If you read the order that they cited from the 12th of September in it’s entirely the court already acknowledged that compliance with the bylaws wasn’t practical but directed the election to proceed irrespective of that.
Secondly - I keep hearing about these POAs - do we have numbers or evidence of these? Because what I have heard so far is nothing more than speculation, and I until I see evidence of such, I have a very hard time believing that directors of companies would hand out power of attorney to third parties in this manner. To do so would be nothing short of insane - a POA is a not something you just hand out. Are we blocking an election based purely on speculation or is there real evidence?
Thirdly - while I agree the new member thing is problematic - I would like to know of the 2200+ members how many members we are talking about. The problem with the new members post September 2023 is that without a delegation of authority from the previous legitimate board, and in the absence of a chief executive officer, there is no one who could bind AfriNIC to a contractual relationship other than the recover himself. This calls into question the legal validity of any MSA signed post September 2023 unless it was signed by the OR.
On a forth note - I honestly do believe that the procedure in place makes it harder - not easier - to rig the election, since under the old system any techie with the right to vote could hand out their password and let someone vote on their behalf, that became impossible under the new system, so I actually applaud the new checks and balances to ensure a legitimate vote.
Finally - the functions of the nomcom as described in section 9.2 (I believe it’s 9.2 - don’t have the bylaws in front of me) have been fulfilled to the letter of the bylaws. I also note the bylaws explicitly say that the board of directors appoints the nomcom - we have no board - and that the chief executive officer appoints the election comm - we have no ceo and in his place we have a receiver, who has explicit authority to do this.
The limits of the receivers authority are made clear in that September 12th order when you read it in conjunction with the eighth schedule of the insolvency act.
I have also asked repeatedly for TISPA to share the application made to the court to get this order, and I find it ironic that people are crying about transparency yet no one cares about the fact that the member base is not getting any transparency into what that application actually said, and therefore cannot gauge the truthfulness of what was submitted to the court. Let’s see the application - that’s called transparency.
Andrew
On 16 Jun 2025, at 18:09, Andrew Alston via zanog-discuss wrote:
> The bylaws limit the number of proxies that can be held by a single voting
> individual to 5 proxies maximum - and I would say the companies act pretty
> explicitly states that you either vote yourself, or via proxy - therefore
> the limitation should still apply.
IANAL, but i’m willing to bet, that the sudden increase in POAs (which, we all agree was never really a “thing” before) points to someone being willing to argue that the “limit” did not apply to this. either way, it would be best to get that clarified so there is no room for confusion.
> That's just my view on this - but I think where you and I disagree is that
> getting a blanket court injunction that effectively prevents ANY election
> from occurring is in any way shape or form a sane strategy. And that is
> exactly what the order does - it doesn't allow for an election we hope to
> have, it blocks any election and leaves the company in further limbo.
> Basically, instead of us getting to the point where the company can
> function, the order before us ensures that we cannot get to that point, in
> any way shape or form.
i’m curious why you think that a court variation would not be applicable here?
as in, something like:
“we, the court, vary the order <blah> granted on <blah> to include <blah-blah> .. “
.. since that’s already a strategy that has been done before.
it seems reasonable to me that TISPA’s strategy might have been:
a) delay the election until $issues are fixed;
b) apply for a variation to include XYZ that will allow the election to proceed in line with supporting _as many bylaws as possible_
even as i write that, i see the difficulty attached to (b).
but i also appreciate that the previous election attempt:
- introduced a new avenue of attack (the questionable POAs);
- disenfranchised valid, paid-up members from their right to vote;
- could have had better oversight, and been a lot more transparent through the inclusion of bodies like the other RIRs;
- […] etc.
i believe that afrinic making a good faith attempt to address these issues, _before_ trying to force a hasty, poorly-explained, non-consultative election on the afrinic membership would have achieved a better outcome.
like you, (and i guess every other member who wants to see afrinic restored) i want the election to proceed. and, i still think that there exists a path forward; via the appropriate variations to the court order.
fwiw, i sat in on the call that noah (TISPA) had with the CMNOG audience this afternoon, and, i asked noah the same question. noah’s reasonable answer echoed my expectations (what i wrote above about getting a variation).
ergo me being curious to know, why you think this is a non-starter?
-n.
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