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Re: [members-discuss] Notice of Appointment of Receiver (pursuant to Section 187 of the Insolvency Act 2009) - Ref: AFRINIC Board Election Process and Compliance with Bylaws
by Noah 29 Aug '25

29 Aug '25

On Thu, Aug 28, 2025 at 1:47 AM Seun Ojedeji <seun.ojedeji(a)gmail.com> wrote: > Hi Noah, > > I will just make one long general comment. Please see inline. > > ---- > Sent from my mobile > kindly excuse typos > > On Wed, 27 Aug 2025, 4:49 pm Noah, <noah(a)neo.co.tz> wrote: > >> >> >> *PS: *To set the record straight, the ongoing election process is not >> consistent with the spirit of the Bylaws in our humble opinion. PLEASE >> TAKE NOTE. >> >> NOTE: The underlying problem statement that led our RIR - AFRINIC to be >> put under receivership was that the company lacked a board and a CEO. In >> fact it had directors but they were not enough in terms of numbers to >> quorate a board. The Bylaws as is, can fix this problem statement without >> constitutional violations. >> > > SO: It is not practical and actually impossible for any process to be 100% > inline with the bylaw in the current situation. As per the bylaw there are > actually no director at the moment for AFRINIC since they already served > their respective "indicative" terms. I was a strong proponent that the > stargardness of the seat could be fixed even with this current election but > nomcom seem to believe otherwise which is okay. > Allow me to refer you back to the board minutes https://afrinic.net/ast/pdf/2022-minutes/2022-0126-0221-0302-minutes.pdf RESOLVED to reconcile the two years by extending the term of the incumbent of Board Seat 6 (Eastern Africa) with one additional year in order to comply with Art 13.5 of the Bylaws. Board member OO noted that what the Board had just done is what he considers to be a coup and that he has no apology for making that statement. He said that it's totally against the internal and external legal advice received by the Board. He noted that he was surprised the Board could get to this level of *extending tenure of a sitting Board member arbitrarily without recourse to members.* The above led to an interim order against the said director in the case of Africa On Cloud (Pty) Ltd v AFRINIC Ltd (SC/COM/WRT/000418/2022). That very decision led to a series of events that has led the Company to this very mess we find ourselves in. > I also find the idea of NOMCOM regionalising nomination process to be > strange and uncalled for because on the Board there is no regionalisation. > However, since the bylaw allows them to determine election/nomination > guidelines, and the idea is not actually destructive, I can live with that > so that we can move forward. > Again, we can not remain blind of any slightest violation of the AFRINIC constitution. We should follow our own rules and our actions should be within the limits of the Bylaws and any attempt of deviation must be brought before the members like you had pointed out in those minutes above.... see bold comment above. I hope you understand where my concerns are stemming from and why I oppose everything Mr.Dabee has been doing that is in violation of the constitution. Noah Maina

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Re: [members-discuss] Notice of Appointment of Receiver (pursuant to Section 187 of the Insolvency Act 2009) - Ref: AFRINIC Board Election Process and Compliance with Bylaws
by Amin Dayekh 28 Aug '25

