(Held at Hennessey Park Hotel, Ebene, Mauritius)
Present:
Mr Alan Barrett (AB) Chief Executive Officer
Mr Sunday Folayan (SF) Member Western Africa
Mr Haitham El Nakhal (HN) Member Northern Africa
Mr Abibu Ntahigiye (AN) Member Eastern Africa
Mr Christian Bope (CB) Member Central Africa
Mr Lucky Masilela (LM) Member Southern Africa
Mr Andrew Alston (AA) Member Non Geographical
Mr Seun Ojedeji (SO) Member Non Geographical
Apologies:
Mr Krishna Seeburn (KS) Member Indian Ocean
Represented by proxy granted to AA
Agenda:
1.0 Welcome Address and Reminder of Election Process
2.0 Approval of Minutes
3.0 Resolution to appoint Committees
4.0 Resolution to approve Delegation of Authority
5.0 Resolution to release Strategy Document
6.0 Adjournment
BUSINESS OF THE DAY
1.0 Welcome Address and Reminder of Election Process
The CEO welcomed the Board Members and opened the meeting at 10:20 local time. All Members were present except for KS who has delegated his voting rights to AA in terms of the Bylaws Articles 15.4. LM queried on whether the delegation of KS’ rights to AA was proper as the message was sent to AB and SF and not to the entire Board. AB forwarded the message to the Board. After discussion, it was agreed that the delegation of rights applied only to voting rights for the duration of the Board Retreat, and was valid.
The Board discussed on the way the Bylaws describes the Election Process for the election of the Chairman and Vice-Chairman of the Board. SF described the convention that the Chair and Vice-Chair are elected annually in July and that the CEO chairs the meeting at which the election is held.
1.2 Adoption of a Resolution to appoint the newly elected officers
Resolution 201607.287
WHEREAS Aminata Amadou Garba’s term on the Board expired on the 30 June 2016;
WHEREAS Seun Ojedeji was elected during the AGMM in Gaborone, Botswana on the 9 June 2016 for a 3-year term starting 1 July 2016 to 30 June 2019;
WHEREAS Sunday Folayan and Haitham El-Nakhal were reelected to the Board of AFRINIC during the in Gaborone, Botswana on the 9 June 2016 for a 3-year term starting 1 July 2016 to 30 June 2019;
RESOLVED to remove Aminata Amadou Garba from the List of Directors and Members at the Registrar of Companies of Mauritius with effect from 01 July 2016;
RESOLVED to add Seun Ojedeji to the list of Directors and Members at the Registrar of Companies of Mauritius with effect from 01 July 2016.
Proposed HN. Seconded CB. Resolution passed unanimously.
Resolution 201607.288
WHEREAS Aminata Amadou Garba’s term on the Board expired on the 30 June 2016;
RESOLVED to thank Aminata Amadou Garba and convey to her the Board’s appreciation for her services to AFRINIC and its community.
Proposed SF. Seconded SO. Resolution passed unanimously.
2.0 Introduction of Candidates
The CEO conducted the election and summarised that as per the ‘Call for Nominations’ process, he has received three nominations from AA, KS and HN. He asked whether any other nominations had been overlooked. Andrew attention to a nomination he had submitted. LM asked whether nominations would be accepted from the floor.
(i) Election for the Chairman Position
AB summarized that he had received four nominations for SF as Chairman.
He called for additional nominations from the floor, and there were none.
SF confirmed his acceptance of the nomination.
SF gave a short motivation for electing him.
Because there was only one candidate, AB called for a vote of approval.
SF abstained from the vote, and all others approved the election of SF as Chairman of the AFRINIC Board.
(ii) Nomination for the Vice-Chairman Position
AB said that there were four nominations for Vice-Chairman. Two for HN, one for AN and one for LM.
He called for additional nominations from the floor, and there were none. He asked the candidates whether they accept the nominations. HN and AN accepted but LM declined. He gave HN and AN the opportunities to make their motivation statements, and they did so.
AB asked whether a vote by show of hands was acceptable. There were no objections to a vote by show of hands. The vote was conducted, with HN and LM abstaining.
HN received the majority of votes, and was elected as the Vice-Chairman of the AFRINIC Board.
Resolution 201607.289
WHEREAS the Board has voted to elect a new Chairman and Vice-Chairman, the Board resolves to appoint Mr Sunday Folayan and Mr Haitham El Nakhal as Chairman and Vice Chairman respectively, for a period of 1 year and until the start of the next board meeting at which elected directors take their seats.
Proposed AA. Seconded AN. Resolution passed unanimously.
3.0 Adjournment
Meeting adjourned at 11:01 MUT.