<div dir="ltr"><div dir="ltr"><div dir="ltr"><div dir="ltr"><div dir="ltr"><div dir="ltr"><div dir="ltr"><div>Owen,</div><div><br></div><div class="gmail_quote"><div dir="ltr" class="gmail_attr">On Tue, Jun 4, 2019 at 8:39 AM Owen DeLong <<a href="mailto:owen@delong.com">owen@delong.com</a>> wrote:<br></div><blockquote class="gmail_quote" style="margin:0px 0px 0px 0.8ex;border-left:1px solid rgb(204,204,204);padding-left:1ex"><div style="overflow-wrap: break-word;"><br><div><br><blockquote type="cite"><div>On Jun 3, 2019, at 21:32 , Noah <<a href="mailto:noah@neo.co.tz" target="_blank">noah@neo.co.tz</a>> wrote:</div><br class="gmail-m_-3098805168018474678Apple-interchange-newline"><div><div dir="ltr"><div dir="ltr"><div dir="ltr">Owen</div><div dir="ltr"><br></div><div dir="ltr">Selective Memory………</div></div></div></div></blockquote><div><br></div>Not deliberately so, but I will admit that from the vague and ambiguous description below, I am unable to reassemble a memory of what you are referring to.</div></div></blockquote><div><br></div><div>I still insist selective memory........</div><div> <br></div><blockquote class="gmail_quote" style="margin:0px 0px 0px 0.8ex;border-left:1px solid rgb(204,204,204);padding-left:1ex"><div style="overflow-wrap: break-word;"><div><br><blockquote type="cite"><div><div dir="ltr"><div dir="ltr"><div dir="ltr">If we are going to throw around the narrative of folks on the board acting acting in bad faith, may I
remind some of the members castigating the board in defense of a
respectable employee who chose to resign from their position for reasons
unknown to all of us but are now using the specific board minutes to go
after the board for suspiciously other unknown reasons, about the history of
the so called mighty NDA.<br></div></div></div></div></blockquote><div><br></div>Can you translate this out of doublespeak and into facts?</div><div><br></div><div>The specific board minutes are being used to castigate two specific board members which have been named (Serge Ilunga and Cristian Bope) because they acted in bad faith bringing two motions to criticize fellow board members for disclosing information which was already public, allegedly because it violated the NDA since the board had (possibly ex post facto, though the timeline is admittedly not 100% clear from the minutes) decided (for reasons passing understanding) to delay publication.</div><div><br></div></div></blockquote><div><br></div><div>You realize 100% of issues discussed in board meetings tend to refer to already publicly available information right. Therefore It’s the context of the discussion and once the board deems to release a statement in future all board members become bound to that decision period.</div><div> <br></div><blockquote class="gmail_quote" style="margin:0px 0px 0px 0.8ex;border-left:1px solid rgb(204,204,204);padding-left:1ex"><div style="overflow-wrap: break-word;"><div><blockquote type="cite"><div><div dir="ltr"><div dir="ltr"><div dir="ltr">If we remember correctly recent events dating
back a couple of years ago when the whole breach of NDA issue surfaced
before members and the community, you will realize that one of the vocal
members here used the NDA to defend what I would probably call the most
unethical boardroom behaviors and tactics a few years ago from what we
learned as a community. In fact the board chair at the time had reducted
board minutes and presented to the community what was purely
misinformation in the name of the NDA.<br></div></div></div></div></blockquote><div><br></div>If you’re referring to Andrew’s various tirades claiming he was unable to disclose details due to board NDA, then I will let him answer for that alone. While I have found myself agreeing with Andrew about many things, I have never supported his particular style of communication, nor have I ever supported his unsubstantiated rants.</div></div></blockquote><div><br></div><div>My reference dates back to the events of the meeting in Tunisia a couple of years ago when the then board members Badru and Paulos had to resign from the board over NDA related matters.<br></div><div><br></div><blockquote class="gmail_quote" style="margin:0px 0px 0px 0.8ex;border-left:1px solid rgb(204,204,204);padding-left:1ex"><div style="overflow-wrap: break-word;"><div><br><blockquote type="cite"><div><div dir="ltr"><div dir="ltr"><div dir="ltr">Two Board members at the
time acted against this and released the unreducted minutes to the
community. A number of board members called for the two to resign so as