28 Aug '25

I am receiving your discussions through Zanog, not the member discussion of Afrinic. Is it under moderation? On Wed, Aug 27, 2025 at 11:49 PM Seun Ojedeji <seun.ojedeji(a)gmail.com> wrote: > Hi Noah, > > I will just make one long general comment. Please see inline. > > ---- > Sent from my mobile > kindly excuse typos > > On Wed, 27 Aug 2025, 4:49 pm Noah, <noah(a)neo.co.tz> wrote: > >> >> >> *PS: *To set the record straight, the ongoing election process is not >> consistent with the spirit of the Bylaws in our humble opinion. PLEASE >> TAKE NOTE. >> >> NOTE: The underlying problem statement that led our RIR - AFRINIC to be >> put under receivership was that the company lacked a board and a CEO. In >> fact it had directors but they were not enough in terms of numbers to >> quorate a board. The Bylaws as is, can fix this problem statement without >> constitutional violations. >> > > SO: It is not practical and actually impossible for any process to be 100% > inline with the bylaw in the current situation. As per the bylaw there are > actually no director at the moment for AFRINIC since they already served > their respective "indicative" terms. I was a strong proponent that the > stargardness of the seat could be fixed even with this current election but > nomcom seem to believe otherwise which is okay. > > I also find the idea of NOMCOM regionalising nomination process to be > strange and uncalled for because on the Board there is no regionalisation. > However, since the bylaw allows them to determine election/nomination > guidelines, and the idea is not actually destructive, I can live with that > so that we can move forward. > > Unless there are other "devil in the details" that I am not aware of but > so long as the current process of nomination and election is transparent > enough and makes sense, I believe we should proceed. I expect that the new > board once constituted will call for sgmm or AGMM as the case may be to > address any outstanding issues especially that of term Staggering. We > cannot continue to go in circles, the world may soon get tired of our > nagging! > > Regards > > >> Cheers, >> *Noah Maina* >> >> >> On Mon, Feb 17, 2025 at 4:17 PM AFRINIC Communication via Announce < >> announce(a)afrinic.net> wrote: >> >>> *AFRICAN NETWORK INFORMATION CENTRE (AfriNIC) Ltd (In Receivership)*, >>> previously represented by the Official Receiver and having its registered >>> office at 11th Floor, Standard Chartered Tower, Ebene, Mauritius >>> (the Company) >>> >>> I, Mr. Gowtamsingh DABEE ACA FCCA ADIT MBA, a registered insolvency >>> practitioner, of GD RICHES Chartered Accountant 5th Floor Green Cross >>> Building Belle Rose Quatre Bornes, give notice that on 12th February 2025 >>> at 1430, I have been appointed Receiver of the above Company in lieu and >>> instead of the Official Receiver pursuant to a Court Order issued by >>> the Bankruptcy Division of the Supreme Court in application bearing cause >>> number SC/COM/MOT/000082/2025 having as aim mandate to secure the assets of >>> the Company *and to see to it that the Company’s board is reconstituted >>> in accordance with its Bylaws. * >>> >>> Gowtamsingh Dabee >>> >>> Registered Insolvency Practitioner >>> >>> Tel:52579194 >>> >>> E: gdabee(a)gdriches.mu >>> >>> This 14th February 2025 >>> _______________________________________________ >>> Announce mailing list >>> Announce(a)afrinic.net >>> https://lists.afrinic.net/mailman/listinfo/announce >>> >> _______________________________________________ >> Members-Discuss mailing list >> Members-Discuss(a)afrinic.net >> https://lists.afrinic.net/mailman/listinfo/members-discuss >> > _______________________________________________ > Members-Discuss mailing list > Members-Discuss(a)afrinic.net > https://lists.afrinic.net/mailman/listinfo/members-discuss >

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Re: Notice of Appointment of Receiver (pursuant to Section 187 of the Insolvency Act 2009) - Ref: AFRINIC Board Election Process and Compliance with Bylaws
by Noah 27 Aug '25

