[Community-Discuss] Bylaws changes

Mark Elkins mje at posix.co.za
Mon Nov 7 18:36:35 UTC 2016

On 07/11/2016 20:14, Seun Ojedeji wrote:
> Sent from my LG G4
> Kindly excuse brevity and typos
> On 7 Nov 2016 11:26 p.m., "Owen DeLong" <owen at delong.com
> <mailto:owen at delong.com>> wrote:
>> Really, if there is such overwhelming desire by the community to
> remove the CEO that it reaches this threshold, do you believe it is good
> governance for the board to keep such person in place?
> SO: Actually if there is such overwhelming desire to fire the CEO from
> the community, then it would indeed imply bad governance and the
> community should fire the Board for not performing her fiduciary duties
> by doing the needful (when required).
> The one that hires fires and the one that elected should be empowered to
> remove. Community elected the Board, Board hires the CEO. I still
> believe it will be very wrong to expose Staff(CEO or other staff) to
> such removal option by the community while there is still an
> organisation Board existing.

MJE: Totally agree with you Seun. Community deals with the Board. The
Board deals with the CEO - etc.

> Regards
>> Owen
>>> On Nov 6, 2016, at 19:43 , Seun Ojedeji <seun.ojedeji at gmail.com
> <mailto:seun.ojedeji at gmail.com>> wrote:
>>> Hi Owen,
>>> In the interest of good governance and proper respect of process and
> structure, I believe that the ability to hire and fire the CEO should
> remain solely with the Board of Directors. Nevertheless, the Board could
> consider providing a separate guideline(outside of the bylaw) that
> enables members to express their dissatisfaction about a particular
> CEO's action.
>>> Regards
>>> On Mon, Nov 7, 2016 at 6:00 AM, Owen DeLong <owen at delong.com
> <mailto:owen at delong.com>> wrote:
>>>> Should the CEO be exempt if he/she becomes sufficiently unpopular
> with the membership that they are able to recall him through this process?
>>>> No disrespect to the current CEO intended (and I can’t imagine such
> a petition succeeding against him anyway), but I see no reason the
> position should be exempt from such a challenge.
>>>> Owen
>>>>> On Nov 5, 2016, at 02:23 , Seun Ojedeji <seun.ojedeji at gmail.com
> <mailto:seun.ojedeji at gmail.com>> wrote:
>>>>> Hello Alan,
>>>>> Thanks for sending this across, a few "personal" comments below:
>>>>> 1. For item 7: I think 13.8b is sufficient hence 13.8c may not be
> needed; We don't have to formerly restrict things to that extent.
>>>>> 2. For item 12: I am not sure the proposed resolution would change
> the fact that registered members can change the bylaw(as per the act).
> Even though I have no problem with your proposed changes.
>>>>> 3. For item 16: This seem to imply that the registered member who
> is subject to removal still has a vote. I have no problem with that,
> just want to be sure that was your intent. 
>>>>> Secondly while I do not expect this clause to be used
> often/never(well I hope). It will be good to explicitly exclude the CEO
> to be opened to such removal process  (even though i know it's implied). 
>>>>> In an almost impossible situation where there are quite a number of
> removal that could affect the work of the Board (like forming a quorum),
> it may be good to clarify what would happen to the seats.
>>>>> Regards
>>>>> Sent from my LG G4
>>>>> Kindly excuse brevity and typos
>>>>> On 4 Nov 2016 23:57, "Alan Barrett" <alan.barrett at afrinic.net
> <mailto:alan.barrett at afrinic.net>> wrote:
>>>>>> Dear community,
>>>>>> Here is the next round of suggestions for Bylaws changes.
>>>>>> In cases where the previous proposal identified an issue but did
> not propose text, I am now proposing text.  I am also proposing a few
> additional changes to address issues raised by others.  Finally, I am
> proposing a change to address a problem with approving the annual
> financial statements.
>>>>>> I intend to propose all these bylaws changes as special
> resolutions at the AFRINIC-25 SGMM, possibly with edits resulting from
> further review and discussion.
>>>>>> Alan Barrett

Mark James ELKINS  -  Posix Systems - (South) Africa
mje at posix.co.za       Tel: +27.128070590  Cell: +27.826010496
For fast, reliable, low cost Internet in ZA: https://ftth.posix.co.za

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