Thank you Jeremy for making it crystal clear.
It's understandable that some APNIC members and broader community members would
have unclear points on APNIC's business and governance, which is an opportunity
for another clarification to be made and such feedback is good for you to
compose and compile a new explanatory. That's the way how the published
information is to be developed to serve better.
It was good to be reminded that the Member Survey shows the high appraisal
results. As you point out, the governance scheme always needs improvement and
it has certainly done until now : I see the EC these days conducts much more due
process than seven years ago when I was serving there, as I see. That is how
the process for many business evolves in a long time frame, step by step, and it
is how the Internet has stably evolved until now.
I agree that APNIC doesn't require a totally new governance structure. With a
totally different thing, I would be concerned much more about the unwanted risk
which would incur.
All the Best,
Akinori
On 2023/01/25 14:43, Jeremy Harrison wrote:
Hi Lu
Your email is based on a number of wrong assumptions which we would like to
clarify to avoid creating unnecessary and unwarranted concern in the community
and among APNIC’s Members.
Please note that this email is not legal advice and should not be treated as
such.
*The APNIC Executive Council are ‘directors’ and have legal status under
Australian law. *
The APNIC Executive Council are already classified as directors under
Australian law whether they are formally appointed or not (see section 9 of
the /Corporations Act 2001 /(Cth)). As such, they are bound by the same duties
and obligations as formally appointed directors. The penalties that apply
under Australian law for breaching those duties and obligations are also the
same for the APNIC Executive Council as if they were formally appointed directors.
All Executive Council members are provided guidance on how to fulfil their
duties as directors of the organisation. As you would also already be aware,
nominees for the Executive Council are also provided with a link to the Roles
and Obligations of the APNIC EC
(https://www.apnic.net/about-apnic/organization/structure/apnic-executive-council/EC-roles-and-obligations/)
prior to accepting their nomination which explains they are officers (which
includes directors) of the organisation and their duties.
*Having the Executive Council members formally appointed as directors would
not have any direct impact on the governance of APNIC as the Executive Council
already fulfils its duties in this way, as they are required to do by law.*
We note your email mentions “gaps in good governance” and that APNIC requires
a “totally new governance structure”.
The existing structure has been in place for over 25 years and the feedback
from APNIC Members during that period has been consistently very positive. You
can see the results of the 2022 APNIC Survey on Governance in which
transparency, responsiveness, and respect all score very highly among APNIC
Members (see page 34 -
https://www.apnic.net/wp-content/uploads/2022/09/APNIC_2022_Member-Survey_Report_FINAL.pdf).
As a mark of good governance practices, we are always looking for ways to
improve. Work has been underway since 2021 on a comprehensive governance
review, which has been noted in the minutes of each of the Executive Council
meetings throughout 2022 (see -
https://www.apnic.net/about-apnic/organization/structure/apnic-executive-council/ec-minutes/).
We hope this has clarified the inaccurate descriptions of the current
structure of APNIC.
Kind regards
Jeremy
*Jeremy Harrison*
Senior Legal Counsel, APNIC
e: [email protected] <mailto:[email protected]>_
p: +61 7 3858 3194
www.apnic.net <https://www.apnic.net/>
*From:*Lu Heng <[email protected]>
*Sent:* Tuesday, 24 January 2023 8:55 PM
*To:* APNIC TALK <[email protected]>
*Subject:* [apnic-talk] Restructing APNIC
Dear Colleagues:
The chat that happened recently raises important issues. It’s quite clear
there are gaps in good governance for APNIC that urgently need resolving.
There are a number of ways this can be done. But in the first instance, it is
absolutely essential that the existing APNIC board are given legal status in
Australia and appointed as legally recognised directors of APNIC.
As things stand, the APNIC EC have limited legal status in Australia and this
needs to be amended.
I have spoken to a to a specialist lawyer who has advised that there are some
legal solutions available to APNIC to provide a level of legal guarantees for
the organisation and recognise the status of the EC. These have always been
open to APNIC and it is surprising they haven’t been adopted in the past 20
years. Im happy to speak with APNIC directly so they can consider it.
This issue also raises some broader points about the need for a totally new
governance structure for APNIC which I will raise elsewhere as this isn’t the
appropriate place.
But it is right that this issue has been highlighted and thank the community
members for raising it.
--
--
Kind regards.
Lu Heng
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