27 Aug '25

Dear Mr.Dabee I refer you to the email sent on Feb 17, 2025 to AFRINIC resource members. See at the bottom in red. I am writing to reiterate the previous concerns regarding the 2025 AFRINIC Board election process, as detailed in the "Call for Nominations" (open until August 29, 2025, at 23:59 Mauritius time) and the "Election Guidelines" published at https://elections.afrinic.net/about-election-2025/election-guidelines. As a stakeholder in AFRINIC’s governance, I reference your mandate under the Supreme Court of Mauritius order (SC/COM/MOT/000082/2025) to secure AFRINIC’s assets and reconstitute the Board in accordance with the AFRINIC Bylaws (2020). The current date is August 27, 2025, leaving only two days until the nomination deadline, which amplifies the urgency of addressing these issues. The annulment of the July 2025 elections and the Supreme Court’s ruling on June 19, 2025 (emphasizing fairness, transparency, and proper member classification) demand a strictly compliant process. However, the Election Guidelines introduce ambiguities and alterations that violate the Bylaws, including incorrect NomCom composition, directors term lengths and rotation, which echo past attempts to extend director terms invalidated by the court in Africa On Cloud (Pty) Ltd v AFRINIC Ltd (SC/COM/WRT/000418/2022). That precedent underscores that director terms are fixed at three years (Article 13.5), and extensions or alterations to the staggered rotation (Article 13.6) require proper member approval via Special Resolution (Articles 7.6, 7.7) not unilateral action by the Board or Receiver. Additionally, paragraph 3.8 of your Election Guidelines states: "*As AFRINIC currently has no directors in office, the Receiver shall, for all intents and purposes, be deemed to exercise all the powers of the Board, as conferred by the Bylaws, for the purposes of this election. Accordingly, both the NomCom and ElecCom shall operate under such written guidance of the Receiver.*" This assertion raises serious concerns, as it appears to exceed the scope of your court-appointed mandate, which is to reconstitute the Board in accordance with the Bylaws, not to assume broad powers to override or alter them. Under the Mauritius Companies Act 2001, a receiver manages assets and operations during receivership but must respect the company's constitution for internal governance matters like member elections, unless explicitly authorized by the court to deviate. The 2022 case illustrates the judiciary's scrutiny of unauthorized governance changes, and deeming yourself to wield all Board powers risks similar invalidation, potentially rendering the election process ultra vires. The current process deviates from this precedent and the Bylaws, risking similar invalidation. The Call for Nominations and Election Guidelines list all six regional seats (Seats 1 - 6: Northern, Western, Indian Ocean, Central, Southern, and Eastern Africa) as open for election (Election Guidelines, section 2.5). This violates Article 13.6, which mandates a staggered election sequence to ensure Board continuity. Electing all six regional seats simultaneously disrupts this sequence, potentially destabilizing the Board. Your election guidelines do not justify this deviation. The Call for Nominations and Election Guidelines include Seats 7 and 8 (Region-Independent directors), which aligns with Article 13.4(ii). However, the Bylaws tie their election cycle to the regional elections for Northern/Western and Indian Ocean/Central regions (Article 13.7). The Election Guidelines state that directors "shall hold office for a term not exceeding three (3) years," with rotation to be "addressed by the forthcoming elected Board within 1 month of being constituted" (Article 2.3). This ambiguity violates Article 13.5, which mandates a fixed three-year term expiring at the AGMM on or around the third anniversary. The "not exceeding" language allows for shorter terms, and deferring rotation to the new Board circumvents the staggered sequence (Article 13.6). The Board attempted to extend Dr. Omari's term (elected September 18, 2020, for two years, expiring 2022) by one year via resolution on February 21, 2022, to align rotation. The court restrained this, finding no Bylaw authority for extensions outside casual vacancies (Article 13.14, limited to interim appointments until the next AGMM). Your guidelines' flexibility risks repeating this invalid extension, since you Mr.Dabee as the Receiver cannot alter terms without member approval. While that specific case against Dr.Omari was resisted and is ongoing, the interim order sets a clear precedent against such actions. In addition, your guidelines listing all Seats 1 - 6 for election (Article 2.5) ignores the staggered staggered sequence (Article 13.6). The 2022 extension attempted to "align" rotation, but the court restrained it. Deferring rotation to the new Board in your elections guidelines section 2.3 is invalid, as rotation is fixed by the Bylaws. Infact your elections guidelines purport to claim precedence over the Bylaws in case of conflict (Article 1.1), which is invalid. Bylaw amendments