[Community-Discuss] How to add Board suspension and removal procedure by members in AfriNIC’s Bylaws

[Alan Barrett]

> On 22 Mar 2018, at 23:20, Hountomey Jean Robert <jrhountomey at gmail.com> wrote:
> 
> March 22, 2018
> 
> Governance Committee
> African Network Information centre
> (AFRINIC)
> 11th Floor, Standard Chartered Tower
> 19, Cybercity Ebène
> Republic of Mauritius
>  
> Attention:  Wafa Dahmani, Chair of the Governance Committee
> Attention:  Alan Barret, Chief Executive Officer
> Attention: Chairman of the Board

Since I was specifically addressed, I will respond.  I understand that the Governance Committee has also agreed to take up the matter.

> 1.     Do we have a procedure at AfriNIC for members to remove a Director (Board) with or without cause since Directors are appointed by members?
> 2.     If yes, what is the procedure, if no how can such a procedure be implemented?
> 3.     How can the Power of Members as described in Section 7 of the Bylaws be extended to remove a Board Member?
> 4.     What changes in the Bylaws such a procedure will require?
> 5.     If introduced when can it be effective?

We do not have such a procedure, and members voted against a resolution that would have given them that power.

A Special Resolution was proposed at the AFRINIC SGMM in November 2016, see SR16 in <https://afrinic.net/images/2.0-Special_Resolutions_SR1_to_SR20.pdf>.  The resolution failed with only 73% YES votes, while 75% would have been needed for it to pass.

I am not sure what formalities are needed between such a special resolution being passed in an AGMM and the change taking effect.

Alan Barrett