EGM results - were the voting allocations correct?

[Whois-Search]

For those who don't or can't read Nom-Steer.

Questions have been raised about linked members being on the voting rights allocation used for the EGM:

Allocation of Voting Rights

Angus Hanton has pointed out that the following members have merged:

1. Pipex and SupaNetworks
2. Pipex and Freedom2
3. NetBenefit (whose CEO is a Nominet board member) and Exalia
4. UK2 and another.com
5. Claranet and Netscalibur
6. Global Registration Services, VeriSign Sweden and VeriSign Digital Brand Management
7. NTL and Telewest

Ones also worth looking at are:

8. Melbourne IT Corporate and Melbourne IT
9. Plusnet and BT
10. Verio and NTT
11. Easynet and News International
12. Pipex and Cable & Wireless/Bulldog


Article 19 of the Nominet Articles of Association says:

http://www.nominet.org.uk/digitalAssets/10274_Articles_of_Association.pdf

"Not more than one member of any group of companies (as defined in Section 53 of the Companies Act 1989) may be a member of the Steering Committee."

Therefore the merged members above should only be allowed to vote once instead of twice????

The latest is ...........

Lesley Cowley has said things like on the membership application form, it currently states "You must not apply for Nominet membership if an existing Nominet membership is held in the name of the applicant or by a member of the applicant's group of companies." Also it says on Allocation of Voting Rights "If you are aware of any members on this list who should be linked but appear not to be, please let us know via egm[at]nominet.org.uk".

Angus Hanton and other members are calling for an independant review (by the Electoral Reform Society and not Popularis again).

 

[Beasty]

"Not more than one member of any group of companies (as defined in Section 53 of the Companies Act 1989) may be a member of the Steering Committee."

Therefore the merged members above should only be allowed to vote once instead of twice????

The latest is ...........

Lesley Cowley has said things like on the membership application form, it currently states "You must not apply for Nominet membership if an existing Nominet membership is held in the name of the applicant or by a member of the applicant's group of companies." Also it says on Allocation of Voting Rights "If you are aware of any members on this list who should be linked but appear not to be, please let us know via egm[at]nominet.org.uk".

Angus Hanton and other members are calling for an independant review (by the Electoral Reform Society and not Popularis again).

With respect, Lesley seems to misunderstand the present tense in Article 19. Such memberships simply may not "be" held within the rules. It is not a matter of application forms or any contingent issues.

More than one member from a group can not be a Nominet member - and if they were at the time of the vote then their votes were invalid.

 

[sneezycheese]

With respect, Lesley seems to misunderstand the present tense in Article 19. Such memberships simply may not "be" held within the rules. It is not a matter of application forms or any contingent issues.

More than one member from a group can not be a Nominet member - and if they were at the time of the vote then their votes were invalid.

...So given this 'misunderstanding' and the likelyhood of the vote (and a proportion of the membership) being 'invalid' - What can be done now? - Is this a matter for Companies House or some other body?

Regards,

Sneezy.

 

[Hazel Pegg]

For those who don't or can't read Nom-Steer.

Those who could but don't have made a choice. But I don't see why snippets from a closed mail list are being provided here for those who can't.

The Nominet website states:
"We have a number of discussion lists that are available only to members and tag holders as a means of communicating on a variety of subjects."
Discussion Lists

Anyone is free to become a member or a tagholder and thus have access to the lists.

But if people continue to post selective snippets from the posts made by others to nom-steer onto Acorn Domains (and elsewhere?) then I think that this could have a negative impact on the value of nom-steer as the mail-list for the Steering Committee of Nominet. Some may think that they are posting to one forum and may be surprised (and unhappy) to find their comments being spread around other forums. They may even stop posting and this will not help nom-steer subscribers reach informed decisions based on a variety of viewpoints.

At the very least the originator of this thread is guilty of bad nettiquette (horrid word). I haven't noticed non-members of AD posting stuff from the private areas of this forum into the public domain and don't know what sanctions, if any, could be levied. But I'm starting to wish that Nominet had some sanctions that it could impose on those who routinely breach the closed status of nom-steer.

Hazel

 

[Whois-Search]

Hazel,

As I just said on Nom-Steer:

Angus gave me permission to use his email (in my own words).

Also I have not quoted Lesley direct I quoted what she says is on
Allocation of Voting Rights

i.e. "If you are aware of any members on this list who should be linked but
appear not to be, please let us know".

I wanted to hear views of other "stakeholders" and non-posting-nomsteer
Nominet members about the issue.

It will soon most likely make the "news" anyway?

I would also like to hear from people like Jonathon Robinson about
NetBenefit & Exalia......on Nom-steer of course.

Rather than the same people talking about issues here as on Acorndomains.

Now if Nominet was to sanction me for doing the above then I would most likely setup a site like yours NOTnominet.org.uk ?

Or even my own blog on notnomsteer.org.uk.

Andrew

 

[rob]

But I'm starting to wish that Nominet had some sanctions that it could impose on those who routinely breach the closed status of nom-steer.

Simple - kick them off the list !

