memorandum - ontario real estate association/media/files/orea elections/2013... · 2013-02-22 ·...

Memorandum TO: Board Executive Officers Ontario Real Estate Association Board of Directors FROM: Edward Barisa, CAE Chief Executive Officer DATE: February 20, 2013 RE: Ontario Real Estate Association (OREA) Annual Assembly Meeting and Ontario Real Estate Association (OREA) Open Forum –

March 6, 2013 – Sheraton Centre Hotel, 123 Queen Street West, Toronto

The Annual Assembly Meeting of the Ontario Real Estate Association will be held on Wednesday, March 6, 2013 in the Grand Ballroom East of the Sheraton Centre Hotel, 123 Queen Street West, Toronto, Ontario, commencing immediately following the OREA Open Forum but no earlier than 10:15 a.m. The OREA Open Forum will be held immediately following the REALTORS Care Foundation Annual General Meeting but no earlier than 9:45 a.m. also in the Grand Ballroom East. Enclosed are copies of the Assembly Agenda and the Candidacy Forms for the voting delegates of each board and each board executive officer. For additional copies, please go to www.orea.com and click on Members (you will be prompted to log in), Board Leaders – OREA Assembly 2013. All OREA Assembly-related materials are posted there. The schedule for the day will be as follows: 7:30 a.m. OREA Assembly Registration Opens – Vide Area, Lower Level

7:30 a.m. - 8:00 a.m. Area Election Meetings Registration – Sheraton Hall Foyer

7:30 a.m. – 4:30 p.m. Conference Registration Desk Open – Vide Area, Lower Level

8:00 a.m. - 9:00 a.m. Area Election Meetings:

Western Ontario Area Election Meeting – Sheraton Hall B, Lower Level, Sheraton Centre Hotel, Toronto, Ontario – only for the voting delegates and executive officers from the Western Area

Northern Ontario Area Election Meeting – Sheraton Hall A, Lower Level, Sheraton Centre Hotel, Toronto, Ontario – only for the voting delegates and executive officers from the Northern Area Central Ontario Area Election Meeting – Sheraton Hall C, Lower Level, Sheraton Centre Hotel, Toronto, Ontario – only for the voting delegates and executive officers from the Central Area

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http://www.orea.com/

Board Executive Officers OREA Board of Directors 2013 OREA Annual Assembly Meeting and OREA Open Forum – March 6, 2013 February 20, 2013

Will begin immediately OREA Open Forum – Grand Ballroom East, Lower Level, following REALTORS Sheraton Centre Hotel, Toronto, Ontario Care Foundation AGM (Registered Assembly Delegates, Alternates, Observers and Executive but no earlier Officers) than 9:45 a.m. Will begin immediately OREA Assembly Meeting – Grand Ballroom East, Lower Level, following OREA Open Sheraton Centre Hotel, Toronto, Ontario Forum but no earlier than 10:15 a.m. 1:00 p.m. Lunch & Awards Ceremony – Grand Ballroom West & Centre, Lower

Level, Sheraton Centre Hotel, Toronto, Ontario

***************

2013 OREA Board of Directors First Meeting to elect the Association’s President-Elect - Sheraton Hall A

The meeting will commence immediately following the conclusion of the OREA Assembly Meeting if the OREA Assembly Meeting concludes prior to or at 12:30 p.m.; otherwise the meeting will be held immediately following the conclusion of the lunch break; or the conclusion of the OREA Assembly Meeting, whichever is later. On conclusion of the 2013 OREA Board of Directors meeting, a group photo of the OREA Board of Directors will be taken in Sheraton Hall A 6:30 p.m. – 7:30 p.m. President’s Reception – Grand Ballroom Foyer, Lower Level 7:30 p.m. – 12:30 a.m. President’s Ball – Grand Ballroom West & Centre, Lower Level Should you have any questions, please give me a call.

Edward Barisa, B. Paed., M. Ed., CAE Chief Executive Officer

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THE ONTARIO REAL ESTATE ASSOCIATION

STANDING RULES FOR ASSEMBLY MEETINGS

RECOGNITION 1. All persons entitled and wishing to speak must use the floor microphones provided. 2. Voting Delegates may speak once recognized by the Chair. Other members who wish to

speak must first obtain the permission of the Chair and then be recognized. 3. When 2 or more persons wish to speak at the same time, the Chair will decide the order in

which it will recognize the speakers. 4. Once recognized by the Chair, the person must state their own name and the name of the

board or association they represent or of which they are a member. MOTIONS 1. Motions may be made and seconded only by Voting Delegates. 2. All motions other than routine adoption or acceptance of a report from the floor are to be

written. Once the motion has been read into the record, a copy of the written motion is to be provided to the Recording Secretary.

3. Once accepted by the Chair, a motion can only be withdrawn by a majority vote of the

Voting Delegates. 4. A motion to Amend an Amendment is permitted. But no further motions to amend are

allowed. 5. A motion to Refer, Postpone or Table to the next Annual General Assembly Meeting is

permitted. DEBATE 1. Anyone present may speak to a motion when recognized by the Chair. 2. No person may speak to a motion a second time until everyone who is entitled and wishes

to speak to the motion has spoken. The mover of the motion has the right to speak first and last on the motion.

3. Speakers may speak for no more than three minutes on a motion. 4. Unless asking for information or clarification, speakers should always begin by indicating

clearly whether they are speaking for or against the motion.

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STANDING RULES FOR ASSEMBLY MEETINGS (continued) 2. VOTING 1. Only Voting Delegates may vote. 2. Any vote must be determined by a majority vote. A majority is defined as more than half.

Fifty percent will not suffice. 3. Voting will initially be taken by a show of hands (coloured voting cards.) If the show of

hands appears too close to decide the outcome, the Chair, or any Voting Delegate may demand a count of the voting cards by the scrutineers.

4. The Voting Delegates, by majority vote, may call for a ballot vote. The Voting Delegates

must then use the ballot forms provided. 5. Ballot forms are to be marked with an X in the appropriate place. Any other marks will

result in the ballot being considered spoiled. 6. Resolutions for which insufficient notice has been given shall only be moved if a 2/3 vote

decides that either the substance or timing indicates urgency. DECORUM IN DEBATE 1. All speakers making points in debate, requests for information or clarification, must

direct their remarks through the chair. It is improper to speak directly to another member of the assembly during debate.

2. Speakers shall avoid attacking other members and shall avoid personal remarks. The

measure of the motion, not the person making the proposal, is the subject of debate. 3. Courtesy and respect must be given to all speakers. During debate, it is improper to show

dissent, and likewise support, for a speaker’s remarks. Support or dissent of a speaker’s remarks may only be given during further debate.

4. In debate, a speaker’s remarks must be relevant to the motion before the assembly. 5. If at any time the Chair rises to state a point of order or otherwise speak, the person

speaking must take his/her seat until the Chair has been heard.

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MEETING OF THE OREA ASSEMBLY TO BE HELD IN THE GRAND BALLROOM

OF THE SHERATON CENTRE HOTEL TORONTO, ONTARIO

ON WEDNESDAY, MARCH 6, 2013 COMMENCING IMMEDIATELY FOLLOWING THE CONCLUSION OF THE

OPEN FORUM, BUT NOT EARLIER THAN 10:15 A.M.

OPEN FORUM WILL COMMENCE IMMEDIATELY FOLLOWING THE REALTORS CARE FOUNDATION ANNUAL GENERAL MEETING

An OPEN FORUM will be held in the Grand Ballroom, Sheraton Centre Hotel, Toronto, commencing immediately following the

REALTORS Care Foundation Annual General Meeting

A G E N D A

1. Call to Order & Chair’s Opening Remarks Chair 2. Approval of Agenda Chair ______________________________________________________________________ ______________________________________________________________________

______________________________________________________________________ 3. Approval of the Minutes of the Meeting of the Chair

OREA Assembly of February 29, 2012 (attached) ______________________________________________________________________ ______________________________________________________________________

______________________________________________________________________ 4. Election of Directors (attached) Chair

MOTION: THAT ALL BALLOTS BE DESTROYED

______________________________________________________________________ ______________________________________________________________________

______________________________________________________________________

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OREA Assembly Meeting Agenda – Mach 6, 2013 Page 2 of 6 5. President & President-Elect Report (videotape format) R. Abraham

& P. Dorner

______________________________________________________________________ ______________________________________________________________________

______________________________________________________________________ 6. Chief Executive Officer’s Annual Report (verbal report) E. Barisa

______________________________________________________________________ ______________________________________________________________________

______________________________________________________________________ 7. REPORTS: (I) Finance/Audit (verbal report) C. Poulopoulos

(a) Financial Report (attached)

(b) Audited Financial Statements (attached)

(c) Appointment of Auditors for 2013 (verbal) MOTION:

THAT CLARKE HENNING, LLP BE APPOINTED AS OREA AUDITORS FOR 2013

______________________________________________________________________ ______________________________________________________________________

______________________________________________________________________ (II) Written reports from the following Committees and Task Forces are also

attached. There will be an opportunity for questions and/or comments directed to any of the Chairs

(a) Education Committee M. Douglas

(b) e-Forms Transaction Solution Platform Task Force M. Douglas

(c) Electronic Signatures Task Force C. Agnew Walker

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OREA Assembly Meeting Agenda – Mach 6, 2013 Page 3 of 6

(d) Governance Review G. Weir

(e) Government Relations P. Verge

(f) Leadership Development P. Dorner

(g) Legal Resource R. Leroux

(h) Marketing & Communication T. Lebour

(i) Ontario Commercial Council J. Filipetti

(j) OREA AE Advisory Group J. DiMichele

(k) OREA Provincial Directors Committee B. Sukkau

(l) OREA Standard Forms A. Vozza

(m) Young Professionals Network A. Ferris

(III) Provincial Directors’ Written Reports From the Six Areas are Attached (a) Central Ontario T. Lebour & M. O’Neill (b) Eastern Ontario P. Verge

(c) Northeastern Ontario V. Miles (d) Northern Ontario R. Leroux

(e) Southern Ontario R. Ferris (f) Western Ontario A. Vozza (IV) Substantial Membership Director’s Report (attached) P. Etherington

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OREA Assembly Meeting Agenda – Mach 6, 2013 Page 4 of 6 8. Presentation of Honorary Life Member & Retiring Directors Plaques R. Abraham ______________________________________________________________________

______________________________________________________________________ ______________________________________________________________________

9. Proposed Amendments to the OREA By-Law from Legal Resource Committee (attached) R. Leroux PROPOSED MOTIONS:

Motion #1 - Proposed OREA By-law Amendments: BE IT RESOLVED THAT THE AMENDMENTS TO THE OREA BY-LAW, AS CONTAINED IN THE MIDDLE COLUMN OF THE DOCUMENT AND APPEAR IN RED FONT AND INCLUDED IN THE MARCH 6, 2013 ASSEMBLY PACKAGE AND ATTACHED HERETO AS APPENDIX A, BE HEREBY CONFIRMED AND COME INTO EFFECT IMMEDIATELY FOLLOWING THE MARCH 6, 2013 ASSEMBLY MEETING [Note: For this resolution to pass, it must be confirmed by a majority of the voting delegates entitled to vote on this resolution.]

Motion #2 - Proposed OREA By-law Amendments:

BE IT RESOLVED THAT THE AMENDMENTS TO THE OREA BY-LAW, AS CONTAINED IN THE MIDDLE COLUMN OF THE DOCUMENT AND APPEAR IN BLUE FONT AND INCLUDED IN THE MARCH 6, 2013 ASSEMBLY PACKAGE AND ATTACHED HERETO AS APPENDIX A, BE HEREBY CONFIRMED AND COME INTO EFFECT IMMEDIATELY FOLLOWING THE MARCH 6, 2013 ASSEMBLY MEETING [Note: For this resolution to pass, it must be confirmed by two-thirds of the voting delegates entitled to vote on this resolution.]

Motion #3 – Supplementary Letters Patent: BE IT RESOLVED THAT THE APPLICATION FOR SUPPLEMENTARY LETTERS PATENT SUBSTANTIALLY IN THE FORM CIRCULATED TO THE MEMBERS AND ATTACHED HERETO AS APPENDIX D IS HEREBY ADOPTED BY SPECIAL RESOLUTION OF THE MEMBERS [Note: For this resolution to pass, it must be confirmed by two-thirds of the voting delegates entitled to vote on this resolution.]

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OREA Assembly Meeting Agenda – Mach 6, 2013 Page 5 of 6

Motion #4 – Conforming Motion: BE IT RESOLVED THAT THE OREA ASSEMBLY HEREBY AUTHORIZES OREA LEGAL DEPARTMENT STAFF TO CORRECT ARTICLE AND SECTION DESIGNATIONS, PUNCTUATION, SPELLING, CROSS REFERENCES AND MAKE OTHER TECHNICAL AND CONFORMING CHANGES TO THE OREA BY-LAW AS MAY BE NECESSARY TO REFLECT THE INTENT OF THE ORGANIZATION BUT NOT CHANGE THE INTENT [Note: For this resolution to pass, it must be confirmed by two-thirds of the voting delegates entitled to vote on this resolution.]

______________________________________________________________________ ______________________________________________________________________

______________________________________________________________________ 10. CREA Regional Director’s Report (attached) G. Weir & Verbal Update by CREA President W. Moen ______________________________________________________________________ ______________________________________________________________________

______________________________________________________________________ 11. President’s Outgoing Remarks R. Abraham ______________________________________________________________________

______________________________________________________________________ ______________________________________________________________________

12. Installation of 2013 Board of Directors B. Sukkau ______________________________________________________________________

______________________________________________________________________

______________________________________________________________________

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OREA Assembly Meeting Agenda – Mach 6, 2013 Page 6 of 6 13. Other Business ______________________________________________________________________

______________________________________________________________________

______________________________________________________________________ 14. Adjournment.

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HIGHLIGHTS OF THE OREA ANNUAL ASSEMBLY MEETING February 29, 2012

The following individuals constitute the 2012 Board of Directors of OREA:

President - Ron Abraham Immediate Past President - Barb Sukkau Director-at-Large - Phil Dorner Director-at-Large - Cassandra Agnew Walker Director-at-Large - Mike Douglas Director-at-Large - Costa Poulopoulos Provincial Director for Western Ontario - Anna Vozza Provincial Director for Southern Ontario - Ray Ferris Provincial Director for Northern Ontario - Richard Leroux Provincial Director for Northeastern Ontario - Valerie Miles Provincial Director for Central Ontario - Tom Lebour Provincial Director for Central Ontario - Maureen O’Neill Provincial Director for Eastern Ontario - Patricia Verge Commercial Director - John Filipetti CREA Regional Director - Gerry Weir Substantial Membership Director - Paul Etherington

By-law changes:

- The President’s honorarium was increased from $46,900 per year to $75,000 per year effective March 2, 2012.

- Directors-at-Large will now be elected for a two-year term effective March 2,

2012.

- A new position of “Executive Officer Director” has been created on the Board of Directors and a new Association Executive Advisory Committee to come into effect immediately following the March 5, 2013 Assembly Meeting.

- Effective March 2, 2012, Provincial Directors are eligible to run for the

President-Elect position provided that they have served a minimum of two years as a director on the Board of Directors in the five years immediately preceding running for election as President-Elect.

99 Duncan Mill Road received LEED certification from the Canada Green Building

Council. Mr. Jim Flood, OREA Staff Director, was honoured for 25 years of service at OREA.

Ms. Dorothy Mason, Past President of OREA was presented with an OREA Honorary

Life Membership. Mr. Mike Cusano, Mr. Bill Johnston and Mr. Aziz Kanjee were presented with a Retiring

Director plaque.

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MINUTES OF THE OREA ANNUAL ASSEMBLY MEETING HELD IN THE GRAND BALLROOM

OF THE SHERATON CENTRE HOTEL, TORONTO, ONTARIO ON WEDNESDAY, FEBRUARY 29, 2012

COMMENCING AT 10:45 A.M.

VOTING DELEGATES L. Scott, Bancroft W. Doret, Barrie W. Elzner, Barrie F. Madsen, Barrie C. Luxemburger, Brampton D. Dilbey, Brampton D. Haynes, Brampton L. Hammer, Brantford J. Oddi, Brantford K.Monterio, Cambridge V. Brooks, Cambridge T. Harlick, Chatham-Kent L. Barnes, Cornwall C. Marquis, Durham D. Mullen, Durham I. Smith, Durham D. Fraser, Georgian A. Paara, Georgian D. Keffer, Grey Bruce-Owen Sound D. McKenzie, Grey Bruce-Owen Sound J. Matteis, Guelph J. Lovsin, Guelph C. Nolan, Hamilton B. Moran, Hamilton T. Mattioli, Hamilton A. Forbes Arndt, Hamilton B. McKinley, Hamilton M. Francis, Huron T. Hennekam, Kawartha A. Sytsma, Kingston T. Barber, Kingston S. Harrington, Kingston

S. Hill, Kitchener-Waterloo H. Coelho, Kitchener-Waterloo L. Bebenek, Kitchener-Waterloo G. Patton, Kitchener-Waterloo B. Whitney, London & St. Thomas D. Pedlar, London & St. Thomas J. Holody, London & St. Thomas J. Lane, London & St. Thomas F. Mattar, Missaussaga W. Hayde, Mississauga L. Pinizzotto, Mississauga L. McDonald, Mississauga D. Reid, Muskoka & Haliburton D. Vernon, Muskoka & Haliburton B. Johnstone, Niagara D. Kendrick, Niagara J. Fleming, Niagara D. Falconi, North Bay T. Dekeyser, Northumberland Hills M. Gaboury, Oakville-Milton A. Kanjee, Oakville-Milton J. McCrudden, Oakville-Milton J. Mahannah, Oakville-Milton L. Horne, Orangeville D. Gilbert, Orillia A. Clarke, Ottawa T. Lee, Ottawa J. Bilder, Ottawa J. Tibbles, Ottawa S. Oneid, Ottawa R. Eisert, Ottawa B. Looby, Parry Sound R. Lowes, Peterborough & Kawarthas P. Ward, Peterborough & Kawarthas

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2012 OREA Annual Assembly Meeting Minutes – February 29, 2012 Page 3 of 14

S. Shortt, Quinte E. Haslauer, Quinte C. Cartman, Renfrew C. Edwards, Rideau-St. Lawrence D. Mathewson, Sarnia-Lambton L. Brauner, Sault Ste. Marie A. Ferris, Simcoe R. Heming, Southern Georgian Bay R. Desforge, Sudbury C. Young, Sudbury D. Erickson, Thunder Bay D. Pearce, Tillsonburg D. Minaker, Timmins S. Braund, Toronto A. Briscoe, Toronto L. Cerqua, Toronto J. England, Toronto P. Etherington, Toronto K. Cox, Toronto K. Gerrard, Toronto A. Hannah, Toronto L. Ingles, Toronto B. Johnston, Toronto D. DeBeck, Toronto S. Porritt, Toronto L. Purchase, Toronto J. Shum, Toronto R. Silver, Toronto H. Maraj, Toronto K. Young, Toronto D. Usher, Toronto C. Walker, Toronto D. Abraham, Toronto E. Cardarelli, Toronto A. Kanjee, Toronto K. Kwan, Toronto S. Porter, Toronto L. Lander, Toronto T. Syrianos, Toronto J. Burtnick, Toronto

L. Paton, Toronto B. Cowan, Toronto L. Sage, Toronto D. Bain, Toronto M. McLean, Toronto F. Sbrocchi, Toronto G. Lander, Toronto S. Tang, Toronto M. Imeson, Windsor K. Gazo, Windsor J. Green, Windsor L. Goldhawk, Woodstock-Ingersoll OBSERVERS M. Sarafinchan, Alberta D. Russell, Alberta V. Miles, Bancroft D. Yonemitsu, EO - Bancroft F. Clarke, EO - Barrie C. Garbe, Barrie M. Collins, Brampton G. Verdone, EO - Brampton S. Miron, Brantford C. Suski, Brantford S. Freeman, EO - Cambridge S. Adams, Cambridge J. Wieringa, EO - Chatham-Kent R. Korpan, Chatham-Kent J. Murray, EO - Cornwall L. Barnes, Cornwall J. Perreault, Cornwall G. Simonsen, CEO Canadian Real Estate Association C. Maclean, EO - Durham D. Dawson, Durham C. Wilde, Georgian Triangle W. Cornfield, Georgian Triangle S. Raymer, EO - Georgian Triangle

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K. Cox, Grey Bruce-Owen Sound S. Dickie, Grey Bruce-Owen Sound J. Elvidge, Grey Bruce-Owen Sound T. McKeeman, Grey Bruce-Owen Sound A. Schneider, EO - Grey Bruce-Owen Sound K. Steffler, EO - Guelph M. Scheidel, Guelph R. Godsoe, EO - Hamilton-Burlington S. Morrison, Hamilton-Burlington G. Payton, Hamilton-Burlington B. Van de Vrande, Hamilton-Burlington D. Gies, Hamilton-Burlington K. Sanders, Hamilton-Burlington T. Fahmi, Hamilton-Burlington H. Balfoort, Hamilton-Burlington J. Edwards, Hamilton-Burlington S. Police, Hamilton-Burlington G. Kirkpatrick, EO - Huron Perth K. Menzi, Huron Perth M. Whitcroft, Huron Perth S. Fowler, Huron Perth S. Schell, EO - Kawartha M. Jancsik, Kawartha L. Tallen, Kingston V. Turcotte, Kingston T. Poyton, Kingston S. Nish, EO - Kingston R. Storring, Kingston S. Bristow, Kingston G. Croke, Kingston N. Strickler, Kitchener-Waterloo W. Duce, Kitchener-Waterloo T. Kahnert, London & St. Thomas E. Taylor, London & St. Thomas M. Johnson, London & St. Thomas B. Dore, EO - London & St. Thomas M. Carson, London & St. Thomas V. Waite, London & St. Thomas B. Collie, Manitoba T. Melnyk, Manitoba D. Metcalfe, EO - Mississauga

L. Moffit, Muskoka & Haliburton S. Pond, EO - Muskoka & Haliburton D. Boettcher, Muskoa & Haliburton L. Baumgartner, Muskoka & Haliburton I. Gardiner, Muskoka & Haliburton R. Barron, Niagara P. Dummitt, Niagara E. Wale, Niagara C. Henderson, Niagara L. Kitchen, EO - Niagara G. Zalepa Jr., Niagara B. Graham, North Bay K. Allard, EO – Northumberland Hills D. Chomitz, Northumberland Hills S. Gilraine, Oakville-Milton M. Sponder, EO - Oakville-Milton P. Bartolucci, Oakville-Milton J. Kotulak, Oakville-Milton A. Evans, Oakville-Milton C. Di Paola, Oakville-Milton M. Stahls, Orillia C. Mallett, EO - Ottawa W. Brown, Ottawa A. MacDonald, Ottawa S. Oneid, Ottawa S. Desttaies, Ottawa D. Tarrant, Ottawa D. Leon, Ottawa R. Oickle, Ottawa T. Arnett, Ottawa M. Cameron-Hammel, EO - Parry Sound W. Giroux, EO - Peterborough & Kawarthas R. Hawkins, Peterborough & Kawarthas P. Etherington, Pickering R. Ferris, Port Rowan E. O'Hara, EO - Quinte K. Colton, Quinte A. Burr, Quinte M. McLaren, CEO, Real Estate Institute of Canada S. Martin, EO - Renfrew

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L. Mintz, EO - Rideau-St. Lawrence P. Aunger, Rideau-St. Lawrence J. Aunger, Rideau-St. Lawrence P. Aunger, Rideau-St. Lawrence D. Hill, Sarnia-Lambton D. Burke, EO - Sarnia-Lambton J. Filipetti, Sault Ste. Marie D. Crowell, Sault Ste. Marie A. Gagne, EO - Sault Ste. Marie S. Szymezko, EO - Simcoe G. Bouw, Simcoe C. Lindsay, Simcoe T. Mouradian, St. Catharines S. Robitaille, EO - Southern Georgian Bay G. Watters, Southern Georgian Bay M. Lahti, EO - Sudbury D. Kurt, Sudbury E. Nadon, EO - Thunder Bay W. Siltamaki, Thunder Bay L. Van Hooren, EO - Tillsonburg A. Marie Vaillancourt, EO - Timmins E. Pankiw, Timmins D. Bragagnolo, Toronto D. Richardson, EO - Toronto H. Foy, Toronto L. MacAndrew, Toronto J. Manuel, Toronto L. Sage, Toronto K. Cox, Toronto P. Mason, Toronto B. Walker, Toronto B. Hess, Windsor C. Girard, Windsor N. Langlois, Windsor A. Coletti, Windsor K. Del Gatto, EO - Windsor K. Zlotnik, Windsor P. Dorner, Windsor N. Bowman, EO - Woodstock-Ingersoll

OREA BOARD OF DIRECTORS B. Sukkau, St. Catharines, Chair D. Mason, Markham R. Abraham, King City C. Agnew Walker, Stoney Creek P. Dorner, Belle River C. Poulopoulos, London A. Kanjee, Oakville-Milton G. Weir, London W. Johnston, Toronto T. Lebour, Mississauga M. O’Neill, Toronto P. Verge, Ottawa M. Douglas, Barrie R. Leroux, Timmins M. Cusano, Stoney Creek A. Vozza, Windsor

OREA STAFF E. Barisa, Chief Executive Officer N. Bhargava, Chief Financial Officer J. Flood, Director of Government Relations D. Garda, Manager, Executive Office Operations N. Lemire-Blair, Director, Commercial Relations O. Logozzo, Executive Director, OREA Real Estate College F. Malik, Director of Marketing R. McLean, Director of Communication W. Shepherd, Executive Director, OREA Centre for Leadership Development C. Shushelski, General Counsel & Chief Privacy Officer A. Tharma, Director, Information Technology K. Wood, Director, Human Resources PARLIAMENTARIAN G. Bradbury, Parliamentarian J. Lochrie, Parliamentarian

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REPRESENTING GOWLINGS, BARRISTERS & SOLICITORS D. Tang REPRESENTING CLARKE HENNING LLP CHARTERED ACCOUNTANTS V. Raja A. Voyevodina J. Kooner

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1. Call to Order

The meeting was called to order at 10:45 a.m. Chair Barb Sukkau welcomed the members to the meeting and acknowledged the attendance of a number of former presidents of OREA.

2. Approval of Agenda

It was moved and seconded, THAT THE AGENDA BE APPROVED AS CIRCULATED

CARRIED

3. Approval of the Minutes of the Meeting of the OREA Assembly March 2, 2011

There being no additions, corrections or deletions, the minutes were declared approved. 4. Election of Directors

The Chair called on Ms. Mason to provide the election report. Ms. Mason advised that elections were not required for the following positions:

President - Ron Abraham (by virtue of being President-Elect in 2011)

Immediate Past President - Barb Sukkau CREA Regional Director - Gerry Weir

(elected by the CREA Assembly)

Substantial Membership Director - Paul Etherington (appointed) Commercial Director - John Filipetti Provincial Directors for Central Ontario - Maureen O’Neill (two-year term)

Tom Lebour (in the second year of a two-year term)

Provincial Director for Eastern Ontario - Pat Verge (in the second year of a two-year term) Provincial Director for Northern Ontario - Richard Leroux (in the

second year of a two-year term)

Provincial Director for Western Ontario - Anna Vozza (in the second year of a two-year term)

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Ms. Mason advised that earlier in the morning, the following Directors were elected:

Provincial Director for Southern Ontario - Ray Ferris (two-year term) Provincial Director for Northeastern Ontario - Valerie Miles (two-year term)

Ms. Mason then advised that Chair Barb Sukkau will preside over the election of the Directors-at-Large. Ms. Sukkau explained that there were seven candidates running for election for the four Director-at-Large positions. Each candidate listed below was given four minutes to speak to the members of the Assembly: Deborah Abraham, King City

Ettore Cardarelli, Mississauga Phil Dorner, Belle River

Mike Douglas, Barrie Azizali Kanjee, Oakville

Costa Poulopoulos, London Cassandra Agnew Walker, Richmond Hill The voting delegates then cast their votes for the four Director-at-Large positions. The scrutineers from the firm of Clarke Henning retired to count the ballots.

5. CEO’s Annual Report

Mr. Barisa made a report to the Assembly. He noted that 99 Duncan Mill Road had received LEED certification from the Canada Green Building Council. A tribute to OREA Staff Director Jim Flood, who celebrated twenty-five years of service at OREA, was shown in a video format.

6. President and President-Elect Report

Ms. Sukkau and Mr. Abraham provided an overview of OREA activities during the past year in a video format.

7. Reports (I) Finance/Audit

The Chair of Finance/Audit advised that the auditors have examined the financial statements for the year 2011 and have provided OREA with a clean audit report.

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It was moved and seconded,

THAT CLARKE HENNING, LLP BE APPOINTED AS OREA AUDITORS FOR THE YEAR 2012

CARRIED (II) Committee and Task Force Reports Written reports from all the Committees and Task Forces were received. (III) Provincial Directors’ Reports Written reports from the Provincial Directors from the six Areas were received. (IV) Substantial Membership Director’s Report The Substantial Membership Director report was received.

8. Proposed Amendments to the OREA-By-Law

MOTIONS:

(1) PRESIDENT’S HONORARIUM

Following discussion, it was moved and seconded,

THAT THE AMENDMENTS TO ARTICLE 9, SECTION 9.02(b) OF THE OREA BY-LAW, AS CONTAINED IN THE MIDDLE COLUMN OF THE

DOCUMENT INCLUDED IN THE FEBRUARY 29, 2012 ASSEMBLY PACKAGE, BE HEREBY APPROVED AND TO COME INTO EFFECT ON MARCH 2, 2012

CARRIED

(2) GOVERNANCE MATTERS The motion approving these proposed by-law amendments on governance matters required approval by two-thirds of the voting delegates. It was moved and seconded, THAT THE AMENDMENTS AS CONTAINED IN THE MIDDLE COLUMN

OF THE DOCUMENT INCLUDED IN THE FEBRUARY 29, 2012

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ASSEMBLY PACKAGE, BE HEREBY APPROVED, TO COME INTO EFFECT AS FOLLOWS: On March 2, 2012:

Voting Delegates – authorization of selection of representative: s. 13.05 and 13.06;

Transition Provision – Directors-at-Large – two year term: s. 15.02; President-Elect elected from among Directors-at-Large and Provincial

Directors: s. 7.01(e), 7.01(f), 7.03(e), 7.03(f), 7.08 and 12.02(b).

Immediately following March 5, 2013 Assembly Meeting: Executive Officer Director: s. 4.01, 4.12, 7.01(a), 7.01(c), 7.03(a), 7.06,

15.08 and 20.08; Association Executive Advisory Committee: s. 3.01(d), 9.02(a), 20.01,

20.02, 20.03, 20.04, 20.05, 20.06 and 20.07; Executive Committee: s. 8.01, 8.02, 8.03, 8.04 and 8.05; Committees: s. 8.06; Chief Executive Officer: 9.04.

As there were many proposed by-law amendments contained in the above-noted motion, some of which were directly related to others, there being no objection from the Voting Delegates of the Assembly, the proposed amendments contained in the above-noted motion were dealt with in groups of seven separate motions and voted upon separately.

