owen at delong.com
Tue May 28 06:13:22 UTC 2019
Yes, I have to echo what Sander says here…
The topic title is intentionally inflammatory and misleading (“Management violation of a contractual obligation”) as if management has a contractual obligation to hide public documents from this community?
The document disclosed by Alan to the community was a matter of public record. Anyone can obtain it directly from the courts in Mauritius independently. There was no reason whatsoever for Alan to consider it confidential and the fact that the board would even think such a thing was possible, let alone desirable shows just how out of touch the majority of the AfriNIC board is with their duties and obligations as a board.
I wish to applaud Seun Ojedeji, Habib Youssef, Robert Ford, as the few sane voices in the discussion advocating on behalf of AfriNIC members and the community.
I wish to particularly call out Serge Ilunga and S. Moonesamy for their particularly absurd idea that a CEO or a board member should or could be enjoined from disclosing a PUBLIC DOCUMENT to members of the community. There is no service to the board and no possibility whatsoever that the document is confidential or contains any form of privileged information since it is a matter of public record. How can these two board members not see that this would be equivalent to faulting the CEO or other board members for quoting from the front page of the New York Times about a relevant article on the community-discuss list without first clearing it with the boar. This is a circus staged purely for the point of abusing the community trust and we should not stand for it.
Any member of the board who feels that there is any legitimacy in opposing the disclosure of a published piece of public record of interest to the community has no business being a board member. It’s quite simply a flagrant violation of the trust of the community.
I also want to call attention to the following quote from Mr. Ousmane Ly which is not only tautological in nature, but says absolutely nothing:
"OL reiterated that it is important for the AfriNIC officials to respect the rules. If the CEO is found in fault, then a sanction may be imposed according to the rules. Board members should be responsible to the Board and AfriNIC as a whole and not to the group nominating him."
Apparently he since the minutes state that he reiterated this nonsensical statement, he felt compelled to make it more than once.
Robert Ford’s perfectly logical initial statement on this subject is, however, somewhat tempered by his later absurd comment:
"RF agreed that the CEO should have consulted the Chair. It was not clear what was the urgency that made the CEO not to await a Board approval. "
Perhaps the CEO didn’t so much seek board approval or even chair approval as “advised the chair of his intent to publish” which would be what I would have expected under the circumstances. There was perhaps no urgency, per se, but there was also no reason to delay publication of a document which was technically already published in other fora and readily available to anyone who wished to obtain it from the courts of Mauritius.
From the outside, looking in on this discussion, it appears to me that some fraction of the board got all butt-hurt because they weren’t allowed to control the timing and content of the release of information to the community when there was no valid reason for them to do so. I mean really, what possible harm comes from this disclosure? In reality, CEO acted in the best interests of all parties… Community, Membership, and Board in making a timely and up front direct honest and true disclosure of the court documents to the community.
I have to ask what kind of shenanigans or subterfuge those board members intended by delaying publication or altering the disclosure? Sunlight is the best disinfectant and to me, the only questionable actions here are the actions of the board members seeking to limit disclosure to the community.
Any board member which would make such a statement as Mr. Vika Mpisane did here:
"The Board Chair needs to meet the CEO to make him aware of his responsibilities in detail towards the Board, and to appreciate that he is accountable to the Board and not to the community members.”
Demonstrates not only a lack of understanding of his position as a board member, but so thorough a lack of understanding of how the accountability of this organization should function that he has, IMHO, no business sitting on the board until he can demonstrate that he has been sufficiently retrained. The board and the CEO must be accountable to the membership and the community. Yes, the CEO must be accountable to the board in how he runs the organization, but that does not relieve him of his accountability to the membership and the community.. The board is kept accountable to the membership by virtue of the election process (and by extension to the community as the membership is somewhat representative of the community). The CEO is not so directly accountable to the community in such a hard way, but should, nonetheless have a sense of duty and obligation to work diligently on behalf of the members and the community. Indeed, the board and the CEO should look to the membership as the final authority in any dispute and the continuing attempts by the board to limit disclosures to the community only foment further distrust of the board by the community and the membership.