to make a statement to the community which they did and years later we
came to learn that the same folks who led the call for resignation of
directors, years later did exactly the same thing of releasing
information that the board had not yet decided to release.<br></div></div></div></div></blockquote><div><br></div>In this particular case, the board members in question released material that WAS NOT PUBLIC prior to their disclosure.</div></div></blockquote><div><br></div><div>Again back to the Tunis meeting, If you listen to the meeting discussions in Tunis on the floor the day before all issues had been discussed and vigorously denied by the then board member Andrew and the Board chair on the floor. The community then asked for the said minutes which had not been released and the board then were asked to release the info. So the issue was already public.<br> <br></div><div> <br></div><blockquote class="gmail_quote" style="margin:0px 0px 0px 0.8ex;border-left:1px solid rgb(204,204,204);padding-left:1ex"><div style="overflow-wrap: break-word;"><div><br></div><div>Do you not see the difference between material that is not already public and a document which is by definition a matter of public record? Is it really so hard to make this distinction?</div></div></blockquote><div><br></div><div>Again please go and review the Tunis discussions for your answer.</div><div> <br></div><blockquote class="gmail_quote" style="margin:0px 0px 0px 0.8ex;border-left:1px solid rgb(204,204,204);padding-left:1ex"><div style="overflow-wrap: break-word;"><div><br></div><div>If you will recall, many of those same community members also called for the resignation of Sunday Folayan on the same basis. I won’t speak for the others, but at least in my case, I had to agree that selective enforcement is an unacceptable path.</div></div></blockquote><div><br></div><div>Your memory seems to be failing you my friend. I was referring to the resignation of Badru and Paulo way before Sundays resignation which was based on a far different issue. Please read through the emails including your own at the time.<br></div><div> <br></div><blockquote class="gmail_quote" style="margin:0px 0px 0px 0.8ex;border-left:1px solid rgb(204,204,204);padding-left:1ex"><div style="overflow-wrap: break-word;"><div><br><blockquote type="cite"><div><div dir="ltr"><div dir="ltr"><div dir="ltr">The
issue of the information being public should therefore not be used here because
the community had been told that the information was public and they
should be able to find it. As some have mentioned already, we all work
or belong to communities where some rules are outwardly out of tune.
But we work to change them and not to manipulate them.<br></div></div></div></div></blockquote><div><br></div>Once the information is public, the NDA specifically excludes it from any limitations of the NDA. Read the NDA… To whit:</div><blockquote style="margin:0px 0px 0px 40px;border-width:medium;border-style:none;border-color:currentcolor;padding:0px"><div><br></div><div><blockquote type="cite"><div class="gmail-m_-3098805168018474678page" title="Page 1"><div class="gmail-m_-3098805168018474678layoutArea"><div class="gmail-m_-3098805168018474678column"><p><span style="font-size:11pt;font-family:"CenturyGothic"">I understand that certain information about AfriNIC is confidential, which is
information not previously published or otherwise disclosed to the public and which
relates to but is not limited to the following:
</span></p></div></div></div></blockquote></div><div><blockquote type="cite"><div class="gmail-m_-3098805168018474678page" title="Page 1"><div class="gmail-m_-3098805168018474678layoutArea"><div class="gmail-m_-3098805168018474678column"><p><span style="font-size:11pt;font-family:"CenturyGothic"">(a) the operations of AfriNIC</span></p></div></div></div></blockquote></div><div><blockquote type="cite"><div class="gmail-m_-3098805168018474678page" title="Page 1"><div class="gmail-m_-3098805168018474678layoutArea"><div class="gmail-m_-3098805168018474678column"><p><span style="font-size:11pt;font-family:"CenturyGothic"">
(b) the customers of AfriNIC; and</span></p></div></div></div></blockquote></div><div><blockquote type="cite"><div class="gmail-m_-3098805168018474678page" title="Page 1"><div class="gmail-m_-3098805168018474678layoutArea"><div class="gmail-m_-3098805168018474678column"><p><span style="font-size:11pt;font-family:"CenturyGothic"">
(c) the financial, legal, technical and strategic matters relating to AfriNIC.