(1) VOTING DELEGATES


THAT SECTIONS 13.05 AND 13.06 AS SHOWN IN THE MIDDLE COLUMN OF THE DOCUMENT INCLUDED IN THE FEBRUARY 29, 2012 ASSEMBLY PACKAGE BE ADOPTED TO COME INTO EFFECT ON MARCH 2, 2012

CARRIED

(2) PRESIDENT-ELECT ELECTED FROM AMONG DIRECTORS- AT- LARGE AND PROVINCIAL DIRECTORS


SECTIONS 7.01(e), 7.01(f), 7.03(e), 7.03(f), 7.08 and 12.02(b) AS SHOWN IN THE MIDDLE COLUMN OF THE DOCUMENT INCLUDED IN THE FEBRUARY 29, 2012 ASSEMBLY PACKAGE BE ADOPTED TO COME INTO EFFECT ON MARCH 2, 2012

CARRIED

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(3) TWO YEAR TERM FOR DIRECTORS-AT-LARGE


THAT SECTION 15.02 AS SHOWN IN THE MIDDLE COLUMN OF THE DOCUMENT INCLUDED IN THE FEBRUARY 29, 2012 ASSEMBLY PACKAGE BE ADOPTED TO COME INTO EFFECT ON MARCH 2, 2012

CARRIED

(4) EXECUTIVE OFFICER DIRECTOR AND ASSOCIATION EXECUTIVE ADVISORY COMMITTEE


THAT SECTIONS 4.01, 4.12, 7.01(a), 7.01(c), 7.03(a), 7.06, 15.08, 20.08, 3.01(d), 9.02(a), 20.01, 20.02, 20.03, 20.04, 20.05, 20.06 and 20.07 AS SHOWN IN THE MIDDLE COLUMN OF THE DOCUMENT INCLUDED IN THE FEBRUARY 29, 2012 ASSEMBLY PACKAGE BE ADOPTED TO COME INTO EFFECT ON MARCH 5, 2013

CARRIED

(5) EXECUTIVE COMMITTEE - COMPOSITION


THAT SECTIONS 8.01 AND 8.03 AS SHOWN IN THE MIDDLE COLUMN OF THE DOCUMENT INCLUDED IN THE FEBRUARY 29, 2012 ASSEMBLY PACKAGE BE ADOPTED TO COME INTO EFFECT ON MARCH 5, 2013

DEFEATED

(6) EXECUTIVE COMMITTEE – DELEGATED POWERS AND DUTIES


THAT SECTIONS 8.02, 8.04, 8.05 AND 8.06 AS SHOWN IN THE MIDDLE COLUMN OF THE DOCUMENT INCLUDED IN THE FEBRUARY 29, 2012 ASSEMBLY PACKAGE TO COME INTO EFFECT MARCH 5, 2013

DEFEATED

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(7) CHIEF EXECUTIVE OFFICER


THAT SECTION 9.04 AS SHOWN IN THE MIDDLE COLUMN OF THE DOCUMENT INCLUDED IN THE FEBRUARY 29, 2012 ASSEMBLY PACKAGE BE ADOPTED TO COME INTO EFFECT ON MARCH 5, 2013

CARRIED

(3) CONFORMING MOTION In situations where there are many by-law changes being proposed, in an effort to permit the Board to correct any minor errors which may arise as a result of implementing any approved changes, the following conforming motion was moved and seconded,

THAT THE BOARD OF DIRECTORS BE AUTHORIZED TO CORRECT ARTICLE AND SECTION DESIGNATIONS, PUNCTUATION, SPELLING, CROSS REFERENCES AND TO MAKE OTHER TECHNICAL AND CONFORMING CHANGES TO THE OREA BY-LAW AS MAY BE NECESSARY TO REFLECT THE INTENT OF THE ORGANIZATION BUT NOT CHANGE THE INTENT. SUCH CHANGES WILL BE PUBLISHED IN THE MINUTES OF THE BOARD MEETING APPROVING SUCH CONFORMING AND TECHNICAL CHANGES

CARRIED

9. Election Results

Ms. Mason received the report of the scrutineers and handed it to the Chair. Ms. Sukkau advised that 116 ballots had been cast, there were no spoilt ballots, and therefore the number of valid ballots cast was 116. The number of votes required for election was 59. In alphabetical order, the results of the voting were as follows: Deborah Abraham - 18 Ettore Cardarelli - 52 Phil Dorner - 93 Mike Douglas - 75 Azizali Kanjee - 66

Costa Poulopoulos - 90 Cassandra Agnew Walker - 70

Ms. Sukkau declared the following individuals elected as Directors-at-Large:

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Phil Dorner Mike Douglas Costa Poulopoulos

Cassandra Agnew Walker It was then moved and seconded,

THAT ALL BALLOTS BE DESTROYED

CARRIED

10. CREA Report

CREA President Gary Morse gave a verbal update. He referenced the Futures Project and the ongoing planning process that created the four possible scenarios for the future business of REALTORS® over the next decade. The plan requires collective and collaborative effort from all levels of organized real estate. In this regard, Mr. Morse requested that members come to the 2-day CREA AGM March 24-25, 2012, prepared to vote on its approval.

11. Presentation of Honorary Life Member & Retiring Directors Plaques

Ms. Sukkau congratulated the following individuals who have served OREA with distinction and presented them each with a plaque in appreciation of their service. Mike Cusano, Bill Johnston and Aziz Kanjee who served OREA with distinction

in their capacity as a Director of the Association, were each presented with a Retiring Director’s plaque.

Dorothy Mason who served the Association for 5 years as a member of the OREA

Board of Directors and in 2010 as OREA’s President, was honoured as an Honorary Life Member of the Association.

Ms. Sukkau congratulated the following Executive Officers for their long-service to organized real estate: Marta Sponder for fifteen years service, Susan Schell and Carol Mallett for their

twenty years of service.

12. President’s Outgoing Remarks

Ms. Sukkau shared some of her thoughts from her presidential year. She spoke of the social media presence at OREA which has helped to bring OREA much closer to its members.

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She touched briefly on the creation of Young Professionals Network at OREA which has proven to be a huge success. Ms. Sukkau thanked the OREA Board of Directors and the staff at OREA for their support and guidance. She expressed her appreciation to Ed Barisa, for his mentorship, support and guidance throughout the year.

13. Installation of the 2012 Board of Directors

Ms. Mason proceeded with the formal installation ceremony for the 2012 Board of Directors as listed below: President - Ron Abraham Immediate Past President - Barb Sukkau Director-at-Large - Phil Dorner Director-at-Large - Cassandra Agnew Walker Director-at-Large - Mike Douglas Director-at-Large - Costa Poulopoulos Provincial Director for Western Ontario - Anna Vozza Provincial Director for Southern Ontario - Ray Ferris Provincial Director for Northern Ontario - Richard Leroux Provincial Director for Northeastern Ontario - Valerie Miles Provincial Director for Central Ontario - Tom Lebour Provincial Director for Central Ontario - Maureen O’Neill Provincial Director for Eastern Ontario - Patricia Verge Commercial Director - John Filipetti CREA Regional Director - Gerry Weir Substantial Membership Director - Paul Etherington

14. Adjournment

The business for the Assembly having been completed, Ms. Sukkau thanked everyone for their participation and the meeting was adjourned.

Certified correct, Edward Barisa, B.Paed., M.Ed., CAE Chief Executive Officer

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Memorandum TO: All Ontario Real Estate Boards OREA Board of Directors 2013 Candidates for OREA Board of Directors FROM: Edward Barisa, B. Paed., M. Ed., CAE Chief Executive Officer DATE: December 27, 2012 RE: Election of the 2013 OREA Board of Directors – Names of Candidates DELIVERY: By e-mail only Ladies and Gentlemen: In accordance with Article 14, Section 14.05 of the OREA By-law, the following are the names of those candidates who advised, on or before the December 20, 2012 deadline that they wish to stand for election as Director-at-Large or Provincial Director to the 2013 OREA Board of Directors:

The candidates for the four positions of Director-at-Large (two to be elected for a two-year term and two to be elected for a one-year term) in alphabetical order are:

Mike Douglas, Barrie Tom Lebour, Mississauga Richard Leroux, Timmins Costa Poulopoulos, London Patricia Verge, Ottawa

The candidates for Provincial Director for the following Areas (one position for each Area, in alphabetical order) each for a two-year term are:

Western Ontario: Jack Lane, London Anna Vozza, Windsor Northern Ontario: Scott Bragagnolo, Timmins Diane Erickson, Thunder Bay Eastern Ontario: Linda McCallum, Ottawa (acclaimed)

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Election of the 2013 OREA Board of Directors – Names of Candidates Page 2 December 27, 2012

Central Ontario: Ettore Cardarelli, Mississauga (Home Board – Mississauga Real Estate Board) Walter Hayde, Mississauga (Home Board – Mississauga Real Estate Board) Chris Luxemburger, Brampton (Home Board – Brampton Real Estate Board)

The Notice to All Ontario REALTORS – Call for Candidates was circulated by the Association on October 29, 2012 in accordance with the OREA by-law. The Notice advised all interested REALTORS of the December 20, 2012 deadline for the submission of candidacy forms. In accordance with the OREA By-law, there is no further opportunity for additional candidates to be proposed by the voting delegates of the OREA Assembly. As stated in the Notice to All Ontario REALTORS – Call for Candidates, dated October 29, 2012, elections are not required for:

President (2012President-Elect Phil Dorner automatically becomes 2013 President)

Immediate Past President (automatic – Ronald Abraham)

CREA Regional Director for Ontario (Gerry Weir – elected by the CREA Assembly)

Commercial Director (John Filipetti, the Elected OCC Member who was elected as 2011 OCC Chair-Elect at the 2011 OCC Election Meeting and who became Chair of the OCC in 2012 is to continue in the position until his successor has been established)

Provincial Directors from each of the following Areas will continue with the second year of their two-year term: Central Ontario (Maureen O’Neill); Northeastern Ontario (Valerie Miles); and Southern Ontario (Ray Ferris).

Substantial Membership Director (Paul Etherington – appointed by the Board of

Directors of the Toronto Real Estate Board). In accordance with the criteria set out in the OREA by-law, the Toronto Real Estate Board is entitled to appoint a Substantial Membership Director to the 2013 OREA Board of Directors. The appointee’s name and required information was provided to OREA prior to the December 20, 2012 deadline.

Executive Officer Director – the Chair of the Association Executive Advisory Committee is to be appointed from amongst the members of the Association Executive Advisory Committee by the Executive Committee. The Chair of the Association Executive Advisory Committee shall be the Executive Officer Director of OREA.

********************************** The election of the Directors-at-Large will take place at the OREA Annual Assembly at the Sheraton Centre Hotel, in downtown Toronto, Ontario immediately following OREA Open Forum, but no earlier than 10:15 a.m. on March 6, 2013.

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Election of the 2013 OREA Board of Directors – Names of Candidates Page 3 December 27, 2012

The election for the position of Provincial Directors for the Western Area, Northern Area, and the Central Area will take place prior to the OREA Annual General Assembly at the Sheraton Centre Hotel, in downtown Toronto, Ontario at 8:00 a.m. on March 6, 2013.

Further notices regarding these elections will be distributed prior to that date.

There will be no election for the position of Provincial Director for the Eastern Ontario Area since the candidate for the position has been acclaimed. Yours truly,

Edward Barisa, B. Paed., M. Ed., CAE Chief Executive Officer

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ONTARIO REAL ESTATE ASSOCIATION FINANCIAL REPORT- MANAGEMENT’S DISCUSSION AND ANALYSIS For the Year Ended December 31, 2012 Management’s discussion and analysis of the financial results of operations of the Ontario Real Estate Association (OREA) should be read in conjunction with the attached audited financial statements for the year ended December 31, 2012.

The Auditors have examined the books, records and financial systems in place and provided OREA with a clean audit report. The audited OREA financial statements – 2012 have been approved by OREA Board of Directors and are attached for your review.

OVERVIEW OREA is the largest provincial association representing more than 55,000 real estate professionals in 2012 working through 41 boards in Ontario.

OREA has two main streams of activities - Member Services and OREA Real Estate College. The operating philosophy has been to manage separately the finances of the two main departments. In other words, we do not use the dues dollars to subsidize the College activities, nor do we use the course revenues to finance member services.

In 2012 there was 5 per cent increase in membership revenues and 4.4 per cent growth in new members joining the Association. Several programs and initiatives were offered to members during the year. The increased revenues along with controlled costs for various programs and services resulted in a surplus of $399,585 for member services activities.

On the College side, the high course revenues and controlled course delivery expenses during the year contributed to a surplus of $803,863 for the year.

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Financial Report - Management’s Discussion and Analysis Page 2 of 8

MEMBER SERVICES - Revenues The revenues received in 2012 were from various activities as shown below:

Membership highlights for 2012: Increased membership with 5 per cent growth in dues revenues High growth in numbers of new individual members joining Ontario boards, with 5,769

new members in 2012 as compared to 5,528 new members in 2011 OREA Membership Statistics

2012 2011 2010 2009 2008

Members - Jan 1 53,291 50,679 48,441 47,526 45,605

OREA Annual Dues $110 $110 $110 $110 $110

OREA Dues Revenue ($000's) $6,291 $5,988 $5,696 $5,517 $5,347

% Change 4.9% 5.1% 3.2% 3.2% 43.5%

New Members 5,769 5,528 5,130 3,881 5,079

New Member Initiation Fee $200 $200 $200 $200 $200

Initiation Fees Revenues($000's) $1,154 $1,105 $1,026 $776 $1,016

% Change 4.4% 7.8% 32.2% -23.6% 12.4%

Membership dues 77.9%

Initiation Fees 14.3%

Affinity Programs 1.1%

Annual Conference 1.8%

Income - Resale Materials

0.4%

Interest 3.3%

Leadership Development

Programs 1.2%

Other 7.8%

Member Services Revenues - 2012

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MEMBER SERVICES - Program Expenses The member services program expenses incurred in 2012 were as follows:

The membership dues and initiation fees revenues were used to support the following significant member services and programs:

Government relations services including a successful 2012 Political Affairs Conference and special projects including the creation of a Real Estate Roundtable stakeholder group, a new government relations video and support for TREB’s Land Transfer Tax campaign.

Communication with members including the use of Newsletters, Profile, free brochures distributed to boards and website update.

Leadership courses provided to volunteer leaders and staff at considerable cost

savings due to the following reasons:

o Fewer pilot courses were held as focus groups were used to review new courses, and o Alternative delivery methods were used in place of face - to -face workshops

including oa rd sponsored courses, webinars, and e-workshops.

Leadership Events/Forums covered a wide range of services offered to Real Estate boards, Executive Officers, Presidents, President Elects and other volunteer leaders which include: o Media Training –Training was conducted with 29 Presidents-Elect in attendance

Salaries and Benefits 42.8%

Communication and Consumer Campaign

9.4%

Credit Card Fees on Dues Collections

1.5%

Government Relations

3.9%

Legal, Marketing, Commercial and YPN

10.6%

Operating Expenses 12.1%

Leadership Events/Forums

4.9%

Annual Conference 4.5%

Governance and Representation

7.6%

Leadership Courses 1.0%

Membership Card Initiatives

0.4%

Cost of Resale Materials 0.1%

Contribution to REALTORS Care

Foundation 1.1%

Other 4.2%

Member Services Expenses - 2012

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MEMBER SERVICES - Program Expenses (Continued) o Board Support and Leadership training – This includes real estate board strategic

planning and director orientation that are facilitated with the help provided by the leadership development staff /consultants and OREA’s assistance to boards interested in oa rd mergers projects .

o EO and Board Presidents meetings - The President/President Elect meeting was held in January with 72 board leaders representing 39 Real Estate Boards. At the EO’s Meeting held in September 2012, there were 34 Executive Officers in attendance.

o Area meetings – Each year 12 area meetings (6 in Spring, 6 in Fall) are scheduled and organized. These are held all over the province from Thunder Bay to Cornwall to London. In 2012 the meetings were marked with their highest attendance ever.

Commercial services including sponsorship of local board commercial events, travel and

meetings.

Young Professionals Network services including six area events across the province, an annual event, support for local member board YPN chapters, travel and meetings.

Legal services involving several projects that include matters relating to CRA assessment

of independent contractors as employees, Governance Review, new service to assist members with RECO Complaints Process, Legal FAQs for Board Executive Officers, OREA By-law revision, Arbitration Hearings Reference Manual, Accessibility for Ontarians with Disabilities Act, 2005 (AODA), Bill 65 issues, commercial contracts, and Basic Board By-laws matters.

Marketing services involving research programs, annual OREA research panel license, advertising and promotions, sponsorship programs, Broker offices and local boards/associations meetings.

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OREA REAL ESTATE COLLEGE – Revenues and Expenses - 2012 The OREA College posted a surplus of $803,863 in 2012 which resulted from the activities for registration education courses, RECO Real Estate Update courses, Continuing Education Online courses and standard forms sales.

Enrolment trends at the OREA College in the past three years have been:

Significant items in the OREA Real Estate College statement of revenues and expenses for 2012 included:

Pre-registration course enrolments were 34,500 being 17 per cent higher than previous year Articling courses enrolments were 16,600 being 21 per cent higher to previous year and

Brokerage course enrolments were 906 being 18 per cent higher than previous year RECO Real Estate Update enrolments were 23,000 being 1 per cent higher than previous

year Registration education courses material expenses were higher than the previous year due to

increased shorter print runs of course materials, done in order to provide up to date materials. The increase in course materials costs was partly offset by lower technology platform costs.

Payments to RECO for registration education courses and RECO Update courses were $1.7million in addition to the $300,000 annual write-off of initial payment of $1.5 million in 2008

PCCA premium and financing costs for 2012 were $100,000.

0

5

10

15

20

25

Course 1 Course 2 Course 3 Articling &Brokerage

RECO Update

Enro

lme

nts

(0

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's)

OREA College Enrolments - 2010 to 2012

2010

2011

2012

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During 2012, the Canada Revenue Agency assessed the Association for not withholding or

remitting Canada Pension Plan or Employment Insurance premiums in respect of fees paid to instructors, test centre operators and assistant test centre operators in the 2008, 2009 and 2010 taxation years. The Association’s position is that the instructors, TCOs and ATCOs were independent contractors and thus had no obligation to withhold or remit CPP or EI premiums in respect of these workers. The Association has filed an administrative appeal with the CRA which is currently being reviewed. Management intends to vigorously contest the CPP/EI assessments.

The OREA 90th Anniversary CE Fee Holiday started on July 1, 2012. Each OREA Member was offered a 9-credit bundle of on-line courses. The members had to enrol in the CE Holiday program by the end of December 2012 to qualify for the Fee Holiday.

Although paid online CE course revenues were not budgeted during the second half of the year, after the start of the CE Fee Holiday program, there were paid CE course enrolments after July 1st which resulted in increased revenues of $150k.

Online course enrolments under the CE Fee Holiday program were about 120,000 during the period July 1st to December 31st and these enrolments were by approximately 24,600 members. Based on the membership level of 55,000 this reflects an uptake rate of 45% membership for the program.

The costs for the CE Online program were mostly fixed costs, and increased offerings of CE online courses to a larger member base did not result in any significant increase in technology platform costs.

STAFFING RESOURCES

SALARIES AND BENEFITS ANALYSIS 2012 2011 2010 2009 2008

Total Salaries and Benefits (in $000's) 10,383 8,703 7,861 7,826 7,713

Salaries and Benefits as % of Total Expenses 29.7%

29.3% 28.0% 29.2% 28.1%

Number of Staff 112

107 104 105 110

Salaries and benefits for 2012 include the provision of $810k for CRA assessments as explained in the Contingency note to the financial statements. Further, the salaries and benefits have increased over the previous year due to the hiring for new staff positions which included Government Relations Associate, Marketing Research Manager, IT Software Developer and two Customer Support Representatives and annual salary increase for staff. The salaries and benefits for member services activities account for 32% of the total costs whereas the College staffing resources account for 68% of total costs in 2012.

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BALANCE SHEET The financial status of the Association is healthy with net assets of $26.4 million at December 31, 2012. The significant items included therein are:

Designated reserves of $10.2 million

Investments in property and equipment of $9.5 million

Net unrestricted assets of $6.7 million

Bank and investments are higher when compared to previous year due to the surplus generated as a result of increased membership dues and initiation fees from higher number of new members joining OREA during the year and timing of accounts payables.

Deferred revenue includes course fees of $2 million received from students for courses to be held after December 31, 2012.

CASH FLOWS The Association’s cash flow position reported (in $000’s) for the year ended December 31, 2012 was as follows:

Cash generated from operations $3,700 Cash used for purchase of property and equipment,

and investments in course development ($1,843) Cash proceeds of investments $ 361

Change in cash and cash equivalents in 2012 $ 2,218 REALTORS CARE FOUNDATION OREA and the REALTORS Care Foundation have common membership and the summarized financial statements of the REALTORS Care Foundation are provided in the notes to the audited OREA financial statements.

OREA contributed $133,000 to the REALTORS Care Foundation for administrative expenses in 2012. In addition, OREA provided certain in-kind services to the Foundation.

FUTURE OUTLOOK Membership dues projections for 2013 reflect 3 per cent growth in membership based on input from real estate boards in Ontario and CREA, current course enrolments and projected economic factors. Registration education course enrolments in 2013 show a decline over last year.

In December, 2012 the Board of Directors approved a break-even budget for the College and a deficit for Member Service for 2013. It will be subject to mid-year budget revisions based on dues and initiation fees collections, membership changes, course enrolments, new strategic initiatives set out by the OREA Board of Directors in March, 2013, projections for economic activities and trends, and the announcement outlined below.

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On January 16, 2013 the Real Estate Council of Ontario (RECO) announced the implementation of a new mandatory continuing education program to be offered online by RECO effective August 1, 2013. The RECO Mandatory Update Course Service Agreement between RECO, The Registrar and OREA expires on July 31, 2013 and has not been renewed. Accordingly, OREA will no longer offer the RECO Real Estate Update courses after July 31, 2013. RECO will launch the new mandatory continuing education program on August 1, 2013, while continuing to offer the current CE program for a two-year transition period until July 31, 2015. During the two-year transition period, the two programs will run parallel. Between August 1, 2013 and July 31, 2015, when REALTORS renew their registration, they can choose to meet their continuing education requirement under the new program or the current program. OREA will have the opportunity to continue providing REALTORS with further personal development opportunities to meet their individual learning needs, though these courses will not be part of the mandatory continuing education program. The RECO decision will have an impact on the Association’s activities and udg et. Management is taking steps to cutback costs to mitigate the loss.

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Education Committee Members Mike Douglas, Chair Dave Burke Paul Etherington Azizali Kanjee Mary Paula MacDonald Mira Meszaros Bruce Nicholson Irene Smit Rick Snell Ron Abraham, Ex-Officio Ozzie Logozzo, Staff Liaison

Education Committee Report to the Assembly March 6, 2013 Mr. President, Fellow Directors, Delegates to the Assembly, Ladies and Gentlemen

Growth in Stature

The OREA Real Estate College involves a wide variety of operations and activities. The handful of tasks of a once upon a time small department of education have long since been surpassed by a multitude of undertakings that characterize a multi-dimensional private career college focused on providing real estate professional education. This growth in stature over the years has necessitated a revised reporting format for presentation to its various stakeholders, including the Registrar of RECO, the Superintendent of Private Career Colleges, the OREA Board of Directors, the REALTORS® community, students and the public. The Annual Report

The OREA Real Estate College is pleased to present its year in review in the form of an annual report. This publication, included in the agenda package, highlights the undertakings of the past fiscal year and recognizes its notable achievements in the field of registration education and in life-long learning or continuing education. The report addresses several themes:

Informs regulators, members, students and the public of the activities of the OREA Real Estate College in the fiscal year 2012. (An earlier publication—also included in the agenda package – titled, Above and Beyond: Shaping the future of real estate

education, captures how the Ontario Real Estate Association and the College have shaped the future of real estate career education since 1922.)

Presents testimonials from students and members speaking about the effectiveness of the OREA Real Estate College’s teaching methods and the benefits of membership.

Demonstrates the diversity and demographics of the community that the OREA Real Estate College serves.

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Education Committee Report to the Assembly–March 6, 2013 2

The content of the report includes what the College did to support and promote its mission, vision and values along with highlights of numerous statistical reports and informative graphs. Our OREA President’s message focuses on adding value to REALTORS® and the message from the Executive Director of the College speaks to the introduction of advanced technologies that enhance student outcomes and drive efficiencies in learning. A host of significant initiatives and achievements are spotlighted:

The three-year renewal of the agreement with RECO and the Registrar to deliver registration education.

A draft agreement between RECO and OREA has been created whereby OREA grants RECO a non-exclusive licence to use/reproduce/distribute OREA Standard Forms in the delivery of registration/continuing education courses including consumer newsletters/ information bulletins and other outreach activities. OREA will retain all rights to its Forms for all purposes related to their use by REALTORS® in real estate transactions.

The cost savings and efficiencies arrived at from the introduction of virtual meetings. The formation of an Instructor Symposium, raising the bar by bringing OREA instructors

together for a series of facilitation related education sessions. The popular launch of online examinations for all registration education courses. The promotion of Real Estate as a Professional Career through hosted Career Nights at

selected locations across the province. The release of the OREA Real Estate College App and the iCollege App. The successful offering of the Continuing Education credit fee holiday to all members.

In Summary

Education is a central part of OREA. Through the OREA Real Estate College, OREA touches all existing and potential members. I would like to extend my sincere appreciation to you, Mr. President, and to our fellow directors, for having had the pleasure and honour of serving as Chair of this important Committee. Particularly, I would like to thank my fellow committee members Dave Burke, Paul Etherington, Azizali Kanjee, Mary Paula MacDonald, Mira Meszaros, Bruce Nicholson, Irene Smit and Rick Snell. As well, I would like to thank Ozzie Logozzo and his talented, efficient, helpful and superb team for all their hard work and support. Respectfully submitted, Mike Douglas Chair

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e-Forms Transaction Solution Platform Task Force Report to the OREA Assembly

March 6, 2013 OREA’s 2012 Strategic Plan provides direction to explore the development of new killer products and services for REALTORS®. Recognizing that electronic signature legislation may be forthcoming in the Ontario legislature the Board of Directors struck the e-Forms Transaction Solution Platform Task Force. The mandate of the e-Forms Transaction Solution Platform Task Force is as follows:

• To develop a strategy that supports OREA’s strategic plan • To explore ways of providing real estate transaction solution functionality to

REALTORS® • To determine which product(s) is/are viable solutions • To recommend said product solution(s) to Board of Directors

The Board indicated that any OREA product recommendations should not duplicate efforts being made by the Canadian Real Estate Association (CREA) with respect to forthcoming enhancements to WEBForms®. Further, the Task Force believes that the Toronto Real Estate Board (TREB), OREA and CREA need to have a closer working relationship at the volunteer/staff level and with the MLS® and Technology Council to better coordinate efforts around technology solutions. The e-Forms Transaction Solution Platform Task Force continues its work to fulfill its mandate and I would like thank its members for all their hard work and dedication to Ontario REALTORS®. They are:

• Ron Abraham, Ex-Officio, 2012 OREA President • Cassandra Agnew Walker, OREA Director at Large • Jennifer Aunger, Vice-Chair, OREA Young Professionals Network • John DiMichele, TREB Associate CEO, CIO • Ray Ferris, OREA Provincial Director Southern Ontario • Sarah Kiraly, OREA Young Professionals Network • David Pedersen, CREA Representative, IT Manager, Fraser Valley Real Estate Board • Jay Shearer, OREA Young Professionals Network

Respectfully submitted, Mike Douglas, Chair February 15, 2013

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Electronic Signatures Task Force Report to the Assembly

March 6, 2013 Ladies and Gentlemen: I am pleased to report on the activities of the 2012 Electronic Signatures Task Force (“ESTF”). The 2012 ESTF did not hold any meetings in 2012. The mandate of the ESTF is to determine the wants and needs of OREA Members with respect to the electronic signature and electronic transmission of agreements or purchase and sale and any other relevant real estate documents whereby such documents will not be invalid or unenforceable by reason only of it being in electronic form and/or transmitted electronically; and to determine whether existing legislation permits OREA Members to do what it is they want to do in respect of electronic signature and electronic transmission of real estate documents and, as necessary, to make recommendations to the OREA Board of Directors as to what, if any, legislative changes are necessary and any other possible solutions. Since 2011, as a result of extensive discussions and consultation process, OREA has lobbied the Ontario government to repeal the existing exception of the real property transactions from the application of the Electronic Commerce Act, 2000, S.O. 2000, Chapter 17 (ECA). OREA argued that the removal of the exception would allow OREA’s members to have the certainty, convenience and efficiency offered by the existing technology to support transactions for the purchase and sale of real estate in a digital medium. OREA’s lobby efforts were well received by the government officials and may have been a relevant factor in the removal of the real estate exception from the Uniform Electronic Commerce Act (Uniform Act). The Uniform Act is a model for the ECA, and, hence, this amendment to the Uniform Act will be an important consideration in the government’s deliberations on the proposed amendment to the ECA. Since the Ontario legislature was prorogued in the fall of 2012, all law-making activity has been effectively suspended until the new legislative session. Moving forward, OREA will communicate the current status of this issue and advise members of our on-going efforts. Further, we’ll correspond with CREA to better understand their integrated solution for electronic signature and what it means for Ontario’s REALTORS®. With the legislature back in session, OREA will also continue to lobby for the removal of the real estate exception from the ECA which has received positive reception from the Ontario government.

* * *

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Electronic Signatures Task Force Page 2 Report to the Assembly – March 6th, 2013

I wish to thank the OREA legal department staff for their support of the task force. I also wish to thank the following members of the 2012 Electronic Signatures Task Force for their contribution of time and expertise:

Ron Abraham King City

Merv Burgard, Q.C. London

Mike Douglas Barrie

Dorothy Mason Markham

Richard Silver Toronto

Respectfully submitted Cassandra Agnew Walker, Chair 2012 Electronic Signatures Task Force

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Governance Review Committee Report to the Assembly

March 6, 2013

Ladies and Gentlemen: I am pleased to report on the activities of the 2012 Governance Review Committee. The mandate of the Governance Review Committee is to assist the OREA Board of Directors in carrying out its responsibilities by reviewing Association governance issues and making recommendations to the Board as appropriate. The Governance Review Committee is to conduct a full governance review every five years. Upon the approval by the OREA Board of Directors of any recommendations of a Governance Review Committee, the Legal Resources Committee would be responsible for the preparation of proposed by-law amendments that would implement the recommended governance changes. The Legal Resource Committee would then draft the by-law amendments and submit same for the consideration and approval of the OREA Board of Directors. New Not-for-Profit Corporations Act (Bill 65) The new Not-for-Profit Corporations Act, 2010 (“New Act”) (Bill 65) received Royal Assent on October 25, 2010. The New Act has not been proclaimed in force yet. The target date for proclamation is July 1, 2013. The New Act will provide a modern legal framework for Ontario’s not-for-profit corporations. The Corporations Act currently governs not-for-profit corporations in Ontario. The New Act introduces provisions which provide a reasonable balance between efficient governance by the directors of the corporation and their protection from personal liability. It explicitly sets out the standards required of directors and provides clarity with respect to a defence of due diligence. The New Act also provides members with some significant rights and remedies. Not only are they given rights to bring actions on behalf of the corporation (derivative actions), but the rights of non-voting members are augmented by providing them with votes in certain types of organizational changes. Overall, the New Act provides a great deal more guidance and clarity for corporations without share capital about various corporate matters relative to the current Act. Corporations which are continued under this New Act will be required to bring their Letters Patent, Supplementary Letters Patent, by-laws and any special resolutions into conformity with the new Act and may do so by filing Articles of Amendment or by amending their by-laws, once the New Act is in force. The New Act specifically provides that any provision that is not amended to conform with the New Act is deemed after three years to be amended to the extent necessary to conform. It is recommended that all corporations amend their letters patent, supplementary letters patent and by-laws to conform with the New Act, so as not to unintentionally create confusion and questions about whether the letters patent, supplementary

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Governance Review Committee Page 2 Report to the Assembly – March 6, 2013

letters patent and by-laws can be relied upon. The New Act gives more rights to members and expands their remedies. The rights of non-voting members are expanded. If a corporation has more than one class or group of members, the articles must provide for such classes or groups and must provide at least one class or group with the right to vote. Otherwise, each member of each class will be entitled to vote. Even if the articles provide that the members of a class or group are not entitled to vote, such non-voting members will still have the ability to vote in certain circumstances, such as:

on any extraordinary sale, lease or exchange of all or substantially all of the property of the corporation;

an amalgamation; a change to any rights or conditions attached to those non-voting members; or a change in the rights of other classes of members so as to change the relative

rights of the non-voting members.

