[AfriNIC-rpd] NomCom at AFRINIC-16

Wed May 23 18:06:41 UTC 2012

On Wed, 2012-05-23 at 18:14 +0300, Jackson Muthili wrote:
> On Wed, May 23, 2012 at 5:49 PM, gift <gift at itibots.com> wrote:
> > Whilst we wait for the learned, I believe  the bylaws can be made to be
> > technology neutral and flexible without violating the Act, as long as
> > members agree. Also as far as I can see the Companies Act of Mauritius is
> > fairly standard and similar to most other jurisdictions in particular with
> > reference to the issues under discussion here. So we must not believe we are
> > facing a country challenge but rather a general legal compliance issue which
> > can be handled. As currently worded and if applied to the letter they are
> > restrictive in areas e.g 10.33 and 10.36. seems to be anti-e. Amendments can
> > always be made I guess. To help this discussion I copy below the relevant
> > section from bylaws:
> >
> > Proxies
> >
> > 10.31 A Member may exercise the right to vote either by being present in
> > person or by proxy.
> >
> > 10.32 A proxy for a Member may attend and be heard at a General Meeting as
> > if the proxy were the Member.
> >
> > 10.33 A proxy shall be appointed by notice in writing signed by the Member
> > and the notice shall state whether the appointment is for a particular
> > General Meeting or a specified term.
> 
> It appear this eliminate option for electronic proxy!!
> 
> Are we stuck with paper proxy?

For fun, I went on to the election part of the "My AfriNIC" website
http://my.afrinic.net to play with the Proxy code 'proxy for 2012'. I
did this from a PC with no BPKI and generated a proxy. The result is
attached. The only part that can possibly be written by hand is the Date
and Signature - so any argument that the proxy appointee has to be hand
written in seems not to be widely shared. Anyone can try. Oh, there is
an option to have two people's names mentioned, I just filled in one
person.

In English a "notice in writing" does not imply something only
handwritten with a pen on paper, although that is an obvious example.
I'm writing this e-mail after all...
In South Africa and I presume elsewhere, electronic signatures also
identify a person in a similar fashion to an inked signature. See my
e-mail signature.

> > 10.34 No proxy shall be effective in relation to a General Meeting unless a
> > copy of the notice of appointment is produced before the start of the
> > General Meeting. Any power of attorney or other authority under which the
> > proxy is signed or a notarially certified copy shall also be produced.
> >
> > 10.35 A proxy form shall be sent with each notice sent to a Member.
> >
> > 10.36 The instrument appointing a proxy shall be in writing under the hand
> > of the appointer or of his agent duly authorised in writing or in the case
> > of a corporation under the hand of an officer or of an agent duly
> > authorised.
> 
> Also this one. All proxy to be manually hand written.
Doesn't say that.

"Hand of an Officer" - under the control of an officer.

