The 95th Annual General Meeting of Members of
The Royal Australian Institute of Architects Limited
ACN 000 023 012 will be held on:
Date: Saturday 11 May 2024
Time: 1.00 pm (AEST)
Venue: Meeting Room 203-204, Level 2
Melbourne Convention & Exhibition Centre, 1 Convention Centre Place, South Wharf
Melbourne VIC 3006
The 95th Annual General Meeting of Members of
The Royal Australian Institute of Architects Limited (ACN 000 023 012) will be held on:
Date: Saturday 11th May 2024
Time: 1.00 pm (AEST)
Venue: Meeting Room 203-204 Level 2, Melbourne Convention & Exhibition Centre
1 Convention Centre Place, South Wharf, Melbourne VIC 3006
1. Welcome and Administration
2. Minutes of 2023 Annual General Meeting
To receive the Minutes of the Annual General Meeting held on 31 May 2023. The Minutes of the 2023 AGM are included in this notice and commence on page 5
3. Reports of the National President, the Board Chair and the Chief Executive Officer
3.a To receive the report from the National President for the 2023 year.
3.b To receive the report from the Board Chair
3.c To receive the report from the Chief Executive Officer
4. Financial Statements and Reports
To consider the: Institute’s Financial Report and Directors’ Report; and Independent Auditor’s Report, for the year ended 31 December 2023.
The Institute’s Annual Report, which includes the Financial Report, Directors’ Report and the Auditor’s Report, can be accessed on the Institute website: https://www.architecture.com.au/about/annual-report
5. Other Business
5.a To thank those Directors who will conclude their respective terms on the Institute’s Board at the conclusion of the 2024 AGM:
• Shannon Battisson LFRAIA
5.b To introduce the new National President of the Institute, Jane Cassidy FRAIA, who takes office at the conclusion of the 2024 AGM.
5.c To announce the members of the Institute’s Board of Directors for 202425.
By order of the Board of Directors of the Royal Australian Institute of Architects on 19 April 2024
Signed
Name Barry Whitmore Company Secretary
Note: These Explanatory Notes should be read together with the Notice of Meeting.
1. Minutes of previous AGM
(a) The Minutes of the 2023 Annual General Meeting are included in this notice and commence on page 5.
(b) There is no requirement for Members to approve these minutes.
2. Financial Report, Directors’ Report and Auditor’s Report
(a) The Corporations Act 2001 (Cth) requires Institute directors to put before the Members for consideration at the AGM, the Financial Report and the Directors’ and Auditor’s Reports for the last financial year.
(b) There is no requirement for Members to approve these reports.
(c) At the AGM, Members will be given a reasonable opportunity to ask questions and make comments on the financial statements and the reports, as well as on the operations and management of the Institute.
Minutes of the 94th Annual General Meeting of Members of
The Royal Australian Institute of Architects Limited
Held in person at the Tasmanian Chapter offices
1/19a Hunter Street, Hobart Tasmania 7000 Commencing at 2.00 pm AEST on 31 May 2023
1. Welcome and Administration
Chair Shannon Battisson LFRAIA welcomed members to the 94th Annual General Meeting of the Royal Australian Institute of Architects, held in person at the Tasmanian Chapter offices, 1/19a Hunter Street, Hobart. Chair Battisson offered an Acknowledgment of Country. She also introduced the Institute Board Directors, incoming President Elect and Management to the meeting.
The Company Secretary advised that a quorum was present, based on Voting Members present and Chair Battisson formally declared the meeting open.
Voting members present :
Shannon Battisson Karyn Bogus
Stuart Tanner Gaetano Palmese
Peter Hobbs
Jane Cassidy
Lisa Moore
Chris Shurman
Megan Baynes
Jason Licht
Andrew Williamson
Pei Kai Tan
Directors Present (Other than Voting members):
Shirley Chowdhary Julian Crawford
Dr Wesley McClendon
Formal Apologies received:
No formal apologies were received.
Proxies
No proxy voting forms were received.
2. Considering AGM 2022 Minutes
The Meeting received and noted the Minutes of the 2022 Annual General Meeting held on 19 May 2022
No questions were raised or discussion had.
3. The 2022 Year
3a The year in review
The Chair reflected on some of her and the Institute’s achievements and challenges for 2022
No questions were raised or discussion had
3b Receiving and considering the 2022 Financial Statements and Directors’ Report.
