[Community-Discuss] [members-discuss] Governance Committe draft version 2

Ilunga, Serge, Vodacom DRC Serge.Ilunga at vodacom.cd
Fri Dec 11 18:12:34 UTC 2015

Hello Alan,

My comment will go in the same way that I did during AfriNIC-23.
Every organization face issues and adapts its structure in order to solve them or mitigate foreseen risks.
It is important that we include in the Preamble the reasons why the community has proposed the Governance Committee.

With Regards.

Ilunga, Serge, Vodacom DRC
Transmission Optimization Manager

-----Original Message-----
From: Douglas Onyango [mailto:ondouglas at gmail.com]
Sent: Monday, December 07, 2015 12:31 PM
To: Alan Barrett; community-discuss at afrinic.net
Cc: AfriNIC Discuss
Subject: Re: [members-discuss] Governance Committe draft version 2

Hi Alan,
Following the publication of the Governance Committee proposal v2, I wish to submit the following comments:

Sections: Preamble:
I think the preamble should also include the legal instrument used by the board to constitute this committee. Reference to the relevant clause in the AFRINIC by-laws should be sufficient.

Section 2.3 (interference).
Any other board committee can use this clause to deny the governance committee information/co-operation, especially when the said committee and the governance committee don’t see things the same way on a given matter.

I suggest that this clause be modified to allow “interference” with respect to 2.1/2 and 4.1/2, where the governance committee is only requesting information and not actively halting or derailing proceedings.

Section 3.1.3: Committee SOW exclusions
The exclusions here don’t make sense: the Governance committee is only advisory in nature, I don’t see why they can’t look into and provide advice on internal workings of some committees, as long as they can adhere to privacy and any other rules that these committees are bound by.

Section 3.1.5: Committee taking on an execution role This is an execution role, and is at odds with section 2, where the governance committee is only supposed to play a neutral, advisory role. It should be expunged. The members of the governance committee members may discharge such functions, but not as the committee.

Section 3.2.2 (Out of scope) should be removed for reasons already given above.

Section 4.2.2 Committee proposing resolutions Companies Act is clear on who can propose a motion and committees are not on that list. This should be appropriately advised.

I think the governance committee should content itself with providing advise. There should be provision within their charter that allows or encourages them to push for the implementation or ratification of that advise, except it take the form of more advise.

Section 4.3 As above, this should be expunged. Further to reasons given above, I also foresee a potential for abuse with this provision, where the governance committee can become a cabal and just overturn the entire institution. I therefore strongly recommend that 4.3 be removed all together.

Section 4.4.1: The expectation to respond to information requests in a reasonable timeframe and in good faith should apply to every party that the governance committee shall request information from. It shouldn’t be confined to “other AFRINIC-related bodies” as in this paragraph. The paragraph should be revised accordingly.


On 24 November 2015 at 20:41, Alan Barrett <alan.barrett at afrinic.net> wrote:
> Dear Members,
> The Board has considered the comments on version 1 of the Governance Committee draft terms of reference, and has prepared the attached updates for version 2.
> I attach the following three files:
> 1. Version 2 of the draft terms of reference for the Governance
> Committee; 2. A redline document showing changes from version 1 to
> version 2; 3. A table summarising comments received on version 1, and how those comments have been handled.
> Note that the Governance Committee is one of the items on the agenda of the Special General Members’ Meeting in Poiunte Noire next week.  The Board will take into account comments made in this mailing list or in the SGMM.
> Alan Barrett
> _______________________________________________
> Members-Discuss mailing list
> Members-Discuss at afrinic.net
> https://lists.afrinic.net/mailman/listinfo/members-discuss

Douglas Onyango, PRINCE 2, ITILv3
UG: +256 776 716 138

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