AFRINIC, Member Rights and Executive Interference
An administrator may maintain the record. It must not acquire the final power to decide whose rights survive.
The power to maintain a register does not include the power to overrule a court.
AFRINIC wants Cloud Innovation removed from the company register. The Supreme Court expressly ordered our inclusion.[1][2]
In its communiqué of 31 October 2026, AFRINIC announced that the Receiver had demanded our immediate removal and copied the demand to the Prime Minister, the ICT Minister, the Attorney General and the State Law Office.[1]
A member’s rights are being tested precisely where they matter: against the people administering the institution. The dispute exposes what happens when those people try to control who can hold them accountable.
The member rights behind this administration
Cloud Innovation exercised its rights as a Resource Member under the Companies Act to seek the appointment of a Receiver. The Court accepted our standing, made the appointment and required an election under AFRINIC’s constitution. The receivership process then led to the election through which the present directors claim office.[7]
Member rights enabled the application. The Court appointed the Receiver. The receivership produced the electoral process from which Board authority is now claimed.
Now the Receiver wants that same member removed from the company register.[1] If AFRINIC denies the statutory membership underlying our application, it must explain how that denial fits the legal process from which its present administration emerged. They cannot rely on member rights to establish an administration and then treat those rights as disposable when the member demands accountability.
The Receiver’s position makes the contradiction sharper. He holds office under the Court’s authority and remains subject to its supervision. If its directions require clarification or variation, he must return to the Court. Seeking executive assistance to defeat an operative judicial direction would mean using the Court’s appointment as his authority while trying to escape the limits it imposes.[6][7]
The Court’s authority cannot be his justification for taking office and an inconvenience to be bypassed when it limits his power.
Correcting a category does not erase membership
Cloud Innovation is a Resource Member. We accept that listing us as a “Registered Member”, the category AFRINIC’s bylaws associate with directors, was wrong. We did not acquire a Board seat by appearing on the register. That does not erase our membership of the company.[10]
On 11 June 2025, the Supreme Court directed AFRINIC to rectify its register under section 91 and include Cloud Innovation as a member, with corresponding corrections in the Registrar’s records. The order required the earlier entries to be removed and corrected.[2]
The 19 June ruling addressed the erroneous Registered Member classification and recorded removal of that wrongly classified entry. It contained no express order setting aside the 11 June inclusion directions.[3] AFRINIC now relies on the classification ruling to justify deletion. I reject that reading. Correcting the category does not cancel an express direction to record membership.
The Companies Act supplies the legal framework. Section 2 includes a person entered in, or entitled to entry in, the register of a company limited by guarantee. Section 269 applies the relevant shareholder provisions to members, subject to the Act’s exceptions. AFRINIC has no share capital. These are statutory member protections, not tradable equity shares.[4]
Every Resource Member should have those protections. The June order names Cloud Innovation; each other member’s entitlement must receive proper legal recognition. If that means thousands of names on the register, put thousands of names on it. The length of a list cannot decide the extent of a right.
Executive officials cannot supply a missing court order
In May 2026, AFRINIC said it was considering asking the Supreme Court to clarify which register the June order concerned.[5] In October, it announced a demand for administrative deletion and referrals to executive authorities.[1]
Where is the judicial clarification authorising the removal now demanded?
Read against the Court’s inclusion directions, I regard this as an attempt to enlist executive and administrative power to circumvent a judicial order. An administrative instruction cannot lawfully defeat an operative court order. That would breach the separation of powers and the rule of law.
In Brantley, the Privy Council drew on Mauritius’s separation-of-powers cases and explained that even a minister who considers an order wrongly made must obey it until it is set aside.[6] The seniority of the official receiving a letter does not change that obligation.
Publish the legal notice. Identify the operative order authorising removal. A list of government recipients cannot supply it. Copying ministers is not proof that they intervened; the objection is to seeking an administrative result that would defeat a judicial direction. Officials receiving that request must uphold the Court’s orders.
We demand removal of the disputed directors through the competent legal process. The Registrar must implement lawful decisions; the courts must determine contested judicial questions. That division binds everyone.
Administrators cannot certify their own authority
Cloud Innovation does not recognise this Board as lawfully constituted. Those claiming office must establish the legal basis for their appointments. A Board does not validate itself by publishing a communiqué.