The Meeting received and noted the Institute’s Financial Statements and Directors’ Report for the year ended 31 December 2022
No questions were raised or discussion had
3c Receiving and considering the Auditor’s Report
The Meeting received and noted the Independent Auditor’s report on the Institute’s Financial Statements for the year ended 31 December 2022
No questions were raised or discussion had
4. Other Business
4a Announcement of the Board of Directors of the Institute
The Chair announced the members of the Institute’s Board of Directors for the 20232024 year.
Directors elected by National Council and who will take office in their respective roles from the conclusion of this AGM are:
• The President for 2023 – 2024 is Mr Stuart Tanner FRAIA, previously elected as President Elect by National Council in February 2023.
• Ms Jane Cassidy RAIA who was elected as President-Elect.
• Ms Shannon Battisson LFRAIA becomes the Immediate Past President
• Ms Lisa Moore FRAIA commences as National Council Director.
• There is a casual vacancy in the second National Council Director position which will be filled in the coming weeks.
Independent Directors, appointed by the Board in consultation with National Council who are continuing:
• Ms Shirley Chowdhary, Mr Julian Crawford and Dr Wesley McClendon
Mr Antonio Giannone LFRAIA steps down from the Board as Past President.
The Chair provided the opportunity for outgoing Board Chair and National Council Director Mr Peter Hobbs LFRAIA to reflect on his tenure representing the Institute.
No notice of any other item of business had been given or received. No other questions were raised or discussion had
There being no further business, the Chair introduced the incoming National President Mr Stuart Tanner FRAIA who takes office from the conclusion of this AGM
Incoming National President Mr Stuart Tanner FRAIA accepted the Chains of Office and spoke to his presidential year ahead, as well as thanking his fellow Board Directors and Ms Shannon Battisson LFRAIA on her term as National President and leading the Institute through an exceptional year.
Chair declared the meeting closed at 2.48 pm and thanked all who were in attendance at the 2023 AGM.
Signed by the Chair of the Meeting as a true record of the meeting,
Shannon Battisson LFRAIA – National President and AGM Chair
Date: 5 June 2023
Voting Members (Life Fellows, Fellows, Member category members, Associate and Graduate members) will be able to cast their vote on motions either:
• In person at the meeting; or
• Via an appointed proxy, by completing and submitting the attached proxy form
As indicated in the matters listed as Business of the Meeting, there are no substantive motions that Members are being asked to consider at this year’s AGM, however procedural motions, if proposed, may need to be voted on.
A Member who is entitled to attend and vote at the meeting (a Voting Member) may appoint a proxy to attend and vote on their behalf.
To vote by proxy, please complete and sign the attached proxy form and return it to the Institute as soon as possible.
For the appointment of your proxy to be effective:
Your nominated proxy must be a current Voting Member of the Institute;
Your nominated proxy must sign the form; and
Please send the signed proxy form to the Company Secretary of the Institute which must be received by no later than:
1.00 pm AEST on 9 May 2024
12.30 pm ACST on 9 May 2024
11.00 am AWST on 9 May 2024
Proxies must be sent to the Company Secretary by one the following methods: By mail: The Company Secretary
The Royal Australian Institute of Architects Limited Level 1, 41 Exhibition Street, Melbourne Vic 3000
By fax: (03) 8620 3864. Attention to the Company Secretary. By email: to the Company Secretary, at agm@architecture.com.au
For questions or further information, please contact us at agm@architecture.com.au.
SECTION A
I
(full name) of (business address)
being a financial Voting Member of The Royal Australian Institute of Architects Limited (ACN 000 023 012), with the Institute membership number _____________________________ appoint: (full name of proxy) of __________________________________________________________________ (address) with the Institute membership number: ___________________________ or, if that person cannot or does not attend or vote, then the chair of the Meeting to act as my proxy at the Annual General Meeting of the Institute to be held at Meeting Room 202-203, Level 2, Melbourne Convention & Exhibition Centre, 1 Convention Place South Wharf Melbourne VIC 3006 on 11 May 2024 and at any adjournment of that meeting.
[Note: thisproxy mustbereceivedby theInstitutenolaterthan 48hourspriorto the AGM time.PleaserefertothepreviouspagefordetailsonhowtosubmitthisProxyform.]
Signature of Member
Date: 2024
SECTION B
I direct my proxy to vote as follows (*not applicable for this AGM as there are no substantive motions to be voted on):