A proposal to make such amendment is adopted when the members of each class or group entitled to vote separately on the amendment as a class or group have approved the amendment by a special resolution, i.e. by at least 2/3 of the votes cast. Membership Categories In view of the expanded rights of non-voting members that will come into effect under the New Act, the Governance Review Committee undertook a review of the existing categories of OREA membership to determine what, if any, changes should be made to categories of OREA membership prior to the New Act coming into force. The Governance Review Committee made recommendations to the OREA Board of Directors with respect to OREA membership categories. The OREA Board of Directors, at its meeting held on January 15, 2013, passed by-law amendments which include that there be two categories of membership, i.e. Member Boards and SBF Members. The by-law amendments provide that a “SBF Member” is any Salesperson, Broker or Firm registered under the Act who meets the conditions set out in section 4.04 of the OREA By-law. All other OREA memberships which may have existed, including Honorary Life Members and Honorary Members, are cancelled and cease to exist as of March 6, 2013. The by-law amendments are subject to the approval of the Voting Delegates at the OREA Assembly to be held on March 6, 2013. The Supplementary Report of the Legal Resource Committee dealing with these proposed by-law amendments was sent to all Ontario real estate boards in January 28, 2013 and is being provided as agenda item #9 of the 2013 OREA Assembly agenda.

Review of OREA Committees As part of its overall governance review, the 2012 OREA Governance Review Committee (the

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Governance Review Committee Page 3 Report to the Assembly – March 6, 2013

“Committee”) reviewed all of OREA’s existing committees. This review included, but was not limited to, reviewing the terms of reference of all OREA committees in an effort to determine whether the work currently being done by each respective committee falls within the scope of the committee’s mandate/terms of reference and to further ensure that both the work being done by the committee and the terms of reference reflect those priorities set by the OREA Board of Directors.

Committees are an important element of a board’s governance processes that aid the board in fulfillment of its governance role. Board committees can assist the board in performing the work that the board might not otherwise have the time to do. Committees provide opportunities for supervision of management, allow members to contribute special expertise, and help the Board do a more detailed review of Board matters than time would allow during a Board meeting. The general rule is that a Board establishes the committees that are required by it to assist with the work of the Board in furtherance of the Board’s role and priorities. The Committee’s review focused on streamlining OREA’s committees in an effort to retain only those committees that were essential to OREA’s success and good governance. Following its review, the Committee made its recommendations to the OREA Board of Directors at its Meeting March 4-5, 2013.

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I wish to thank the OREA Legal Department staff for their support of the committee. I also wish to thank the following members of the 2012 Governance Review Committee for their contribution of time and expertise:

Pauline Aunger, Rideau St. Lawrence Real Estate Board

Linda Baumgartner, Muskoka, Haliburton, Orillia – The Lakelands Association of REALTORS®

Ettore Cardarelli, Mississauga Real Estate Board

Bill Duce, Kitchener-Waterloo Association of REALTORS®

Dreena Gilpin, Sudbury Real Estate Board

Ann Hannah, Toronto Real Estate Board

Rose Leroux, London and St. Thomas Association of REALTORS®

Maureen O’Neill, Toronto Real Estate Board

Barb Sukkau, Niagara Association of REALTORS®

Patricia Verge, Ottawa Real Estate Board Respectfully submitted Gerry Weir, Chair 2012 Governance Review Committee

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Government Relations Committee Report to the OREA Assembly

March 6th, 2013 The 2012 Government Relations Committee had a busy and very productive year on behalf of Ontario’s REALTORS ® OREA’s legislative and regulatory activities focused on three major issues; personal real estate corporations, amending the Electronic Commerce Act, (ECA) 2000 and the creation of a province wide marijuana grow operation registry. While we made progress on all three issues, our efforts were slowed by the prorogation of parliament and the province’s current fiscal situation. Personal real estate corporations featured prominently in OREA’s 2012 pre-budget advocacy. We met with over a dozen key decision makers, including the minister responsible for the Real Estate and Business Brokers Act (REBBA), 2002, the parliamentary assistant to the minister of finance and both opposition finance critics. While most agree with our proposal in principle, the Ministry of Finance is flatly rejecting policy initiatives that reduce provincial revenue due to budgetary pressures. Despite the fiscal climate at Queen`s Park, personal real estate corporations will continue to be a priority of our government relations team. Our work will continue until salespeople in this province can incorporate. Removing the exception for agreements and purchase and sale from the ECA was another government relations priority in 2012. OREA designated it as one of the key issues during our pre-budget efforts, organizing 11 different meeting with MPPs and staff, including the Attorney General’s office which is responsible for the ECA. To supplement our pre-budget efforts, OREA produced materials to support member boards in a spring MPP visits program. This program resulted in 45 meetings between REALTOR® volunteers and their local MPPs during April and May. These meetings led to the introduction of Bill 96, the Electronic Commerce Amendment Act, 2012 co-sponsored by PC MPP Todd Smith and Liberal MPP Yasir Naqvi. OREA supported the bill and worked very closely with both sponsors to ensure that it received bi-partisan support. Thanks to this coordinated effort, OREA learned that the Attorney General was prepared to insert the amendment into a government bill that, prior to prorogation, would have been introduced during the fall session. Our view has been affirmed by key contacts inside government. They agree that it is not an issue of whether or not we’ll get the amendment, it’s a question of when. Finally, OREA continued to press the government to create a province wide registry of former marijuana grow operations in 2012. Unfortunately, it has become clear that some within

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Government Relations Committee Report to the OREA Assembly March 6, 2013 cont’d

government believe that former marijuana grow operations and clandestine labs are not prevalent in the market place. To counter these misconceptions, OREA commissioned market research through Ipsos Reid to measure perceptions amongst Ontario consumers on the issue of marijuana grow operations. Through a targeted public relations initiative, OREA’s research attracted significant press coverage, including in the Minister’s riding of Ottawa. OREA also met with the minister to present her with the results of the research. The highlights of our political affairs activities this year were our 2012 Political Affairs Conference, the creation of the Municipal Advocacy Assistance Program, a video communicating the value of OREA government relations and the Real Estate Roundtable. Despite the prorogation of the Ontario Legislature, OREA hosted a very successful Political Affairs Conference (PAC) in 2012. The majority of attendees described the conference as the “best PAC yet.” Notable sessions included presentations from two party leaders and the minister responsible for real estate, a very entertaining pundit panel and a formal meeting between OREA PAC representatives and Premier Dalton McGuinty.

OREA government relations also created a new service for member boards called the Municipal Advocacy Assistance Program (MAAP). The goal of MAAP is to assist member board’s with municipal issues having province wide implications by providing them with expert assistance from OREA government relations staff. To encourage member participation in our government relations efforts and to communicate how important advocacy is to the industry, OREA created a video called “OREA Government Relations: Helping REALTORS® Do Business Better.” The video promotes OREA’s past successes and highlights some of the current issues the association is working on a Queen’s Park. Finally, to broaden the scope of our information sharing and encourage collaboration on government relations issues at Queen’s Park, OREA government relations staff created the Real Estate Roundtable (RER). The RER is made up of a group of various stakeholders from the real estate and housing industries. Specifically, the group is comprised of 14 different industry associations representing over 80,000 members, companies and affiliated organizations (e.g. Ontario Home Builder’s Association, Insurance Bureau of Canada and Federation of Rental Housing Providers). In conclusion, I want to thank the members of the 2012 Government Relations Committee, Ron Abraham (ex-officio), Eugene Cheng, Brian Graham, Joseph Hough, B. Cail MacLean, Linda McCallum, Valerie Miles, Von Palmer, Robert Pfaff, Johnmark Roberts, Deborah Ross-Abraham and Barb Sukkau for all their hard work and dedication to Ontario REALTORS®.

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Government Relations Committee Report to the OREA Assembly March 6, 2013 cont’d

I would also like to thank the amazing Government Relations Staff at OREA, namely Jim Flood, Matthew Thornton, Natasha Lemire-Blair and Yuliya Khraplyva. It was an absolute pleasure to work with them this past year. Respectfully submitted, Pat Verge Chair February 14, 2013

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Leadership Development Committee Report to the Assembly

March 6, 2013

I am pleased to report on the activities of the Leadership Development Committee in 2012. The committee’s main role in 2012 consisted of gathering via telephone and webinar to participate in course pilot projects. As a focus group, the committee provided valuable feedback for the following new course development. Leadership 401, Laying the Groundwork for Success

The new and improved course for Presidents-Elect includes a 30-minute online module and a 3-hour classroom module. The committee reviewed the content relevancy and accuracy in addition to providing feedback on the overall ease of online navigation. Leadership 402, Taking the Reins

The committee reviewed the updated version of Leadership 402, Taking the Reins. Prior to the course’s launch at Presidents at 2013 Presidents/Presidents-Elect Meeting, the committee provided valuable feedback on the content relevancy and the online navigation process.

Nimble Decision Making Tutorials

The newly developed Nimble Decision Making Tutorials were launched at the Presidents Presidents-Elect meeting in January 2013. This self-directed course is comprised of 3 DVD tutorials that are designed to be played prior to 3 board meetings.

New & Improved Leadership 100 Online Course

The introductory leadership, online course, Leadership 100, has undergone vast improvements. Leadership 100 is still being offered at no charge to all OREA members. The one and a half hour course now boasts new visuals and enhanced interactive activities. 2012 Leadership Events

Leadership 400, Building Leadership through Communication

31 Presidents-Elect successfully completed communications training at the Kingbridge Centre during the months of September and October. Training was provided in the areas of media and, presentation skills and conflict resolution.

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Leadership Development Committee Report to the Assembly - March 6, 2013 ______________________________________________________________________________

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Executive Officers’ Summit 37 Executive Officers attended the EO Summit held at the Kingbridge Conference Centre in September 2012. The agenda, directed by the EO Advisory Committee, included sessions on Non Dues Revenue by Jennifer Spear, CRA Operating Surplus by Victoria Prince and a session on Good Governance by TNG presenters Brad Quinn and Linda Moore. President President-Elect Meeting The annual President/President-Elect meeting took place at the Kingbridge Conference Centre, King City. Volunteer leaders from across the province along with the OREA Board of Directors met for 1.5 days of informative sessions and information sharing. The well attended event boasted a full agenda including Leadership 401 for board Presidents-Elect and Leadership 402 for board Presidents.

NAR (National Association of REALTORS®)

In addition to OREA’s current contractual agreement with NAR, the National Association of REALTORS® has recently requested the addition of the eWorkshop format of Leadership 200 and Leadership 300 to add to their suite of courses. In March 2013, OCLD will begin to train NAR staff and instructors on this new format. The feedback from NAR members continues to be very positive. Association Support Services OCLD is providing resources to boards who are considering reorganizing their operating structure including shared services, common MLS® databases, mergers etc. In September 2012, the Muskoka Haliburton and Orillia boards merged to form REALTORS® Association of Ontario Lakelands. Merger meetings have been held with Southern Georgian and Georgian Triangle boards and a membership vote will be held on April 17, 2013. Additional services offered by the OREA Centre for Leadership Development include director orientation, board evaluations and strategic planning. OCLD continues to cover costs of outside consultant fees for governance and strategic planning. Respectfully Submitted, Phil Dorner Chairperson, Leadership Development Committee

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Leadership Development Committee Report to the Assembly - March 6, 2013 ______________________________________________________________________________

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Committee Members: Christian Allan Nicole Bowman Arunjit Qaumi Ray Ferris David Rowlands Jay Shearer

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Legal Resource Committee Report to the Assembly

March 6th, 2013 Ladies and Gentlemen: I am pleased to report on the activities of the 2012 Legal Resource Committee. OREA By-law Amendments The Legal Resource Committee drafted the proposed amendments to the OREA by-law to implement recommendations of the Executive Committee, Governance Review Committee and the Legal Resource Committee. These by-law amendments have been passed by the OREA Board of Directors and are subject to the approval of the Voting Delegates at the OREA Assembly to be held on March 6, 2013. The proposed by-law amendments provide for the following:

a new OREA Commercial Committee be created to replace the existing Ontario Commercial Federation and the Ontario Commercial Council.

the removal of the requirement in Article 16 of the OREA By-law that the President and Executive Officer both sign the Member Board Reports and replace it with the requirement that Member Board Reports be signed by an authorized signing officer of the Member Board. In addition, the time for the remittance of OREA dues or OREA dues and initiation fees by Member Boards is extended from five days to 15 days.

in view of the expanded rights of non-voting members that will come into effect when the new (Ontario) Corporations Act (Bill 65) is proclaimed in force, it is proposed that there be two OREA membership categories: Member Boards and SBF Members. All other OREA memberships which may have existed, including Honorary Life Members and Honorary Members, are cancelled and cease to exist as of March 6, 2013.

The Supplementary Report of the Legal Resource Committee dealing with these proposed by-law amendments was sent to all Ontario real estate boards on January 28, 2013 and is being provided as agenda item #9 of the 2013 OREA Assembly agenda. Legal Information – RECO Complaints Process (New Service) OREA members who are the subject of a RECO complaint can speak with OREA lawyer, Diana Russo, to obtain legal information on the RECO investigative and adjudicative process. This new service also offers local real estate boards and their members, resources pertaining to the professional conduct of REALTORS® and RECO’s standards. While this service is intended to assist Members navigate the often stressful RECO complaints process, it is not intended to replace the information available through RECO. Members are encouraged to regularly check the information provided on the RECO website, in addition to utilizing the new service.

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Legal Resource Committee Page 2 Report to the Assembly – March 6th, 2013

Revisions to the Standard Board MLS® Rules and Regulations The Legal Resource Committee drafted the June 2012 revisions to the Standard Board MLS® Rules and Regulations which were approved by the OREA Board of Directors at its meeting held on June 7-10, 2012 and distributed to the Ontario real estate boards on July 30, 2012. At the request of the OREA Board of Directors the Legal Resource Committee undertook a review of the Revised Standard Board MLS® Rules and Regulations to make it more consistent (where possible) with the terminology in REBBA 2002 and its regulations – in particular to reflect the shift in REBBA 2002 from “agency” terminology to “representation” terminology. For that reason, most of the changes in the June 2012 Revised Standard Board MLS® Rules and Regulations are contained in Article 1, section 1.01 – Definitions and Interpretation. The other changes include some REBBA-alignment-related changes to the Solicitation Regulations (Article 8) and some housekeeping amendments (throughout). CREA’s in-house competition lawyers were asked to review these amendments to the Standard Board MLS® Rules and Regulations. The resulting comments from CREA counsel were considered by the OREA Legal Resource Committee and incorporated into the revisions. OREA Arbitration and Discipline Matters The Legal Resource Committee continues to provide procedural advice to the arbitration, professional standards and discipline committees of real estate boards in Ontario. The status of arbitration appeals and hearings (interboard arbitration and appeals) is an ongoing item on the Legal Resource Committee agenda as a way of keeping the Board of Directors apprised of this matter. The committee received a report on the arbitration and discipline services that OREA is providing to its members under the provisions of the OREA By-law:

Article 18 – Deals with commission disputes between members of two different boards.

Article 19 – Deals with arbitration appeal of commission disputes from members of the same local board in which the original hearing has been heard at the local board where both parties are members of that same board.

Article 5 and 6 – Deals with special hearings or appeals of local board discipline decisions. [Note: RECO deals with the discipline of RECO members (RECO discipline process under REBBA), therefore, OREA does fewer discipline appeals from members. OREA does not have any files pending for this type of appeal.]

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Interboard Agreement - Review

At the request of the OREA Board of Directors the Legal Resource Committee undertook a review of the Interboard Agreement and found several questions/concerns with respect to the agreement. The Legal Resource Committee made a recommendation to the OREA Board of Directors at its December 5th – 6th, 2012 meeting to strike a task force comprised largely of Member Board Executive Officers to review the Interboard Agreement and address the issues of Ontario real estate boards concerning the agreement. The members of the Interboard Agreement Task Force are:

Betty Doré – Chair, London and St. Thomas Association of REALTORS® Cail MacLean, Durham Region Association of REALTORS® Hugh Foy, Toronto Real Estate Board Susan Pond, Muskoka, Haliburton, Orillia – The Lakelands Association of REALTORS® Carol Mallett, Ottawa Real Estate Board Bill Duce, Kitchener-Waterloo Association of REALTORS®

CREA Proposed New National REALTOR® Code Policy At the request of various Member Boards and associations, CREA postponed submitting the proposed REALTOR® Code Policy from the April 2, 2011 CREA Annual General Meeting to the March 2012 CREA Annual General Meeting. Some changes were subsequently made to CREA’s REALTOR® Code and circulated by the CREA 2012 REALTOR® Code Committee for comment. The Legal Resource Committee, at its meeting held on August 15, 2012, reviewed the proposed changes to the REALTOR® Code and submitted a report to the OREA Board of Directors meeting September 6-7, 2012 recommending affirmation of the proposed changes. CREA made further proposed revisions to the REALTOR® Code and these were reviewed by OREA Board of Directors at its meeting held on December 5-6. 2012. The OREA Board of Directors were agreeable to the changes and asked that CREA be contacted in this regard. It was reported by CREA that in January 2013 the CREA Board of Directors received the report of the REALTOR® Code Committee. It is anticipated that CREA’s proposed changes to the REALTOR® Code are to be submitted for decision at the March 23, 2013 CREA Annual General Meeting. The following is an excerpt of the highlights of the CREA Board of Directors meeting January 16-17, 2013 – posted in Realtorlink.ca:

The Chair of the REALTOR® Code Committee presented their report and following some minor changes to Rules 15.2.1 and 15.3.1, the Board recommended that these changes be brought to the membership for decision at the 2013 CREA Annual General Meeting.”

Legal FAQs for Board Executive Officers The new Legal FAQs for Board Executive Officers located in the Board Leaders section of the

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OREA website contains answers to those questions frequently posed by Member Board Executive Officers to the OREA Legal department. These general questions and answers are posted to provide a resource for Member Board Executive Officers to assist them to better serve their own board of directors and members Legal Forum The very popular Legal Forum located in the Members section of the OREA website, began in November 1999 to address general legal and ethical questions from REALTORS®. It has not only survived but flourished in the transition to the new OREA website. Since its inception, Legal Forum has responded to over 5250 questions (an increase of 310 questions since last year). A broad spectrum of issues were asked about in 2012 including: commission negotiation, entitlement and collection; disclosure; presenting offers; deposits; spousal consent; advertising; condo matters; and commercial and residential leasing issues. Whenever possible, Mr. Burgard refers Legal Forum inquirers to related OREApedia and REALTOR Edge articles as part of his response, in order cross-promote OREA’s many resources for the members. Related Legal Forum questions and answers are set out in every OREApedia Topic.

* * * I wish to thank the Legal department staff for their support of the Committee. I also wish to thank the following members of the 2012 Legal Resource Committee for their contributions throughout the year:

Bahador Ali-akbar-Khani – Toronto Real Estate Board

Mike Carson, London and St. Thomas Association of REALTORS®

Betty Doré, London and St. Thomas Association of REALTORS®

Diane Erickson, Thunder Bay Real Estate Board

Ann Forbes Arndt, REALTORS® Association of Hamilton-Burlington

Maureen O’Neill, Toronto Real Estate Board

Robert Storring - Kingston and Area Real Estate Association

Respectfully submitted

Richard Leroux, Chair 2012 Legal Resource Committee

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Marketing and Communication Committee Report to the Assembly

March 6, 2013 REALTOR® Value Campaign When members told us back in 2011 that the most important thing we could do for them was to show the public the value that REALTORS® bring to every real estate transaction, we responded with the launch of the REALTOR® Value Campaign. We communicated this message through strong media relations efforts and a variety of social media tools. And in 2012, we really ramped up the REALTOR® Value Campaign. During the past year, we focused heavily on media relations (earned media) to reach Ontario consumers. The multimedia program highlighted the benefits that REALTORS® bring to consumers and leveraged our president, Ron Abraham’s expertise to answer Ontarians’ most pressing real estate questions. Ron also traveled across the province for television, radio and print interviews that highlighted the insight, expertise and dedication of Ontario’s REALTORS®. Ron was interviewed by hundreds of media outlets and helped create news stories, columns and articles that reached millions of Ontarians. This year, the REALTOR® Value Campaign will be complemented by a full-fledged advertising campaign. We look forward to sharing our success with you in 2013 and continuing to help show Ontario consumers the benefits of working with a REALTOR®. REALTOR® EDGE and e-EDGE Newsletter The REALTOR® EDGE newsletter is the flagship communication vehicle of the association. Each month it delivers practical, useful news and information and original content about the real estate industry to members. The newsletter is read widely by members across the province. The REALTORS® who are members of our Marketing and Communication Committee provide useful feedback and suggest story ideas for the newsletter to ensure that the articles are current and relevant to real estate practitioners in Ontario. Annual Report Improving member communication was central to our decision to launch an annual report last year. We introduced this new publication at the OREA conference as a means of highlighting the news and activities of the past year. Rather than providing a static catalogue of offerings organized by department, we structured the report in a way that more dramatically illustrates the benefits of OREA membership and drives viewers to the website, blog and other venues for more detail. Since the report was extremely well

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Marketing and Communication Committee Report Page 2

received, we are taking a similar approach in 2013, providing various quantifiable metrics and evidence of the association’s success on a variety of fronts in the new report. Marketing Services In 2012, a large scale, multi-channel campaign was created to support OREA’s free Continuing Education (CE) promotion in celebration of our 90th anniversary. The successful promotion had a conversion rate of more than 40%, with more than 24,000 members taking advantage of the promotion. Continuous promotion of Registration Education, to the public through prospect marketing, programs included: digital marketing, traditional advertising campaigns, Google Adwords, tradeshows, and collateral. Today, video as a medium has a critical role and is an important channel for reaching members. Three larger video projects and various internal video projects were successfully developed in 2012. Videos created supported the OREA Young Professionals Network (YPN), internal communications, prospect marketing, member communication and real estate board initiatives. Examples of video themes include Leadership Development “Call for Volunteers” and a Government Relations “Accomplishments” awareness video. These videos can be found on the OREA YouTube channel. Member Savings Program (Affinity Program) We’ve had a successful year with the OREA Member Savings Program, with program revenues reaching over $87,000 – all in support of the REALTORS Care Foundation. In 2012, there were 6 partners promoted to 55,000 members. The partners are: AERO Insurance, TD Home and Auto Insurance, Rogers, Rent Check, CBA Health and Dental, and MBNA. Promotion channels included digital marketing initiatives, tradeshows, in-person presentations, and advertisements in the REALTOR® EDGE newsletter. At the end of 2012 an additional communication channel was launched through the OREA mobile app. The app has a member savings section up front, with the aim of increasing program awareness and accessibility. OREA Mobile App Marketing and Communication spearheaded the development of a universal OREA mobile application for iPhone and iPad. This one-stop app allows members to review daily industry news and share it with clients, peers and social media networks. Members are able to access clauses, definitions and legal resources, and students are able to access on-the-go MyPortfolio, allowing them to review course information anywhere, anytime on their mobile device. The app was launched mid-December 2012 and within the first 2 months alone, the app hit over 4,000 unique users and the number is still growing.

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Social Media OREA continues to develop informed relationships with its social audiences, building positive brand awareness and becoming a primary voice and resource on real estate. In the last quarter of 2012, new industry best practices were put into place, including a new monitoring system that allows OREA to aggregate social media trends and engage more quickly and efficiently with our audience, promoting the OREA brand and REALTOR® value. In the last year OREA has been experiencing increased engagement through OREA’s multiple social media accounts on Facebook, Twitter, LinkedIn, YouTube, and the OREA Blog. From 2011 to 2012, activity on OREA’s blog has increased 237%. An average 202 visitors a day read and comment on articles ranging from the newest social media trends in real estate, to developments in government relations and REALTOR® education. The YouTube channel continues to be very successful, generating a total of 92,918 views (up to December 2012) since the channel began in 2011. On Facebook and Twitter the growth continues. With an average of four new followers a day on Twitter, the accounts saw a 237% increase in 2012. On Facebook, our pages create an average of 5,137 impressions a day. That’s more than 1.87 million impressions a year. Feedback from a recent OREA member survey has shown that the REALTOR® community is highly interested in social media, even if they are not currently using it. As a result, webinars guiding members through the basics of social media and account setup will be launching in spring 2013. OREA Research The OREA Research division within Marketing and Communication continues to provide actionable insights to OREA departments, committees and the Board of Directors. Throughout 2012, OREA Research completed several research studies, including strategy research for the REALTOR® Value Campaign, which explored how members and consumers view professionalism and REALTOR® value. Other studies included research to understand key issues that matter to REALTORS®, such as research to support a province-wide marijuana grow-op registry, to optimize e-Forms and ensure their usability with members, to ensure that OREA’s leadership courses are actionable, and to measure the OREA Real Estate College offerings and their alignment with member needs. For 2013, OREA Research will continue to support stakeholders through its full service research capability, including an exciting new study that will identify and prioritize current issues that are affecting REALTORS®, which will drive 2013 Strategic Planning efforts. OREA Website OREA launched its new website in late 2011 and since then the site’s content and functionality continues to grow and evolve, improving the user experience. In 2012,

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www.orea.com pages received 13 million views compared to 6 million in 2011, representing a 117% increase. Over the past year, several new features have been added to the website, such as an events calendar, a course calendar, and progress tracking feature called My Timeline to name a few. The Become a Real Estate Salesperson and Become a Real Estate Broker pages have been restructured, and now include a “Look Inside” feature allowing you to view the course Table of Contents. The OREA Centre for Leadership Development now posts podcasts regularly. We also celebrated our 5000th question on Legal Forum. Our bounce rates are down, meaning that people are finding what they’re looking for. We continue to work to add new features, optimize our content for search and improve upon the existing. Marketing and Communication Committee I am very proud of what the Marketing and Communication Committee has accomplished this year. I would like to thank this year’s committee, consisting of: Ray Ferris, OREA Provincial Director for Southern Ontario, Simcoe and District Real Estate Board Jennifer Aunger, Rideau-St. Lawrence Real Estate Board Jessica Barr, Kingston & Area Real Estate Association Gwen Kirkpatrick, EO, Huron Perth Association of REALTORS® Steve Kotan, North Bay Real Estate Board Eric McCartney, Toronto Real Estate Board Connie O’Shell, Georgian Triangle Association of REALTORS® Lydia Ingles, Toronto Real Estate Board Darlene James, Guelph & District Association of REALTORS® Ron Abraham, Ex-Officio, OREA President Respectfully Submitted, Tom Lebour, Chair OREA Provincial Director for Central Ontario, Mississauga Real Estate Board

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Ontario Commercial Council Report to the OREA Assembly

March 6, 2013

New OREA Commercial Committee Proposed by-law amendments provide for the creation of a new OREA Commercial Committee to replace the existing Ontario Commercial Federation and the Ontario Commercial Council. The amendments are contained in Article 17 of the OREA By-law and provide that the Commercial Committee shall be comprised of nine members as follows:

(i) One member from the Toronto Real Estate Board; (ii) The Ontario Regional Director of the Canadian Commercial Council of

REALTORS®, if willing and able to serve; (iii) One representative from the OREA Board of Directors; and (iv) Six additional members if the Ontario Regional Director of the Canadian

Commercial Council of REALTORS® is willing and able to serve, or seven additional members if the Ontario Regional Director of the Canadian Commercial Council of REALTORS® is not willing and able to serve.

Only an SBF (Salesperson, Broker or Firm) Member who is either a Broker or Salesperson and who is a member of the Canadian Commercial Council of REALTORS® is eligible to be a member of the Commercial Committee. Further background and explanation may be found in Legal Resource Committee Supplementary Report #1 to the OREA Assembly. Commercial Initiatives In addition to the creation of the new commercial committee, the Ontario Commercial Council (OCC) continues to move forward on several commercial member initiatives including promotion of commercial REALTORS®, enhancements to commercial property information, government relations and outreach/sponsorship of member real estate board commercial activities. I would also like to take this opportunity to thank all the members of the Ontario Commercial Council for their efforts this past year. They include Ron Abraham, Peter Brady, Aziz Kanjee, Garry Lander, Alister Maclean, Phil Nanavati, Rick Shelley, Ralph St. Jarre and George Watson. Respectfully submitted, John Filipetti, Chair February 15, 2013

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AE ADVISORY GROUP Report to the Assembly

March 6, 2013 _____________________________________________________________________________________________

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Highlights of the AE Advisory Group

2013 EO Summit was held September 24-25, debrief is attached;

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AE Advisory Group Report to the Assembly March 6, 2013

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AE Advisory Group Report to the Assembly

March 6, 2013

The mandate of the AE Advisory Group is to act as a resource for both OREA and Board staff with a view towards enhancing the environment in which the Provincial Association and boards work together for the betterment of Members. EO’s are encouraged to send their concerns, questions and/or ideas to the AE Advisory Group. This group is the “voice” of the EO’s and will ensure that concerns and questions will reach the people responsible. Meetings are generally held via teleconference to keep costs to a minimum. This type of meeting has proved to be a great success financially with no traveling involved for the participants. The AE Advisory Group held 1 Meeting in 2012 and I am please to report on their activities. EO Summit – September 24-25, 2012 Prior to the September EO Summit the AE Advisory Group meet on May 24, followed by a teleconference call on June 27 to finalize the agenda items for the annual meeting of the EO’s. Everyone was in agreement that the Summit is a great networking opportunity for the EO’s and in particular for the new Executive Officers. 32 Executive Officers from across the Province met for 1½ days of informative sessions and information sharing. The following is a summary of the events that took place: Monday September 24 Welcome and Opening remarks OREA’s CEO, Ed Barisa welcomed everyone and thanked them for taking time out of their busy schedule to attend. On behalf of OREA, Ed offered congratulations to two Northern boards on their recent merger, Orillia and District Real Estate Board and the Muskoka-Haliburton Association of REALTORS® merged and is now named: REALTORS® Association of Ontario Lakelands. The OREA staff directors were introduced with special mention for the newest member of OREA’s staff, Diana Russo. Diana is a lawyer and has experience in Complaints, Compliance and Discipline. She will be providing guidance to OREA members who are subject to proceedings’ under RECO’s CCD process. Keeping Your Head – Without losing Your Mind Cathy Shaughnessy presented an upbeat and entertaining presentation filled with humor and tried and true principles for success. It included some unique take-away that will anchor the key concepts long after the session is over.

