[rpd] Fwd: SC/COM/WRT/000454/2022

[Paul Hjul]

I've noticed some discussion around the Board advancing policy changes. It
is worth pointing out that the Supreme Court of Mauritius has accepted -
and made an order including the fact - that as a matter of law Afrinic does
not have a board: ""given that respondent no. 1 does not have a Board of
Directors in existence as per the law". The email below has already been
sent out to members and to community but its clear it has a bearing on a
discussion going on in this list.

The reference to the companies act and the validity of actions of directors
is important but the conclusion is misplaced. The section is the reason a
party who knows that a person is improperly appointed seeks an injunction.
There are injunctions and this is public knowledge. It is quite dangerous
to encourage people to purport to act as a board when the court is  engaged
on the matter.

An unfortunate consequence of the wrongful conduct of the Board in the run
up to the AGMM is that the communities ability to develop policy is
undermined. As with other lists I have to be more restrained than I
ordinarily would be.

Paul

---------- Forwarded message ---------
From: Paul Hjul <hjul.paul at gmail.com>
Date: Fri, 8 Jul 2022 at 17:50
Subject: SC/COM/WRT/000454/2022
To: AfriNIC Discuss <members-discuss at afrinic.net>, General Discussions of
AFRINIC <community-discuss at afrinic.net>


Hi all,

Ordinarily I would be commenting on the litigation in either a personal or
on behalf of the company capacity and I would be speaking about how
important the Rule of Law and so on is. However as Crystal Web is a
litigant and I am an affiant additional caution to avoid infringing on best
practice around sub iudice is needed. Therefore other than putting out what
is a matter for public domain which has not been otherwise released please
don't expect reporting or comment from me.

I have noted some fairly mischievously inaccurate straying from what the
court ordered and it has simply reached a point at which instructions to
caution as to ignoring the order and acting with contempt was reached and
such letter issued.

The attached is correspondence addressed by the attorneys acting on behalf
of Crystal Web and is now public record. Hopefully it won't be necessary to
take further steps but it shouldn't have been necessary for a Court to have
to state the obvious fact that the Company does not as a matter of law have
a Board. It should also not be necessary to issue a letter warning of
contempt proceedings. Sadly it is.

Moreover it is hoped that nobody will be fooled into ignoring the court
order on some misguided nonsense. Quite simply there is no "but a director
told me I could" defense against liability that would arise from ignoring
the order that holds that the board is not as a matter of law in existence.
It is public knowledge that the Board is not composed and that powers
flowing from the Board cannot be exercised.

I trust it will be understood that while ordinarily I'd happily comment and
engage but under the circumstances the Mauritius attorneys and barristers
have to do the talking.

Paul
Crystal Web (Pty) Ltd
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