Might reduce the amount of crap in my inbox as well

 

[sneezycheese]

Those who could but don't have made a choice. But I don't see why snippets from a closed mail list are being provided here for those who can't.

At the very least the originator of this thread is guilty of bad nettiquette (horrid word). I haven't noticed non-members of AD posting stuff from the private areas of this forum into the public domain and don't know what sanctions, if any, could be levied. But I'm starting to wish that Nominet had some sanctions that it could impose on those who routinely breach the closed status of nom-steer.

...If I were you hazel - I'd be more worried about any possible breach of the Law, rather than that someone has been bold enough to highlight that Nominet may have broken Company Law! - I'm slightly worried that you seem to be advocating some kind of 'Gagging Clause'!

In any case: If anyone wishes to make a complaint to Companies House on this subject, then email your complaint to [email protected] - FAO Companies Administration Section.

Anyone is free to become a member or a tagholder and thus have access to the lists.

...Not quite Hazel, as there is a very significant financial barier to entry.

 

[olebean]

If anyone wishes to make a complaint to Companies House on this subject, then email your complaint to [email protected] - FAO Companies Administration Section.[/B]

Toothless tiger!

 

[Hazel Pegg]

Rather than the same people talking about issues here as on Acorndomains.

Here is Acorn Domains.

Hazel

 

[Hazel Pegg]

I'm slightly worried that you seem to be advocating some kind of 'Gagging Clause'!

I'm not. If anyone wants to raise Nominet related issues here then fine with me. What I object to is snippets from nom-steer being taken out of context and presented here with a not so hidden agenda.

..Not quite Hazel, as there is a very significant financial barier to entry.

That's true. 'Free' was perhaps not the best choice of word

Hazel

 

[weycresto]

If you read Alex Bligh's response to my post on nom-steer it would appear that Pipex and Supanames "votes" (for example) would have been added togethor and capped under the "connected membership" rule.

I think it would have avoided some misunderstanding if they had published a voting allocation table that reflected voting after members had been connected and capped, but there you go.

 

[Hazel Pegg]

I think it would have avoided some misunderstanding if they had published a voting allocation table that reflected voting after members had been connected and capped, but there you go.

Easier said than done. The cap is a percentage of total votes *cast* so until the close of voting no-one can calculate how many votes a capped member will have - or even which members will be capped.

Hazel

 

[weycresto]

Aha. Indeed that would be tricky.

 

[sneezycheese]

Arn't we getting of the point a bit...

The issue: Article 19 of the Nominet Articles of Association says:

"Not more than one member of any group of companies (as defined in Section 53 of the Companies Act 1989) may be a member of the Steering Committee."

Section 53 of that Act: Companies Act 1989

So does anyone from Nominet (PAB included) have anything constructive to say on this issue???

 

[weycresto]

True but existing members who are connected are "linked togethor" for voting purposes so I can't quite see the problem with that. New members are in fact excluded from membership if they already linked to existing members.

I gather Nominet intend to clarify how linked members are dealt with in the Articles and are "publicly committed" to do so.

 

[Hazel Pegg]

I gather Nominet intend to clarify how linked members are dealt with in the Articles and are "publicly committed" to do so.

Yep. I was one of those who opposed that change last time around 'cos it was bundled in with a whole load of other stuff. Here's hoping that next time it comes to the vote we can get it sorted.

Hazel

 

[sneezycheese]

True but existing members who are connected are "linked togethor" for voting purposes so I can't quite see the problem with that.

...How about THE LAW!!! - oops - sorry - realised Nominet is a Law Unto Themselves!

 

[Beasty]

If you read Alex Bligh's response to my post on nom-steer it would appear that Pipex and Supanames "votes" (for example) would have been added togethor and capped under the "connected membership" rule.

I think it would have avoided some misunderstanding if they had published a voting allocation table that reflected voting after members had been connected and capped, but there you go.

I have not read Alex's answer on this - but the point is that neither Pipex nor SupaNetworks are allowed to hold membership at the same time - so neither was a valid member at the time of either the AGM board vote nor the EGM vote.

Connected members does not arise - Article 19 says that "group" companies may not be members. That is clear and unambiguous English. Now people may want to change it - but until they do it still applies.

So the material question is not what may or ought to happen once the membership list has been analysed for connected persons - but why are "group" members on the list at all? They should all be removed and the votes either re-run - or at the very least recalculated without any invalid "group" member votes included.

 

[olebean]

So the material question is not what may or ought to happen once the membership list has been analysed for connected persons - but why are "group" members on the list at all? They should all be removed and the votes either re-run - or at the very least recalculated without any invalid "group" member votes included.

In practicality can that be done?

 

[Beasty]

In practicality can that be done?

A show of hands that a chairman passes is basically set in stone.

A poll - where all the data is available to be re-assessed - can be put back together if an error or errors are found. It can also be re-run.

As an example, a PLC I was dealing with forgot (genuinely) to send ballots to a small number of members in a particular class. After an EGM the error was noticed and they (or maybe the company solicitors who had missed it :twisted: ) had to pay a substantial sum for a complete re-run of the EGM - even though the outcome was never in doubt.