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Non Dues Revenue - Generating Jennifer Spear works with teams and organizations to help them Solve Problems, plan strategically and make innovation and creativity a reality in their workplace. Jennifer conducted an activity to get the EO’s thinking about how they can generate non dues revenue. Operating Surplus - CRA On the other end of the spectrum (generating non-dues revenue) Victoria Prince discussed Canada Revenue Agency’s views on non-dues and surplus revenue. CRA identified approximately 30,000-35,000 taxpayers from its GST/HST database and then selected a statistically valid sample of the known population of 1,500 returns, which it is auditing over 3 years. The purpose of the audit is to “gain information and evaluate compliance in the NPO sector”. CRA has indicated that its intent is to educate, but it has also said that reassessment is possible in cases of “serious non-compliance”; to date we have not heard of anyone being reassessed. Open Forum Earlier this year the AE Advisory Group asked the EO’s to submit topics that they would like to hear discussed at the EO Summit – a number of requests were received, some of which were incorporated into the agenda as a stand-a-lone session, such as the earlier sessions presented by Jennifer Spear and Victoria Prince. The remainder of the topics was incorporated into the “open forum”. Victoria Prince talked about HR Issues and Bill 168, OREA HR Director Karen Wood, lead them through the dos and don’ts of “Performance Reviews” and Juanita Gledhill, Principal, MCC Group – HR Consulting Services offered some guidance when it comes to Policy Manuals. Promotional Video - The Benefits of Volunteering for your Real Estate Association The OREA Centre for Leadership Development developed a brief video for real estate associations on the many benefits of volunteering. The final product was previewed at the meeting and will be shared with all real estate associations across the province. The video will offer boards in Ontario an additional tool that may assist to recruit new volunteers to their organization. Networking Reception and Dinner During the reception and dinner, OREA staff directors were on hand to answer any questions the Executive Officers may have had pertaining to their written reports. President, Ron Abraham welcomed everyone and thanked the AE Advisory Group for their hard work in putting together the agenda items for the meeting. Tuesday September 25 Good Governance doesn’t have to be a Game of…”Survivor” Using some of the themes and the “lenses” of our now familiar TV reality show “Survivor”, Brad Quinn and Linda Moore challenged the group to take an in-depth look at the early warning signs and symptoms of ineffective governance and the implications of this on organizational success. They introduced tools and techniques for implementing, usable good governance structures, processes and “habits” that can transform boardroom culture and

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dynamics. The interactive session and peer dialogue worked to reveal practical alternatives that don’t have to lead to such dramatic conclusions that usually end up with people being voted off the island. It was a relevant, enjoyable and worthwhile session. The EO Summit concluded with closing remarks by Bill Shepherd, Executive Director, OREA Centre for Leadership Development. This concludes my report at this time Respectfully submitted, John DiMichele, CIO – Chair, AE Advisory Group Toronto Real Estate Board Ron Abraham, OREA President Prudential Lorimer Realty Brokerage, King City

Phil Dorner, OREA President-Elect Louis Parent Realty Ltd Belle River, On

Wendy Giroux, Executive Officer Peterborough and the Kawarthas Association of REALTORS®

Susan Nish, Executive Officer Kingston & Area Real Estate Association

Sherry Robitaille, Executive Officer Southern Georgian Bay Real Estate Association

Carol Mallet, Executive Officer Ottawa Real Estate Board

Janice Wieringa, Executive Officer Chatham-Kent Association of REALTORS®

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Provincial Directors’ Committee Report to the Assembly

March 6, 2013

Executive Summary

• Topics discussed at the spring area meetings included the Endangered Species Act, the

Condo Act, the OREA YPN and HPI presentation by CREA’s chief economist, Gregory Klump.

• Topics discussed on the fall agendas included the merger of boards in the Northeastern area region, an OREA Real Estate College update, short term rental bylaws, OREA Inter-board agreement and jurisdictional boundaries.

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Provincial Directors’ Committee Report to the Assembly

March 6, 2013

The Provincial Directors met twice in 2012 to discuss their upcoming area meetings and the various issues affecting their regions. Below is a brief overview of these discussions.

Sales Training for New Graduates The Executive Director of the OREA Real Estate College and the Assistant Director made a presentation and distributed a hand out with respect to the current issues at the College, as well as, future initiatives. It was important to note that RECO has now indicated that OREA can pursue sales training for registrants. The hand outs are attached to these minutes as information.

Merger Discussions in the Northeastern area The Executive Director of the OREA Centre for Leadership Development kept the provincial directors updated on the merger meetings in the North eastern area. OREA’s role has been to support the boards during this process by providing tools, resources, financial and legal advice and funding for an outside consultant. 2012 Area Meeting agendas

Topics discussed at the spring area meetings included the Endangered Species Act, the Condo Act, the OREA YPN and HPI presentation by CREA’s chief economist, Gregory Klump.

Topics on the fall meeting agendas included the merger of boards in the Northeastern area region, an OREA Real Estate College update, short term rental bylaws, OREA Inter-board agreement and jurisdictional boundaries.

Member Communication The directors discussed various methods of communicating with members and the need to improve member engagement. Low volunteer rates in the Western region were also discussed.

Area Meeting Action Plan It was agreed that an action plan be developed and distributed to all provincial directors following the spring and fall area meetings.

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I want to personally congratulate all the Provincial Directors for a job well done. Your level of preparation and dedication to your area meetings was evident and as a result your member boards and their leadership have been well served. I am very proud of all of your efforts this year! Respectfully Submitted, Barb Sukkau, Chairperson Provincial Directors’ Committee Provincial Directors Pat Verge Ray Ferris Valerie Miles Maureen O’Neill Richard Leroux Tom Lebour Anna Vozza

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OREA Standard Forms Committee Report to the OREA Assembly

March 6, 2013

This has been an active and productive year for the Standard Forms Committee. The Committee reviewed a number of requests from Members, Real Estate Boards and other interested parties. As a result, a number of important revisions were made to the forms and two new forms were created for 2013. Form 111 (New)- Agreement of Purchase and Sale- POTL- Common Elements Condominium In the last couple of years there has been some confusion concerning the proper form to use when selling a “POTL”. The correct format has been to use the standard Form 100, not the Condominium Agreement, and to add the Schedule available in the Standard Clauses that describes the Common Elements Condominium. Because of the apparent confusion, the Committee combined the standard Agreement of Purchase and Sale form and the POTL Schedule and created a new form, Form 111- Agreement of Purchase and Sale- POTL- Common Elements Condominium. The Committee expects that this new form will eliminate any confusion on this topic. Agreements of Purchase and Sale These discussions of the Committee also resulted in a couple of housekeeping revisions to Form 100- Agreement of Purchase and Sale. In the Appendix to this Report there is a list of detailed revisions to the Standard Forms and these housekeeping revisions are listed there. These changes, where applicable, have also been made to all of the OREA Agreement of Purchase and Sale forms: 102, 103, 110, 115, 145, 150, 400, 500, 501, 502, 510, 511, 515. When Form 111, the POTL Agreement was created by the Committee, this led to a discussion of the most correct way to describe a condominium corporation in an Agreement of Purchase and Sale. As a result of these discussions, this section of Form 101- Agreement of Purchase and Sale- Condominium was revised so that it would be identical to this section in Form 111. These changes, along with the other housekeeping changes mentioned above, will also be made to the other Condominium Agreements, Forms 150 and 501. Form 127- Acknowledgement Re: Conditions in Offers The Committee received a request to make a revision to Form 127- Acknowledgement re: Conditions in Offers. As a result, the check boxes for the various conditions were replaced with ovals for the buyer’s initials. The last two categories were also reversed so that the last category is now “a home inspection report”. This was done so that it would be just above the “Other” category which might be used to describe another form of inspection e.g. inspection by engineer.

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OREA Standard Forms Committee 2 Report to Assembly – March 6, 2013 Form 220- Seller Property Information Statement The Committee received requests from Real Estate Boards concerning the fact that there are non-condominium properties that have association fees attached to the ownership of the property. A new section (4.) was added to Form 220- Seller Property Information Statement that makes reference to membership in an association and payment of association fees. In addition, in the section for rental equipment the words “rental agreements” were added after “leases” to make sure all the categories are covered. These changes resulted in some minor re-arranging of the form, e.g. the section for rental items was moved to page 2. Form 225 (New)- Seller Property Information Statement- Important Information For Sellers The Committee created a new stand-alone form to provide information to a seller who is being asked to complete Form 220. The Committee created Form 225- Seller Property Information Statement- Important Information for Sellers. This form explains the importance of completing the Seller Property Information Statement accurately. Form 300- Buyer Representation Agreement This year the Standard Forms Committee made an interesting revision to Form 300- Buyer Representation Agreement. In recent months there have been several court cases for commission based on the Buyer Representation Agreement. It became apparent that, if the court concluded that the buyers were aware of what they agreed to and that they did, in fact, receive a copy of the agreement, the court was willing to award the brokerage the commission as described in the agreement. However, if the evidence suggested that the buyers were not aware of what they had signed and they may not have even received a copy of the agreement, the court declared that the buyers probably did not understand their obligations under the agreement and the concept of “non est factum” made the agreement unenforceable. Because of these cases, the Committee added a separate Acknowledgement section at the end of Form 300- Buyer Representation Agreement, stating the buyers understand the terms of the agreement and indicating when they received their copy. (This new Acknowledgement was also added to the commercial Buyer Representation Agreement, the OREA Listing Agreements and Customer Service Agreements.) There were a couple of additional revisions to Form 300. On the front page, under the Address line, prompts were added and another line was added for Municipality and Postal Code. This was done to provide specific information for a Real Estate Board buyer registry. In the commission section, an additional line was added so that it was clear there was a place for a percentage commission, a fixed amount, and another place to indicate a commission for leasing. A statement in bold was also added explaining the Agreement applies for the purchase of one property only, but applies for both a purchase and a rental.

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OREA Standard Forms Committee 3 Report to Assembly – March 6, 2013 Form 320- Confirmation of Co-operation and Representation One of the most important issues for Members is disclosure of representation and entitlement to commission. Because of these issues, one of the most important forms OREA provides is Form 320- Confirmation of Co-operation and Representation. Every year there are inevitable suggestions for improving this form. This year is no exception and the form has been substantially revised, and hopefully; simplified. In the first section that explains the role of the Listing Brokerage, a couple of options have been added. Also, the section for Co-operating Brokerage has been completely revised, separating the sections for representation and payment of commission. The Committee is confident that Members will now find the form to be very user friendly. Form 400- Agreement to Lease- Residential The Committee made changes to Form 400- Agreement to Lease- Residential. A statement was added to Clause 12 requiring the Landlord to provide information to the Tenants as required by the Residential Tenancies Act. Also, a Schedule A was incorporated into the form, as it was noted that there are usually a number of clauses added to the agreement. Form 520- Listing Agreement- Commercial- Authority to Offer For Sale The Committee made a small but significant change to Form 520. Being a commercial form, the form contains a clause stating if the buyer defaults and the deposit is forfeited, the brokerage may retain 50% of the deposit. The words “agreed compensation” have now been replaced with the word “commission” to be consistent with the wording of the other clauses in the form. This change from “agreed compensation” to “commission” was also made on Form 525 and Form 530. Forms 525 and 530- Listing Agreement- Commercial- Authority to Offer For Lease An additional revision was also made to Form 525 and Form 530, the commercial listing forms for leasing. Commercial members have reported there is often confusion as to when a leasing commission is due and payable. A sentence was added to these two leasing listings stating the commission is due and payable “on the earlier of occupancy by the tenant or execution of the lease.” It was also decided that this clause indicating when the commission is payable should also be included in the residential Form 210- Listing Agreement- Authority to Offer For Lease.

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OREA Standard Forms Committee 4 Report to Assembly – March 6, 2013 Form 160- Registrant’s Disclosure of Interest- Acquisition of Property (Formerly Form 620) Form 161- Registrant’s Disclosure of Interest- Disposition of Property (Formerly Form 621) On occasion, OREA receives calls from members who are not sure what form to use when a registrant is buying or selling a property. The title of these two forms were revised and the numbers for the forms were changed from Form 620 to Form 160- Registrant’s Disclosure of Interest- Acquisition of Property and from Form 621 to Form 161- Registrant’s Disclosure of Interest- Disposition of Property. It is hoped that moving these two forms to the 100 series forms will make them easier to find when a member is writing up an offer. Standard Clauses In addition to the Committee’s work on the Standard Forms, four new clauses were added to the Standard Clauses. One of the new clauses states that Association fees are payable for the property. The fourth clause is an acknowledgement that the buyer has been informed of a specific latent defect on the property and that the seller has no liability for any problems or costs related to this defect. These four clauses are as follows:

ASSOCIATION FEES

Assoc – 1 Association Fees on Title

The Buyer acknowledges that there are agreements, restrictions and covenants registered on the title pertaining to an association and that there is an association fee payable in respect thereof. The Seller warrants that the said fee payable to the association in respect of the property is approximately $.................................................................................................... per ……….(year/month)……… and includes but is not limited to…………………………………………………………………………………………………………………… ……………………………………………………………………………………………………………………………………………………………… . The Buyer agrees to accept the title subject to the said agreements, restrictions and covenants and assume payment of the association fee, to be adjusted as of completion. ENVIRONMENTAL

Env – 2 Condition – Endangered Species

This Offer is conditional upon the Buyer determining, at the Buyer’s own expense, that the property does not contain a habitat or critical habitat as defined in the Species at Risk Act, SC 2002, C29, nor a habitat as defined in the Endangered Species Act, 2007 S.O. 2007, C6. Unless the Buyer gives notice in writing delivered to the Seller personally or in accordance with any

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OREA Standard Forms Committee 5 Report to Assembly – March 6, 2013 other provisions for the delivery of notice in this Agreement of Purchase and Sale or any Schedule thereto not later than _____ p.m. on the _____ day of __________, 20_____, that this condition has been fulfilled, this Offer shall become null and void and the deposit shall be returned to the Buyer in full without deduction. This condition is included for the benefit of the Buyer and may be waived at the Buyer’s sole option by notice in writing to the Seller as aforesaid within the time period stated herein.

Env – 7 Endangered Species - Acknowledgement

The Buyer acknowledges that the property may contain a habitat or critical habitat as defined in the Species at Risk Act, SC 2002, C29, and/or a habitat as defined in the Endangered Species Act, 2007 S.O. 2007, C6.

REPRESENTATIONS/WARRANTIES Rep/Warr - 1 Seller Not Liable The Buyer acknowledges the Buyer has been informed of the following possible latent defect(s) in the property:………………………………………………………………………………………………………………………………………………. ……………………………………………………………………………………………………………………………………………………………… The Buyer further acknowledges it is the Buyer’s sole responsibility to complete their own due diligence concerning this defect, for example, obtaining a report concerning this defect, and the Buyer releases the Seller of all liability for current and future damages resulting from this possible defect. Note: This clause should be used only when a specific defect is identified and disclosed and should not be used by the Seller as a general “as is” clause. Working With a Realtor In addition, the Committee plans to add a new statement to the Working With a Realtor brochure, indicating that members offer different levels of service: “It is important to understand that REALTORS offer different levels of service. Ask questions about the services your REALTOR will provide.” This brochure has not been revised recently and the Committee agreed that it is appropriate to revise the brochure to reflect the wide variety of business models practiced by our members.

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OREA Standard Forms Committee 6 Report to Assembly – March 6, 2013 The 2013 revisions to the forms have been completed and will be on the Member’s section of the OREA website in mid-December. They will be available on WebForms in the first week of January. Forms available in NCR format will be in stock by mid-December. The price to Members for the 2013 NCR Forms packages has been revised to reflect increases in costs of production. The prices for 2013 forms are as follows: Forms 200, 210, 220, 300- 4 page NCR booklets- pack of 25- $20. Forms 310, 320- 3 page NCR booklets- pack of 25- $15. Forms 221, 222, 240- 1 page NCR forms- pack of 25- $10. And that, Ladies and Gentlemen, concludes my report. I would like to thank the members of the Standard Forms Committee for their participation and contribution to the work completed by the committee: Cassandra Agnew Walker, Larry V. Cerqua, Michael J. Cusano, Michael Holmes, Johanna Murray, Karen Pynn, James Sexsmith, John Burnet (RECO Observer), Hugh Foy (TREB Observer), Louis Radomsky (Legal Counsel), Bob Kinnear (OREA Staff Liaison), Knut Larsen (OREA Staff Liaison). Respectfully submitted, Anna Vozza Chairman Standard Forms Committee

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Young Professionals Network Committee Report to the OREA Assembly

March 6, 2013 Wow, what an incredible first year for OREA’s Young Professionals Network (YPN). This group, aimed at encouraging people new to real estate to become more involved with their profession, has grown to more than 800 members in the past year. The Network was successfully launched in March 2012 with a kick-off event attended by more than 250 REALTORS®. It maintains a strong, active social media presence on Facebook and the OREA blog via weekly posts written by YPN members. On Twitter, follow the hashtag #oreaypn; watch our videos on OREA’s YouTube channel at youtube.com/oreainfo; send an email to: [email protected]; or visit www.facebook.com/oreaypn and sign up for notices and more information at http://bit.ly/ypnemail. This year we also held six “Learn, Network, Grow” events across the Ontario and YPN representatives attended additional events in Kitchener-Waterloo, Oakville, Brampton, Ottawa, and with the National Association of REALTORS® (NAR). South of the border, OREA’s YPN was officially recognized as a chapter of NAR. Amie Ferris, OREA’s YPN chair, has also named the first international member of NAR’s YPN advisory subcommittee. Part of the committee’s mandate is to facilitate opportunities for involvement in association leadership and encourage participation in the association activities and committees. On this front, I am particularly proud to report that the vast majority of OREA’s YPN Committee members serve on local board committees, four are currently members of their local board of directors, two are serving as president and several more are considering running for board leadership in the future. I would also like to take this opportunity to thank all the members of the Young Professionals Network Committee for their hard work and dedication to Ontario’s REALTORS®. They include Ron Abraham, Jennifer Aunger, Cosette Ayoub, Nicole Bowman, Ted Davis, Kris Gear, Tracy Hennekam, Sarah Kiraly, Ayn MacDonald, Saj Nanda, Brett Nodwell, Sarah-Jane Reidpath-Kilbride, Christopher Salmans, Brian Santos, Jay Shearer, Barb Sukkau, Liza Tallen and Anna Vozza. Respectfully submitted, Amie Ferris, Chair February 15, 2013

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CENTRAL ONTARIO AREA Report to the Assembly

March 6, 2013

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There were two area meetings held for this region in 2012. One was held on May 11, 2012, and one on October 16, 2012. The boards represented are listed below. Highlights of the Central Ontario Area meetings are as follows:

The group discussed the issue some boards face with the non-reporting of sales by other boards/associations that post an inter-board listing on the host association’s MLS®.

OREA Real Estate College Update was done my Mohan Cappuccino and Shelley Koral.

The CREA Futures presentation was done by Barb Sukkau. The topics covered during

Barb Sukkau’s presentation included the history of why the Futures project is being undertaken; the input received from across the country; a review of the most important, larger and controversial actions and an update of where FIT is currently.

Central Ontario Area Real Estate Boards: Brampton Real Estate Board Durham Region Association of REALTORS® Mississauga Real Estate Board The Oakville-Milton and District Real Estate Board Orangeville and District Real Estate Board Toronto Real Estate Board

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Central Ontario Area Report to the Assembly March 6, 2013

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Durham Region Association of REALTORS® Membership Numbers/Board Statistics:

1,015 Members (09/19/12) 7,868 Sales YTD (08/31/12)

Education: MCE Courses: All MCE seminars continue to be offered to DRAR Members free of charge; Between May and September 2012 a total of 517 participants attended 11 seminars 3 New Member Orientation sessions with WEB Forms™ Training were held for 54

participants; A Broker/Office Rep meeting included MCE credit for 33 participants

RECO Courses: The RECO Mandatory Update was offered in the Durham Region in July and early September. Best Course/Instructor: Any seminar presented by Mark Weisleder continues to be the most popular! MLS® and Technology: Facebook pages for DRAR and the Commercial Council are growing in usage, while the new

DRAR public website continues to show an increase in unique visitors! RPN’d new interactive Membership Management system Broker/Office Meeting to launch New Stratus and a webinar for DDF

Leadership: PAC: The Executive Officer, PAC Chair and Member Services Coordinator attended CREA PAC Days in May and are looking forward to attending OREA PAC in November! This summer, we were able to visit with 4 out of 5 of our MPPs.

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Commercial Council: At a June Commercial Council Breakfast Meeting, the guest speaker enlightened the 50 in attendance on the subject of the Appraisal Process.

Strategic Planning: 2013 Strategic Planning will be held offsite in December. Director Orientations: New Director Orientation will be held just prior to the 2013 Strategic Planning session in December. Discipline/Professional Standards/Arbitration Statistics: Arbitration: 1 Arbitration claim received in September Professional Standards: 2 claims received, both files closed

Community Service/Board Events/Fundraising: DRAR continues its support of the Every REALTOR® Campaign through OREA

REALTORS Care Foundation by donating $1 per Member per month DRAR Executive Officer and 1 DRAR Member participated in the 2012 REALTORS Care

Motorcycle Ride for Charity in July!

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Mississauga Real Estate Board Membership Numbers/Board Statistics 1465 Members Education MCE Courses: Thirty Five (35) courses were held. RECO Courses: Nine (9) RECO updates were held. Best Course/Instructor: iPad Course for REALTORS® Edward Robinson Instructor Seminars: Member Orientation, September 14, 2012 The MREB was pleased to entertain 49 at their September Orientation in MREB’s Education Centre. President Fawzi Mattar provided fellowship Director, Staff and Group introductions and highlighted upcoming events and opportunities for networking. Director Lisa McDonald, Chair of the Education Committee introduced the Board’s training programs and continuing education subscriptions, credit tracking and Training Hall Rental activities.

MK Areola, Education and Communications Manager introduced E-Subscriptions, Registration Forms and payment options while Gay Napper, Membership and Events Manager spoke to Open House postings, hyper links to websites and free Board CE Education credits every 24 months. Chair of Membership Nigel Purai introduced affinity programs, the Board’s new in-house printing partner High Print and owner Mohamed Dhanani. There was an overview of MREB website operations, supplier services directory and presentations from partners Insuranceland and Mississauga News … who launched their fall discount program for Member advertising.

MLS and Technology The MREB website has had a great face lift and Google analytics is broadcasting great numbers to the site, with Education receiving 24,297 hits, Events 6,014 hits, Golf at 491 hits and the newest 2012 Election program finding 94 hits after one day; the site is gaining in reputation. Leadership and Leadership Courses: Broker Breakfast – September 10, 2012 MREB hosted a Broker Breakfast Meeting with 21 Brokers and Administrators in attendance. On deck were President Fawzi Mattar, and Past President Walter Hayde along with 6 Directors and Barb Sukkau, from CREA Futures Implementation Team. The Board’s Chair of the Relocation Committee, John Redvers attended along with Slavica Bissylas, Real Estate Account Manager for the Mississauga News. The house was full of energy and looking for knowledge on CREA’s Future’s program.

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It might be worth knowing that the following ‘Asks” of CREA were identified by MREB Members: MREB Broker Members ask CREA to advertise, promote and brand REALTORS® in a

professional manner while ensuring that public sensitivities about REALTORS® are addressed and jurisdictional issues (national vs. provincial) are focused on and tackled through a better advertising approach.

MREB Broker Members ask CREA to internalize and look to the development and implementation of a new business plan and create an organization that will play into better real estate management across the country.

MREB Broker Members do not support recommendations for Organized Real Estate (ORE) program changes using the 1) Rate your Realtor or 2) FSBO suggestions.

MREB Broker Members do not support the ‘any one can’ licensing seemingly accepted by the Industry; preferring to see national standards for Broker/REALTOR® operations including education, training and certification.

MREB Broker Members do not support Board amalgamation or mergers unless so chosen by individual local organizations.

Government Relations Committee: This year’s GRC Committee continues to develop building blocks for long term penetration into Queen’s Park and the City of Mississauga. At present, the Committee is establishing their markers for MPP support of “Second Suites in Homes”, “Redevelopment of the Port Credit Corridor” and “Cell Phone Towers” which is presently at the ‘Position Paper’ stage. Chair, Linda Pinizzotto will be attending the OREA PAC in Toronto in November. New MREB Facilities MREB is looking at education expansion and a rebranding of the Board’s Education Centre. A new proposal outlining corporate sponsorship is being developed by a Task Force headed by Chair, Mike Ursini. Over the next few months, the ability to expand on the Centre’s programming and usefulness to Members will be enhanced with services supported through sponsorship and advertising. The new Centre will allow for the expansion of professional development programs and offer a dedicated look to create synergy among Members, Directors, Students and Staff. In-House Printing Services The Board’s in-house printing services are providing Members with top quality, first class signs and printing products for Members. Attention to detail, professional graphics, Brokerage colour matches and personalized quality signage are the highlights of High Print Inc. High Print is fast becoming suppliers to MREB Members. One look at the quality of support products for the Board’s Trade Show will give you an indication of the professional approach High Print offers; a plus for both Members and the Board.

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Communications The Board has expanded on its quarterly newsletter. The addition of advertising in the newsletter has allowed for cost free production, additional volume and further promotion of the Board. The fall issue will highlight the November Election Meeting, Home and Trade Show, along with photos of the Brokers Breakfast and the MREB September Orientation Meeting. Community Service/Board Events/Fundraising: The Membership Committee continues to advance Habitat for Humanity and their “Team Build” project(s) and their “It Makes Cents” program and the Board’s ability to gather pennies on their behalf. REALTORS Care Foundation grants for 2012 look to Interim Place, Community Living, Our Place Peel and Habitat as possible recipients. Current Local Issues MREB has recently learned that after several years of attempting to resolve technological and contractual issues, negotiations between the Oakville, Milton Real Estate Board and the Toronto Real Estate Board have broken down. MREB is in the process of examining what impact (if any) this will have on Members and REALTORS® in the west end community.

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The Oakville, Milton and District Real Estate Board The Board has continually been striving to grow our services to our Milton Members. Over the last six years, Milton has seen unprecedented residential growth with no signs of slowing down. During this time, Milton Members have played a much larger role on our Committees and on our Board. We have increased the number of meetings, activities, events and training that take place in Milton. We are proud to announce that we will be opening our satellite office in Milton in October. This Milton site will be able to meet all of our Membership needs, with new Member orientation, keyfob replacement, an onsite MyStore, Matrix Training and Continuing Educational courses. As noted under the Strategic Planning Section below, one of the objectives arising from our Strategic Planning session was a restructuring of staff, along with a realignment of talents to the areas where change is needed. In July, we eliminated the position of Manager of Operations and hired two new staff: Steve Francis, IT Manager and Von Jeppesen, Communications Assistant. Membership Numbers/Board Statistics: Our Membership for 2012 is at 1468, which reflects a 4.7% increase from last year. A substantial increase from the 1.9% increase we saw in 2011. Education: MCE Courses: 25 courses were offered between June - September. Best Course/Instructor: Ed Robinson, iPad for REALTORS®. Ed is a very popular speaker and we received great reviews for this session. Not only is the topic timely, but the attendees found the session very informative. By popular demand, we are repeating this seminar in November and February 2013. General: In June we offered a Heritage Homes seminar through the Town of Oakville which was very well received. Representatives from the Town shared the process of how a property is classified as a heritage home. We are planning on offering this seminar to the membership again in spring 2013. We are continuing to offer complimentary lunch and learn sessions on subjects such as “HST and the REALTOR®” and “Financial Planning for the REALTOR®” These have been very successful and an added service to the Members.

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MLS® and Technology: We are currently working on rolling out two systems to our members. DDF and Connect. Additionally we are working to launch Matrix 6.1 before Christmas. We are also pleased that our Social Media is not only up and running, it is gaining momentum with our Members. We are using Facebook, Twitter, LinkedIn and coming soon, a new blog and an overhaul to our REALTOR® Link homepage. Our experiment with QR Codes indicated that our Membership was not ready for this service and after a one-year trial, the service was cancelled. Likewise, we contracted for a Tech Help Line to provide Members with additional support relating to questions on a myriad of technology related issues such as cell phones, computer hardware, printers, etc. Matrix system support remained in-house. After 15 months of Tech Help Line service, we have determined that the demand is insufficient to warrant a continuation and we are in the process of cancelling the service. Support will be brought back in-house and handled by our IT Manager. Leadership: The Leadership Development Committee launched OMDREB’s own chapter of YPN in September. Our goal was to give our local young professionals an opportunity to connect with each other and the tools to help them succeed in business, as well as show them ways to become involved in their local, provincial and national associations. We also want to offer “seasoned veterans” an opportunity to network, mentor and share their secrets to success to these relative new comers. The event was a success with nearly 50 participants. We are planning for our next event in February. PAC Conference: Two members of our Board of Directors participated in the conference, one of them being our President Elect. They reported back to the Board, and emphasized how great an opportunity the conference was to work on our rapport and communication with local representatives. Strategic Planning: At this year’s the Strategic Planning sessions, the Board, along with staff, identified specific areas that we wanted to focus on immediately, and changes that we wanted to put in place over the next few years to keep pace with technology and ensure we are we are offering the best services to our existing Members and our future Members. The following areas were prioritized: Communication: communicating in real time, Social Media. Membership Growth: the introduction of a YPN Chapter Education: offer courses to suit our Members needs and wants, while delivering it in formats to

suit the individual. Board Staff Restructuring: realignment of staff resources to meet the Board’s needs, vision and

goals.

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Discipline/Professional Standards/Arbitration Statistics: The Professional Standards Committee reviewed five complaints during this time, with one being forwarded to the Discipline Committee for further action. Community Service/Board Events/Fundraising: a) The President’s Charity Mardi Gras Ball takes place at the Oakville Conference Centre in

Oakville on Friday, October 19. In addition to dinner and dancing, the evening’s festivities will include a live auction and the crowning of the King and Queen of Mardi Gras. All proceeds raised will go to Home Suite Hope in Oakville.

b) This past summer, our annual Member’s golf tournament was able to raise over $7000.00 for the President’s Charity, Home Suite Hope

c) Our Membership Committee organized an essay contest for local high school students. In June, Oakville Mayor Rob Burton joined us in presenting the four winners with a cheque for $2,000 each, to be used in their chosen field of continued education. Among the criteria to qualify are: community service, academic standing, and continuing education at a college or university.

