The Predictable Response of Nominet to last week's EGM

It was so predictable that the Board would obstruct the replacement of Mark Wood with Sir Michael Lyons... and play for time, while they re-grouped.

There is a profound vacuum of trusted leadership.

So we basically have the same regime as 2 weeks ago, just Russell (CEO) and Mark (Chair) not there.

I completely disagree with the delay (or ultimate obstruction) over appointing Sir Michael as Chairman and Axel as director, which were integral parts of the Public Benefit campaign, which virtually 500 members signed up for.

But to be quite clear, the personnel now on the Board (and the new interim CEO) are the personnel who had been waving through the policies of Mark and Russell - without any public contradictions - and this regime and its policies have just been massively called out at the EGM, with a huge loss of Trust and Confidence.

Does Rob’s statement yesterday engender trust, confidence, that this isn’t just the previous regime regrouping and playing for time?

On the flip side, they are gambling that a 2nd EGM won’t be called, because the win at the 1st one was too borderline.

That is the factor Simon Blackler will face as well of course.

In principle, I’d like to see the entire Board dismissed by the members, at which point, members have power and a company obligation to appoint at least one director to keep the company legal. That’s the nuclear option.

However, a second passed resolution of that kind would not be certain.

I personally feel sad that Rob (acting Chair) and the Board have missed an opportunity here - a common-sense opportunity - to appoint Sir Michael as quickly as they have appointed Ellie Bradley (Board evictee and interim CEO), to demonstrate a willingness to walk the walk of change, and not just talk the talk. That would have engendered trust that they were sincere in their ‘Road to Damascus’ conversion. It was possible to do.

As before, they seem to be listening only to the bits they want to hear. The first change hundreds of members called for was the replacement of Mark with Sir Michael. Instead, we have a vacuum of trust and a vacuum of trusted leadership.

Instead, the effect will be continuing loss of trust and confidence. This could lead to further instability for the company. Implicit in today’s announcement seems to me to be the desire to block Sir Michael’s appointment and the level of radical change last week’s EGM was called for.

Sure two fall guys in particular have gone - Russell and Mark - but today we were very much witnessing the same regime re-building itself. I have no trust in this Board’s intended direction. I will speak, and have spoken, to individuals on the Board and members of staff. But as things stand, unless individuals speak out (which they still may do) they will be tarnished with the same opprobrium lavished on Mark and Russell. From their reportedly ‘unanimous’ collaboration in the demonisation of the Public Benefit initiative, they never wanted the proposed changes and were vehemently opposed to what Public Benefit was requesting: Change of leadership right at the top. And everything that would follow from that. This 'remnant' Board rubber-stamped the policies Mark and Russell were kicked out for. None of them have earned trust. All of them have been a part of a regime that was gralloched last week.

To re-shape a quote by (I think) David Cameron: “they are all in this together”.

 

The king is dead, long live the king.

(Why no mention of board-level remuneration Rob?)

 

I wonder if this is about the remuneration for them or is there something more sinister behind this attitude.
Like Susannah said, appointing Sir Michael and Axel as directors would be a common-sense decision at this point.
But their continued obstruction suggests to me that there might be some other revenue streams (indirectly through supplier contracts or purchases for example) that they might be protecting this way, or that there might be some historical financial data (level of loss or the actual costs of these m&a) which would not put them in a good image, maybe even in a criminal culpability.
It doesn't make sense to be so opposed to this appointment just because you might loose your £40k/year ...

 

We need a push for a second EGM asap. It should be easier to get the first lot of voters to vote again as they can be shown the disdain with which nominet treats them that, previously, they may have been unaware of. Also maybe this time call for the actual *firing* of some people. Eleanor Bradley and the other trough feeders were given a lifeline once by just removing them from the board - time for them to collect their P45s.

 

Second EGM is the only thing left now. Nobody wanted this, but the board are still not listening.

They are so arrogant that they think it is their company and that the membership should listen to them.

Dismiss the remaining board members and appoint a new board, clean sweep and let's see what mess they have been hiding.

 

I'd give them a couple of months to listen, adapt and deliver. But appointing "Ellie" was a dumb move.

 

I don't think you can do that due to contract terms and employment laws

 

Go to Court to get Michael Lyons and Axel Pawlik put in place as per EGM resolution vote?
Crowdfund court costs. £1K here.
Another EGM will be ignored.

 

Another EGM to fire the whole board will see them gone. They wouldn't be able to ignore it. There could be a second motion in the egm that said dependant upon the first resolution passing, here is who we want appointed.

Under circumstances of firing the whole board, that second part is 100% valid. It possibly wasn't valid the first time due to only firing some of the board.

 

And risk falling short in the vote? Would assess Court path first.

 

At best, wouldn't the court then need to order that the second EGM motion was valid and that members would then need to vote on it? In my opinion, I think we are back at a new EGM vote either way.

The remainder of Nominet's board look to be in disarray, they won't get anywhere near the support that they did the first time. I personally don't see that there is a risk of losing the second time. I have zero hard evidence for this, but my heart tells me that the first vote wasn't as close as it seems. Let's just say that I'm not sure the Chair cast those proxy votes the way that some members wanted them to be. Such was the lack of trust for his conduct throughout the campaign.

 

Agreed.

I, too, also empathise with the need for dismissing the whole board. Let’s go nuclear.

 

Looks like another of Nominet's diversification businesses has taken a bit of a knock. Godaddy has announced that it is taking over MMX and Nominet is providing backend services to some of MMX's new gTLDs.

http://domainincite.com/26535-breaking-godaddy-buys-30-new-gtlds-for-over-120-million

I can understand the logic of appointing Eleanor Bradley to the board and it makes sense in business terms. She has been around for quite some time. Nominet has to walk a fine line between its members and the big industry players. To date, it had been favouring its bigger industry player. The EGM and the success of the vote must have shaken what's left of the board and some of the elected members may be worried about their future positions. The new appointments are temporary (6 months) so they give Nominet some time to reform. The worst thing Nominet could do is to ignore the wishes of the majority of members who voted for change but there was a serious loss of face for what's left of the board.

Regards...jmcc