinions.

So as a member – I want to hear what he has to say – I value his opinion – and 
I think that restricting him from using his voice and sharing his opinions is 
to throw away valuable views and guidance which can assist us.

Again – I strongly disagree with your sentiments as stated below.

Andrew Alston
Liquid Telecommunications – Group Head of IP Strategy

From: Arnaud AMELINA 
Date: Friday, 30 September 2016 at 17:09
To: Alan Barrett 
Cc: General Discussions of AFRINIC 
Subject: Re: [Community-Discuss] Accountability assessment - quorum


Dear CEO, we appreciate  your contributions and clarification. However we would 
like to remind you that your position does not allow you to make decisions 
unilaterally, or to intervene in favor of options or proposals. Good governance 
require you to remain neutral as you are the one in charge of building 
consensus.

Regards

Arnaud

Le 30 sept. 2016 12:25, "Alan Barrett" 
> a écrit :
Hi Ashok,

> On 30 Sep 2016, at 15:27, Ashok Radhakissoon 
> > wrote:
>
> Dear Alan,
> I am only replying to you on this as I advise the Board only.It is only 
> during an AGMM, when called upon, that i intervene.

Actually, you replied to the mailing list, but no harm done.  I am also 
replying to the mailing list, and I have asked for the mailing list 
configuration to be changed so that it does not automatically add a “Reply-To” 
header in future.

> You are right in stating that the Company's Act takes precedence over the 
> bylaws.
> I recall that after the Cairo election, the Community felt that bringing a 
> substantial number of proxies especially from a particular region where 
> AFRINIC membership was dense could not from a "community " perspective give 
> the best representation for the Africa regions.This is why the limitation of 
> the number of proxies was introduced and voted by the community.
> This provision of the bylaws would in no way withstand legal challenge as 
> suggested by
> Andrew.

Thank you for the advice.  I suggest that the limit on pnumber of proxies 
should be removed.

Alan Barrett


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Re: [Community-Discuss] Accountability assessment - quorum

2016-09-30 Thread Arnaud AMELINA
Dear CEO, we appreciate  your contributions and clarification. However we
would like to remind you that your position does not allow you to make
decisions unilaterally, or to intervene in favor of options or proposals.
Good governance require you to remain neutral as you are the one in charge
of building consensus.

Regards

Arnaud

Le 30 sept. 2016 12:25, "Alan Barrett"  a écrit :

> Hi Ashok,
>
> > On 30 Sep 2016, at 15:27, Ashok Radhakissoon  wrote:
> >
> > Dear Alan,
> > I am only replying to you on this as I advise the Board only.It is only
> during an AGMM, when called upon, that i intervene.
>
> Actually, you replied to the mailing list, but no harm done.  I am also
> replying to the mailing list, and I have asked for the mailing list
> configuration to be changed so that it does not automatically add a
> “Reply-To” header in future.
>
> > You are right in stating that the Company's Act takes precedence over
> the bylaws.
> > I recall that after the Cairo election, the Community felt that bringing
> a substantial number of proxies especially from a particular region where
> AFRINIC membership was dense could not from a "community " perspective give
> the best representation for the Africa regions.This is why the limitation
> of the number of proxies was introduced and voted by the community.
> > This provision of the bylaws would in no way withstand legal challenge
> as suggested by
> > Andrew.
>
> Thank you for the advice.  I suggest that the limit on pnumber of proxies
> should be removed.
>
> Alan Barrett
>
>
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Re: [Community-Discuss] Accountability assessment - quorum

2016-09-30 Thread Ashok Radhakissoon

Dear Alan,
I am only replying to you on this as I advise the Board only.It is only 
during an AGMM, when called upon, that i intervene.
You are right in stating that the Company's Act takes precedence over 
the bylaws.
I recall that after the Cairo election, the Community felt that bringing 
a substantial number of proxies especially from a particular region 
where AFRINIC membership was dense could not from a "community " 
perspective give the best representation for the Africa regions.This is 
why the limitation of the number of proxies was introduced and voted by 
the community.
This provision of the bylaws would in no way withstand legal challenge 
as suggested by Andrew.

Regards
Ashok.

On 29/09/2016 22:29, Alan Barrett wrote:

On 29 Sep 2016, at 22:09, Andrew Alston  wrote:

I am also far from convinced that the limitation on proxies would stand up to 
legal scrutiny and I would like to hear informed legal opinion on this.

The fifth schedule of the companies act – clause 6, makes specific references 
to proxies – and is explicit that any member may appoint anyone as a proxy.

What the Mauritius Companies Act refers to as Members corresponds to what the 
AFRINIC Bylaws refer to as Registered Members.


It also has a very specific clause in the companies act that states that the 
entirety of clause 6 applies “not withstanding any provision in any 
constitution adopted by the company.”  The only exception to this is clause 6 
(d)(v) which makes reference to the format of the actual proxy.

My reading of this – and again, I would like to hear informed legal opinion, is 
that limitations on the proxy instruments that could impact on anyone 
appointing a proxy of their choice would be out of line with the companies act 
– and hence the limitation in our bylaws is illegal and cannot be enforced – 
since it is overridden by the act – which reigns supreme.

Can any lawyers on this list please comment on the above?

I am not a lawyer, but I would assume that the Companies Act may override the 
Bylaws on matters relating to Directors and Registered Members, but not on 
matters relating to Resource Members (which is an AFRINIC construct that is not 
reflected in the Companies Act).

Alan Barrett



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