require a Special Resolution (Articles 7.6, 7.7), and your court mandate as a receiver does not grant you authority to unilaterally alter the Bylaws like in this case where; - There is a six-member NomCom as per your elections guidelines 3.1 vs. Bylaw Article 9 - There will be online-only elections without an AGMM/SGMM as per your guidelines section 8.1 vs. Bylaw Articles 11, 12 - There is prohibition of proxy voting as per your guidelines sections 8.1 vs. Bylaw Article 12.12 - Members of the NomCom will be recusing themselves from their region’s candidate reviews as per your guidelines 3.5 vs. Bylaw Article 9, which does not provide for such a structure. - You have introduced all these changes, without resource member approval, violating AFRINIC Bylaws and undermining the community-driven process as per Bylaws Article 3.4. (*Infact I must remind you that resource members are not second class citizens*) In fact, speaking of the NOMCOM. Your election guidelines list the NomCom as comprising six members, one from each AFRINIC region (Election Guidelines, section 3.1). This violates Article 9, which stipulates a NomCom of a chairman and three community members, plus one non-voting Board representative (in this case Receiver), totaling no more than four members (excluding the Board representative). The six-member structure, with regional representation, is an unauthorized alteration of the Bylaws. Your election guidelines’ claim that this is an “exceptional” decision by you as the Receiver in section (3.5), lacks legitimacy, since Bylaw amendments require a Special Resolution or court order to deviate as an exception in consultation with AFRINIC members. Now, your call for nominations, opened from August 15 to August 29, 2025 as per your election guidelines, section 11.1, which provided only two weeks, far short of the 3 - 8 week requirement in Article 12.14. This compressed timeline limits candidate participation and NomCom’s ability to vet applications, risking an unfair process and contradicting the Bylaws’ emphasis on community engagement. The two-week nomination period (August 15 - 29, 2025) violates the 3 - 8 week requirement (Article 12.14). The Election Guidelines assert that the Supreme Court confers “exclusive election authority” on the Receiver in which case you Mr.Dabee, including the power to establish the NomCom and ElecCom (Article 1.1). While you as a court appointed Receiver may act in the Board’s absence as you stated in the elections guideline section 3.8, the Bylaws do not grant you authority to unilaterally alter governance processes. Your mandate is to reconstitute the Board in accordance with the Bylaws, not to override them. This overreach risks further legal scrutiny, especially given the court’s prior emphasis. Mr.Dabee, if indeed as per your claims, that AFRINIC currently has no directors in office, and that you as a Receiver shall, for all intents and purposes, be deemed to exercise all the powers of the Board, as conferred by the Bylaws, for the purposes of this election, *then why have you not called an AGMM or SGMM for the purposes of these Elections which must occur at an AGMM or SGMM (Articles 11.1, 11.6, 13.7), with 14 days' notice (Article 12.2). *Under section 8.1 of the Elections Guidelines, it stated that elections shall be conducted entirely online voting from September 8 - 12, 2025 without a meeting, violating Bylaws requirements. *PS: *To set the record straight, the ongoing election process is not consistent with the spirit of the Bylaws in our humble opinion. PLEASE TAKE NOTE. NOTE: The underlying problem statement that led our RIR - AFRINIC to be put under receivership was that the company lacked a board and a CEO. In fact it had directors but they were not enough in terms of numbers to quorate a board. The Bylaws as is, can fix this problem statement without constitutional violations. Cheers, *Noah Maina* On Mon, Feb 17, 2025 at 4:17 PM AFRINIC Communication via Announce < announce(a)afrinic.net> wrote: > *AFRICAN NETWORK INFORMATION CENTRE (AfriNIC) Ltd (In Receivership)*, > previously represented by the Official Receiver and having its registered > office at 11th Floor, Standard Chartered Tower, Ebene, Mauritius > (the Company) > > I, Mr. Gowtamsingh DABEE ACA FCCA ADIT MBA, a registered insolvency > practitioner, of GD RICHES Chartered Accountant 5th Floor Green Cross > Building Belle Rose Quatre Bornes, give notice that on 12th February 2025 > at 1430, I have been appointed Receiver of the above Company in lieu and > instead of the Official Receiver pursuant to a Court Order issued by the > Bankruptcy Division of the Supreme Court in application bearing cause > number SC/COM/MOT/000082/2025 having as aim mandate to secure the assets of > the Company *and to see to it that the Company’s board is reconstituted > in accordance with its Bylaws. * > > Gowtamsingh Dabee > > Registered Insolvency Practitioner > > Tel:52579194 > > E: gdabee(a)gdriches.mu > > This 14th February 2025 > _______________________________________________ > Announce mailing list > Announce(a)afrinic.net > https://lists.afrinic.net/mailman/listinfo/announce >