The same limit applies to the “spirit” of the bylaws. An administrator must interpret rules to apply them. That task does not give him a power to replace them. Where a departure requires judicial authorisation, he must obtain it. His personal account of the rules’ purpose cannot supply the missing authority.
Otherwise, the administrator decides which rules bind him, decides whether he complied, and expects everyone affected to accept his answer.
The constitutional separation of state powers and the governance of a private company involve different legal rules. Both expose the danger of allowing the person exercising power to become its final judge.
The directors are overseeing the rules that constrain them
The Board appointed the Bylaws Review Committee’s six members and chair with the Receiver’s consent. The published process requires Board approval before the final proposals go to members.[8]
The published draft expressly attaches statutory registration and Companies Act rights to directors while describing Resource Membership as contractual. Specified governance rights and rights required by law remain protected, but the draft reinforces the legal divide between administrators and resource holders. Article 7.2A requires ten Resource Members to support a proposal and allows two-thirds of all directors to refuse its inclusion, with written reasons.[9]
The conflict is structural: directors oversee proposals that would make member scrutiny of those directors more dependent on their permission.
Members still vote on amendments. They should use that vote to reject provisions that weaken their ability to hold administrators accountable. A consultation does not prove that a proposed power is necessary. A majority cannot vote mandatory law out of existence.
Can members inspect, challenge and seek remedies against the administrators? Can they put a proposal before one another without the people it challenges controlling access to the general meeting? Those questions matter more than assurances about good governance.
Member rights must protect the networks members operate
Corporate membership and rights over number resources are separate. Entry in a company register does not itself establish ownership of an IP address block. Equally, an operator’s continuing use of lawfully held resources should never depend on keeping its membership administrators pleased.
The proposed constitution retains the link between termination of membership and return of resources. It also permits delegation of suspension and termination powers, subject to safeguards.[9] That is why a corporate membership argument can reach directly into a running network.
I defend secure rights to retain, use and transfer lawfully held resources, with competing claims resolved independently. A Board should not have discretionary power to confiscate an operator’s resources. Giving that power to a membership majority does not cure the problem. More people voting cannot manufacture ownership of somebody else’s assets.
The principle in Note 72, the Bill of Rights of Uniqueness Coordination, remains the same. The common system must protect uniqueness, accurate records and operational continuity. Its administrators must remain limited and replaceable.
The rights must survive the recordkeeper
Recognising every entitled Resource Member is an immediate defence against exclusion. The deeper task is to remove the dependence that makes exclusion so dangerous.
Running-Code Primacy requires coordination to serve functioning networks through verifiable rules. Records and authorised updates must remain independently verifiable when an administrator fails, becomes conflicted or disputes a member’s position.
A replacement must preserve coherent history, address uniqueness, security functions and customer continuity. Copying a database is insufficient if legitimate updates or security services still depend on the incumbent’s permission.
Registry portability provides protection during transition. Moving to another institution with the same discretionary veto leaves the underlying problem intact. The eventual design must allow valid coordination to continue without one organisation retaining exclusive power to recognise it.
The AFRINIC dispute makes that architectural failure visible. Networks should not have to keep winning corporate and constitutional disputes to protect their operating position from their own recordkeeper.
An administrator may maintain the record. It must not acquire the final power to decide whose rights survive.
Sources
1. AFRINIC communiqué, 31 October 2026. The 4 November corrigendum corrects the 2021 case reference from SC/COM/MOT/000275/2021 to SC/COM/PET/000275/2021.
2. Supreme Court order, 11 June 2025, SC/COM/MOT/000399/2025, second page.
3. Supreme Court amended minutes and oral ruling, 19 June 2025, SC/COM/MOT/000442/2025.
4. Mauritius Companies Act 2001, sections 2 and 269.
5. AFRINIC communiqué, 9 May 2026.
6. Brantley v Constituency Boundaries Commission [2015] UKPC 21, paragraphs 25–34, especially 31 and 33. This Saint Christopher and Nevis appeal discusses Mauritius’s Ahnee and Khoyratty principles; it is not an adjudication of the AFRINIC dispute.
7. AFRINIC v Cloud Innovation Ltd & Anor, 2024 SCJ 473, background and reproduced receivership mandate.
8. Appointment of the Bylaws Review Committee, 2 March 2026; published constitutional review process, 4 August 2026.
9. Published draft proposed amended constitution, Articles 6.5–6.6, 7.2A, 8.5 and 8.6.