> > 10.37 The instrument appointing a proxy shall be in such form as may be
> > determined by the Board from time to time or, in default of such
> > determination, in the following form -
> >
> > I/we ................................. of .................. being members
> > of the above named company hereby appoint ..................………………… or
> > failing him/her, ........………….......... of ...........................……..
> > as my/our proxy to vote for me/us at the meeting of the company to be held
> > on ....................... and at any adjournment of the meeting.
> > Signed this ................ day of ...........................……….
> >
> >
> >
> >
> >
> > On 23/05/2012 04:30 PM, Andrew Alston wrote:
> >
> > I have to agree with Badru here, and I have seen challenges solved in
> > similar ways in other companies.  One such example is where a particular
> > country law required a certain company to have a number of directors within
> > the country it was founded.  This wasn't an option, but the law didn't have
> > the same requirement if the company was founded as a trust rather than the
> > other option.  So simple, change how the company is registered to find laws
> > that actually allowed the mandate to be carried out.
> >
> > I don't think we are as bound by Mauritian law as we believe, if its not
> > working for us as a community, the community can ask for a change.  (Note, I
> > am NOT advocating using this rather drastic method, I'm just saying that we
> > have that option should we ever choose to exercise it)
> >
> > Andrew
> >
> > On 23 May 2012, at 2:12 PM, Badru Ntege wrote:
> >
> > McTim
> >
> > AfriNIC is a regional body serving the entire African region.  I think if
> > the membership all agree on a policy like e-voting which at the time they
> > believe is in the best interest of the community and we have a jurisdiction
> > problem,  I know they can be over 52 other ways to fix that challenge.  We
> > should not allow country specific issues to obstruct the mandate of AfriNIC.
> >
> > On the issue of e-voting my view is we pursue a parallel implementation for
> > at least two future elections before completely eliminating the paper
> > process.    This will allow all of  us of to be comfortable with the
> > transition and also make sure we have not left members behind in our quest
> > to modernize.
> >
> > regards
> >
> >
> > -----Original Message-----
> > From: rpd-bounces at afrinic.net [mailto:rpd-bounces at afrinic.net] On Behalf
> > Of McTim
> > Sent: Wednesday, May 23, 2012 3:42 PM
> > To: AfriNIC Resource Policy Discussion List
> > Subject: Re: [AfriNIC-rpd] NomCom at AFRINIC-16
> >
> > Hi all,
> >
> >
> > I think we need Ashok, our legal counsel to weigh in here, so I have cc:ed
> >
> > him.
> >
> > My question to Ashok is:
> >
> > Does MU law prohibit us from using e-voting only?  In other words, does MU
> > law insist on physical proxies, or can we use e-proxies/e-voting only?
> >
> > --
> > Cheers,
> >
> > McTim
> > "A name indicates what we seek. An address indicates where it is. A route
> > indicates how we get there."  Jon Postel
> >
> >
> > On Wed, May 23, 2012 at 5:19 AM, ALAIN AINA <aalain at trstech.net> wrote:
> >
> > On May 22, 2012, at 11:10 PM, Andrew Alston wrote:
> >
> > Hi All,
> >
> > The simple fact in my view is that sadly, what is broken goes beyond
> > the simple rules and bylaws.  Yes, the bylaws and rules need to be
> > changes to avoid the abuse of loopholes which allow people to act
> > outside of the will of the community, and I hope to see this happen.
> > But more to the point, what I saw in Gambia was a huge amount of
> > factionalization and large political undercurrents that distract from
> >
> > the real
> >
> > issues.
> >
> > Until we fix this people will continue to attempt to use the political
> > process to advance their own agendas. The sad fact is, fixing the
> > rules should be the easy part, fixing the various factions is far
> >
> > harder.
> >
> > With regards to the bylaws though, I looked a minute ago at the
> > submitted comments on the bylaw revisions and with all this debate
> > going on, was shocked to find that there were only two submitted
> >
> > comments, both mine!
> >
> >
> > You will see more soon and before the deadlines and we will keep a
> > close eyes on the next step for the bylaw revision
> >
> > Thanks
> >
> > --Alain
> >
> > The PDP list has become far more active since Dar Es Salaam but when
> > there is a call for comments on the bylaws and there are no comments,
> > I once again worry about community involvement. It is well and good
> > for all of us, myself included, to sit here and state the problems,
> > but if we don't submit comments through the right channels nothing will
> >
> > change!
> >
> > I therefore appeal to you all to please let your voices be heard, lets
> > fix the rules and at the same time work on working together as a
> > community on the real business of AfriNIC.
> >
> > Thanks
> >
> > Andrew
> >
> > P.S sorry for any typos and formatting errors, enabling from a phone
> > is a pain!
> >
> > On May 22, 2012 6:54 PM, "Sunday Folayan" <sfolayan at gmail.com> wrote:
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> >
> >
> > --
> > Gift Shava
> > Financial Controller
> >
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> >
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> >
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