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ISPA/DCA: Reminder to Designate an AFRINIC Voting Representative
by Elaine Zinn 11 Aug '25

11 Aug '25

Dear ZANOG members Attached please find a reminder to designate an AFRINIC voting representative. You are encouraged make sure that your organisation has designated a voting representative. According to AFRINIC, as at 8th August 2025, only 238 of the 1740 AFRINIC members eligible to vote had done so. It is critical to maximise participation in the new election, to elect a Board who can restore good governance to a critical African institution. Kind regards Elaine elaine(a)ispa.org.za <mailto:elaine@ispa.org.za> secretariat(a)ispa.org.za <mailto:secretariat@ispa.org.za> Tel: +27 83 327 4806

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Invitation : ZANOG-GP 28 August 2025
by donald＠nog.net.za 05 Aug '25

05 Aug '25

ZANOG is happy to announce our next regional Network Operator Group meeting (Gauteng) of 2025 at Workshop17, Sandton, South Africa. Date : Thursday 28 August 2025 Time : 18h00 - 22h00 Venue: Workshop17, Sandton, South Africa RSVP: https://events.nog.net.za/event/67/ We will be having the usual evening talks, followed by drinks, snacks and social networking. Talks will start at 18h30, but we encourage arrivals from 18h00 for a bit of mingling, before the event. Local NOGs are a great place to share stories or what you have been working on. let us know if you would like to share your story email us info[at]nog.net.za Thank you to sponsorship of this event by FLEXOPTIX that allow this event to be free of charge.

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Register for the "Behind the Ballot: Secure Your Vote – Voter Designation Process" Webinar on 5th August 2025.
by comms＠afrinic.net 29 Jul '25

29 Jul '25

(Apologies for cross-posting) Dear Colleagues, You are invited to register for the webinar on "Behind the Ballot: Secure Your Vote – Voter Designation Process" Webinar. * Date: Tuesday 5th August 2025 * Time: 11:00 - 12:00 UTC * Duration: 1:00 Hr * Registration Link<https://us02web.zoom.us/webinar/register/7917530821320/WN_DTqo7vIzTkeI_bFPq…> As we prepare for the 2025 AFRINIC Board Election taking place on 29 August, this session will provide a comprehensive overview of the key actions your organisation must take to ensure its vote is formally designated, successfully verified, and accurately counted. From the submission of Authorised Voter Designation forms to the identity verification process and publication of the Voters’ Register, this webinar is designed to equip you with the knowledge, tools, and timelines needed to participate with confidence, transparency, and compliance in the upcoming election. ________________________________ Who will be speaking? * Mr. Musa Stephen HONLUE, Chair, Election Committee * Mr. Mukom Tamon, Election Committee Member ________________________________ Webinar Objectives * Walk Resource Members through the Voter Designation Process * Explain the roles and responsibilities involved in the Voter Designation Process * The crucial role the community can play to assist in the Voter Designation Process ________________________________ Who Should Attend: * Registered Contacts of eligible Resource Members. * The African Technical Community. Act now: Register for the Webinar Now!<https://us02web.zoom.us/webinar/register/7917530821320/WN_DTqo7vIzTkeI_bFPq…> After registration, you’ll receive an email with webinar details, reminders, and an opportunity to send in questions beforehand. Join us to ensure your voice is heard, help rebuild trust, and shape a stronger AFRINIC election process—one rooted in fairness, transparency, and accountability. Kind Regards, The 2025 Elections Committee.

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Re: [members-discuss] Mauritius gazette supplement and the elections
by Noah 28 Jul '25