Current Issues: While our participation in Connect is imminent, our concern is the loss of our daily data exchange with TREB which has been in place for over 15 years. Since putting our Members on notice of TREB’s decision to cease this arrangement, the feedback has been consistent - Members want a continuation of access to this data in this format, a fact that was borne out at our recent Managing Brokers’ Council meeting. Based on conversations with MREB and BREB Directors, they are experiencing the same reaction from their Members. Given the substantial amount of overlapping trade amongst our respective Members, the loss of access to data in this format will have a significant impact on the way our Members do business.

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Orangeville and District Real Estate Board MCE Courses: New Mortgage Rules (September)/Closer Look at the Pro’s (October) RECO Courses: TBC Best Course/Instructor: TBC Leadership Courses: Betty Ann attended course but has been dismissed/under police investigation. PAC: TBC

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Toronto Real Estate Board

Membership Numbers/Board Statistics: Members = 35,471 (09/14/2012) Sales 66,635 (YTD 09/14/2012) Education:

MCE Courses: 865 courses delivered (YTD 09/14/2012) RECO Courses: N/A Best Course/Instructor: Due to significant Member interest in TREB’s New Stratus Information session delivered by TREB’s technical training team, 29 sessions have been scheduled since May with more than 2,600 Members in attendance. New course dates are being offered to accommodate continued interest.

MLS® and Technology: New Stratus: In April, the designer of the TorontoMLS system, Stratus Data Systems Inc.,

launched a new interface for TorontoMLS called New Stratus, which offers a range of new functions, offering Members greater flexibility than ever before. In conjunction with its release, complimentary Continuing Education sessions are being offered throughout the Greater Toronto Area and five new e-Tutorials have been developed. New Stratus is operating in tandem with the original TorontoMLS system for one year and efforts are currently underway to make the new interface’s complete feature set available in spring 2013.

RealNet: In May, changes to the RealNet service for Members were released. In addition to including expanded residential imagery, the changes allow Members who practice in the residential market to create alerts and receive email updates on developments that meet their requirements. As well, residential and commercial practitioners can now save their searches and reuse them at a later date.

Touchbase: In July, Touchbase introduced a new calendar feature that allows users to display showing availability. To familiarize Members with the new feature, a one-minute instructional video was included at the bottom of the Touchbase calendar.

Leadership: Following online voting to elect TREB’s 2012/2013 Board of Directors, an annual Election Meeting took place at TREB on June 8

th 2012. TREB’s 2012/2013 Board of Directors is

comprised of the following Members: Ann Hannah, President Dianne Usher, President-Elect Richard Silver, Past President John (Jerry) England, Director-at-Large Paul Etherington, Director-at-Large Lydia Ingles, Director-at-Large Mark McLean, Director-at-Large Tim Syrianos, Central Brokerage Director Larry Cerqua, Central Non-Brokerage Director Shelley Porritt, West Brokerage Director Stuart Braund, West Non-Brokerage Director Rosalind Menary, East Brokerage Director Michelle Makos, East Non-Brokerage Director John Lusink, North Brokerage Director Karen Gerrard, North Non-Brokerage Director Cynthia Lai, Commercial Division Chair.

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Strategic Planning: A Strategic Planning session for the 2012/2013 term took place July 11

th - 13

th at the Old Mill Inn.

An updated Strategic Plan, which has a focus on enhancing a culture of professionalism while serving the changing needs of TREB’s diverse membership, was posted on TorontoMLS in August. TREB representatives attended the following conferences and meetings recently:

NAR Mid-Year conference in Washington D.C. from May 14

th to 19

th RECO Annual General

Meeting in Toronto on June 21st

Inman News Real Estate Connect conference in San Francisco from August 1st to 3rd PAC Team Award: TREB was honoured to receive CREA’s PAC Team Award during the 2012 PAC Days conference in May. The award is presented on an annual basis to a real estate Board or Association that has made an outstanding contribution to CREA’s Federal Affairs initiatives. Civic Roundtable: In June, TREB invited Pickering-Scarborough East REALTORS® to participate in a complimentary Civic Roundtable with local MPP Tracy MacCharles and MP Corneliu Chisu where issues such as the Highway 407 extension and Rouge Urban National Park were discussed. Civic Working Together/Gathering for Giving series: Members were given the opportunity to discuss issues with local dignitaries and representatives of TREB-supported charities in June at TREB’s Civic Working Together/Gathering for Giving series. Ticketed events, the first luncheon in the series took place June 1

st at the Sheraton Centre

Toronto and the second was held at the Cardinal Golf Club in York Region on June 28th

. TREB’s Past President’s Scholarship Award recipients were recognized at the events and the results of Ipsos Reid polling for TREB were presented. Toronto Land Transfer Tax Campaign: In June, TREB released the results of public opinion polling undertaken by Ipsos Reid, which found that 25 percent of Torontonians expecting to move in the next two years are planning to leave Toronto for the 905 regions. In contrast, only three percent of 905 residents expecting to move in the next two years are planning to come to Toronto. Looking at the cause of this trend, the poll also found important links to the Toronto Land Transfer Tax, with 75 per cent of people in Toronto and the 905 regions who are expecting to move in the next two years saying that they are more likely to move outside of Toronto specifically because of the Toronto Land TransferTax.

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An additional Ipsos Reid poll conducted for TREB from June 1st to 6

th showed that 49 per cent of

Torontonians approve of the overall performance of Mayor Rob Ford, the highest approval rating shown to that date in 2012, prompting TREB to suggest that Mayor Ford is accurately representing the public’s views with regard to the repeal of the Toronto Land Transfer Tax. These results supported the finding of a ward-by-ward poll of almost 9,500 Toronto residents, conducted in May for TREB by Ekos Research, which showed 86 per cent of City wards want to see the Toronto Land Transfer Tax repealed. In response to its polling results, TREB launched a multi-faceted campaign, which includes a new website www.LetsGetThisRightToronto.ca advertising, social media, and other tools to help Torontonians tell City Council that they want the Toronto Land Transfer Tax repealed. Commercial Council: Building Awards: The first TREB Commercial Division Building Awards presentation and reception will take place at TREB on November 21

st. Historian Mike Filey will be featured as the

event’s special guest speaker. Reception: TREB Commercial Division Members will be invited to the Annual Commercial Division Cocktail Reception at the Metro Toronto Convention Centre on November 28

th to learn more about TREB

and network with commercial colleagues. Seminar: The Elder Client – A Legal Perspective for the Commercial Practitioner will be held on December 6

th featuring seminar leader Cindy Pinkus. This course will highlight research on

barriers facing the aging population and deal with the legal concerns that confront real estate salespeople when working with a client who appears challenged by competency issues and/or the undue influence of family members and others. Discipline/Professional Standards/Arbitration Statistics: Arbitration: (YTD 09/14/2012)

New Claims: 79 Claims Withdrawn: 5 Hearings Held: 33 Appeals Initiated: 2 Settled at Mediation: 11

Professional Standards: (YTD 09/14/2012) Total Complaints: 563 TREB Jurisdiction: 458 Special Administrative Fees Issued: 87 Hearings Held: 70 Appeals Initiated: 3

Community Service/Board Events/Fundraising: 25/50 Year Dinner: TREB’s annual 25 & 50 Year Member Dinner took place at the Toronto Congress Centre on September 19th. The Dinner, which is a complimentary event for all Members who have attained at least 25 years of membership, welcomed 705 new 25year Members and 7 new 50-year Members this year. The event included an entertainment tribute to Elvis Presley and the opportunity for attendees to have portraits taken with former colleagues.

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Young Professionals Network: A meeting with the Young Professionals Network (YPN) of Buffalo, which aimed to establish future joint activities between YPN groups, took place at TREB on May 1

st. As well, a Young

Professionals Network Toronto Harbour boat cruise, organized in conjunction with the Ontario Real Estate Association, took place on September 13th

Pride Parade Participation For the third consecutive year, TREB participated in Toronto’s 32nd

Annual Pride Parade on July 1st. TREB’s entry, was titled The Toronto Real Estate Board Celebrates Diversity and given the day’s sizzling 30-degree heat, those who lined the parade route were happy to be doused by blasts of water from the TREB float, a new idea that added to the fun at this year’s event. Charity Golf Classic: TREB’s Annual Charity Golf Classic took place on June 19

th at the Glen

Eagle Golf Club. The event was a great success, with more than $20,000 raised in support of Casey House, a Toronto hospice dedicated to supporting those living with AIDS. Past President’s Scholarships: The sixth annual Past President’s Scholarship Program was expanded in 2012 to offer two additional scholarships. In June, two $5,000 first-place scholarships and two $2,500 second-place scholarships were awarded on behalf of Greater Toronto REALTORS® to the following four graduating high school seniors going on to pursue post-secondary education: Kelsey Chisamore-Johnston of Newmarket High School, Tucker McLachlan of Don Mills Collegiate Institute, Amanda Cannon of Mayfield Secondary School and Yusuf Yusuf of Vaughan Road Academy. The awards are based on community involvement and a 1,000-word essay, and applications are made available through GTA high schools and on TREB’s public website, www.TorontoRealEstateBoard.com Commercial Division Scholarship: Once again, the Commercial Division partnered with Ryerson University to offer an annual Commercial Division Scholarship Program, which offers Ryerson MBA students the opportunity for a full-time summer research internship with the Commercial Division. Julius Tang was selected as the third annual recipient of the Commercial Division Scholarship and undertook his work term at TREB from May 1

st.

to August 31st

2012. Agents Without Borders: In May, TREB launched a new initiative called Agents Without Borders. Its mission is to create an international network of REALTORS® dedicated to providing shelter for those in need, using social media as a primary tool. Agents Without Borders aims to create opportunities for REALTORS® to discover and participate in shelter-related projects around the world, and encourage the development of new projects. Members have been invited to submit their volunteer travel stories, which will be shared through TREB’s social media channels. Further information is available at www.agentswithoutborders.org

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Habitat for Humanity: TREB President Ann Hannah presented new homeowners with keys to a TREB-sponsored Habitat for Humanity home in June. Families, sponsors, and local dignitaries from all levels of government took part in the presentation, which was held at the site of six newly constructed townhouses at Macey Avenue and St. Dunstan in Toronto. The home marked TREB’s fifth Habitat for Humanity title sponsorship in recent years. Children’s Breakfast Program: Efforts are currently underway to recruit volunteers to support TREB’s efforts with the Children’s Breakfast Program. The program has grown from serving two Toronto schools in 2008 to serving 17 schools in the Greater Toronto Area. At the close of the last school year, almost 10,000 breakfasts a week were being provided to an average of 140 students per school. This year’s program began September 24

th

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EASTERN ONTARIO AREA Report to the Assembly

March 6, 2013 There were two Area meetings held for this Region on May 30, 2012 and October 22, 2012. The boards represented are listed below in this report. Highlights of the Eastern Ontario Area meetings are as follows:

CREA Futures Presentation was done by Tim Lee, a member of the CREA Futures Implementation Team. He updated the group on the progress made by the Team.

CREA Update: The Eastern boards discussed the actions of the Quebec Real Estate

Federation and some Quebec boards, Anti-Spam legislation, FINTRAC, the REALTOR.ca mobile application and tips being provided by mortgage lenders about mortgage fraud.

OREA Real Estate College Update: This update was done by Mohan Cappuccino,

Director, OREA College. He updated the group on the recent activities at the Real Estate College.

Eastern Ontario Area boards Cornwall and District Real Estate Board Kingston and Area Real Estate Association Ottawa Real Estate Board Renfrew County Real Estate Board Rideau-St. Lawrence Real Estate Board

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Eastern Ontario Area Report to the Assembly March 6, 2013

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Cornwall and District Real Estate Board Membership Numbers/Board Statistics: Compared to the same period last year (September 30th) our Membership has increased 5.76% (from 191 to 202). Total sale units has increased 1.71%; residential sale units has increased by 1 (from 1,134 to 1,135); and average residential sales price has increased 9.79% ($174,700). Education: MCE Courses: We’ve backed off on courses since OREA’s offer of 9 free credits. However the St. Lawrence River Restoration Council is offering a free Wells & Septic Systems session (2 credits) in November. The session will also include information on the Water Source Protection Plan. On December 6th, in conjunction with our annual election meeting, CMHC will be doing an education session for the Members. (Information still incomplete.) RECO Courses: RECO Real Estate Update (Residential) is scheduled for October 24th. MLS® and Technology: Some D+H Boards have met and are discussing a “universal data input form”. Three of the Boards are already working on it. Leadership: PAC: We are registered for the 2012 OREA PAC Conference. Strategic Planning: We have contracted for help to kick start our Board Face Book page, as well as, help to develop and enhance our web site. This is part of our strategic plan. Our Board has also sent a letter to the Ottawa Board requesting a meeting to discuss merging of services and/or the possibility of contracting/outsourcing some services. Community Service/Board Events/Fundraising: Along with Scotiabank, we raised $10,000 for Big Brothers and Big Sisters of Cornwall and District, from our annual charity golf tournament.

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Kingston and Area Real Estate Association Membership: 557 members as at September 30, 2012 , this is an increase of .5% compared to September 2011. MLS ® Stats: As at the end of September we had 7,365 listings, an increase of 4% over last year. We had 3,108 sales, an increase of 4% over last year. The average residential price was $279,498 an increase of 3% over last year. CE Seminars: We have offered 14 CE seminars year to date. . RECO Real Estate Update – 3 Residential seminars to date and the Commercial seminar scheduled for November MLS® & Technology: The Kingston and Area Real Estate Association renewed their contract with D+H Limited Partnership for another 3 years. Leadership: President Al Sytsma and President Elect Tim Barber will attend the CREA SGM in Winnipeg. President Elect Tim Barber and PAC Chair Sue Tallen will attend the OREA PAC Days in Toronto. President Elect Tim Barber attended the Building Leadership through Communication Seminar. Our Executive Officer will attend the CREA SGM and the OREA PAC Days and she attended the Executive Officers Summit. The elections for our 2013 Board of Directors will be on Wednesday, November 7, 2012. Community Service/Fundraising:

The Kingston and Area Real Estate Association participated in the 22nd

Annual Hospice Kingston Chili Fest on September 29th, this is our 4

th year, and we help raise over $41,000 for

Hospice Kingston. The Public Relations Committee is gearing up for our annual turkey fundraiser and food drive in support of the 3 local food banks, the Salvation Army and the Kingston Youth Shelter.

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Other: The Kingston and Area Real Estate Association approved the June 2012 Revised Standard Board MLS® Rules and Regulations and adopted CREA’s DDF Rules as a stand-alone document. President Al Sytsma had a breakfast meeting with the Broker Owners and Office Managers and a second meeting with the general membership to discuss both the Futures Initiative and the Data Distribution Facility.

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Ottawa Real Estate Board Membership Numbers/Board Statistics: 2,864 members from 148 brokerages as of September 30, 2012 Education: MCE Courses: 24 courses have been held between the end of April and the end of August with over 1000 members and others attending. RECO Courses: The RECO Update is held monthly in Ottawa. MLS® and Technology: Ottawa is now participating in CREA’s Home Price Index initiative; we are at step one with the Altus Group, that step being data scrubbing. We are about to embark on a two month test with Touchbase with plans to enter into an agreement, pending a successful trial. Leadership: Leadership Courses: PAC: The chairman, vice chairman and staff liaison will be attending OREA PAC days; representatives attended a City of Ottawa committee meeting at which the city’s proposed policy to enforce the portions of the Municipal Act pertaining to the remediation of grow ops was introduced following a pilot program. Commercial Council: The council is one of the plenary session sponsors at the Ottawa Real Estate Forum later in October. Plans are underway for our inaugural commercial summit in late November. It will feature speakers and a trade show. Strategic Planning: The Directors held a half day session in the spring to update the current plan. Discipline/Professional Standards/Arbitration -10 complaints were received between the end of April and the end of August. One hearing was held. There are no arbitration files open. Community Service/Board events – The fundraising golf tournament raised over $38,000.

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Current Issues – Local/Member/RECO – The issue of being able to appoint a stand in broker is still a hot topic with our brokers, particularly those from small brokerages and we await news from OREA on its discussions with RECO.

Round Table Session/Topics for Discussion –CREA’s futures plan

Other The Board’s annual trade show will be held on Thursday, November 1st at the Centurion Center on Colonnade Road in Ottawa. Our neighbours are invited to attend. The Board has extended its agreement with Chubb Supra and will be upgrading its lockbox technology early in 2013. We just wrapped up the fall REALTOR® image radio campaign. Recent information sessions for principal brokers and branch managers featured updates on CREA’s DDF and updates from the Board, OREA and CREA on ongoing activities.

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Renfrew County Real Estate Board Education: MCE Courses: 5 MCE Credit Course will be offered December 5

th, 2012 RECO Courses: RECO Update Course

November 22, 2012 Best Course/Instructor: MLS® and Technology: Our MLS® System is from Ottawa and we are very impressed with all the updates Leadership: PAC: Our PAC will be attending the OREA PAC days in Toronto on November 20 – 22, 2012.

Strategic Planning: The Board of Directors is working on the 2012’s Strategic Plan. To date they’ve change the mission statement. Community Service/Board Events/Fundraising: Donation of $1,354.38 was given to Child Poverty Action Network (CPAN) for their backpack program. 9

thAnnual Golf Tournament – Raised around $11,000.00 for the Pembroke & Laurentian

Valley Handi-Bus.

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Rideau-St. Lawrence Real Estate Board Membership Numbers/Board Statistics: 204 Education: MCE Courses: Cassandra Walker-Agnew – Keeping The Deal Together and Offer Presentations and Negotiations; Joel Shears – Filogix Tips and Tricks; Hugh Foy – Hughlogix 2012 and Consumer Complaints

RECO Courses: RECO Real Estate Update scheduled for March 2013 Best Course/Instructor: Hugh Foy We also hosted Commercial Course and Appraisal Courses for OREA with good attendance.

MLS® and Technology: Adopted all changes to the OREA Standard Board MLS® Rules and Regulations. Made some minor internal process changes and developed new internal form. Leadership: Leadership Courses: President-Elect, Michelle Fournier attended media training.

PAC: PAC Chair, Christian Allan and PAC Committee Member and CREA PAC Chair, Pauline Aunger will be attending the November PAC Days in Toronto. Discipline/Professional Standards/Arbitration Statistics: = 0/1/1 Community Service/Board Events/Fundraising: Charity Golf Tournament took place June 12, 2012. Proceeds go to 5 food banks in the Board’s jurisdiction. The Board raised over $8000 to distribute to the five food banks this year. Current Issues-Local/Member/RECO: CRCA – the way forward for Miller is still not clear but an email was sent to our Realtors letting them know number of homes affected and what has been done to move things forward. This will give our Realtors what they need to effectively represent buyers and sellers in that area.

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NORTHEASTERN ONTARIO AREA Report to the Assembly

March 6, 2013 There were two Area meetings held for this Region on May 9, 2012 and September 13, 2012. The boards represented are listed below in this report. Highlights of the Northeastern Ontario Area meetings are as follows:

CREA Futures Presentation was done by Wendy Webb. The topics discussed with the group included the history of why the Futures project is being undertaken; the input received from across the country; a review of the most important, larger and controversial actions and a review of where FIT is currently.

The Parry Sound an Area Association of REALTORS® gave a brief background on the issues the board and surrounding areas has been dealing with in regards to the short-term rental bylaws.

OREA Real Estate College Update was given by Ozzie Logozzo and Patsy Mackle.

OREA’s Executive Director and Director of the OREA Real Estate College delivered a presentation with supporting documents.

Northeastern Ontario Area boards: Bancroft District Real Estate Board Barrie and District Association of REALTORS® Georgian Triangle Association of REALTORS® Kawartha Lakes Real Estate Association Inc. Muskoka, Haliburton, Orillia - The Lakelands Association of REALTORS® Northumberland Hills Association of REALTORS® Parry Sound and Area Association of REALTORS® Peterborough and the Kawartha Association of REALTORS® Quinte and District Association of REALTORS® Southern Georgian Bay Real Estate Association

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Northeastern Ontario Area Report to the Assembly March 6, 2013

Page 2 of 18

Bancroft District Real Estate Board Membership Numbers/Board Statistics Membership April 2012: 50

Bancroft District Real Estate Board MLS ® Statistic Report

[AUGUST 2012]

2012 2011 2010 %INC/DEC

[2011-2012]

Total # of Listings [Month] 102 119 96 -14%

Total # of Sales [Month] 51 38 39 34%

Total # of Sales YTD 295 282 306 5%

Total Sales Dollar Volume [Month] $8,245,500 $6,049,375 $6,041,620 36%

Total Sales Dollar Volume YTD $51,271,926 $50,034,417 $51,007,655 2%

Number of Active Listings in the MLS ® System At time of Report Creation.

652

Education:

MCE courses: We have the following course scheduled for the fall: Hidden Health Hazards in the Home – October 15, 2012 iPad for Realtors® - November 19, 2012 Filogix Tips and Tricks – December 7, 2012

Articling Education: The Commercial course was held at the board office in January 2012 Our Executive officer was asked to participate in a Focus Group with RECO on Continuing Education

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MLS® and Technology:

Our board is working with Peterborough and Kawartha Lakes to make our data input forms the same. Parry Sound and Southern Georgian Bay, Quinte, Northumberland and Kingston will be looking at join in when completed

Our board is all set up on the DDF, and fully participating in Module 2 and 3 Leadership: Executive Officer attended CREA AEC Conference in June. President and Executive Officer attended a meeting in our area on sharing services. Executive Officer will be attending the OREA EO Summit in King City later this month President and Executive Officer will be attending OREA PAC Days in November

Strategic Planning: Our Board of Directors completed their Strategic Plan in February with Jack Shand.

Discipline/Professional Standards/Arbitration Statistics The board dealt with one arbitration case this year.

Community Service/Board Events/Fundraising:

For the third year in a row, the board will be co-chaired with the Alzheimer Society the 2013 Walk for Memories on January 19. Last year, we were able to raise just over $10,000.00 to stay locally in our community to supports families through the entire Alzheimer journey - from early stage support groups through to placement into long term care. The board also donated $600.00 to the Society. We were also able to donate $250.00 to the SwitchYard in their Associates Program. The SwitchYard is a locally run organization that provides Education mentoring, after school programs, lunch programs and drop in programs to our youth.

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Georgian Triangle Association of REALTORS® Membership Numbers/Board Statistics:

YTD Membership = 365 (- 3 %; 20 new members YTD) YTD Listings = 4,246 (+ 5.3%) YTD Sales = 1,163 (+ 9.4%) YTD Volume = $337,434,683 (+ 6.7%)

Education (July to December): - 6 MCE seminars: Protecting The Deal: Legal Issues REALTORS® Must Be Aware Of Internet Lead Generation MPAC Update Town Planners Septics & Sewers - 1 RECO Real Estate Update course - 2 licensing courses - Power Breakfast – “Short Term Accommodations” - Realty Watch program being implemented in October - “Windfall” (film on wind turbines) being coordinated as an evening event

MLS® and Technology: - mandatory reporting of conditional sales to commence in September; members will have ability

to report their own conditional sales within the MLS® System - Touchbase Solutions and Lone Wolf providing demonstration on their showing appointment

and communications software - Residential data input form programmed into MLS® System eliminating duplicate data entry - contract renewed with Real Estate Industry Solutions (REIS) for their Technology Helpline Leadership: - participating in merger discussions with Southern Georgian Bay Real Estate Association - purchased new building with increased office space; current building for sale - full-time Executive Assistant hired - President and Executive Officer attended RECO Annual meeting - Executive Officer and Executive Assistant attended AEC seminar in Toronto - 1st Vice-President will be attending OREA’s President-Elect Media session - Executive Officer will be attending OREA’s EO Summit in September - President, 2 Directors and Executive Officer will be attending CREA’s Fall Assembly in

October - 1st Vice-President and Executive Officer will be attending NAR in November - researching membership database systems

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PAC: - 3 representatives attended CREA PAC Days - representatives will be attending OREA PAC Days Discipline/Professional Standards/Arbitration Statistics: - 1 Discipline Hearing being appealed Community Service/Board Events/Fundraising: - proceeds of $3,140 from 18th Annual Golf Tournament issued to Children's Burn Unit of

Manito Shrine Club’s hospital - BBQ held in July for over 50 Board, committee and taskforce volunteers - GTAR members will continue to participate in Every REALTOR® campaign until otherwise

decided

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Kawartha Lakes Real Estate Association Inc. Membership Numbers/Board Statistics: Membership Numbers as of August 21, 2012 = 215 & Board Statistics

Kawartha Lakes Real Estate Association MLS ® Statistic Report

[JULY 2012 ]

2012 2011 2010

%INC/DEC

[ 2011 - 2012 ]

Total # of Listings [Month] 269 308 310 -13%

Total # of Listings YTD 2200 2200 2233 0%

Total # of Expired Listings [Month] 97 97 112 0%

Total # of Expired Listings YTD 520 464 538 12%

Total # of Sales [Month] 164 164 141 0%




Education: MCE Courses: Courses remaining for 2012 Keeping the Deal Together – Sept 12/12 - iPad for REALTORS® - Sept 18/12 The Master Negotiator – Oct 3/12 MLS® and Technology: KLREA is looking forward to ending the data feed agreements currently in place and have been distributing DDF information to the Brokers of Record. Recently we held a Brokers of Record meeting where Mike Lomond, CREA, ran a training webinar for everyone. Some brokers invited their web site tech person to attend to get a better idea of DDF. The session went over well – it was great to have Mike available to answer questions.

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Leadership: One of the strategic goals this year was to promote local REALTORS®. It was one of the top issues from our last membership survey. The Public/Media Relations Committee worked with a local company to come up with a promotion campaign. The campaign launch came a little later than planned; however, it seemed well received by the membership. As well as print ads, a CHEX television ad was done and a couple of radio ads.

Community Service/Board Events/Fundraising: Our Annual REALTOR® Baseball Tournament for Charity held in June raised $4,492 to purchase Automated External Defibrillators (AED) for police cruisers in the City of Kawartha Lakes. This year we worked in conjunction with the City of Kawartha Lakes EMS. KLREA just finished doing a REALTOR® Back to School Drive for the Boys & Girls Clubs of Kawartha Lakes. A great number of backpacks and school supplies were collected. KLREA will be finishing the year helping the Kawartha Lakes Food Source with their Country 105 Video dance. A REALTOR® Food Drive will be done in November to make sure the shelves are ready for the Christmas season.

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Muskoka, Haliburton, Orillia - The Lakelands Association of REALTORS® Membership Numbers/Board Statistics: = 695 Education: Several Courses have been scheduled for the fall. Courses to be offered in Bracebridge, Huntsville, Orillia and Haliburton MLS® and Technology: We are very excited to announce the data sharing agreement with the Barrie Board. All Orillia members and Barrie members now have free reciprocal access to all MLS® data. Temporary guest passes have been issued to all interested members and a Data Co-Agreement has been signed with Corelogic. This will create a long-term data access solution. Our new Association will be reviewing MLS® providers this fall as our contract with D & H expires in the first quarter 2012. While MLS® statistics vary depending on the area, MLS® sales have increased over last year, 12% in the southern region and 8% in the northern region. Leadership: President, President-Elect and E.O. to attend CREA SGM and NAR this fall. Leadership Courses: All Directors have completed a number of Leadership Courses PAC: PAC Chair and E.O. will be attending OREA PAC Days Strategic Planning: Strategic Planning and Director Orientation planned for December. Discipline/Professional Standards/Arbitration Statistics: 1 Arbitration case completed this fall. Future Plans/Goals: We are excited to be in the final stages of the merger of Muskoka/Haliburton and Orillia Associations.

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Northumberland Hills Association of REALTORS® Membership Numbers/Board Statistics: . As of July 31st our membership numbers are down 9 members compared to 2011, for a total of 146 this year, a decrease of 1.06% . Q2 – 2012 Residential Units Sold 645 up from Q2-2011 (566) . Q2 Average Residential Sales Price up 1% from June 2011 . Q2 Active Residential Listings down 9% over June 2011 Education: MCE Courses: . Advertising Practices – for Success & Compliance Requirements - Cassandra Agnew Walker, Broker & Resource Development Officer with NRS Select Ltd.

(3 MCEs) . Changes to Mortgage Rules 2012 – Beth Brooks of RBC (1 MCEs) RECO Courses: . RECO Residential Real Estate Update scheduled for Oct 3, 2012 Leadership: Leadership Courses: . Our President, President-Elect continue to attend all Leadership Courses available to them PAC: PAC Chair and Executive Officer attended the CREA PAC Days in Ottawa in May 14th-15, 2012 Community Services/Board Events/Fundraising: We held our Annual Golf Tournament on August 23, 2012. It was a great success. We had 13 teams with 4 golfers per team.

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Parry Sound & Area Association of REALTORS® Membership Numbers/Board Statistics: 85 RECO Courses: We was invited to participate in the RECO Focus Group which is formed to help shape the future of real estate education in Ontario. MLS® and Technology: Working on DDF and One form format for D&H Leadership: President-Elect and EO will be attending CREA SGM & MTC Meetings in Winnipeg PAC: PAC Chair and EO will be attending OREA PAC Meetings in Toronto in November Current Issues-Local/Member/RECO: Municipalities creating By-Laws preventing cottage rentals. We conveyed issues to Jim Flood at OREA for review and comment. Round Table Session/Topics for Discussion at area meeting: Sharing of Services (What COULD they include?)

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Peterborough and the Kawarthas Association of REALTORS®

Membership Numbers: 450 Members MLS® Statistics: PKAR Jan-July figures show: 2011 # of Sales = 1,520 Dollar Volume = $390,371,438 2012 # of Sales = 1,589 Dollar Volume = $415,181,744 EDUCATION: Best Instructor – Mark Weisleder Winning with the New Consent Agreement, he is doing the Advanced Residential Tenancies course on May 11th. JANUARY 13TH - GEOWAREHOUSE JOHN WAGNER-STAFFORD FERUARY 24TH – DEMYSTIFYING THE MORTGAGE PROCESS GITA CARTWRIGHT APRIL 13TH - CODE OF ETHICS UNDER REBBA HUGH FOY MAY 11TH ADVANCED RESIDENTIAL TENANCIES MARK WEISLEDER TECHNOLOGY: Continuing our Green initiative and have completed the purchasing of the last all-in-one computers so that all staff have computers under one year old and all staff are working on the same version of Office. With the building construction I have contacted all providers to do an overview of our current equipment, internet and software to ensure the association office will be current and efficient. Our association had a conference meeting with Clareity and Touchbase an updates to their systems and the Board of Directors will decide by end of 2012 on the use of both systems. PKAR is working with neighboring boards to create a universal residential data form. LEADERSHIP: Wendy completed CAE 400 in Spring of 2012 and is enrolled in CAE 500 for 2013. Wendy completed Leadership300 via eLearning which completes the CREA Designation. PKAR applied and received a Grant for a 2012 summer student through HRDC. PKAR’s Board of Directors held a strategic planning session in January 2012 and reviews the plan each quarter.

