NOTICE OF ANNUAL MEETING OF MEMBERS
AND
CALL FOR NOMINATIONS
The 2019 Annual Meeting of the members of the AIA International Region will take place Thursday, June 6, 2019, commencing at 2:00 p.m. (U.S. Pacific Daylight Time), in Room N209, Las Vegas Convention Center, 3150 Paradise Road, Las Vegas, NV 89109. The meeting will be conducted for the purpose of nominating and electing the First Vice President and the Treasurer whose terms expire at the end of 2019; for receiving the annual reports of the Board and the Treasurer; and for the transaction of such other business as may be appropriate.
All members of the AIA International Region are invited to attend.
For additional information, contact AIA Senior Vice President and General Counsel Jay Stephens, Hon. AIA, at jstephens@aia.org, or Emily Dorey, Director, International Region, at emilydorey@aia.org. Additional information will also be available soon on the AIA International Region’s Web Site at www.aiainternational.org.
GREGORY YAGER, FAIA SECRETARY
AIA INTERNATIONAL REGION MARCH 5, 2019
AIA INTERNATIONAL REGION
ADDITIONAL INFORMATION REGARDING ANNUAL MEETING OF MEMBERS
1. Eligible Members. You are eligible to participate in the 2019 Annual Meeting of the members of the AIA International Region if:
a) You are in good standing as an Architect member, Associate member, International Associate member, Fellow, or Emeritus member of the American Institute of Architects; and
b) You reside or work outside the United States; and
c) You are not assigned to any AIA chapter, or you are assigned to one of these AIA chapters:
§ AIA Canada
§ AIA Continental Europe
§ AIA Hong Kong
§ AIA Japan
§ AIA Middle East
§ AIA Shanghai
§ AIA UK
2. Participation in the Meeting. The meeting will begin promptly on Thursday, June 6, 2018, at 2:00
p.m. (U.S. Pacific Daylight Time). If you are eligible to participate in the meeting (see Item 1, “Eligible Members,” above), you may attend in any of these ways:
· In Person. You may attend the meeting in person by going to Room N209, Las Vegas Convention Center, 3150 Paradise Road, Las Vegas, NV 89109, at the date and time shown above.
· By Telephone. You may also participate by telephone. If you intend to participate by telephone, please contact AIA Senior Vice President and General Counsel Jay Stephens, Hon. AIA, at jstephens@aia.org or by fax to +1-202-626-7426, no later than Friday, May 24, 2019, at 5:00 p.m. (U.S. Eastern Daylight Time). We will then provide dial-in instructions to you.
· By Proxy. If you are unable to attend the meeting in person or by telephone, you may select an eligible member attending the meeting to represent you by proxy and to vote on your behalf. You may do so by printing, filling out, and signing the proxy form found at www.aiainternational.org, and sending it to AIA Senior Vice President and General Counsel Jay Stephens, Hon. AIA, at jstephens@aia.org or by fax to +1-202-626-7426. (If you are unable to use the proxy form, you may simply send your proxy instructions in an e-mail or
fax to Jay Stephens.) All proxy forms/instructions must be received no later than Friday, May 24, 2019, at 5:00 p.m. (U.S. Eastern Daylight Time). You should provide only one proxy form, and only the person to whom you have given your proxy may represent you. That person may not transfer the proxy to any other person.
· By Electronic Vote/Proxy. If you are unable to attend the meeting in person or by telephone, you may also indicate your preference for a candidate for First Vice President and a candidate for Treasurer electronically and select an eligible member attending the meeting to represent you by proxy and to vote on your behalf. Further information on electronic voting will be available shortly. All electronic voting/proxying must be completed no later than Friday, May 24, 2019, at 5:00 p.m. (U.S. Eastern Daylight Time). You should select only one person as your proxy, and only that person may represent you. That person may not transfer the proxy to any other person.
Five percent of the membership entitled to vote shall constitute a quorum for the transaction of any business. Every decision at the meeting shall be by a majority vote of those eligible members who are present and voting either in person, by telephone, by proxy, or by electronic vote/proxy.
3. Business at the Meeting. The following business will be conducted at the meeting:
a) Annual Reports of the Board of Directors and the Treasurer.
b) Election of the First Vice President (2020-2021). (See Item 4, “Nomination and Election of the First Vice President and the Treasurer,” below.)
c) Election of the Treasurer (2020-2021). (See Item 4, “Nomination and Election of the First Vice President and the Treasurer,” below.)
d) Other Business, as appropriate.
Written minutes of the meeting shall be kept by the Secretary and thereafter filed in the AIA International Region’s records.
4. Nomination and Election of the First Vice President and the Treasurer. The eligible members at this meeting will elect a new First Vice President and a new Treasurer, who will each serve in those respective capacities from January 1, 2020, through December 31, 2021.
A corporate officer of the AIA International Region, the First Vice President shall assume all the powers and the duties of the President in the event of absence or disability of the President, and shall perform other duties assigned by the President or by the Board of Directors.
A corporate officer of the AIA International Region, the Treasurer shall be responsible for the financial affairs of the Corporation and shall serve without bond. The Treasurer shall perform other duties assigned by the President or by the Board of Directors. The Treasurer shall authorize disbursements from the Corporation’s funds with the approval of the Board of Directors, and in accordance with applicable law and these Bylaws of the AIA International Region.
Any member eligible to participate in the Annual Meeting may be nominated for First Vice President or for Treasurer. (See Item 1, “Eligible Members,” above.)
Nominations for First Vice President and Treasurer may be submitted:
· by the Board of Directors; or
· by any AIA chapter located outside the United States; or
· through a petition containing the signatures of ten eligible members. (See Item 1, “Eligible Members,” above.) A copy of the petition may be found at www.aiainternational.org. If not all the nominating members are able to sign one petition form, multiple forms may be used to collect the required ten signatures.
All nominations should be submitted to AIA Senior Vice President and General Counsel Jay Stephens, Hon. AIA, at jstephens@aia.org or by fax to +1-202-626-7426. All nominations including the candidate biography and platform (final page of this notice) must be submitted no later than Monday, April 29, 2019, at 5:00 p.m. (U.S. Eastern Daylight Time).
The First Vice President and the Treasurer will be elected by a secret ballot of those present and voting at the meeting (including those represented by proxy or by electronic vote/proxy).
For additional information, contact AIA Senior Vice President and General Counsel Jay Stephens, Hon. AIA, at jstephens@aia.org, or Emily Dorey, Director, International Region, at emilydorey@aia.org.
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