[AFIX Members] 2024 Board Elections & AGM

[Sylvain BAYA]

Dear AFIX Members,
Reply below, inline, please!
Thanks.

Le 12/09/2024 à 23:13, Nishal Goburdhan a écrit :
> On 12 Sep 2024, at 5:13, Sylvain BAYA wrote:
>
>> d. i. which may allow us to authorize an
>> eligible voter (i offer to do it for CAMIX
>> if agreed) who have not yet cast its
>> vote to vote one side;
>> d. v. seems to validate my *forced*
>> understanding of d. i.
> that does not sound reasonable to me.
>   

Hi Nishal,
Thanks for your reply, brother :-)
...i could easily agree.
In fact, what i wanted to show, with these
observations, is that our book is really open
to interpretations and it appears to not
providing clear guidance, for our regular
decisions.

> if you want to allow a single additional vote, then you would have to open this up to anyone else that didn’t vote for whatever reason.
> *every* exchange member (?) is eligible. and
>   

The idea in one *single* additional/volunteer
vote, (sure: if allowed/agreed), is to have a kick
mean to *tie-break*; and fix the problem later.

...a question i have is:
What's actually allowed? (AoA speaking.)

> since we don’t have - and will hopefully *never* have af-ix fees - that will always be the subset of IXPs that are in our region.  (until, af-ix gets members from out of region)
> polling the entire af-ix list, for that subset of peers isn’t a scalable way to solve this.
>   

Nishal,
...i fully support/agree to and *second* all these
foundational ideas; which, imho, we should just
agree to be[come] *in-variants*!

You may already know that this very topic have
been discussed during the last AGM ;-)

...and some of the participants tended to follow
the reverse path; therefore, maybe (to the BoD)
we simply shouldn't move forward with such a
disruptive initiative; before obtaining a go based
on a clear consensus from the *members*.

>   
> a key point to the Working operations of any volunteer organisation, is that the mechanics are easy to operate.  if you make this complicated to use, you’ll quickly lose volunteers.
>   

Great lesson learned, which i'm still trying to
fully apply. Many thanks, for sharing it once
more, brother!

As a *community-based* association of real
volunteers, we certainly have an opportunity
here, to try to fix thebuilding'sstructure...

If this makes sense :-/
>>> The board is deliberating on the way forward and will provide an
>>> update soon. The Articles of Association does not clearly cater for
>>> this situation so we may propose an amendment to clarify the procedure
>>> to follow in such cases going forward.
> i would suggest:
> - is it a *requirement* that you have this additional candidate?  for example, substantively affect your quorum?
>   

AoA (Article of Association) speaking, the answer is:
No!
Because of 4. a. ii.! and, you may want to read 4. a. iii. 2.
plus 4. a. iv. also. See below, please:

<quote>
4. Board of Directors
   a. Composition
     i. The Board shall consist of willing natural persons with a 
demonstrated interest in
the well-being of the company and the Internet ecosystem.
     ii. The Board shall comprise *no less than six* and *no more than 
nine* Directors.
     iii. Each Director shall be either:
       1. Elected by the Membership at a General Meeting according to
procedures laid down by the Board (an “Elected Director”).
       2. Appointed by the Board to fill a vacancy in the number of 
Directors (a
“Co-opted Director”).
     iv. The Elected Directors and Co-opted Directors shall together be 
known as the
“Directors”.
</quote>

In other hand, there may be no worry! as the
BoD is allowed to simply *Co-opt* right now
one of those two known or any other one of
their choosing :-)

> - can you simply move ahead with the people you have now, and, at your next election, just elect one more person

Sure! they can actually even do more...

...what they can *not* actually do (AoA speaking)
is: to *Co-opt* both candidates :-)
...see somewhere above as it's stated in section 4. a. ii..

> .. or *MUST* you have a third seat filled immediately?
>   

*MUST*
...is not appropriate! imho; again, AoA speaking.

> this seems a positive way to move forward, and still respecting openness and transparency, whilst you deliberate a long-term. but easy to apply, fix.
>   

This is fine and i could agree to fully support
this *motion*, even to *second* it ;-)
Alongside, have you seen the [*] following
alternative?

<quote>
Please ask the two candidates to discuss
the matter, reach an agreement and
communicate their common decision
with us; by three days ;-)
</quote>
__
[*]:<https://af-ix.net/pipermail/af-ix_af-ix.net/2024-September/000043.html>

  

Shalom,
--sb.


> —n.
>

-- 

Best Regards !

sylvain [AT Douala-IX DOT net] |
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