[arin-discuss] No quorum in last election

Ted Mittelstaedt tedm at ipinc.net
Thu Jan 31 19:40:44 EST 2008



>-----Original Message-----
>From: arin-discuss-bounces at arin.net
>[mailto:arin-discuss-bounces at arin.net]On Behalf Of Dean Anderson
>Sent: Thursday, January 31, 2008 2:09 AM
>To: arin-discuss at arin.net
>Subject: [arin-discuss] No quorum in last election
>
>
>[ARIN agrees that discussion to recall Board members, to conduct
>investigations of ARIN expenditures, and to stop certain ARIN
>expenditures does not violate the ARIN AUP.]
>
>There was no quorum in (at least) last election of Board Members. At
>least 10% of membership is required by the Virginia Nonstock Corporation
>Act Section 13.1-849, in order to constitute a quorum.  A membership
>list of 2945 members therefore requires 295 votes to be cast. Only 196
>votes were actually cast, insufficient for a quorum. No quorum. No
>election. So, Paul Vixie and Bill Manning are not on the ARIN Board of
>Directors.  A new election must be held that has a quorum.
>

John, 

I would like to request that the membership list be reviewed before
any further voting.  It is my belief that the membership list is
inaccurate and that at least 990  (nine hundred and ninety) of the names
on the membership list belong to people who are no longer employed by
their organizations and belong to organizations that are defunct, 
and thus are no longer qualified to be on the list of members.

Regardless of whether a network or business paid dues or a fee at
one time that put them on the membership roles, if they are bankrupt
or defunct or have ceased operations, they no longer exist as an
entity, and a nonexistent entity cannot be a member.

>
>Another bylaw change I'd suggest is to require an independent Board of 
>Directors. This recommendation was made by the Enron WorldCom Report, 
>and adopted by the SEC for public corporations. It is probably a good 
>idea for ARIN and other non-profits, as well.
>
>Both bylaws should be unchangeable by the Board of Directors.
>

Suggestions to make changes to the bylaws are not appropriate at
this time.  Bylaw changes require an existing board, and since the
legitimacy of the existing board is at question, it cannot make
bylaw changes.

Ted Mittelstaedt
Internet Partners, Inc.



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