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PSC: PKAR has had three Professional Standards cases two fall under RECO and one is still at committee. COMMERCIAL COUNCIL: PKAR has commercial council committee working with Peterborough Economic Development Corporation to get commercial listing on their web site. PKAR commercial council will present a proposal to host the Fall 2013 Commercial Forum PKAR’s BOD completed strategic planning with Jack Shand in January. Building Committee: PKAR’s membership voted in favor of “Operation Transformation” on PKAR’s currents building. PKAR’s building will get a 600sqft addition on the main floor with a completely accessible board/class room, entrance, washroom and service area. Also included in the renovations are upgrades to HVAC, second floor board room, staff offices and fire & building code upgrades. PKAR applied for 3 Grants for the building – Community Futures Development Corporation, City of Peterborough Charlotte Street Façade Grant and Tax Incentive Plan PKAR is happy to announce that we have received all three Grants. (We are currently applying for a Federal Accessible Renovations Grant) PKAR staff will be relocated from June 1 - October 25, 2012 to “Offices that Work” 459 George Street North, Peterborough (we will keep our same Post Box, phone numbers and fax number) PKAR will be hosting a member open house beginning of November and official ribbon cutting TBD. COMMUNITY SERVICE/ASSOCIATION EVENTS: Huntington Society of Canada, Peterborough Chapter is a not-for-profit charitable organization committed to raising funds to deliver counselling services to support individuals and families living with Huntington Disease and to seed medical research to delay or stop the progression of the disease. $5,000.00 to $10,000.00 is being raised for seed money to provide local residents a place of safety to tell their story, seek support and a sense of belonging and to receive emotional and qualified professional support. Community Living Peterborough is a non-profit organization that brings people with intellectual disabilities and their communities together. They provide supports and services to approximately

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300+ children, youth, and adults with intellectual disabilities and their families living in the city and county of Peterborough. $5,000.00 is being raised towards Home of Our Own: 100 Homes for 100 People campaign – Jane Street Build capital project (Two duplexes on two lots housing 10 people). Annual Charity Golf Tournament is September 20, 2012, last year we raised $6214.00 for Charity. PKAR continues to be an Every REALTOR® Campaign participant and donates $1.00 per member per month. PKAR REALTORS® are participating in Salvation Army Day “REALTORS® Ring Day” and working at Santa’s Sleigh for Peterborough’s Children’s Aid.

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Quinte & District Association of REALTORS®

Membership Numbers/Board Statistics: As of July 31st , our membership numbers are up by 3 members compared to 2011, for a total of 375 this year, an increase of over 2% Year to Date Listings (All Property Types) - Up 3.4% Year to Date Unit Sales (All Property Types) – Up 17.1% Year to Date Volume (All Property Types) – Up 21.6% ($458,013,707.)

Education: January to April 25th, 2012 MCE Courses:

June 27th Fire Retrofit Laws, Home

Safety & Realty Watch Training

2 credits Dave McMullen, Senior Fire Prevention Officer, Belleville Fire Department Constable Ann Earle, Belleville Police Services

RECO Courses: RECO Real Estate Update held August 9th; next one in November. Commercial course in September cancelled due to low registration numbers. MLS® and Technology: Tech Committee investigated re-doing and possibly moving to another provider for our public website.

Leadership: Leadership Courses: April 11th Leadership 200 2 credits Jamie Edwards and Elaine La Chappelle April 11th Leadership 300 2 credits Jamie Edwards and Elaine La Chappelle

PAC: President and EO attended CREA PAC Days in May. PAC Rep and EO met with MPP in April to discuss Electronic Signatures and Personal Real Estate Corporations. Held a Broker-of-Record/Managers’ breakfast meeting in May discussing DDF, Futures, and other topics of local interest. Facilitating a meeting of surrounding Boards (Quinte, Kingston, Bancroft, Peterborough, Northumberland, Cornwall, Rideau-St. Lawrence) to discuss items of common interest. To be included, discussion on a common MLS® System data input sheet. Program Committee has organized a Yuk Yuks Dinner & Show event in Trenton for the membership, in November.

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Community Service/Board Events/Fundraising: QDAR is participating in the $1./member/mo REALTORS Care chosen charities for 2012: Salvation Army, Red Cross, Hospice Quinte, Canadian Mental Health Association (Our House Too), Quinte Humane Society. Association is also making a donation to Big Brothers/Big Sisters. Current Issues-Local/Member/RECO: Task Force met to discuss downsizing our Board of Directors however, it was their recommendation to maintain the same number (12) . It was also recommended and approved by the Board of Directors to eliminate our Advertising Standards Committee. Bylaws Committee will be presenting OREA recommended changes to Rules & Regs, QDAR changes to Bylaws to the membership in November. They will also be presenting to the membership for approval CREA’s DDF Rules as a stand-alone document. Future Plans/Goals: Public Relations Committee launched our REALTY Watch program in June with reps from Belleville Police Services and the media present. We will be approaching other Police Services within our area to expand the program.

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Southern Georgian Bay Real Estate Association Membership Numbers/Board Statistics Membership currently 147, down from 157 in 2010 and down from 172 members in 2008

Southern Georgian Bay Real Estate Association MLS ® Statistic Report

[JULY 2012 ]

2012 2011 2010 %INC/DEC

[2011-2012]

Total # of Listings [Month] 275 232 207 19%

Total # of Listings YTD 1845 1865 1825 -1%

Total # of Expired Listings [Month] 70 73 98 -4%

Total # of Expired Listings YTD 446 453 445 -2%

Total # of Sales [Month] 109 111 104 -2%




2012 2011 2010 TOTAL

Total # of Closed Sales [Month] 0 0 0 0

Total # of Closed Sales YTD 0 0 0 0

Total Dollar Volume of Closing Sales YTD $0 $0 $0 $0

Total # Sales Pending 0 0 0 0

Total Dollar Volume of Sales Pending $0 $0 $0 $0

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NUMBER OF UNITS SOLD BY PRICE 2012 2011

MONTH YEAR MONTH YEAR

Under 30,000 2 8 2 7

30,000 - 39,999 0 7 1 15

40,000 - 49,999 2 7 2 7

50,000 - 59,999 1 5 0 12

60,000 - 69,999 1 11 2 6

70,000 - 79,999 0 4 3 7

80,000 - 89,999 0 8 2 12

90,000 - 99,999 3 16 3 12

100,000 - 119,999 5 32 3 26

120,000 - 139,999 7 38 8 42

140,000 - 159,999 8 36 8 39

160,000 - 179,999 16 71 10 55

180,000 - 199,999 4 52 13 62

200,000 - 219,999 10 53 14 44

220,000 - 239,999 10 57 8 33

240,000 - 259,999 4 31 2 24

260,000 - 349,999 12 105 18 80

350,000 - 399,999 5 22 3 27

400,000 - 499,999 9 27 2 24

500,000 - 749,999 5 26 2 24

750,000 - 999,999 4 9 4 15

1,000,000 + 1 6 1 4

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Education: RECO courses: Mandatory course was offered May 28, 2012 Leadership: Leadership Courses: EO attended the AEC Conference in Toronto in June. Community Service/Board Events/Fundraising: July 1, 2012 – Manned our 6th annual Dunk Tank in Midland for Canada Day Activities.

$675 will be donated to the town of Midland Canada Day Committee to assist with 2013 Canada Day Celebration.

Planning upcoming event – Assisting Big Brothers Big Sisters with fundraiser

“Thanksgiving Showcase of Homes Tour” in October Planning upcoming event – Nov 16, 2012 – 6th Annual Community Christmas Tree Lighting

Ceremony - Members will erect and decorate a tree in downtown Midland. Have tree lighting ceremony with local choirs, visit by Santa Claus with candy canes for children, - adults enjoy hot chocolate

Planning upcoming event - November 22, 2012 – Annual Awards Night – expect approx 80-

90 attendees. Dinner, Dance, Silent Auction for Charity, Installation of our 2013 BOD. Planning upcoming event - November 2012 – Turkey Drive – Last year SGBREA donated

154 Turkeys to the local St Vincent de Paul Society and also food donations were accepted at Awards Night and distributed to the local Food Banks.

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NORTHERN ONTARIO AREA Report to the Assembly

March 6, 2013 There were two Area meetings held for this Region on February 29, 2012 and September 18, 2012. The boards represented are listed below in this report. Highlights of the Northern Ontario Area meetings are as follows:

CREA Futures Presentation (FIT) was presented by Wendy Webb. The topics covered included the history of why the Futures projects is being undertaken, the input received from across the country, a review of the most important, larger and controversial actions and a review of where FIT is currently.

Ozzie Logozzo and Patsy Mackle of the OREA Real Estate College gave a brief verbal

report of the latest happenings in the College.

Northern Ontario Area boards: North Bay Real Estate Board Sault Ste. Marie Real Estate Board Sudbury Real Estate Board Thunder Bay Real Estate Board Timmins Real Estate Board

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Northern Ontario Area Report to the Assembly March 6, 2013

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North Bay Real Estate Board Membership Numbers/Board Statistics: 173 Members Stats: Listings Sales Sales/Listings Ratio Average Sale Price 2011 1518 813 54% $225,261 2012 1646 843 51% $231,092 Education: MCE Courses: To date, 22 Credits have been offered and include; Minor Variance & Subdividing Land Seminar (Gordon Whicher); GeoWarehouse; GenWorth; Commercial Agency & Do Not Call Registry (Lou Radomsky); RECO E&O (Stephen White); D+H Tips & Trick (Joel Shears) RECO Courses: RECO Residential Update held May 22, 2012 MLS® and Technology: D+H - System (Filogix – contract to be renewed February 2013) DDF – 2012 - 4th Quarter MyRealEstateExperience.com NEW – www.nbreb.com – ‘UNDER CONSTRUCTION’ Leadership: Leadership Courses: All Board of Directors have completed Leadership 100, 200 & 300. President, Past President and President-Elect have completed Leadership 400, 401 & 402. EO has successfully completed all Leadership Courses along with Modules 1, 2 & 3 and received the CRAE Designation at the AEC, June 2012 PAC: Brian Graham attended PAC days in Ottawa May 2012 – We are proud to report that Brian has volunteered to sit on the Government Relations Committee with OREA. Strategic Planning: Strategic planning session to be arranged for the 2013 term Community Service/Board Events/Fundraising:

The Fundraising Committee organized another successful Golf Tournament raising approximately $9,500 which will be donated to local charities in November.

The Events Committee held a Summer Party Aug 15 – the theme was ‘Meet & Mingle’ approximately 50 members took place.

The NBREB collected new and gently used books for Elliot Lake, these books will be delivered to Elliot Lake by the Board office Staff

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The Sault Ste. Marie Real Estate Board Membership Numbers/Board Statistics: 174 Members Education: MCE Courses offered were Geo Warehouse Training (3 credits), Ethics and Etiquette (3 credits), Advertising Guidelines (3 credits). In October we are offering Smarter Negotiations for REALTORS® (6 credits) RECO Update was held in May and another course was scheduled for September 7 but was rescheduled due to low enrollment for November 19. Best Course/Instructor: Cassandra Agnew-Walker taught Advertising Guidelines and Ethics and Etiquette. Our members requested that we bring her back. MLS® and Technology: Our Technology Committee would like to look at electronic voting for the New Year Leadership: EO has completed the CRAE Designation and President and President Elect have completed L100, L200, L300, L401 and L402. All of our Directors have completed at least L100 PAC: Donald MacDonald is our PAC rep and has been for over 20 years. He was recognized this year in Ottawa for all his volunteer work. SSMREB also recognized Donald with a certificate of membership of 45 Years with our Board. Community Service/Board Events/Fundraising: We held a Golf tournament on Aug 23 and it was a success. The members who attended played 9 holes of golf and then enjoyed a family style dinner. Awards and prizes were presented after dinner. Round Table Session/Topics for Discussion at area meeting: The Sault Ste. Marie Real Estate Board would like to request that future NOA Meetings be held at the OREA AGM (or CREA AGM) and the CREA SGM in the fall. We are all in attendance for these events and with the money we would’ve spent on attending the NOA Meetings we can now spend on sending a potential director or potential President to some of the conferences.

Future Plans/Goals: One-member-one-vote per-member billing.

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Sudbury Real Estate Board Membership Numbers/Board Statistics 339 Members as at August 31, 2012 (compared to 310 for the period ending Aug 31, 2011) Residential Average Sale Price August 2012; - $250,121.00 Residential Average Sale Price August 2011; - $235,171.00 2012 Year to date sales (Aug); - 2029 units 2011 Year to date sales (Aug) – 1979 units Number of active listings as at August 2012; - 1905 Number of Residential listings as at August 2011 - 2003 MCE Courses: To date, 24 MCE Credits have been offered and include MPAC, the Minor Variance, Second Suites in Homes, Underwriting in a Challenging Market, Electrical Safety Authority, Geo-Warehouse;-The Complete Story, Development Activity within the City of Greater Sudbury, Real Estate Errors and Omissions and DMS Tips and Tricks. Also, the following articling courses have been offered as follows:-

Land Structures and Real Estate Trading Real Property Law The Residential Real Estate Transaction The Commercial Real Estate Transaction (Course 3), September 10 – 14, 2012 Real Estate as a Professional Career (Course 1), November 19 – 23, 2012

RECO Courses: One RECO Commercial Update was held in January 2012, and two Residential Updates were held; - one on May 23, 2012 and August 29, 2012. In addition another RECO Commercial Update has been scheduled for October 31, 2012. Fundraising: The Sudbury Real Estate Board continues to support the REALTOR Care Foundation member-a-month campaign. Leadership: The Board of Directors has instituted “member briefing sessions” in an attempt to keep the general membership apprised of industry change, be it local, provincial or national. Hosted by a few directors, these sessions are held after credit courses as well as visits to the various brokerage offices.

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Thunder Bay Real Estate Board Membership Numbers/Board Statistics: Number of Members August 31, 2012 245 August 31, 2011 238 Total Number of Listings January to August 2012 2633 January to August 2011 2778 City of Thunder Bay Average Sale Price Residential Listings January to August 2012 $189,038.96 January to August 2011 $166,418.66 Sales January to August 2012 859 January to August 2011 855 All Districts Average Sale Price Residential Listings January to August 2012 $183,378.20 January to August 2011 $160,583.98 Sales January to August 2012 1410 January to August 2011 1412 Education: MCE Courses: The Education committee along with the Thunder Bay Real Estate Board, the Ontario Real Estate Association, the Appraisal Institute of Canada (AO-AIC) and the Canadian Condominium Institute (CCI) have provided a total of 17 credits thus far in 2012. 12 of the credits were held in Thunder Bay with 5 credits being offered in the Region. RECO Courses: We have held two RECO courses; one in Thunder Bay and one in Kenora. We also have another RECO course scheduled in Thunder Bay for November 2012.

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MLS® and Technology: Our contract with Sterling Marking Products is up for renewal in March 2013. We have seen presentations from D&H, Realty Server and CoreLogic. Leadership: Leadership Courses: PAC: Our PAC chair attended the conference in Ottawa held in the spring. Strategic Planning: We held a Strategic Planning session with our Board of Directors in June 2012. We still have some work to do, however have started the framework for our plan. Community Service/Board Events/Fundraising: Thunder Bay experienced a flood on May 28, 2012 which caused a tremendous amount of damage to homeowners. Our Board donated $2,500.00 while our local Brokerages and members made additional donations. We asked and were fortunate enough to receive funding from the Ontario REALTORS Care Foundation and with the assistance of the Canadian REALTORS Care Foundation additional funds were received from real estate boards throughout Canada. We are very grateful for all the support for our community.

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Timmins Real Estate Board Membership Numbers/Board Statistics: - Salesperson/broker members Aug 31, 2012 = 114 + 6 affiliate/appraiser members - Salesperson/broker members Aug 31, 2011 = 104 + 5 affiliate/appraiser members stats: - Average Residential Sale Price August 2012 – $147,883 - Average Residential Sale Price August 2011 – $150,471 - Year to Date Residential Sales 2012 – 775 - Year to Date Residential Sales 2011 – 805 - Active listings at August 31, 2012 – 591 - Active Listing at August 31, 2011 – 583 Education: MCE Courses: - 1 MCE credit re the Hollinger project (new mine in the Centre of the City of Timmins) - Will be providing 3 MCE for the D+H Tips and Tricks course - 2 new courses being developed

o Reducing Risks when Selling o Buyer Representation Agreement

RECO Courses: - RECO Update – Residential was held in both Timmins and New Liskeard in May OTHER: - Commercial Real Estate Transactions – November Best Course/Instructor: - Lee Ann Southgate MLS® and Technology: - D+H Contract renewal due February 2013. Leadership: PAC: - PAC Chair (President Elect) and a Director attended CREA PAC days - PAC Chair and EO will be attending OREA PAC Days Strategic Planning: - Being planned for January or February 2013 Director Orientations: - Possibly in conjunction with our Strategic planning

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Community Service/Board Events/Fundraising: - 2 REALTORS Care Foundation golf tournaments (Timmins and New Liskeard) raised

$8,515.57 - Gathered upwards of 1,000 books for the Elliot Lake library Future Plans/Goals: - We await CREA’s approval of our name change. We expect to bring it to the

membership at our AGM in December

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SOUTHERN ONTARIO AREA Report to the Assembly

March 6, 2013 There were two Area meetings held for the Region on April 17, 2012 and September 28, 2012. The boards represented are listed below in this report. Highlights of the Southern Ontario Area meetings are as follows:

The CREA Futures Presentation was done by Barb Sukkau. Topics covered during the presentation included the history of why the Futures project is being undertaken, the input received from across the country, a review of the most important, larger and controversial actions and a review of where FIT is currently.

OREA Real Estate College Update was done by Ozzie Logozzo and Patsy Mackle.

The Directors of the OREA Real Estate College spoke to the benefits of the College

existing within OREA for members. Southern Ontario Area boards: Brantford Regional Real Estate Association Inc. Cambridge Association of REALTORS® Inc. Guelph & District Association of REALTORS® Hamilton-Burlington Association of REALTORS® Kitchener-Waterloo Association of REALTORS® Niagara Association of REALTORS® Simcoe and District Real Estate Board

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Southern Ontario Area Report to the Assembly March 6, 2013

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Brantford Regional Real Estate Association

Highlights:

BRREA’s REALTOR Community Cup Golf Tournament held in June raised over $10,000 for Habitat for Humanity Brant

Implemented BRREA Social Media Strategy Began process of rebranding BRREA with fresh new look including new logo BRREA Memorial Scholarship awarded Friendly Friday’s Golf League for BRREA members started Participating in Feasibility Study of common MLS System with Guelph, Cambridge,

Kitchener-Waterloo Introducing new member initiative, The BRREAkfast Club. A series of breakfast

meetings with informative, entertaining speakers Distributed member survey on MLS System Launched DDF Upgraded office technology

Membership Numbers/Board Statistics (as at September 01, 2012) Membership Numbers – 333 - BRREA 2012 Board Statistics (As at 8 MThs August 31/12)

BRREA 2012 Statistics (YTD August 2012) SALES BY CATEGORY YTD Aug-11 YTD Aug-12 %↑↓

Total Units & Volume 1492 1538 3.08%

Dollar volume of sales $358,048,148 $373,960,837 4.44%

# New listings 2917 2910 -0.24%

# Active listings 1156 1068 -7.61%

Average sale price $241,719 $265,562 9.86%

*detached only

Median sale price $230,000 $250,000 8.70%

*detached only

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Education- YTD 2012

o BRREA has offered 24 credit hours for 8 courses. TTL member enrolment YTD is 460 across the sessions.

o Best Course/Instructor based on member feedback – Hugh Foy. o RECO update course – September 21, 2012 o New Member Orientation – 4 sessions delivered to date in 2012. o Currently developing small in-group training sessions for members on various topics

of interest MLS® and Technology

o Local Task Force formed to review results of member survey into BRREA’s MLS system, processes and structure with the goal of ensuring that it represents the best interests and delivers optimum benefit to the members and is aligned with changes in the organized real estate industry.

o This group plus survey results will inform BoD decision making into data sharing with area boards to identify any effect positive or negative with migrating to common MLS System & data share

o Engaged in feasibility study of common MLS with neighbouring boards of KW, Cambridge, Guelph

Leadership Political Affairs Committee/By-Law Committee:

o Working with City of Brantford, County of Brant & Homebuilders Association on boundary discussions.

o Held 2 Broker Owner/Manager Information Sessions. o Revising BRREA By-Laws now into 2nd reading of Meetings & Voting,

Election/Qualification of Directors o Attended the AEC Conference in June 2012. o EO received CRAE designation. o Attended PAC Days – May 2012 Scheduled to attend:

o EO Summit – September 2012 o Leadership Days(President-Elect) – September 10-12, 2012 o CREA – October 2012

Community Service/Board Events/Fundraising

o 1st Annual REALTOR Community Cup. A BRREA community event raised $10,500 for Habitat for Humanity

o Looking forward to KW 75th Gala!

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Future Plans/Goals

o Facility upgrade and retrofit o New Website launch – September 2012 o Ecommerce – online payments for members o AGM scheduled for December 6, 2012

Topics for Discussion at Area Meeting

o Common MLS System – regionally o CREA Futures Road Map o TREB & Competition Bureau update

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Cambridge Association of REALTORS® Inc. Cambridge Association of REALTORS® Inc. will be celebrating its 60th Anniversary in 2013 Membership Numbers/Board Statistics Membership – 382 August Statistics Number of units sold (all categories) 208 Number of residential units sold 198 Dollar volume of sales (all categories) $59,859,433 Dollar volume of sales (residential only) $55,940,433 Average sale price (residential only) $282,527 Home sales numbered 198 units in August, down 16 per cent from levels reported in the same month last year. Demand has quieted down in recent months, although activity for the year-to-date is still running at the third highest level on record. A total of 2,057 homes have traded hands so far this year. That’s up two per cent from the same period last year, and marks the best first eight months of any year since 2007. The average price for homes sold in August 2012 was $282,527 - this was an increase of half of one per cent compared to August 2011. The dollar value of all home sales in August 2012 was $55.9 million, down 15 per cent from August 2011. There were 941 active residential listings on the Association’s MLS® System at the end of August, down three per cent from levels reported at the same time in 2011. Education: MCE courses: continue to provide MCE courses for membership – this includes free monthly seminars as well as courses for a fee.

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Leadership: Board of Directors: The Board of Directors has adopted the Quality of Life principles for the Cambridge

Association of REALTORS® Inc. The Association has been meeting with Brantford, Guelph and Kitchener to create and

implement a regional MLS® for the four Associations The Association has waived the initiation fee for Members transferring from another

board/association. The Association continues to support the Scholarship Program in seven area schools. Government Relations: This year the Committee is working with all 3 levels of government – federally: opening the door to home ownership, stimulating community investment and 10% cash back being offered by some mortgage companies; provincially: addressing the following issues with Rob Leone – basement apartments, and provincial monies available for Sports Complex and municipally: water billing issue, access to more complete tax information, access to last year’s assessment data, front desk service at City Hall needs to be improved, municipal monies available for Sports Complete (Ice Park), Convention Centre and Casino. Discipline/Professional Standards/Arbitration Statistics: The Board has dealt with one Professional Standards case so far this year and has not held a Discipline or Arbitration Hearing. Public Relations and NEC Committee: The Public Relations and NEC Committee will be hosting a member engagement event at the Galt Country Club on September 20th with Rock Thomas, motivational speaker. The Public Relations Committee organized its Annual Golf Tournament in June with the proceeds going to Argus House.

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Guelph & District Association of REALTORS® Membership Numbers/Board Statistics: 469 members Education: MCE Courses:

April - Drinking Water Criteria – Dr. Joan Morrison May - Realistic Buyer Representation – Hugh Foy September - Appraisal for Superior Sales & Listings – Barry Lebow October – Improving Your Mindset in Real Estate Sales – Michael Appleton November – Family Law; Bankruptcy, Power of Sale, Rent to Own – Don Travers

RECO Courses: GDAR’s next Mandatory update is scheduled for September 19th, 2012 and the next course will not be until January 16th, 2013. Best Course/Instructor: Appraisal for Superior Sales & Listings instructed by Barry Lebow was very well received by the attendees. MLS® and Technology: The Association is streamlining the Data Sheets and is working with KW, Cambridge, and Brantford on a feasibility study. Leadership: GDAR continues to reimburse leadership courses for those members interested in attending. Community Service/Board Events/Fundraising: GDAR held its first coats for kids’ campaign and helped over 50 kids keep warm this upcoming winter. All coats went to St Vincent De Paul. Future Plans/Goals:

Continue to communicate to the membership on futures Remain open to discussing current issues and cost sharing initiatives with our

surrounding associations.

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REALTORS® Association of Hamilton-Burlington Membership As of August 31, RAHB had a total membership of 2,556 in 235 offices. MLS®/Market activity Year to date results (end of August): All property types Compared to same time last year Listings 13,565 -9.3% Sales 9,990 -4.0% Average Sale Price $363,349 +7.0% Total $ Volume $3.530B +3.2% Average Residential Sale Price $359,918 +7.1% Average days on market 43 days 51 days The biggest story for the area this year is, as our members characterize it, the lack of listings; at times our listing inventory was down more than 20 per cent from last year. The decrease in average days on market reflects the decreased inventory, and while other areas of the country are experiencing a shift to a buyer’s market, RAHB’s market area is still in the lower ranges of a seller’s market, with less than 3 months inventory at the end of August. This year, our technology area has been focusing on ongoing adjustments connected to the combined RAHB/Niagara Association of REALTORS® MLS® system, refreshing OpenHouses.ca, the transition to the DDF, continued development of Fusion, promoting our e-voting application to other boards and associations, re-vamping our public website and exploring new collaborative technologies such as webcasting and private social media platforms. Education So far in 2012, we have held 42 MCE courses, 10 RECO Updates, 20 MLXchange Level 1 courses, 9 Broker Load courses and 4 CMA courses. Two courses share the “most popular course” honour: Boomers, Xers, and Yers – Understanding the Different Generations and Facebook for Business. We have two new courses which have caught the interest of members: iPad Course and Understanding Social Media. Our most popular instructor is Cindy Pinkus.

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PAC RAHB recently (September 18) presented our position on the City of Hamilton’s for rental housing licensing to the City Planning Committee. RAHB had met with representatives from the Regional Commercial Council (RCC) and the Hamilton District Apartment Association prior to the presentation to discuss the implications of landlord licensing. RAHB’s GR Committee representatives will be meeting with local MPs in CREA’s fall PAC days. Regional Commercial Council (RCC) The RCC held its annual Commercial Summit on May 3. The topic was Commercial Investment – Services and Opportunities, and featured a panel of the region’s economic development representatives who presented updates on local (Hamilton, Burlington and Haldimand County) opportunities, services and incentives. RCC Councillors will be participating in the upcoming CCC Summit in Calgary and Toronto Real Estate Forum. In November, the RCC will host a City of Hamilton “One-Stop-For-Business” update and will hold its annual RCC election dinner and social. Strategic Planning RAHB’s annual strategic planning session is scheduled for early December of this year. We are entering year three of a three-year governance review and expect the new directions set in motion over the last two years to be reflected in the plan. Discipline/Professional Standards/Arbitration So far this year, RAHB has opened 10 professional standards files and held 3 abbreviated hearings. Community Service/Board Events/Fundraising Since our last report, RAHB has been involved in a number of community events: Charity Golf Tournament – raised $15,300 for Karan Barker Scholarship Fund and Home Ownership Affordability Partnership (HOAP) Big Bike Ride – raised $5,600 for Heart & Stroke Association Lively Dragon dragon-boat race – raised $1,000 for the Bay Area Restoration Council (BARC) RAHB also completed its 11th HOAP project in July and is looking to do one more project this year. The RAHB Annual Charity Auction in support of the CHML/Y108 Children’s Fund is scheduled for November 22. This is our major charity event of the year. Last year’s auction raised over $45,000 for the Children’s Fund and, as always, we are hoping to top that amount this year.

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Kitchener Waterloo Association of REALTORS® Membership Numbers/Board Statistics: Membership continues to increase and is now at the 1230 mark.

Overall residential sales were down a piddly amount of 4.4 percent in August compared to the previous year.

The average sale price of a single family detached home was $354, 0644…which was 7.6 percent increase from the previous year. This increase was supported by a return in the activity for homes priced greater than 4000K.

Education: Continues to soldier on…one challenge is that we have “always” offered at least one free one-hour MCE session a month, this theoretically allows members to achieve their MC E requirements at no cost. Since we’ve always given the milk away, it continues to be an uphill struggle to increase education revenue and support for the more beneficial (for members’ and the association) two or three-hour courses. MLS® and Technology: Completed the feasibility study for four boards creating a regional MLS® system, which was approved and supported by our directors. Entering into the second phase - that will include an external consultant assisting with governance, RFP, vendor selection and implementation. Leadership PAC: 75th Anniversary Gala includes several local councilors, MPP’s and MP’s, which we leveraged to further promote our message. Reaching out to the new NDP-MPP in KW. Governance We are continuing along the governance path and while we have not achieved everything in the 3 year plan during these last 7 months as expected, the changes that have been made are very beneficial. Even the greater awareness for our directors has proven to be extremely valuable in this past year. Elections Preparing for elections on November 30th that could result in 40% of the directors being new. Discipline/Professional Standards/Arbitration Currently reviewing the FAST p art of CDJ. ..reviewing bylaw changes and procedures. 75th Anniversary Video has been completed and launched at the Gala.

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Niagara Association of REALTORS® Membership Numbers/Board Statistics: 1006 as of September 10, 2012

Statistics: Brad Johnstone, President to supply stat report Education: MCE Courses: The Association continues to hold MCE Seminars for our members on a bi-weekly basis, unless they are cancelled due to low enrolment. RECO Courses: 3 are held in the Niagara area each year. The Membership Committee is holding our 6th Annual Trade Show and Education Day at the ScotiaBank Convention Centre, on Thursday, October 11, 2012 - 8 Sessions – 4 MCE Credits available for attending

MLS® and Technology: The Association moved to a new MLS® system – FUSION – December 13th – Quite the challenge but members have now embraced the new system.

Leadership: Leadership Courses:

Leadership 100 is mandatory for all new members who join the Association.

President, President Elect, VP, Executive Officer attending CREA Fall in Winnipeg President, President Elect, Executive Officer and Executive Assistant attended NAR in Orlando Florida. Executive and Hiring Committee in the process of finding a replacement for the Executive Officer who is retiring at the end of 2012.

PAC: Meetings were held with our local MPP’s during the week of April 9 – 13 PAC Chair and PAC Committee Member attended CREA PAC days in May PAC Chair and PAC Committee Member to attend OREA Fall PAC Days

Strategic Planning: Continual review of our 3-5 year long range Strategic Plan is scheduled by-monthly

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Discipline/Professional Standards/Arbitration Statistics: 14 cases have come before the Professional Standards Committee to date. – 4 to FAST, 2 dismissed, remainder referred to RECO

Community Service/Board Events/Fundraising: The Niagara Association of REALTORS® is very proud to have received the very first “Quality of Life Award” presented by OREA at the OREA Conference.

Annual Golf Tournament held May 31st. Proceeds $7,514+

The Association is partnered with Habitat for Humanity Niagara and the Association just donated $5,000 to Habitat – completing our 2nd year of a 3rd year commitment of donating $5,000 each year.

