The proposed new constitution was adopted at a Special General Meeting held on Monday 21 October 2024, with 87.61% votes in favour of the change.
This landmark development for the REIV and the entire Victorian real estate sector, will drive the REIV roadmap for the future providing us the right framework to respond to dynamic market conditions.
Browse the content below for an overview of the key updates implemented.
One person, one vote is a fundamental principle of fairness and equal opportunity. The proposed Constitution gives each eligible member an equal vote.
The current clause 3.7 provides:
(i) each Licensed Member who is a Financial Member shall have three votes; and
(ii) each Representative Member who is a Financial Member shall have one vote;
The proposed clause 8 will provide all Licenced and Representative members with one vote.
Further, the current clause 3.9(d) which requires payment of interest “at a rate of 4% higher than the rate for the time being fixed under Section 2 of the Penalty Interest Rates Act 1983 (Vic)” shall be deleted.
Reasons For Change
Equal voting rights will ensure:
a democratic and fairer process for individual voting members; and
resolutions that better reflect the interests of all core voting members.
A simplification of language to modernise terminology and reflect current processes.
The new clause states: The Institute has the following powers which may be used only to carry out its Purpose:
all the powers of a company limited by guarantee under the Act, and
the power to do all things necessary or convenient to be done for, or in connection with, the attainment of its Purpose.
Reason For Change
The current clause 2.2 conflates the Objects and Powers clauses. These are two distinct clauses and need to be distinguished.
To allow for a nimble response to changing market trends and sector dynamics, the details of various engagement and participation channels such as chapters etc., categories of membership and related matters will be detailed in the By-Laws. This allows the Board to proactively seek opportunities that help deliver the REIV purpose.
Some provisions have been removed for clarity or to resolve issues with the Constitution. These include the current:
Clause 3.1 (eligibility for membership),
Clause 6.3 (termination of membership, no appeal),
Clause 6.5 (imposition of a fine),
Clause 6.7(f)-(i) (consequences of suspension or termination),
Clause 7.6 (adjournment of general meetings), the meeting will now lapse instead of being adjourned,
Clause 16.4 (loan to an applicable person),
Clause 20 (transitional provisions), these will be replaced with the new provisions, and
Schedule 1 Proxy Form.
Reasons For Change
These amendments aim to simplify the constitution and resolve issues identified in the constitution review.
Clause 53 lays out arrangements to provide certainty to the Board and members regarding the transition from the current membership and board structure to the new structures. These clauses outline how the current membership structure and board structure will transition to the new structures under the new constitution.
It is intended that all Directors will serve out the remainder of their terms. Directors appointed as Additional Directors will continue serving their terms as Appointed Directors.
The reduction from 8 Metropolitan Elected Directors to 6 Metropolitan Elected Directors will commence from the 2026 AGM.
The Director serving as President will continue until otherwise replaced.
At the first Board meeting after adoption of the new constitution, the Board will appoint one Vice President from amongst the Directors. The position of Senior Vice President will cease.
Incorporated associations must have a governing document called a ‘constitution’ or ‘rules’ that sets out the roadmap for how the association will operate. It's a legal requirement that an organisation and its members follow the rules of the organisation. The REIV can only operate within the framework defined by the Constitution.
It is important the REIV Constitution accurately reflects the way the sector works and operates and provides the right framework for progress and development.
Changes to a constitution require the support of a minimum 75% of members’ votes at a general meeting.
To ensure the REIV remains at the helm of the Victorian Real Estate Sector, continuous improvement and reviewing governance is a key function of the Board, and this includes a clear and contemporary constitution that enhances the REIV’s performance.
The updates recommended are a result of feedback from the sector, evolution in the way real estate businesses operate, government regulation and more. The REIV Board engaged independent corporate governance experts to undertake the review and recommend the way forward.
The member class Full Member will replace the current Licensed Member class, and as such, the eligibility requirements outlined in the By-Laws will be adopted. Current Licensed Members will simply be re-named Full Members.
There is no change for Chapters, Divisions and their Committees or to Members’ Council or Past Presidents’ Council, all of the information in the current Constitution will be moved into the new By Laws, allowing for more flexibility as the sector changes and evolves in the future.
As a membership body your input is paramount and various avenues will continue to be open for members to have their thoughts and opinions heard when any change is being considered.