[PDB Gov] Risk of excessive DE-CIX influence on PeeringDB

[Yolandi Cloete]

Dear All,

I agree with the concerns that have been raised.

May I propose that we remain on the list of candidates for voting? While
the likelihood of both of us being the top two candidates is quite low,
should that occur, the bylaws (as Barry has noted) require that any
decisions made by directors must carry a majority vote.

I would also propose formalising a bylaw to prevent future instances where
affiliated members occupy multiple seats (as proposed by Chris), following
the guidance from the rules shared by Thomas.

Alternatively for this round of voting,* if it so happens *that the two of
us are the top two voted candidates, we could hold a second round of voting
in which members vote for only one of us. The second seat should be awarded
to the third‑highest‑voted candidate.

I would greatly appreciate a fair chance to stand for the seat, and thank
you for your consideration.

On Tue, Apr 14, 2026 at 8:07 PM Andrew Owens via Pdb-gov <
pdb-gov at lists.peeringdb.com> wrote:

> Article 3 contains very few limitations. @Chris Caputo
> <ccaputo-dated-1786555296.35791c at alt.net> - Agree with the proposal,
> though "affiliate" needs to be clearly defined.
>
> @Owen - Yolandi (Not Yolanda).
>
>
>
> *Andrew Owens*, Interconnection and Peering  |  Teraco Data Environments
> (Pty) Ltd.
>
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> ------------------------------
> *From:* Pdb-gov <pdb-gov-bounces at lists.peeringdb.com> on behalf of Chris
> Caputo via Pdb-gov <pdb-gov at lists.peeringdb.com>
> *Sent:* Tuesday, 14 April 2026 19:21
> *To:* pdb-gov at lists.peeringdb.com <pdb-gov at lists.peeringdb.com>
> *Cc:* Chris Caputo <ccaputo at alt.net>
> *Subject:* Re: [PDB Gov] Risk of excessive DE-CIX influence on PeeringDB
>
> Barry, good point about 2.3.2.
>
> Bylaws:
>
> https://docs.peeringdb.com/gov/legaldocs/2026-01-14_PeeringDB_Bylaws.pdf
>
> section "3.3 Qualifications" could be revised as follows.
>
> Current:
>
> - Directors may be any person who is elected by a majority vote of all
> members entitled to vote. Directors may have such other qualifications
> as the Board may prescribe by amendment to these Bylaws.
>
> Proposed:
>
> - Using the definition of "affiliate" from section 2.3.2 of these
> Bylaws, Directors may not be an affiliate of another Director. Other
> than that, Directors may be any person who is elected by a majority
> vote of all members entitled to vote. Directors may have such other
> qualifications as the Board may prescribe by amendment to these
> Bylaws.
>
> For reference:
>
> - 2.3.2 Members who are affiliated with each other are entitled to a
> total of one vote upon each issue. "Affiliate" means, with respect to
> a particular person, any entity that directly or indirectly controls,
> is controlled by, or is under common control with such person.
>
> Chris
>
> On Tue, 14 Apr 2026, Barry O'Donovan via Pdb-gov wrote:
> > This discussion needs to be decoupled from the candidates, as I’d
> > happily give either my vote.
> >
> > This is simply a matter of good (corporate) governance: there should be
> > a limit of one on people serving as directors from the same
> > organisation.
> >
> > As it stands, bylaw 2.3.2 prevents members who are affiliated with each
> > other having more than one vote. It surely then makes no sense to have
> > two directors from the same org 🤷‍♂️
> >
> >  - Barry
>


-- 
Yours Sincerely,
Yolandi Cloete
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