28 Jul '25

On Mon, Jul 28, 2025 at 5:23 PM Seun Ojedeji <seun.ojedeji(a)gmail.com> wrote: > Hello Andrew, > > I don't see why the election would stop > Really? .... see comments below; AFRINIC Bylaws *section 9* - https://afrinic.net/bylaws#b20-9 (*Nomination Committee*) *There shall be a Nomination Committee (NomCom), which shall consist of a chairman and three other members as appointed by the Board and composed of qualified and experienced persons. The Board shall make a public call for voluntary nomination from the African Internet Community.* AFRINIC Bylaws *section 10* - https://afrinic.net/bylaws#b20-10 (*Elections Committee*) There is a reason why when we (resource members) framed the 2020 AFRINIC bylaws, the *NOMCOM was set up under Article 9* of the Constitution and came first and the *ECOM was set up under Article 10* of the Constitution and came last. 1. On Friday July 18, 2025 - *The 2025 AFRINIC Elections Updates: Appointment of Election Committee* - Heading where Mr. Dabee announced the ECOM composition 2. On Monday Jul 28, 2025 - *Constitution of new AFRINIC Nomination Committee 2025* - Heading where Mr. Dabee announced the NOMCOM composition The NOMCOM gives the ECOM its mandate and the very existence of the ECOM is only possible after the NOMCOM has been constituted. The process of the NOMCOM composition is a resource member's prerogative. The Board (in this case the Receiver) was supposed to engage the community/resource members to formulate the NOMCOM inline with section 9 of the bylaws and ensure the NOMCOM is composed of a *chairman and three other members* (maximum four individuals) as appointed by the Board (in this case the Receiver). I will not even go onto the messy process where the community/resource members were initially given 48 hours to participate in the NOMCOM appointment process only for AFRINIC to extend the deadline to another couple of days and then extend again to 23rd July in complete departure from the previous years election process and precedents. The NOMCOM Chair also makes most of the updates (elections guidelines and other updates before the polls) and during the election process, the ECOM seems to have taken over that role. #nobending #rules @Seun ... let us follow the rules to the book or seek resource-members' consent to vary the rules through bottom-up consensus. #no bypassing the bylaws. Cheers, Noah

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Mauritius gazette supplement and the elections
by Andrew Alston 28 Jul '25

28 Jul '25

Hi AfriNIC election committee, Can we get comment on the attached document. I fail to see how an election can proceed when the legitimacy of the receiver is under appointment, and where this document explicitly states that the receiver failed to perform the election in line with court mandated deadlines. As such I wish to know if the election will still proceed considering this. Andrew

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Reminder : ZANOG-KZN : 24 July 2025
by donald＠nog.net.za 22 Jul '25

22 Jul '25

Hi All A Reminder that ZANOG-KZN will be held at a new venue more central at Westville Country Club. Date: 24 July 2025 Time: 18h00 - 22h00 Venue: Westville Country Club, 1 Link Road, Westville, Durban, South Africa. RSVP: https://events.nog.net.za/event/66/ Talk1 : 100G Single-Lambda Optics - Mark Tinka Talk2 : And you thought you would be doing BGP as a network engineer

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Register for the "Behind the Ballot: Navigating the AFRINIC Election Process" Webinar on 23rd July 2025.
by comms＠afrinic.net 21 Jul '25

21 Jul '25

{Apologies for cross-posting} Dear Colleagues, You are invited to register for the webinar on "Behind the Ballot: Navigating the AFRINIC Election Process" Webinar. * Date: Wednesday 23rd July 2025 * Time: 11:00 - 12:00 UTC * Duration: 1:00 Hr * Registration link<https://us02web.zoom.us/webinar/register/5317529182972/WN_2OuSIH_OSc-v8Vjqj…> ________________________________ What happened? * Annulment of June 2025 election due to alleged irregularities through voting by POAs which is being investigated by the Police. What has changed? * No PoAs or proxies allowed—members will designate voters directly, enhancing trust and security. * New, rigorous voter-verification procedures ensuring accurate voter identity. * Increased transparency: all voter designations published clearly online for public verification. * Stronger safeguards to guarantee accountability and fairness throughout the election cycle. Why you should attend? * Clearly understand why the previous election was annulled. * Learn in detail about the reforms AFRINIC has implemented, particularly the removal of PoAs and proxies. * Gain clarity on the entire revised 2025 election timeline, with important dates and milestones explained. Who will be speaking? * Mr. Musa Stephen HONLUE, Chair, Election Committee * Mrs. Madhvi Gokool, Election Committee Member * Mr. Kishna Dhondee, Election Committee Member * Mr. Mukom Tamon, Election Committee Member ________________________________ Act now: Register for the webinar now<https://us02web.zoom.us/webinar/register/5317529182972/WN_2OuSIH_OSc-v8Vjqj…>! After registration, you’ll receive an email with webinar details, reminders, and an opportunity to send in questions beforehand. Join us to ensure your voice is heard, help rebuild trust, and shape a stronger AFRINIC election process—one rooted in fairness, transparency, and accountability. ________________________________ Kind Regards, The 2025 Elections Committee.

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