The board and CEO have equal responsibility to act as checks and balances of each other with the membership as the final arbiter of any dispute.
The true absurdity of this whole proceeding is well summarized by Christian Bope in the following two sentences:
● the CEO should have consulted the Board with regards to the publication; if it was urgent the CEO should have consulted the Chair;
● the Management has a tendency to send too many documents to the Board; unless there is an urgent matter, all documents or decisions which require Board approval should be submitted for Board discussion at least 14 days prior scheduled Board meeting,
So in one breath he complains that the CEO didn’t send the document to the board for approval prior to publication and in the next breath he complains that the CEO sends too many documents to the board.
Well, Mr. Bope, which is it? Do you want the CEO to have greater autonomy and bother the board less, or do you want to micromanage every aspect of the CEO’s actions?
How can a CEO possibly operate effectively when the guidance he receives from the board is so thoroughly dysfunctional?
All of this just in topic 1. Now, let us consider topic 2…
Serge Ilunga claims that by disclosing a public document, Seun Ojedeji somehow violated the board NDA… I haven’t read this specific NDA, but never in my life have I ever been asked to or signed an NDA which required me to keep confidential any documis otherwise published and/ made public by other independent means that were not a violation of an NDA.
In this case, Seun stands accused of distributing a document which was well and truly public before the board received it. It would have been impossible for him to violate any reasonable NDA by further disclosing it and any claim that he did is so completely absurd that it makes me thoroughly question Mr. Ilunga’s qualifications as a member of the board.
There is some reassurance that can be taken in that the board as a whole at least realized that Mr. Ilunga’s accusation is baseless and wholly without merit.
Indeed, the one and only legitimate item on the agenda was then deferred to the next meeting followed by, perhaps, the most absurd question and most ridiculous answer in the entire set of minutes:
“The Chair asked the Board whether there is a need to seek SM’s consent before the public release of the Court Rulings.”
Let me get this straight… The Chair felt compelled to ask the board whether or not they needed the consent of a single board member (which I see no particular reason to ask this particular board member and there is no explanation in the minutes) prior to the public release of a document which is ALREADY PUBLIC? How can the board possibly do anything before the public release of a document which was, by definition, publicly released at the time the board received it?
I would expect the only rational answer that could possibly come to that question would be “Uh, that’s kind of absurd since the document is already public.”
Nonetheless, the answer from this beloved board? Here you go:
“After discussion, there was no agreement on whether to seek consent.”
That’s right, folks… A collective “Uh, we can’t agree.” Unfortunately, in yet another triumph of board opaqueness, we aren’t treated to any minutes of this discussion that would allow us to identify which board members offered a correct answer vs. which ones were still clinging to the absurd notion that the document was somehow not already public. To make matters worse, the nature of the board NDA probably precludes each board member from even disclosing his own view to the community.
So… I hereby encourage the board to take up the question of waiving the NDA with respect to this question and ask that each board member self-identify as to whether they believe that this public document is somehow not yet publicly released.
Thanks for your attention and thanks, Sander for calling this to our attention.
> On May 27, 2019, at 05:49 , Sander Steffann <sander at steffann.nl> wrote:
> I was just reading the board minutes at https://www.afrinic.net/ast/pdf/2019-minutes/20190305-minutes.pdf and I am surprised at the level of micro-management that CEO Alan Barrett has to deal with. In those minutes both Alan and Seun Ojedeji seem to be reprimanded for being open and transparent to this community. The summary of those minutes show how the board has made it explicitly clear that the CEO is to have no responsibility anymore towards this community.
> Therefore I would like to explicitly and publicly express my gratitude to both Alan and Seun for their efforts to keep this community involved in Afrinic matters in an open and transparent way. I feel this is a strong requirement for keeping Afrinic respected and supported by both its members and its community.
> Community-Discuss mailing list
> Community-Discuss at afrinic.net
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