Hi Rob, Thanks for that clarification. I accept the technical point made. However, it is clear that for most public companies, Directors are appointed by significant shareholders to protect their interests at Board level. They may owe a fiduciary duty to the Company, but beyond that, they represent and fight for the interests of their appointers - so long as that does not breach their fiduciary duty. I'm not contending that a Board member should breach their fiduciary duty in support of their appointers cause, rather that candidates standing for office at auDA should fully inform those whose votes they seek so that the mandate supported by that constituency is clear and transparent to all - the rest of the Board in particular. Candidates should be unrestricted in the official statements they make in support of their candidacy. Regards, Larry Bloch Direct: ???????????? (02) 9934-0536 Mobile: ?????????? (0411) 545-118 Personal Fax: ? (02)? 8079-0741 -----Original Message----- From: dns-bounces+larry.bloch=netregistry.com.au§dotau.org [mailto:dns-bounces+larry.bloch=netregistry.com.au§dotau.org] On Behalf Of Robert Gregory Sent: Friday, 25 September 2009 12:19 PM To: .au DNS Discussion List Subject: Re: [DNS] 2009 Elections Hi Larry, Board members of public companies (such as auDA) do not represent either 'electorates' or themselves. They have a fiduciary duty under the Corporations Act (s181) and at common law to exercise their powers and discharge their duties for proper purposes and in the best interests of the company as a whole. This includes all members (irrespective of the class of member) and, in some circumstances, the creditors of the company. That fiduciary duty is owed to the company, not to any particular member or group of members. The board members are accountable to the class of members who elect them at their next election (if they choose to stand again and are nominated and seconded). Cheers Rob Gregory -----Original Message----- From: dns-bounces+robert.gregory=maddocks.com.au§dotau.org [mailto:dns-bounces+robert.gregory=maddocks.com.au§dotau.org] On Behalf Of Larry Bloch Sent: Friday, 25 September 2009 10:36 AM To: .au DNS Discussion List Subject: Re: [DNS] 2009 Elections ...and further to my comment below, this is another issue that goes to the heart of the need for reform of auDA. Board representatives are not accountable to their electorate. Their mandate is weak or unknown, their position is not clearly articulated - both to the Board itself and to the members. The current Board election process does not support strong, articulate, committed representatives with an agenda to achieve specific, defined outcomes. Nobody really knows what Board members actually stand for - or if, indeed, they stand for anything other then themselves. The current membership and Board structure of Supply and Demand is more or less meaningless if Board members do not transparently represent their electorate rather than themselves. I'm not saying that current Board members do only represent themselves, only that what they do stand for and represent is not transparent. Regards, Larry Bloch Direct: ???????????? (02) 9934-0536 Mobile: ?????????? (0411) 545-118 Personal Fax: ? (02)? 8079-0741 -----Original Message----- From: dns-bounces+larry.bloch=netregistry.com.au§dotau.org [mailto:dns-bounces+larry.bloch=netregistry.com.au§dotau.org] On Behalf Of Larry Bloch Sent: Friday, 25 September 2009 10:04 AM To: .au DNS Discussion List Subject: Re: [DNS] 2009 Elections No point having any word limit. If a candidate has something to say - let them say it. If it's boring, nobody will read it. This statement is the only information the constituency has available to choose between the candidates from. Without a clearly articulated candidate statement, how are the members supposed to hold a representative accountable? The point of democracy and voting and representation is to select a candidate based on their policy or approach which then gives them a mandate to push through what the electorate voted for. Word limits on statements disenfranchise the electorate by weakening the mandate of elected representatives and thereby preventing the electorate holding them to account. More than just a statement, candidates should have the opportunity to address the AGM in support of their candidacy. That way, perhaps someone will actually turn up at the AGMs. Regards, Larry Bloch Direct: ???????????? (02) 9934-0536 Mobile: ?????????? (0411) 545-118 Personal Fax: ? (02)? 8079-0741 -----Original Message----- From: dns-bounces+larry.bloch=netregistry.com.au§dotau.org [mailto:dns-bounces+larry.bloch=netregistry.com.au§dotau.org] On Behalf Of David Goldstein Sent: Friday, 25 September 2009 9:45 AM To: .au DNS Discussion List Subject: Re: [DNS] 2009 Elections Rod, Anyone who becomes a board member for the money has rocks in their head. Another issue is candidates are limited to 100 words in their statements, so it's difficult to be anything but vague, however given Kim has raised a good issue, maybe it's worth considering upping the word limit for candidate statements to 200-300 words. David ----- Original Message ---- From: Rod Keys <info§ddns.com.au> To: .au DNS Discussion List <dns§dotau.org> Sent: Thursday, 24 September, 2009 10:22:01 AM Subject: Re: [DNS] 2009 Elections Could it be that they are in it for the $$$? Kim Davies wrote: > I was reading the candidate statements for the coming auDA AGM at > http://www.auda.org.au/pdf/2009_AGM_-_Candidate_Statements.pdf > > I am wondering if the candidates can propose concretely what they > would like to see change at auDA. Rather than conveniently saying > things like "increase transparency", "increase stability", "increase > commercialization(sic)" how would that transfer into actual actions > you would take on the Board? > > thanks, > > kim > > ps. It would be nice if all candidates published contact details - > there seems to be no way to email these questions to them directly. > ---------------------------------------------------------------------- > ----- List policy, unsubscribing and archives => http://dotau.org/ > --------------------------------------------------------------------------- List policy, unsubscribing and archives => http://dotau.org/ __________________________________________________________________________________ Get more done like never before with Yahoo!7 Mail. 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