</span></p></div></div></div></blockquote></div><div><blockquote type="cite"><div class="gmail-m_-3098805168018474678page" title="Page 1"><div class="gmail-m_-3098805168018474678layoutArea"><div class="gmail-m_-3098805168018474678column"><p><span style="font-size:11pt;font-family:"CenturyGothic";font-weight:700">2. </span><span style="font-size:11pt;font-family:"CenturyGothic"">I understand that AfriNIC receives from other organisations detailed information;
for example, about the internal network infrastructure, customers and development
plans. Such information is provided to AfriNIC for the purpose of enabling AfriNIC to
properly carry out its business; an organisation providing information to AfriNIC may
consider much of that information to be of a confidential nature and that unauthorized
disclosure of that confidential information to the public or its competitors could be
harmful to the business of the organisation or its customers or to AfriNIC. Therefore such
information is also considered by AfriNIC as confidential. </span></p></div></div></div></blockquote></div></blockquote><div><br></div><div>The very first sentence includes the clause “…which is information not previously published or otherwise disclosed to the public…”</div><div><br></div><div>This makes the fact that the information was already public relevant because it is specifically excluded from the NDA at that point.</div></div></blockquote><div><br></div><div><br></div><div>I read one of the directors was concerned about the Mauritius data protection laws and when I first read that court document after being published by the board, it had been redacted. Could it be that the board was being careful before publishing the public document on the AfriNIC website and as such there was no need to rush it? <br></div><div><br></div><div> <br></div><blockquote class="gmail_quote" style="margin:0px 0px 0px 0.8ex;border-left:1px solid rgb(204,204,204);padding-left:1ex"><div style="overflow-wrap: break-word;"><div><br><blockquote type="cite"><div><div dir="ltr"><div dir="ltr"><div dir="ltr">I have not
read anywhere why the current CEO decided to resign and I obviously
have no idea about his reasons. It is not the first time an AFRINIC CEO
has resigned and I can't seem to understand all these attacks I have
seen towards the board as I catch up with all the emails that have been
flying all over the place.<br></div></div></div></div></blockquote><div><br></div>I have no knowledge of this, nor has it been a point in any of my arguments. You’ll have to ask those discussing that matter.</div><div><br><blockquote type="cite"><div><div dir="ltr"><div dir="ltr"><div dir="ltr">PS: The role of the CEO is not a
lifetime role nor is the role of board member. We have prescribed
processes of changing these roles with AfriNIC continuing to stand
tall.The outgoing CEO is a highly respected member of this community and
instead of us celebrating his tenure, members are looking at board
minutes to taint his work for their own reasons.<br></div></div></div></div></blockquote><div><br></div>Again, I don’t see any relationship between this comment and anything I have said.</div><div><br></div><div>I will point out that we also have a process for removal of board members who fail to meet their fiduciary responsibilities or otherwise act in a manner contrary to the good function of the company. These bad faith accusations are just such an example of a perfectly valid reason for the community to call said board members to account.</div><div><br><blockquote type="cite"><div><div dir="ltr"><div dir="ltr"><div dir="ltr">It's as if every
year as we head into the AGMM for the past couple of years, we see the
same members of the community come in to attack the institution of the
board with the worst attack from the same members of this community in
Senegal last year. <br></div></div></div></div></blockquote><div><br></div>I don’t recall personally making any attacks on the board last year other than criticizing their decision to reject the hearing of a particular motion at the AGMM.</div><div><br></div><div>I believe that the board acted against the interests and desires of the community in doing so and I raised it as such. I would not call that an attack on the board, I would call that an argument in favor of good governance. I honestly am not sure whether the motion had merit, but I believe that the members should have been allowed to make that decision rather than having the board reject the idea of giving said members the opportunity to do so.</div><div><br></div><div><blockquote type="cite"><div><div dir="ltr"><div dir="ltr"><div dir="ltr">I really ask that we cease and desist…………….</div></div></div></div></blockquote><div><br></div>When I see the board or members of the board acting in a manner I feel is inappropriate to their roles and responsibilities, I will comment on it. Members of the community have a duty to hold the board accountable for its behavior in discharging the duties entrusted to them by the membership and by extension the community. I do not take this obligation lightly.</div><div><br></div><div>I am not making personal attacks on particular board members because I favor or don’t favor the election results. I am commenting on malfeasance as I see it conducted by particular board members in this case based on the facts. You may like the board members in question or you may be tired of the community criticizing the board’s behavior. So be it. I am tired of the board’s consistent failure to live up to reasonable standards of conduct. I ask that the board cease and desist in so disappointing the community and violating our trust.</div><div><br></div><div>I will assure you that when the board ends its campaign of misbehavior, I will stop vocally criticizing the board.</div><div><br></div><div><blockquote type="cite"><div><div dir="ltr"><div dir="ltr"><div dir="ltr"><div><div dir="ltr" class="gmail-m_-3098805168018474678gmail_signature"><div dir="ltr"><div><div dir="ltr"><div><div dir="ltr">My 2 bit coins<br>Noah</div></div></div></div></div></div></div></div></div></div></div></blockquote><div><br></div>Hmmm… The original saying was “My 2 cents”, value “USD$0.02”.</div><div>Two bitcoin are currently valued at approximately “USD$15,889.64”.</div><div><br></div><div>That’s quite some inflation you’ve built into your signature there.</div></div></blockquote><div><br></div><div>Times changes and what makes you think its inflation :-)<br></div><div><br></div><blockquote class="gmail_quote" style="margin:0px 0px 0px 0.8ex;border-left:1px solid rgb(204,204,204);padding-left:1ex"><div style="overflow-wrap: break-word;"><div><br></div><div>Owen</div><br></div></blockquote><div><br></div><div>Noah <br></div></div></div></div></div></div></div></div></div>