[rpd] Re: [members-discuss] Separation of Powers in Afrinic - Community and Secretariat (Company)

[Badru Ntege]

On 6/20/15, 2:18 AM, "Owen DeLong" <owen at delong.com> wrote:

>Actually, this could easily be overcome by subjecting members of the
>various committees
>to the same NDA as the board.
>
>The first item of business for the GC IMHO should be to reduce the scope
>of the NDA to that
>information which truly needs to be confidential.

Well put.  Challenge is the guidelines to confidential need to be
specific.  Main need is to avoid subjectivity around this issue.


>
>Owen
>
>> On Jun 19, 2015, at 16:06 , Dr Paulos Nyirenda <paulos at sdnp.org.mw>
>>wrote:
>> 
>> 
>> Under the current AFRINIC Board set-up and mode of operation, it will
>>be very hard to
>> make the governance committee (GC) work properly if it is not consisted
>>of Board members
>> only. Am not an authority on GCs but I am learning that there are many
>>ways to set up
>> and have ToRs for a GC.
>> 
>> So, the Mike suggested "50% experts and community 25% board and 25%
>>CoE." is unlikely to
>> work well as far as I know UNLESS very SIGNIFICANT changes are made on
>>how the Board is
>> currently set-up and works based on its current guidelines like the
>>NDA, Board charter
>> (if finalised) and the bylaws.
>> 
>> Such set-ups like CoE and the NomCom are already facing major
>>challenges based on the
>> same reasons, as we have already seem in that past few weeks.
>> 
>> If the GC is needed now then the best starting point is a committee
>>that consists of
>> Board members only. Such a GC should then be tasked also to make
>>reforms for a more
>> diverse GC in the second or future phase of GC set-up. This can get
>>reformed as we
>> reform the current Board guidelines, NDAs and bylaws.
>> 
>> Regards,
>> 
>> Paulos
>> ======================
>> Dr Paulos B Nyirenda
>> NIC.MW & .mw ccTLD
>> http://www.registrar.mw
>> 
>> 
>> On 19 Jun 2015 at 17:37, Seun Ojedeji <seun.ojedeji at gmail.com> wrote:
>> 
>>> On 19 Jun 2015 16:58, "Frank Habicht" <geier at geier.ne.tz> wrote:
>>>> 
>>>> Hello,
>>>> 
>>>> I expect to see the GC report to the AGMM, and in the end "the shorter
>>>> the better" - meaning when there are no issues.
>>>> 
>>> SO:
>>> I think waiting for AGMM could make us have to go late on gala night
>>>and I am not sure
>> many 
>>> would want that ;-)
>>> Once GC is formerly formed and their scope of work defined, I expect
>>>it will go with a
>> timeline 
>>> having specific milestone to included online/remote update to the
>>>community. Final
>> report can be 
>>> made at the AGMM but I don't think it should be the first time
>>>community will be
>> hearing/reading 
>>> from GC.
>>> That said, I hope by "shorter" you are referring to the lifetime of
>>>the GC? If yes +1
>> otherwise I'd 
>>> say it's important that GC does not become a standing committee. There
>>>is need for each
>>> member to continue to exercise it's which include checking/watching
>>>the organisation
>> activities. 
>>> GC providing mechanism that further ensure this would be a good thing.
>>>> I expect it to have "some more" insight of board and company workings,
>>>> even if that means the GC members will have to do NDAs.
>>>> 
>>> SO:
>>> Let's try to avoid NDAs please ;-), it's one of what may have gotten
>>>us to the present
>> state. If there 
>>> are information originally bound by NDA then fine, they should not
>>>publicly disclose
>> that once 
>>> given access to such information. (Sounds like I am welcoming NDA in
>>>my last sentence,
>> but my 
>>> point is GC should be able to answer any question from the community
>>>without raising NDA
>>> immunity)
>>>> But I also expect the GC to be available to the board, if need be.
>>>> 
>>> SO: Hmmm... does this imply that GC would be standing without a
>>>termination period?
>> Also it may 
>>> be good to further clarify the extent of availability. I will be
>>>utterly concerned if
>> board becomes so
>>> incapable to the extent that GC will have to come to the rescue and I
>>>think showing
>> the board a 
>>> way out may be a better fix instead.
>>> Overall, we look forward to board's proposed way forward on this
>>>putting into
>> consideration all that
>>> has been said.
>>> Cheers!
>>>> Otherwise +1 to Mike.
>>>> 
>>>> Frank
>>>> 
>>>> On 6/19/2015 4:24 PM, Mike Silber wrote:
>>>>> Thanks Fiona
>>>>> 
>>>>> On 19/06/2015 17:07, Fiona Asonga wrote:
>>>>>> Hallo All
>>>>>> 
>>>>>> When I raised the GC idea in Djoubouti I was not proposing a
>>>>>>decision
>>>>>> making body and in most cases the GC is not a separate decision
>>>>>>making
>>>>>> body. It is a mechanism/tool that the Board puts in place to assist
>>>>>> the board work better and address the community issues better as
>>>>>>they
>>>>>> arise and before they blow out of proportion. The Governance
>>>>>>Committee
>>>>>> with work like the Finance Committee or HR Committee with its key
>>>>>>role
>>>>>> being to ensure good governance practises of the board and
>>>>>>management.
>>>>>> It is mainly made up of board members but like any of the other
>>>>>> committees may co-opt community members if the bylaws allow
>>>>>>depending
>>>>>> on the organisation.
>>>>> I disagree slightly - I think the community is expecting a body that
>>>>>can
>>>>> provide more objective guidance TO THE COMMUNITY AND NOT ONLY THE
>>>>>BOARD
>>>>> on governance issues, than we are currently receiving.
>>>>> 
>>>>> I would suggest 50% experts and community 25% board and 25% CoE.
>>>>>> The GC will assess the non- financial issue of Board Members
>>>>>>adherence
>>>>>> to the Board Charter (discipline issues of board and management)
>>>>> Exactly why I am hesitant to have it as yet another Board committee.
>>>>> 
>>>>> Regards
>>>>> 
>>>>> Mike
>>>>> 
>>>>> 
>>>>> _______________________________________________
>>>>> members-discuss mailing list
>>>>> members-discuss at afrinic.net
>>>>> https://lists.afrinic.net/mailman/listinfo.cgi/members-discuss
>>>>> 
>>>> _______________________________________________
>>>> members-discuss mailing list
>>>> members-discuss at afrinic.net
>>>> https://lists.afrinic.net/mailman/listinfo.cgi/members-discuss
>> 
>> 
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