Notice is hereby given

that the Annual General Meeting (AGM) of The Real Estate Institute of New South Wales Limited (REINSW) for the year ended 30 June 2023 will be held both in person and virtually (via Zoom) on Thursday, 23 November 2023 at 10.15am AEDT. Please RSVP at the bottom of the page. If you wish to attend the AGM online then your unique Zoom link will be sent a few days prior to the meeting. Please contact [email protected] if you have not received your unique Zoom link by Wednesday, 22 November 2023.

Venue: REI House, 30-32 Wentworth Avenue, Sydney NSW (attendance may be in person or using virtual technology via Zoom)

Time: 10:15am AEDT 

Timothy McKibbin
Company Secretary
The Real Estate Institute of New South Wales Limited

DETAILS
Date

Thursday, 23 November 2023

Time

10.15am - 12.00pm

Venue

Virtually: online via Zoom (using unique login details); or

In person: REI House, 30-32 Wentworth Avenue, Sydney

Parking

Wilson Parking, 175 Liverpool Street Car Park

Please note that parking and travel expenses will not be reimbursed. 

 

AGENDA

  • Welcome and apologies
  • To receive and adopt the draft minutes of the previous AGM held on 24 November 2022
  • Report of the President 
  • Report of the Returning Officer 
  • Election of Directors
  • Welcome of the incoming President
  • To receive and consider the Financial Reports, including the audited balance sheet, profit and loss accounts and other reports and statements required by the Corporations Act 2001 (including any Auditor’s Report for the financial year ended 30 June 2023) 
  • Special resolutions to consider and vote on proposed amendments to the REINSW Constitution and the adoption of a new By-Law, as set out in the amended Constitution and By-Laws provided in the AGM Pack and made available on REINSW’s website. The special resolutions which will be put to Members for voting with respect to the proposed amendments and new By-Law are set out below.
  • Ordinary resolutions to consider and vote on the adoption of new By-Laws, as set out in the By-Laws provided in the AGM Pack and made available on REINSW’s website. The ordinary resolutions which will be put to Members for voting with respect to the proposed By-Laws are set out below.
  • Awards for recognition of service to REINSW
  • Review and make recommendations to the Board on:
    • any matter affecting Real Estate Practice; or
    • the objectives and performance of REINSW
  • General Business: 

Note: If a Member intends to raise an item in General Business, the Secretary must receive written notice setting out particulars 28 days before the AGM. 

Special Business

To consider and, if in favour, pass the following resolutions as special resolutions:

  • Special Resolution 1 - That, subject to the passing of all Amendment Resolutions, in accordance with section 136(2) of the Corporations Act 2001 (Cth) and clause 265 of REINSW's Constitution, REINSW's Constitution is amended in the form tabled at the Annual General Meeting and signed by the Chair for identification, with effect from the conclusion of the Annual General Meeting.
  • Special Resolution 2 - That, subject to the passing of all Amendment Resolutions, as part of the amendments to REINSW's Constitution, REINSW adopts a new By-Law titled "By-Law 1 - Voting Rights" in the form tabled at the Annual General Meeting and signed by the Chair for identification, with effect from the conclusion of the Annual General Meeting.

"Amendment Resolutions" means Special Resolution 1 and Special Resolution 2 as set out above.

Inter-conditionality Resolutions

  • Special Resolution 1 and Special Resolution 2 are inter-conditional on both of those Special Resolutions being approved.
  • If either of Special Resolution 1 or Special Resolution 2 are not passed, then both of Special Resolution 1 and Special Resolution 2 will be taken to have been rejected by Members. For the avoidance of doubt, Special Resolution 1 and Special Resolution 2 are referred to as "Amendment Resolutions".

Ordinary Business

To consider and, if in favour, pass the following resolutions as ordinary resolutions:

  • Ordinary Resolution 1 - That REINSW adopts a new By-Law titled "By-Law 2 - Membership" in the form tabled at the Annual General Meeting and signed by the Chair for identification, with effect from the conclusion of the Annual General Meeting.
  • Ordinary Resolution 2 - That REINSW adopts a new By-Law titled "By-Law 3 - Chapters" in the form tabled at the Annual General Meeting and signed by the Chair for identification, with effect from the conclusion of the Annual General Meeting.

Accompanying Documents

The following documents will be available on the Member-only section of REINSW’s website by the end of October 2023 at www.reinsw.com.au/AGM2023Docs:

  • Draft Minutes of the AGM held on 24 November 2022;
  • Annual Report including the Report of the President, Financial Reports and the Auditor’s Report for the year ended 30 June 2023; and
  • Explanatory Memorandum to assist Members in understanding the background, context and description of the proposed amendments to the REINSW Constitution, the proposed new Membership By-Law, the proposed new Voting Rights By-Law and the proposed new Chapters By-Law.

If you require a hardcopy of these documents, please contact [email protected]

Participation

Attendees at the AGM will have a reasonable opportunity to participate in a vote taken at the meeting, and speak at the meeting, to the extent they are entitled to do so in person or by way of an electronic platform with features available to enable attendees to participate in the meeting, including (without limitation):

  • voting will be conducted by way of a poll in real-time using Zoom's online poll feature for online attendees and on a show of hands for in-person attendees (total votes will then be collated); and
  • questions can be asked orally and in writing (for instance, via the "chat" feature and "unmute" button on Zoom).

Attendees experiencing technical difficulties during the AGM should refer to the section below titled "Technical Difficulties".

Proxies

In accordance with REINSW’s Constitution, a Member has the right to appoint another person as a proxy, whether or not that person is a REINSW Member. A person may not act as proxy for more than five (5) Members. Proxies will only be valid if received by the Secretary no later than 5.00pm AEDT on Monday, 20 November 2023. If a proxy voting form is required, you can download the form here and email your completed form to the Secretary at [email protected]. For further assistance, please contact [email protected]

Tabling of Documents

If a document is required to be tabled at the meeting, REINSW may provide you with access to those documents either before or during the meeting.

Technical Difficulties

The Board is committed to providing Members with a reasonable opportunity to participate at the meeting. Whilst we do not expect technical issues to arise during the AGM, if there are technical issues experienced by those attending the AGM virtually, please call (02) 8267 0566 for assistance.