[arin-discuss] No quorum in last election

[Michael Smith]

Dean:

On Feb 4, 2008, at 1:40 PM, Dean Anderson wrote:

>
> On Mon, 4 Feb 2008, John Curran wrote:
>
>> At 8:17 AM -0700 2/4/08, Mike Lieberman wrote:
>>> The question becomes, of those who did not physically attend the  
>>> meeting, how
>>> many submitted ballots and did that number satisfy the need for a  
>>> quorum as
>>> stated in the by-laws?
>>
>> Mike -
>>
>>   Per ARIN's Bylaws, there is no meeting for election of directors,  
>> as it
>>   is not required per Virginia law.
>
> John's claim is absolutely false. The Virginia Law is absolutely clear
> about that.  When not specified in the bylaws, a quorum of 10% is
> required.
>
> The question of fact is whether the ARIN bylaws specify a quorum. The
> ARIN bylaws do not specify a quorum. So therefore, the default quorum
> specified in Virginia law applies.
>
> The bylaws merely allow for electronic and mail-in voting, per the
> requirements of the Virginia Nonstock Corporation Act Section
> 13.1-846(B):
>
>  B. When directors or officers are to be elected by members, the  
> bylaws
>  may provide that such elections may be conducted by mail. If
>  authorized by the board of directors, any requirement that any vote  
> of
>  the members be made by written ballot may be satisfied by a ballot
>  submitted by electronic transmission, provided that any such
>  electronic transmission shall either set forth or be submitted with
>  information from which it can be determined that the electronic
>  transmission was authorized by the member or the member?s proxy.
>
> There is nothing inconsistent between Section 13.1-846(B) and Sections
> 13.1-849.
>
>> The full membership participates in the election via electronic  
>> ballot
>> over a seven day period, as stated in ARIN's bylaws.
>
> This is also not the case. Black's Law dictionary gives a definition  
> of
> participation:
>
>  "To prove "participation" in a criminal enterprise, for purpose of
>  aiding and abetting, there must be evidence to establish that
>  defendant engaged in some affirmative conduct, that is, that  
> defendant
>  committed an overt act designed to aid in success of the venture;
>  prove of mere negative acquiescence will not suffice"

I guess you then need to prove that ARIN is a criminal enterprise so  
you can then apply the definition of "participation" above.

As you have pointed out in the past, I am not a lawyer.  You are not a  
lawyer either and quoting Black's Law dictionary [sic] will not make  
you any more of a lawyer in or to this forum.  John acknowledged your  
claims on this list and said he would address your questions to ARIN's  
Legal Counsel.  I would assume some sort of statement from Counsel  
will be forthcoming, at which point anyone, you included, may elect to  
take legal issue with that statement.  Until then, we might as well  
argue about the number of angels on the head of a pin because that  
argument carries about as much weight as all of us arguing about legal  
statutes.

By the way, you have been forgetting your little blurb at the  
beginning of your posts of late.

Regards,

Michael Smith
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