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Simcoe & District Real Estate Board Membership Numbers/Board Statistics: 128 /

Stats Year to Date 01/01/12 – 09/12/12 a) Number of listings year to date: 1705 b) Number of Sales year to date: 679 c) Average Sale Price: $223,206.00

Education: MCE Courses: Broker Load Course, Feb 9, 2012 Dealing Effectively with Agreements of Purchase & Sale, May 11, 2012 How REBBA 2002 Affects You every day, June 19, 2012 RECO Courses: November 2, 2012 9:30 a.m. – 4:30 p.m. Best Western Little River Inn Best Course/Instructor: Dealing Effectively with Agreements of Purchase & Sale; How REBBA 2002 Affects You Every day; Hugh Foy – Instructor for both courses MLS® and Technology: We have recently launched Memberload and look forward to the benefits it will provide to our members and our staff in the future. Leadership: Leadership Courses: PAC: Our PAC Chair, President and Senior Office Administrator are looking forward to attending the 2012 PAC Conference in Toronto. Strategic Planning: Our new Board of Directors will take office on January 1, 2013 at which time we look forward to completing a strategic plan for our association. Director Orientations: We are grateful to OREA for their Leadership courses offered to members as currently this is our Orientation for our Directors. It is mandatory for Directors to take leadership 100, 200 and 300 within the first year of their term. A more formal Director Orientation specific to our Association is something we look forward to creating in the near future. Community Service/Board Events/Fundraising: In 2012 the SDREB joined the Every REALTOR® Campaign of the Ontario REALTORS® Care Foundation. We have applied for a grant for $1,000 from our 2012 donations to the foundation to be donated back to Camp Trillium, a camp for children with cancer.

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Other fundraising efforts include our annual golf tournament which was held in July and our upcoming annual Christmas Party on December 7. Our association takes raised funds and applies them to a “community fund”. At the end of the year the association determines where and how much money should be donated back to the community.

Future Plans/Goals: Our future plans and goals are to improve our policies, rules, and our by-laws to correspond more accurately with the OREA Standard By-laws and our actual operating procedures.

Also, we have recommended a change from a President serving a two year term to now a one year term. The total term would have been 8 years on the board should a director, after servicing two years, decide to run for President-Elect and of course then President and Past President. We are hoping this will encourage more people to run for the board of Directors and/or President-Elect.

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WESTERN ONTARIO AREA Report to the Assembly

March 6, 2013 Highlights of the Western Ontario Area meetings are as follows: There were two Area meetings held for this Region on May 22, 2012 and October 11, 2012. The boards represented are listed below in this report.

The YPN Update was given by Amie Ferris, Chair. She gave a brief history of the group and provided the mandate.

The Directors of the OREA Real Estate College spoke to the benefits of the College existing within OREA for members; the success of the online examination pilots and many future courses currently in the works at the OREA Real Estate College.

CREA Futures Presentation was done by Gary Morse, FIT Chair. He gave a brief

background to the project that was initiated over a year ago to ensure a future for REALTORS® and the profession.

Western Ontario Area boards: Chatham Kent Association of REALTORS® REALTORS® Association of Grey Bruce Owen Sound Huron Perth Association of REALTORS® London & St. Thomas Association of REALTORS® Sarnia-Lambton Real Estate Board Windsor-Essex County Association of REALTORS® Woodstock-Ingersoll & District Real Estate Board

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Western Ontario Area Report to the Assembly March 6, 2013

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Chatham-Kent Association of REALTORS® Membership Numbers/Board Statistics: 152 Education: Our family member scholarship was awarded in June to Alesha Myers, daughter of Bill Myers attending Western University in the BScN program. MCE Courses: DDF Info Session, Taxation in Chatham-Kent RECO Courses: Update Oct. 4, Broker Course Nov 19-29 (this is by special request from our membership to host the location in Chatham, and we have 15 signed up so far) MLS® and Technology: We have just sent out correspondence to our broker of records informing them or the 3rd party DDF launch now available. Leadership: PAC: our chair and 1 member of our PAC Committee will be attending Nov. 20-22 Strategic Planning: At our September directors meeting we revisited our strategic plan and have accomplished 80% of our goals in less than a year. We are working on advertising the value of a REALTOR® as well as partnering with our Municipality to develop a website dedicated to resident attraction. Community Service/Board Events/Fundraising: Our golf tournament raised $4000 for Habitat for Humanity this year. Our SGM will be held in a new location outside the main centre to include our rural members. The decision to move the location around was part of our strategic plan to make all our members feel included. So far this has been successful. We will be hosting our election at this meeting for three new board of directors.

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London and St. Thomas Association of REALTORS®

Membership: As of August 31, 2012, LSTAR had 1,556 Members, comprised of 129 Brokers of Record and 1,427 Brokers/Sales Representatives.

• LSTAR on target to implement Individual Billing by December 2012. • 73 courses in the Computer Lab; 45courses in our REALTOR® Hall. • OREA exams held in our Computer Lab. • ABR sold out in the spring and our Fall course is already full a well • Residential statistics, year to date (as of August 31, 2012): � Sales of detached homes up

condos down 2.5%; � Active listings of detached homes down 8.5% and condos down 3.4%; � Average price of detached homes year to date up 4.3% over December 31. 2011 to $255,003; condos down 4.2% to $171,978.

• Second Quarter 2012 podcast posted on YouTube and www.lstar.ca • LSTAR moving forward on providing IDX data feeds to Members’ third party web

service providers. • LSTAR approved the CREA Data Distribution Facility (DDF) Policy and Rules as

outlined by CREA. • LSTAR approved changes to the St. Thomas search areas. • New Member Service – Alternate Feature Sheet for Realtor.ca • Representation at a number of conferences, including the Quality of Life Symposium, the

Atlantic Connection and the AE Seminar • Two Members Meeting on CREA Futures (July 4 and October 10) • PAC Team attends a Chamber of Commerce function featuring Thomas Mulcair, NDP

Leader • Principal Brokers Luncheon, featuring RECO Information Session and OREA Update • Million Tree Challenge (partnership with Reforest London to plant a million trees in

London by the end of the decade) • Podcast on Million Tree Challenge posted on www.lstar.ca and YouTube. • Leadership participated in a business community tree planting event. • Wind Turbines • Podcast on Wind Turbines posted on www.lstar.ca and YouTube.

• LSTAR enters into partnership with the Elgin Middlesex Oxford Workplace Planning and Development Board in an effort to provide meaningful demand-side labour market information to regional employers through the promotion of an annual regional survey.

• LSTAR supported the application of Youth Opportunities Unlimited for a REALTORS Care Foundation grant as well as additional monies to be used for kitchen equipment and an expansion of its food preparation area for a total of $37,000

• LSTAR scholarship presented to two students. • Annual Slo-Pitch Tournament nets $3,400 for Youth Opportunities Unlimited • LSTAR became a Partner for Life of Canadian Blood Services. • Commercial Breakfast and Tradeshow, September 14, 2012. • RECO Commercial update • Making Sense of Commercial Calculations • Multiple Residential overview

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REALTORS® Association of Grey Bruce Owen Sound

Membership Numbers/Board Statistics:

- 363 Members in 80 Member Offices - comprised of 48 Brokers of Record, 93 Brokers, 222 Salespersons.

Education - MCE Courses: The Board has arranged multiple social media courses in various areas of the Board to

assist its members in the use of Facebook, LinkedIn, Blogging, Pinterest, etc. The Nuclear Waste Management Organization (NWMO) is presenting information

sessions specifically to address REALTOR® questions and concerns prior to its regularly-scheduled Open Houses in various areas of Bruce County;

Sept 13/12 – RECO Real Estate Update Course (Commercial) Owen Sound Sept 20/12 – The Green Energy Act, Res. Building Labeling & Climate Change, Hanover & Owen Sound Sept 27/12 – Social Media Basic & Intermediate, Port Elgin Sept 27/12 – Nuclear Waste Management Organization (NWMO) Info Session for REALTORS®, Port Elgin Oct 4/12 – E-Biz, Port Elgin Oct 9/12 – Social Media for Real Estate, Part 1 & Part 2, Walkerton Oct 9/12 – Social Media Basic, Owen Sound Oct 10/12 – RECO Real Estate Update Course (Residential), Hanover Oct 16/12 – E-BIZ, Walkerton Oct 16/12 – Social Media Intermediate, Owen Sound

RECO Courses: Sep 12/12 RECO Real Estate Update (Commercial) Course, Owen Sound Oct 10/12 RECO Real Estate Updated (Residential) Course, Hanover

MLS® and Technology:

RAGBOS has joined the Connect group and is presently waiting to come online; RAGBOS will implement Clareity Scout for SafeMLS, a biometrics/keystroke

monitoring program to safeguard the Board’s MLS® system against unauthorized access; RAGBOS will be implementing the Technology Helpline for its Members; RAGBOS will be implementing Lone Wolf’s “WOLFTracks” membership & accounting

database; RAGBOS will be implementing the online orientation course for new members through

World Wide Learning Group

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Leadership Administration/Governance:

The Board conducted an Organizational Review through Theresa Kane of Piper and Company;

RAGBOS will shortly be outsourcing its payroll to Ceridian Payroll services; The Board has opted into all 3 modules of the Data Distribution Facility (DDF)

Advertising:

RAGBOS is participating in CREA’s fall radio ad campaign with radio ads running from September through November, 2012 on 4 local radio stations;

President Keffer is involved in the creation of a number of real estate related interviews being aired on “The Real Estate Talk Show” for 560 CFOS;

PAC: Delegates will be attending the OREA PAC Conference in Toronto, Nov. 20-22/12. YPN: A Board representative will attend the Young Professionals Network (YPN) event hosted by OREA on Oct 10/12 in London;

Community Service/Board Events/Fundraising: Golf Tournament: $15,575 was raised for Habitat for Humanity Grey Bruce at the Board’s annual Golf Tournament held June 13, 2012 at the Chippewa Golf Club in Southampton.

REALTOR® Day at the Build: A REALTOR® Day was held at the Habitat for Humanity Grey Bruce build taking place in Hanover on July 24, 2012. 8 members participated in the event.

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Huron Perth Association of REALTORS® Membership & MLS® Stats

• Membership starting the 2012 year at 271 with 6 dual members; 54 Brokerage/Branch Offices and 61 Access Members;

• Sep 19/12 membership is at 257 including 11 New Members (YTD), two new Brokerages, one new Affiliate

• 6 dual members and 75 Access Members who subscribe to the Association’s MLS® Database System

Education: - Lou Radomsky - two courses (Make Me an Offer & Power of Sale) - Hugh Foy - two courses (Hughlogics 2012 & - Revenue Canada - two courses repeated (Tax Seminar for REALTORS®®) - Dr. Joan Morrison - two courses (Drinking Water & Septic/Sewers) - Rick Shelley - Commercial Numbers - MPAC - Update on Assessment - CMHC - Update on Mortgage Lending & Green Energy - Lake Huron Coastal Conservation (Karen Alexander) - Update on Green Ribbon Beach

Program - A usable Bayfield Conservation Authority - Drinking Water Source Protection Stewardship Plan

MLS® and Technology: - Staff participated in CREA’s Data Distribution Facility (DDF) webinar training - Huron Perth Association of REALTORS® MLS® system updated with DDF member profile fields - Teranet’s Geo-warehouse Google Street View updated Sept/12 (street view has increased to

cover most major roads in Huron Perth Association of REALTORS® jurisdiction now to introduce this newest service)

Residential Jan-Aug 30 2011 Jan-Aug 30 2012 Change over from 2011

Average $ $198,731 $224,795 up 13% Units Sold 1106 1179 up 6% New Listings 1996 2042 up 2.3%

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Leadership: - Board of Directors approved updated changes to Huron Perth Association of REALTORS®

Office Policies including Election Procedures, Communication Policies, Finance Policy, BOD Code of Conduct & Conflict of Interest Policies

- Board of Directors approved changes to Huron Perth Association of REALTORS® MLS® Rules & Regs based on OREA Board Standard MLS® Rules & Regs

- Board of Directors approved CREA’s Data Distribution Facility Rules & Policies - Huron Perth Association of REALTORS® Federal PAC reps attended CREA PAC Days in

May 2012 - Huron Perth Association of REALTORS® Provincial PAC reps met with both MPPs at their

constituents’ offices in their ridings in May 2012 - Teranet Geo-warehouse Update Presentation during BOD Meeting - Live Meeting remotely - Delegates registered to attend CREA AGM & MTC Forum in Winnipeg in Oct/12 - Notice sent to members requesting Call for Nominees to fill two vacancies - Executive Officer registered to attend OREA’s Executive Officer Summit Sept/12 - Huron Perth Association of REALTORS® Provincial PAC delegates registered to attend

OREA PAC Conference Nov/12 - Huron Perth Association of REALTORS® VP Delegate attended OREA’s Communication

seminar Sept/12 - Huron Perth Association of REALTORS® Rep continues to monitor Green Energy (Wind

Turbines in particular) - assessed property values - Huron Perth Association of REALTORS® Election procedures started - two Directors’

positions to fill - Election Meeting slated for November 2012

Community Services/Events: - Association Members will be presenting 9 Scholarships to graduating High School Students

this Oct/Nov 2012. Two Scholarships were presented in June 2012 - Huron Perth Association of REALTORS® hosting Golf Tournament Sept/12 inviting real

estate related business contacts

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Sarnia-Lambton Real Estate Board Membership Numbers/Board Statistics: 227 Members Education: MCE Courses: Buyer Representation Agreement - Bill Johnston, Oct. 11, 2012 RECO Courses: RECO Update - Oct. 5, 2012 Seminars: MPAC Tips & Tricks - Tankless Water Heaters Leadership: Vice President attended sessions at Kingbridge PAC: President, PAC Chair & Executive Officer will attend OREA PAC Days Community Service/Board Events/Fundraising: Board Golf Tournament raised funds for “Habitat for Humanity” and the “Inn of the Good Shepherd”.

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TILLSONBURG DISTRICT REAL ESTATE BOARD Membership Numbers/Board Stats: We currently have 100 Members. We have had 1 new member since the spring meeting. The brokerage numbers remain the same -14 Brokerages plus one Branch Office. Education: MCE courses: Tillsonburg Members continue to attend area Board Courses primarily being London and Woodstock. There are also those who take on-line courses and like the convenience of that. There was a RECO Update Course held in Tillsonburg in September. We held a D+H/Filogix Update focusing on CMAs. There are 3 courses planned for the fall. MLS® and Technology: We are well underway implementing Broker Load and monitoring it. Leadership: Leadership Courses: We had Directors attend courses offered at LSTAR, and our Vice-President attending the OREA President-Elect Session in October (same day as this Area Meeting). PAC: Our PAC Rep. will be attending OREA’s Political Affairs Conference in November with the EO. Commercial Council: We continue to have an OCF Representative who has the option of attending CC Conferences. Strategic Planning: This was compiled in January with OREA’s assistance. We continue to monitor progress. Community Service/Board Events/Funraising While individual firms support their own causes, as a Board and since the last meeting, the members held a fundraiser for our local Upper Deck Youth Centre. There is plan to support the local food bank. Current Issues-Local/Member/RECO

• We had a Director participate in the RECO group conference call they held.

• We continue to interact with the Town of Tillsonburg. They provided updates on matters that affect or can affect REALTORS®, as well as working on a new initiative for residential growth.

Round Table Session/Topics for Discussion at Area Meeting: None - aside from the Futures FIT discussion arranged by LSTAR

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Windsor-Essex County Association of REALTORS® Membership Numbers/Board Statistics: As of August 31, 2012 we have 838 Members dispersed among our six classes of membership (Affiliate, Broker, Broker of Record, Honorary, Salesperson and Society). We currently have 22 Members taking advantage of the Society Membership Category. Year-to-date we have acquired 27 New Salespeople, and lost 56.

Statistics show an increase in average sales price, and a decrease in listings. The chart below showcases our August 2012 Residential Statistics:

MONTHLY 2012 2011 YEAR TO

DATE 2012 2011

Listings (Down 12%) 711 808 Listings

(Down 3.14%) 6605 6819

Sales (0% change) 433 433 Sales

(Up 6.34%) 3555 3343

Average Price (Up 8.49%) $183,082 $168,760 Average Price

(Up 3.69%) $175,598 $169,345

Education: WECAR is proud to announce that we have reverted back to our tried and true method of course delivery with our award winning Education Week. February 2012 marked its return, and our next education week is scheduled for the end of October - with six (6), 3-hour courses spread out over three days, allowing for Members to obtain all of their elective credits, and only requiring them to take the mandatory 6 credit RECO Update Course to comply with their education standards necessary for license renewal.

The courses being offered are as follows:

‐ Marketing for the Real Estate Professional (Jamie Edwards) ‐ Social Media (Jamie Edwards) ‐ Microsoft Office Workshop (Dr. Nabih Jaber) ‐ D+H MLS® Tips & Tricks (Joel Shears) ‐ ERCA (Tim Byrne) ‐ Buying & Selling Real Estate Condominiums (Nick Iannazzo)

MLS® and Technology: The Technology Committee has made several recommendations recently as follows: Position WECAR for Member load in 2013, transition to the SCOUT method of data security, postpone the investigation of an alternate MLS® provider, and maintain the WECAR website in house via Wordpress. We are fully engaged with the IDX program and it has been successful to date. We have not yet launched the DDF as we would like to provide more extensive training than is currently being offered by CREA. The MLS® Rules & Regulations/Standard Forms Task Force recently recommended the amendments to the MLS® Rules & Regulations according to the

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OREA Standard MLS® Rules & Regulations and will be reviewing our forms for a reprint to accommodate the rebranding. They have also reviewed and updated the MLS® Policy to accommodate member load. The Board has also made a decision to continue with the Tech Help Line, although the usage has been minimal per month we feel it is worth continuing and promoting for another year.

Leadership: WECAR The Windsor-Essex County Association of REALTORS® (WECAR) recently rebranded

our organization to better showcase who we represent and service – our REALTORS®. Further, Membership has approved a new governance model; WECAR will now have a Board of Directors consisting of seven (7) Members instead of nine (9) to better reflect our current Membership and its needs.

December 31, 2012 marks the retirement date for a long term staff Member – Linda Galipeau. She has been with WECAR for over 43 years.

LIFE INSURANCE The Association also met with Compensation Benefit Solutions and negotiated a new contract with new underwriter which TREB currently uses. The services they provide our members is tremendous and in using TREB as leverage with the underwriter we were able to provide the Members additional opt in services and save them Ten Dollars ($10) per member per month.

WEARCI The Windsor-Essex Active Retirement Community Initiative – 100 Mile Peninsula (WEARCI) WEARCI in partnership with various public and private partners, will be hosting a 2-day show in Toronto, September 28 & 29th, 2012 to showcase the Windsor Essex 100 Mile Peninsula. Our region is experiencing significant growth as an active retirement destination and the message is catching on! The Retirehere Show will hopefully generate visitors to our region through phantom tours with the intent to make a decision to relocate.

Highlights Visitors to the show will have an opportunity to see and learn about lifestyle choices offered

by the various communities along the peninsula, meet with municipal representatives, compare real estate options and housing costs

WFCU wealth management advisors will offer a presentation on early and secure retirement. This will be of special interest to home and condo owners.

Members from the Windsor-Essex County Association of REALTORS® will present an overview on the region's low-cost housing and why Windsor-Essex has attracted over 885 new retirees investing $228 million in housing

New home builders, retirement community and mature lifestyle community developers will connect with affluent, prime prospects age 50-plus interested in area housing

New Windsor-Essex residents who have relocated from across Canada will share their stories and answer questions about the benefits of the region and their new lifestyle

50/50 Tour accommodation packages and discounts will be available for visitors touring real estate

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Wine and food pairing from our internationally acclaimed wineries and local foods harvested fresh from county farms will be prepared by a local chef

Discipline/Professional Standards/Arbitration Statistics: As at September 1, 2012 we have 2 pending arbitration cases. Community Service/Board Events/Fundraising: Our Annual Charity Golf Tournament held June 18th, 2012 raised Six-Thousand Four-Hundred Dollars ($4,400).

Plans are well underway for Annual Charity Gala & 11th Silent Auction. The event is scheduled for Friday, December 7th, 2012 at the beautiful Ciociaro Club. This event has consistently gained praise reviews and attendance since it was implemented. This year are expecting around 800 attendees, composed of REALTOR® Members, Guests, and Business Associates.

On Thursday, December 13th, 2012, WECAR will honour its long term Members and volunteers at our annual Appreciation Luncheon. During this luncheon we also honour with a plaque the following – one member of the community for an act of bravery, one member of the community for community service, and one REALTOR® Member who makes exceptional contributions to the society and industry.

Future Plans/Goals: WECAR recently held our Strategic Planning Session and developed an action plan to provide direction for the next two years. Those in attendance established objectives and developed methods to implement the same.

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WOODSTOCK-INGERSOLL & DISTRICT REAL ESTATE BOARD

Membership:

There are currently 163 members, including 9 broker of record, 26 Brokers and 128 salespersons.

WIDREB currently has 12 offices. Our membership has relatively maintained since January 2012

Education: MCE courses:

MCE courses: WIDREB courses continue to be fairly well attended. WIDREB has not cancelled a course due to low registration in approximately two and

half years. Our Education Committee is currently looking to various methods of disseminating

information particularly related to technology updates in a more efficient manner WIDREB has recently began creating online “How To Videos” on technology updates

that are distributed to our membership

Courses: May 25, 2012: Information for Real Estate Professionals on Private Wastewater Systems,

Instructor: Katherine Rentsch June 22, 2012: Hughlogics, Instructor: Hugh Foy September 14, 2012: Listing Presentation, Instructor: Michael Appleton Upcoming Courses

October 12, 2012: Environmental Conditions: Dangers Found in Residential Properties, Instructor: Dr. Joan Morrison

November 23, 2012: Communications with Generation Types, Instructor: Gail Shearer

Best Course/Instructor- The “Information for Real Estate Professionals on Private Wastewater Systems” course

was very well received by the WIDREB membership. Both Hugh Foy and Michael Appleton were well received as instructors in the recent

2012 courses RECO courses:

OREA will hold a RECO Update course in November 11, 2012.

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MLS® & Technology: As of April 2012 WIDREB is offering Mobile DMS to all of their membership at no

additional costs WIDREB is currently looking into the possibility of using the “Scout Security System”

on their MLS® system to prevent misuse. A decision will be made by November 2012 to adopt the system by January 2013.

WIDREB MLS® Workgroup recently recommended a full mandatory field list for all MLS® listings to improve the information available to our membership.

WIDREB continues to promote their webpage by directing their membership to the various tools found within the site that are useful to both the membership and their clients.

Leadership: Leadership Courses:

WIDREB offered either leadership 200 or 300 courses to their Committee Chairs and Directors at Board cost in the spring. These courses are being offered at either the London St. Thomas Association of REALTORS® or the Kitchener-Waterloo Association of REALTORS®.

PAC WIDREB Political Action delegates will be attending the OREA PAC days in November

to meet with their local MPP. The Political Action Committee arranged a meeting for the members to discuss the

proposed landfill at the Carmeuse Lime in Beachville with Walker Environmental in May 2012.

The Political Action Committee will continue to monitor the proposed landfill site and its possible effects of residents in the Beachville, Centreville and Ingersoll in Oxford County.

Community Service:

WIDREB has continued to contribute to the REALTORS Care Foundation’s $1.00/member/month.

WIDREB has continued their $500.00 Trade Bursary to each of the 5 High Schools in the Oxford County area.

WIDREB members will be collecting outdoor winter gear for our annual Inn Out of the Cold campaign, which provides warm clothing for the homeless in Oxford County.

WIDREB is raising monies for the Big Brother and Big Sisters in Oxford county by holding a Rheo Thompson Mint Smoothie campaign prior to the Christmas season.

WIDREB is participating in the “Partners for Life” campaign with the Canadian Blood Services, which encourages Board members and their family and friends to donate blood in their communities.

The WIDREB Volunteer Recruitment Committee is planning a Volunteer Fair for the membership on October 25th, 2012 to promote WIDREB committees. The event will involve a free lunch, a draw for free iPad, and several other prizes to be won.

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Substantial Membership Director Report to the Assembly

March 6, 2013

Toronto Real Estate Board Education: MCE Courses: 1097 courses delivered (YTD 11/15/2012) Best Course/Instructor: Due to Member interest in TREB’s New Stratus information session delivered by TREB’s technical training team, 68 sessions have been scheduled since May with close to 4,600 Members in attendance. New course dates are being offered to accommodate continued interest. MLS® and Technology: New Stratus: In April the designer of the TorontoMLS system, Stratus Data Systems Inc., launched a new interface for TorontoMLS called New Stratus, which offers a range of new functions, offering Members greater flexibility than ever before. In conjunction with its release, complimentary Continuing Education sessions are being offered throughout the Greater Toronto Area and five new e-Tutorials have been developed. New Stratus is operating in tandem with the original TorontoMLS system for one year and efforts are currently underway to make the new interface’s complete feature set available in Spring 2013. RealNet: In May changes to the RealNet service for Members were released. In addition to including expanded residential imagery, the changes allow Members who practice in the residential market to create alerts and receive email updates on developments that meet their requirements. As well, residential and commercial practitioners can now save their searches and reuse them at a later date. TREB’s RealNet e-Tutorial was recently updated to guide Members through using the new functionality. Across the Board: In May TREB launched an electronic flip-page monthly newsletter called Across the Board, the latest addition to a number of options available to help Members stay up to date on TREB news. Touchbase: In July Touchbase introduced a new calendar feature that allows users to display showing availability. To familiarize Members with the new feature a one-minute instructional video was included at the bottom of the Touchbase calendar. Member Profile Enhancement: In order to reflect their commitment to making a difference in the community, TREB Members now have the ability to include their volunteer efforts in the Members’ Profile section of TorontoMLS. Designations, languages, hobbies and an email address can also be noted in this section. Member Migration to Document Attachment Upload: In November TREB began encouraging Members to migrate to its Document Attachment Upload method of attaching documents to listings. Beginning December 4, TREB’s Document Attachment Fax method will no longer be available, as it involves obsolete technology that cannot be supported.

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Substantial Membership Director Report to the Assembly March 6, 2013

Page 2 of 5

Leadership: Following online voting to elect TREB’s 2012/2013 Board of Directors, an annual Election meeting took place at TREB on June 8

th 2012. TREB’s 2012/2013 Board of Directors is comprised of the following

members: Ann Hannah, President Dianne Usher, President Elect Richard Silver, Past President John (Jerry) England, Director-at-Large Paul Etherington, Director-at-Large Lydia Ingles, Director-at-Large Mark McLean, Director-at-Large Tim Syrianos, Central Brokerage Director Larry Cerqua, Central Non-Brokerage Director Shelley Porritt, West Brokerage Director Stuart Braund, West Non-Brokerage Director Rosalind Menary, East Brokerage Director Michelle Makos, East Non-Brokerage Director John Lusink, North Brokerage Director Karen Gerrard, North Non-Brokerage Director Cynthia Lai, Commercial Division Chair

Strategic Planning: A Strategic Planning session for the 2012/2013 term took place July 11th

to 13th

at the Old Mill Inn. An updated Strategic Plan, which has a focus on enhancing a culture of professionalism while serving the changing needs of TREB’s diverse membership, was posted on TorontoMLS in August. Leadership: TREB representatives attended the following conferences and meetings recently: NAR mid-year conference in Washington D.C. from May 14

th to 19

th RECO Annual General Meeting in Toronto June

21st

Inman News Real Estate Connect conference in San Francisco August 1st to 3

rd Atlantic Connections

Conference in Halifax October 3rd

to 5th

CREA Special General Meeting in Winnipeg October 30th

NAR Conference & Expo in Orlando November 9

th to 12

th

PAC: PAC Team Award: TREB was honoured to receive CREA’s PAC Team Award during the 2012 PAC Days conference in May. The award is presented on an annual basis to a real estate Board or Association that has made an outstanding contribution to CREA’s Federal Affairs initiatives. Civic Roundtable: In June, TREB invited Pickering-Scarborough East REALTORS® to participate in a complimentary Civic Roundtable with local MPP Tracy MacCharles and MP Corneliu Chisu where issues such as Highway 407 extension and Rouge Urban National Park were discussed. Civic Working Together/Gathering for Giving series: Members were given the opportunity to discuss issues with local dignitaries and representatives of TREB-supported charities in June at TREB’s Civic Working Together / Gathering for Giving series. Ticketed events, the first luncheon in the series took place June 1

st at the Sheraton Centre Toronto and the second was held at Cardinal Golf Club in York

Region June 28th

. TREB’s Past President’s Scholarship Award recipients were recognized at the events and the results of Ipsos Reid polling for TREB were presented.

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Page 3 of 5

Toronto Land Transfer Tax Campaign: In June, TREB released the results of public opinion polling undertaken by Ipsos Reid, which found that 25 percent of Torontonians expecting to move in the next two years are planning to leave Toronto for the 905 Region. In contrast, only three percent of 905 residents expecting to move in the next two years are planning to come to Toronto. Looking at the cause of this trend, the poll also found important links to the Toronto Land Transfer Tax, with 75 per cent of people in Toronto and the 905 Region who are expecting to move in the next two years saying that they are more likely to move outside of Toronto specifically because of the Toronto Land Transfer Tax. An additional Ipsos Reid poll conducted for TREB from June 1

st to 6

th showed that 49 per cent of

Torontonians approve of the overall performance of Mayor Rob Ford, the highest approval rating shown to that date in 2012, prompting TREB to suggest that Mayor Ford is accurately representing the public’s views with regard to the repeal of the Toronto Land Transfer Tax. These results supported the finding of a ward-by-ward poll of almost 9,500 Toronto residents, conducted in May for TREB by Ekos Research, which showed 86 per cent of City wards want to see the Toronto Land Transfer Tax repealed. In response to its polling results TREB launched a multi-faceted campaign, which includes a new website www.LetsGetThisRightToronto.ca, advertising, social media, and other tools, to help Torontonians tell City Council that they want the Toronto Land Transfer Tax repealed. B.R.A. Campaign Award: In September TREB was chosen by the Communicator Awards to receive the Communicators Award of Excellence for it advertising campaign on the Buyer Representation Agreement, which included the development of a website www.BRAFirst.ca. The Communicators Award is a leading international awards program that recognizes ideas in marketing and communications. The latest installment of TREB’s B.R.A. campaign includes the development of a new website www.HomeFindsYou.ca which highlights important information about the benefits of the Buyer Registry Service. Commercial Council: Building Awards: The first TREB Commercial Division Building Awards presentation and reception will take place at TREB on November 21

st. Historian Mike Filey will be featured as the event’s special

guest speaker. Reception: TREB Commercial Division Members will be invited to the Annual Commercial Division Cocktail Reception at the Metro Toronto Convention Centre on November 28

th to learn more about

TREB and network with commercial colleagues. Seminar: The Elder Client – A Legal Perspective for the Commercial Practitioner will be held on December 6

th featuring seminar leader, Cindy Pinkus. This course will highlight research on barriers

facing the aging population and deal with the legal concerns that confront real estate salespeople when working with a client who appears challenged by competency issues and/or the undue influence of family members and others. Discipline/Professional Standards/Arbitration Statistics: Arbitration: (YTD 11/12/2012) New Claims: 100 Claims Withdrawn: 12 Hearings Held: 41 Appeals Initiated: 5 Settled at Mediation: 15 Professional Standards: (YTD 11/12/2012) Total Complaints: 761 TREB Jurisdiction: 540 Special Administrative Fees Issued: 97 Hearings Held: 139 Appeals Initiated: 3

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Page 4 of 5

Community Service/Board Events/Fundraising: 25/50 Year Dinner: TREB’s annual 25 & 50 Year Member Dinner took place at the Toronto Congress Centre on September 19th. The Dinner, which is a complimentary event for all Members who have attained at least 25 years of membership, welcomed 705 new 25-year Members and seven new 50-year Members this year. The event included an entertainment tribute to Elvis Presley and the opportunity for attendees to have portraits taken with former colleagues. Young Professionals Network: A meeting with the Young Professionals Network (YPN) of Buffalo which aimed to establish future joint activities between YPN groups took place at TREB May 1

st. As well, a Young Professionals Network

Toronto Habour boat cruise organized in conjunction with the Ontario Real Estate Association took place September 13

th.

Pride Parade Participation: For the third consecutive year TREB participated in Toronto’s 32nd

Annual Pride Parade on July 1

st. TREB’s entry, was entitled the Toronto Real Estate Board Celebrates Diversity

and given the day’s sizzling 30-degree heat, those who lined the parade route were happy to be doused by blasts of water from the TREB float, a new idea that added to the fun at this year’s event.

Charity Golf Classic: TREB’s Annual Charity Golf Classic took place June 19th

at the Glen Eagle Golf Club. The event was great success, with more than $20,000 raised in support of Casey House, a Toronto hospice dedicated to supporting those living with AIDS. Past President’s Scholarships: The sixth annual Past President’s Scholarship Program was expanded in 2012 to offer two additional scholarships. In June, two $5,000.00 first-place scholarships and two $2,500 second-place scholarships were awarded on behalf of Greater Toronto REALTORS® to the following four graduating high school seniors going on to pursue post-secondary education: Kelsey Chisamore-Johnston of Newmarket High School, Tucker McLachlan of Don Mills Collegiate Institute, Amanda Cannon of Mayfield Secondary School and Yusuf Yusuf of Vaughan Road Academy. The awards are based on community involvement and a 1,000-word essay, and applications are made available through GTA high schools and on TREB’s public website www.TorontoRealEstateBoard.com Commercial Division Scholarship: Once again, the Commercial Division partnered with Ryerson University to offer an annual Commercial Division Scholarship Program, which offers Ryerson MBA students the opportunity for a full-time summer research internship with the Commercial Division. Julius Tang was selected as the third annual recipient of the Commercial Division Scholarship and undertook his work term at TREB from May 1

st. to August 31

st 2012.

Agents Without Borders: In May, TREB launched a new initiative called Agents Without Borders. Its mission is to create an international network of REALTORS® dedicated to providing shelter for those in need, using social media as a primary tool. Agents Without Borders aims to create opportunities for REALTORS® to discover and participate in shelter-related projects around the world, and encourage the development of new projects. Members have been invited to submit their volunteer travel stories, which will be shared through TREB’s social media channels. Further information is available at www.agentswithoutborders.org

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Page 5 of 5

Habitat for Humanity: TREB President Ann Hannah presented new homeowners with keys to a TREB-sponsored Habitat for Humanity home in June. Families, sponsors, and local dignitaries from all levels of government took part in the presentation, which was held at the site of six newly constructed townhouses at Macey Avenue and St. Dunstan in Toronto. The home marked TREB’s fifth Habitat for Humanity title sponsorship in recent years. Children’s Breakfast Program: Efforts are currently underway to recruit volunteers to support TREB’s efforts with the Children’s Breakfast Program. The program has grown from serving two Toronto schools in 2008 to serving 17 schools in the Greater Toronto Area. At the close of the last school year almost 10,000 breakfasts a week were being provided to an average of 140 students per school. This year’s program began September 24

th.

Annual General Meeting: TREB’s 92nd Annual General Meeting took place October 23rd

at the Toronto Congress Centre. It included an overview of objectives for the 2012/2013 term and a video that highlighted the accomplishments of the previous year. TREB’s Chief Executive Officer Don Richardson and counsel Don Affleck also offered insight into a recent competition tribunal hearing, which concluded October 18

th. Proposed By-Law amendments pertaining to Arbitration and Professional Standards were

approved, and following a review of finances, the accounting firm Grant Thornton was appointed as TREB’s auditors for the 2012/2013 term. Immediate Past President Richard Silver was presented with the President’s plaque and Past President Bill Johnston was recognized with TREB’s Honourary Life Award, as were Members Anne Briscoe, Joe DeLeo and Paul Etherington. Habitat for Humanity Toronto’s Neil Hetherington presented plaques to Ann Hannah and Richard Silver in recognition of TREB Members’ efforts to help local families build better lives. Members in attendance also took in an expansive tabletop trade show with exhibitors from TREB’s annual REALTOR® QUEST conference. Respectfully submitted, Paul Etherington Substantial Membership Director

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Ontario Real Estate Association

99 Duncan Mill Road Don Mills, Ontario

M3B 1Z2 Telephone: 416.445.9910 Fax: 416.445.2644

This complete package was mailed to all Ontario Real Estate Boards in January 2013.

MEMO

TO: Presidents and Executive Officers of all Ontario Real Estate Boards DATE: January 28, 2013 RE: Proposed Amendments to OREA By-law:

• New Commercial Committee • Remittance of OREA Dues and Board Reports • Membership Categories

Ladies and Gentlemen: In accordance with the requirements of section 22.02 of the OREA By-law which states that:

“The substance of the proposed amendments [to the OREA by-law] shall be submitted to the Member Boards at least thirty days before such meeting of the Assembly at which the amendments will be voted upon.”

Enclosed herewith are the following documents, which contain the OREA by-law amendments required to implement the recommendations of the Executive Committee, Governance Review Committee and Legal Resource Committee:

• Supplementary Report #1 of the OREA Legal Resource Committee; • Three-column document showing the proposed by-law amendments; • A black-lined copy of the entire OREA By-law to show the proposed amendments

that would come into effect immediately following the March 6, 2013 OREA Assembly Meeting;

• A clean copy of the OREA By-law, as it would look if the proposed amendments are approved at the Assembly meeting;

• Supplementary Letters Patent.

These proposed by-law amendments have been approved by the OREA Board of Directors and are to be presented at the OREA Assembly to be held on March 6, 2013, for the approval of the OREA voting delegates. Your cooperation in this pre-Assembly review of the proposed by-law amendments will be of great assistance. In order to be able to fully address any issues that voting delegates may have, any questions or comments regarding the purpose or substance of the proposed By-law amendments should be forwarded to the attention of Richard Leroux, Chair, OREA Legal Resource Committee at phone 705-266-7571 or e-mail at [email protected] or Carolyn Shushelski, General Counsel at phone 416-442-3412 or e-mail at [email protected].

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mailto:[email protected]


An additional copy of this By-law amendment package will be included in the Assembly agenda package which will be sent to the real estate boards in February. Should you require additional copies of this By-law amendment package prior to the Assembly agenda package being circulated in February, please contact Christine Wong at phone (416) 445-9910 Ext. 228 or by e-mail at [email protected]. We hope that you will benefit from this advance notification as we appreciate the time that it will take to review the enclosed documentation. Encl.

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Legal Resource Committee Supplementary Report to the Assembly

March 6, 2013 Proposed Amendments to the OREA By-law

Ladies and Gentlemen: I am pleased to provide you with the attached documents which contain proposed amendments to the OREA By-law with respect to the implementation of the recommendations of the Executive Committee, Legal Resource Committee and the Governance Review Committee. These by-law amendments have been approved by the Board of Directors of OREA, subject to approval of the OREA voting delegates at the Annual Assembly on March 6, 2013. ATTACHED DOCUMENTS In order to facilitate your review, the proposed amendments to the OREA By-law are shown in separate documents as follows: 1. Appendix A: A 3-column document.

The left-hand column contains the current wording of the by-law; the middle column contains the amendments; and the right-hand column contains the reasons for the amendments. Amendments to the by-law appear in the middle column in red font and blue font.

2. Appendix B: A black-lined copy of the OREA By-law that shows the

proposed amendments in red and blue font.

3. Appendix C: A clean copy of the OREA By-law, as it would look if the proposed amendments are approved at the Assembly meeting.

4. Appendix D: Supplementary Letters Patent

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SUBJECT MATTER OF THE PROPOSED AMENDMENTS 1. New OREA Commercial Committee – Amendments to Article 17 of OREA By-law The proposed by-law amendments provide that a new OREA Commercial Committee be created to replace the existing Ontario Commercial Federation and the Ontario Commercial Council. Background: At its meeting held on June 7-10, 2012, the OREA Board of Directors approved the recommendations of the OREA Executive Committee that a new OREA Commercial Committee be created to replace the existing Ontario Commercial Federation and the Ontario Commercial Council. The OREA Board of Directors referred the recommendations to the Legal Resource Committee to draft the required by-law amendments to give effect to the recommendations. The 2012 Legal Resource Committee prepared the amendments to the by-law and submitted them to the OREA Board of Directors for approval. At its meeting held on September 6-7, 2013, the OREA Board of Directors passed the proposed amendments to the OREA By-law with respect to the creation of a new OREA Commercial Committee, subject to confirmation by the OREA Assembly.

Highlights of the Proposed OREA By-law Amendments: • OREA Commercial Committee – Article 17 of the OREA By-law Article 17 provides that the Commercial Committee shall be comprised of nine members as follows:

(i) One member from the Toronto Real Estate Board;

(ii) The Ontario Regional Director of the Canadian Commercial Council of REALTORS®, if willing and able to serve;

(iii) One representative from the OREA Board of Directors; and

(iv) Six additional members if the Ontario Regional Director of the Canadian Commercial Council of REALTORS® is willing and able to serve, or seven additional members if the Ontario Regional Director of the Canadian Commercial Council of REALTORS® is not willing and able to serve.

Only an SBF Member who is either a Broker or Salesperson and who is a member of the Canadian Commercial Council of REALTORS® is eligible to be a member of the Commercial Committee. In addition, if a real estate board has a commercial committee, commercial council, commercial division or some other commercial entity, then the member must also be a member of such

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commercial committee, commercial council, commercial division or other commercial entity to be eligible to be a member of the Commercial Committee.

The above-noted Commercial Committee members shall be selected by the OREA Executive Committee. The Executive Committee is also responsible for appointing the chair. All of the above-noted Commercial Committee members are eligible to be appointed chair by the Executive Committee, with the exception of the Ontario Regional Director of the Canadian Commercial Council of REALTORS® and the representative from the OREA Board of Directors. The chair of the Commercial Committee shall be the Commercial Director of OREA and the term of both the committee members and chair is one year. The Commercial Committee shall meet at least once a year and shall make recommendations to the OREA Board of Directors on those matters and issues of interest to commercial REALTORS®. • Housekeeping: Association Executive Advisory Committee - Article 20, section 20.06 The chair of the Association Executive Advisory Committee must meet the qualifications of an OREA director set out in Section 7.06 and automatically ceases to be the chair of Association Executive Advisory Committee upon failing to meet such qualifications and/or being absent for three consecutive meetings of the Committee. 2. Member Board Reports – Amendments to Article 16 of OREA By-law The proposed by-law amendments to Article 16 of the OREA By-law remove the requirement that the President and Executive Officer both sign the Member Board Reports and replace it with the requirement that Member Board Reports be signed by an authorized signing officer of the Member Board. In addition, the time for the remittance of OREA dues or OREA dues and initiation fees by Member Boards is extended from five days to 15 days. Background: The 2012 Legal Resource Committee held its fourth meeting on November 6, 2012. At its meeting, the Legal Resource Committee received a report setting out concerns of certain Member Board Executive Officers respecting the requirements of Article 16 of the OREA By-law. Section 16.03(a) of the OREA By-law requires each Member Board to include with the Member Board Report the names and addresses of the Member Board’s individual members as of January 1 of that year and provides that the Report must be signed by the President and Executive Officer of the Member Board. According to some Executive Officers, the President of the Member Board is not involved in the day to day operations of the Member Board, such as the

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maintenance of membership lists, and, therefore, they should not be required to verify and sign off on the Report. Section 16.03(b) of Article 16 provides that each Member Board shall remit, not later than five days after the end of each calendar quarter, all of the OREA dues which the Member Board has collected during that calendar quarter. Section 16.04(a) of Article 16 provides that Member Boards shall remit both the OREA dues and OREA initiation fees of all new Individual Members which the Member Board has collected, not later than five days after the end of each calendar quarter. Some Member Boards have expressed concern that the five day period is not a sufficient amount of time to remit the dues. The OREA Finance Department has advised that extending the current five day deadline to 15 days could be done with little interruption to OREA’s internal bookkeeping practices. The Legal Resource Committee made recommendations to the OREA Board of Directors that Article 16 of the OREA By-law be amended to remove the requirement that the President and Executive Officer sign the Member Board Reports and replace it with the requirement that the Member Board Reports be signed by an authorized signing officer of the Member Board. In addition, the time for the remittance of OREA dues or OREA dues and initiation fees by Member Boards is extended from five days to 15 days. At its meeting held on December 5-6, 2013, the OREA Board of Directors passed the by-law amendments, subject to confirmation by the OREA Assembly.

3. Membership Categories The Governance Review Committee made recommendations to the OREA Board of Directors that Member Boards, Firm Members, Broker Members and Salesperson Members should be retained as categories of membership. At its meeting held on December 4-5, 2012, the OREA Board of Directors approved that the Member Boards, Firm Members, Broker/Salesperson Members be retained as categories of membership. Honorary Members and Honorary Life Members and the Executive Officer Director Member will no longer be categories of OREA membership. By-law amendments were prepared and submitted to the OREA Board of Directors. The OREA Board of Directors, at its meeting held on January 15, 2013, passed by-law amendments which include that there be two categories of membership, i.e. Member Boards and SBF Members. The by-law amendments provide that a “SBF Member” is any Salesperson, Broker or Firm registered under the Act who meets the conditions set out in section 4.04 of the OREA By-law. All other OREA memberships which may have existed, including Honorary Life Members and Honorary Members, are cancelled and cease to exist as of March 6, 2013. Consideration will be given to recognizing Salespersons and Brokers who are members of OREA for their service and contribution to OREA. Also, the proposed by-law amendments allow the OREA Board of Directors to waive the dues of a SBF Member that is Salesperson or

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Broker who has served OREA as a President for so long as that person remains a SBF Member of OREA. This permits the Board to replicate the advantage previously bestowed on an Honorary Life Member by the Board. Background:

The new Not-for-Profit Corporations Act, 2010 (“New Act”) (Bill 65) received Royal Assent on October 25, 2010. The New Act has not been proclaimed in force yet. The target date for proclamation is July 1, 2013. The New Act will provide a modern legal framework for Ontario’s not-for-profit corporations. The Corporations Act currently governs not-for-profit corporations in Ontario. The New Act introduces provisions which provide a reasonable balance between efficient governance by the directors of the corporation and their protection from personal liability. It explicitly sets out the standards required of directors and provides clarity with respect to a defence of due diligence. The New Act also provides members with some significant rights and remedies. Not only are they given rights to bring actions on behalf of the corporation (derivative actions), but the rights of non-voting members are augmented by providing them with votes in certain types of organizational changes. Overall, the New Act provides a great deal more guidance and clarity for corporations without share capital about various corporate matters relative to the current Act. Corporations which are continued under this New Act will be required to bring their Letters Patent, Supplementary Letters Patent, by-laws and any special resolutions into conformity with the new Act and may do so by filing Articles of Amendment or by amending their by-laws, once the New Act is in force. The New Act specifically provides that any provision that is not amended to conform with the New Act is deemed after three years to be amended to the extent necessary to conform. It is recommended that all corporations amend their letters patent, supplementary letters patent and by-laws to conform with the New Act, so as not to unintentionally create confusion and questions about whether the letters patent, supplementary letters patent and by-laws can be relied upon.

The New Act gives more rights to members and expands their remedies. The rights of non-voting members are expanded. If a corporation has more than one class or group of members, the articles must provide for such classes or groups and must provide at least one class or group with the right to vote. Otherwise, each member of each class will be entitled to vote. Even if the articles provide that the members of a class or group are not entitled to vote, such non-voting members will still have the ability to vote in certain circumstances, such as:

• on any extraordinary sale, lease or exchange of all or substantially all of the property of the corporation;

• an amalgamation; • a change to any rights or conditions attached to those non-voting members; or • a change in the rights of other classes of members so as to change the relative


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A proposal to make such amendment is adopted when the members of each class or group entitled to vote separately on the amendment as a class or group have approved the amendment by a special resolution, i.e. by at least 2/3 of the votes cast. In view of the expanded rights of non-voting members that will come into effect under the New Act, the Governance Review Committee recommended to the Board of Directors that the existing categories of OREA membership should be reviewed to consider what, if any, changes should be made to the categories of OREA membership prior to the New Act coming into force. The highlights of the proposed OREA by-law amendments are set out below. Highlights of the Proposed OREA By-law Amendments:

• There are two OREA membership categories: Member Boards and SBF Members. All other OREA memberships which may have existed, including Honorary Life Members and Honorary Members, are cancelled and cease to exist as of March 6, 2013.

• A SBF Member is any Salesperson, Broker or Firm registered under the Real Estate and Business Brokers Act that meets the conditions in the By-law.

• The Board of Directors may waive the dues of any SBF Member who is a Salesperson or

Broker who has served OREA as a President for so long as that person remains a SBF Member of OREA.

• The Association Executive Advisory Committee provisions are retained, but the

Executive Officer Director position on the OREA Board of Directors and the membership category of Executive Officer Director Member are removed. This is because the current law requires a director to be a member of the corporation while Bill 65 no longer would require that. Removing the Executive Officer Director Member (and Executive Officer Director) enables the cancellation of the membership class, the sole member of which would otherwise under Bill 65 have a class vote on fundamental questions, which could give that one person a veto power. The position may be reintroduced after Bill 65 comes into force without those ramifications.

• The following numbers shall be sufficient quorum: o At a meeting of the OREA Assembly, forty percent of the Voting Delegates to

the Assembly, representing not less than two-thirds of the Member Boards (existing provision);

o On a vote of SBF Members which is mandatory as a result of current or future legislation, notwithstanding the By-law provisions that SBF Members have no vote, 100 SBF Members;

o On a vote of Member Boards which is mandatory as a result of current or future legislation, forty percent of the Voting Delegates representing not less than two-thirds of the Member Boards.

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• On a vote of Member Boards which is mandatory as result of current or future legislation, the Member Boards shall vote by way of Voting Delegates selected in accordance with sections 12.03 and the provisions of sections 12.03, 12.04, 13.05 and 13.06 shall apply mutatis mutandis. On a vote of SBF Members which is mandatory as a result of current or future legislation, notwithstanding the By-law’s provision that SBF Members have no vote, each SBF Member shall have one vote.

OREA SUPPLEMENTARY LETTERS PATENT At its meeting held on January 15, 2013, the OREA Board of Directors approved an application for supplementary letters patent substantially in the form circulated to the directors and attached hereto as Appendix D and recommended that the application for supplementary letters patent be adopted by special resolution of the Members. Background: As noted above the rights of non-voting members are expanded under Bill 65 (the New Act). If a corporation has more than one class or group of members, the articles must provide for such classes or groups and must provide at least one class or group with the right to vote. Otherwise, each member of each class will be entitled to vote. Even if the articles provide that the members of a class or group are not entitled to vote, such non-voting members will still have the ability to vote in certain circumstances, such as:

• on any extraordinary sale, lease or exchange of all or substantially all of the property of the corporation;

• an amalgamation; • a change to any rights or conditions attached to those non-voting members; or • a change in the rights of other classes of members so as to change the relative


A proposal to make such amendment is adopted when the members of each class or group entitled to vote separately on the amendment as a class or group have approved the amendment by a special resolution, i.e. by at least 2/3 of the votes cast. Section 105 of Bill 65 provides that the members of a class or group of members are entitled to vote separately as a class or group on a proposal to make an amendment to the articles of the corporation with respect to the certain fundamental matters as set out therein, even if the membership class or group does not otherwise carry the right to vote. However, there is an exception to this. Bill 65 provides that if the Corporation’s articles provide that the members of a class or group of members are not entitled to vote separately as a class or group on a proposal to make an amendment to: (a) effect an exchange, reclassification or cancellation of all or part of the memberships of the class or group; or (b) create a new class or group of members having

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rights equal or superior to those of the class or group, then such class or group of members does not have a vote. The OREA Letters Patent are amended to include such a provision. Highlights of Amendments to OREA Letters Patent: The Letters Patent are amended to include the following provisions: There shall be two classes of members:

1. Member Boards; and 2. SBF Members.

The Member Boards shall each be entitled to one or more votes at meetings of the members. The number of votes each Member Board is entitled to shall be based upon the number and type of members that the Member Board has and shall be calculated and exercised in the manner set out in the by-laws. The SBF Members shall have no vote at meetings of the members, except to the extent required by any current or future legislation. Only the Member Boards may vote on a proposal to make an amendment to the Letters Patent, Supplementary Letters Patent or any articles of the Corporation to:

• Effect an exchange, reclassification or cancellation of all or part of the memberships of the class or group; or

• create a new class or group of members having rights equal or superior to those of the class or group,

and no members of any other class or group of members of the Corporation shall be entitled to vote separately as a class or group on such a proposal.

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PROPOSED MOTIONS Motion #1 and #2: Proposed OREA By-law Amendments:

Motion #1

BE IT RESOLVED THAT THE AMENDMENTS TO THE OREA BY-LAW, AS CONTAINED IN THE MIDDLE COLUMN OF THE DOCUMENT AND APPEAR IN RED FONT AND INCLUDED IN THE MARCH 6, 2013 ASSEMBLY PACKAGE AND ATTACHED HERETO AS APPENDIX A, BE HEREBY CONFIRMED AND COME INTO EFFECT IMMEDIATELY FOLLOWING THE MARCH 6, 2013 ASSEMBLY MEETING. [Note: For this resolution to pass, it must be confirmed by a majority of the voting delegates entitled to vote on this resolution.] Motion #2

BE IT RESOLVED THAT THE AMENDMENTS TO THE OREA BY-LAW, AS CONTAINED IN THE MIDDLE COLUMN OF THE DOCUMENT AND APPEAR IN BLUE FONT AND INCLUDED IN THE MARCH 6, 2013 ASSEMBLY PACKAGE AND ATTACHED HERETO AS APPENDIX A, BE HEREBY CONFIRMED AND COME INTO EFFECT IMMEDIATELY FOLLOWING THE MARCH 6, 2013 ASSEMBLY MEETING. [Note: For this resolution to pass, it must be confirmed by two-thirds of the voting delegates entitled to vote on this resolution.]

Motion #3 – Supplementary Letters Patent: WHEREAS, AN APPLICATION FOR SUPPLEMENTARY LETTERS PATENT SUBSTANTIALLY IN THE FORM CIRCULATED TO THE MEMBERS AND ATTACHED HERETO AS APPENDIX D, WERE APPROVED BY THE BOARD OF DIRECTORS AT ITS MEETING HELD ON JANUARY 15, 2013; AND WHEREAS, THE BOARD OF DIRECTORS APPROVED THAT THE PRESIDENT TOGETHER WITH ANOTHER OFFICER OR DIRECTOR OF THE CORPORATION BE AND ARE HEREBY AUTHORIZED TO EXECUTE THE SUPPLEMENTARY LETTERS PATENT WITH ANY AMENDMENT HE DETERMINES IS NECESSARY IN HIS DISCRETION, TO FILE THE SAME AND TO PAY ALL NECESSARY FEES AND COSTS ASSOCIATED THEREWITH; AND AND WHEREAS, THE BOARD OF DIRECTORS AT ITS MEETING HELD ON JANUARY 15, 2013 APPROVED THE RECOMMENDATION THAT THE AFORESAID APPLICATION FOR SUPPLEMENTARY LETTERS PATENT BE ADOPTED BY SPECIAL RESOLUTION OF THE MEMBERS.

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THEREFORE, BE IT RESOLVED THAT THE APPLICATION FOR SUPPLEMENTARY LETTERS PATENT SUBSTANTIALLY IN THE FORM CIRCULATED TO THE MEMBERS AND ATTACHED HERETO AS APPENDIX D IS HEREBY ADOPTED BY SPECIAL RESOLUTION OF THE MEMBERS. [Note: For this resolution to pass, it must be confirmed by two-thirds of the voting delegates entitled to vote on this resolution.]

Motion #4 – Conforming Motion:

WHEREAS MANY BY-LAW AMENDMENTS ARE BEING PROPOSED AND THERE MAY BE MINOR EDITS REQUIRED TO CORRECT INCONSISTENCIES FOLLOWING THE OREA BOARD OF DIRECTORS APPROVAL AT ITS MEETING JANUARY 15, 2013; AND WHEREAS THE OREA BOARD OF DIRECTORS WISHES TO AUTHORIZE LEGAL DEPARMENT STAFF TO MAKE SUCH MINOR EDITS PRIOR TO SUMBISISON OF THE PROPOSED AMENDMENTS TO THE MARCH 6, 2013 OREA ASSEMBLY FOR APPROVAL; THEREFORE, BE IT RESOLVED THAT THE OREA BOARD OF DIRECTORS HEREBY AUTHORIZES OREA LEGAL DEPARMENT STAFF TO CORRECT ARTICLE AND SECTION DESIGNATIONS, PUNCTUATION, SPELLING, CROSS REFERENCES AND MAKE OTHER TECHNICAL AND CONFORMING CHANGES TO THE OREA BY-LAW AS MAY BE NECESSARY TO REFLECT THE INTENT OF THE ORGANIZATION BUT NOT CHANGE THE INTENT. [Note: For this resolution to pass, it must be confirmed by two-thirds of the voting delegates entitled to vote on this resolution.]

Proposed OREA By-law Amendments

Please be advised that the proposed by-law amendments are to come into effect immediately following the 2013 OREA Assembly meeting.

Respectfully submitted Richard Leroux Chair, Legal Resource Committee

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Appendix A

PROPOSED AMENDMENTS TO THE OREA BY-LAW

3-Column document showing proposed changes and comments

Amendments to Article 17 of the OREA By-law – Elimination of the Ontario Commercial Council and the Ontario Commercial Federation and the Creation of the Commercial Committee –

Approved by the OREA Legal Resource Committee – August 15, 2012 and August 21, 2012 Approved by the OREA Board of Directors – September 6-7, 2012

Amendments to Article 16 of the OREA By-law – Signature on Member Reports, Extension of time to remit OREA Dues and Initiation Fees –

Approved by the OREA Legal Resource Committee – November 6, 2012 Approved by the OREA Board of Directors – December 5-6, 2012

Amendments to Articles 4, 5, 6, 7, 12, 13, 15, 16, 17, 18, 20, 22 of the OREA By-law – Membership Categories –

Approved by the OREA Board of Directors – January 15, 2013

All of the above proposed amendments to be submitted to the OREA Assembly for approval – March 6, 2013

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CURRENT WORDING PROPOSED WORDING REASONS FOR CHANGES - COMMENTS

ARTICLE 3 – Definitions ARTICLE 3 - Definitions

3.01 For the purpose of this By-law, the term:

(a) “Act” means the Real Estate and Business Brokers Act 2002 and its regulations and any successor legislation;

(b) “Arbitration Act” means the Arbitration Act, 1991 SO, 1991, c. 17 as amended and any successor legislation;

(c) “Areas” means the following six divisions of the Province of Ontario: Western Ontario; Southern Ontario; Central Ontario; Northeastern Ontario; Northern Ontario; and Eastern Ontario, with each Area encompassing a group of Member Boards, all as further described in the schedules (map and list of Member Boards in each Area) attached hereto. The Board of Directors may, from time to time upon receiving a request from Member Board(s), but at the Board of Directors sole discretion, amend the boundaries of one or more Areas to include or exclude one or more Member Boards from a




(c) “Areas” means the following six divisions of the Province of Ontario: Western Ontario; Southern Ontario; Central Ontario; Northeastern Ontario; Northern Ontario; and Eastern Ontario, with each Area encompassing a group of Member Boards, all as further described in the schedules (map and list of Member Boards in each Area) attached hereto. The Board of Directors may, from time to time upon receiving a request from Member Board(s), but at the Board of Directors sole discretion, amend the boundaries of one or more Areas to include or exclude one or more Member Boards from a

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particular Area.

(d) “Association Executive” means the following:

(i) a person retained to carry out the functions of an executive officer or a chief executive officer of a Member Board, but specifically excluding any elected directors or elected officers of such Board or Association; and/or

(ii) any person employed by a Member Board in a managerial role.

(e) “Board” means a Member Board as described in Section 4.03;

(f) “Board of Directors” means the Board of Directors of OREA;

(g) “Branch Manager” means the individual who is registered as broker or salesperson under the Act and who is qualified under the Act to directly manage a Branch Office;

particular Area.




(e) “Board” means a Member Board as described in Section 4.03



(h) “Branch Office” means any office of a Firm Member, other than the main office, which is registered in accordance with the Act and at which the public is invited to

(h) “Branch Office” means any office of a Firm which is a SBF Member, other than the main office, which is registered in accordance with the Act and at which the

“Broker Member” and “Salesperson Member” are no longer OREA membership categories. The changes to this

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deal; public is invited to deal; section reflect the new category of SBF Member to which brokers and salespersons may belong.

(i) “By-law” means this By-law and any amendment hereto, and includes any rule or regulation in force as approved by the Board of Directors of OREA and confirmed by the Assembly;

(i) “Broker” means a “broker” as defined in the Act;

A definition of “Broker” is added and means a “broker” as defined in the REBBA.

(j) “Chief Executive Officer” means the chief executive officer of OREA, responsible for the general operation of the Association, as further described in section 9.05 of Article 9.

(k) “Committee” means any Committee described in this By-law and includes any other body established by the Board of Directors;

(l) “CREA” means The Canadian Real Estate Association or any successor organization;

(m) “Director” means a person who is a member of the Board of Directors;

(n) “Filing Fee” as used in Articles 5, 6, 18 and 19 means the amount set out in the Schedule of Filing Fees established by the Board of Directors, as same may be

(i j) “By-law” means this By-law and any amendment hereto, and includes any rule or regulation in force as approved by the Board of Directors of OREA and confirmed by the Assembly;

(j k) “Chief Executive Officer” means the chief executive officer of OREA, responsible for the general operation of the Association, as further described in section 9.05 of Article 9.

(k l) “Committee” means any Committee described in this By-law and includes any other body established by the Board of Directors;

(l m) “CREA” means The Canadian Real Estate Association or any successor organization;

(m n) “Director” means a person who is a

Re-lettering.

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amended by the Board of Directors from time to time;

(o) “Home Board” means, in relation to a Member who is a candidate or nominee for election as a Provincial Director for the Central Ontario Area, the Member Board through which such Member’s OREA dues are to be collected in the calendar year in which the election is held; and after such Member is elected as a Provincial Director for the Central Ontario Area, “Home Board” means the Member Board through which his OREA dues are collected at the point-of-time in question.

(p) “Member” means a member of any of the classes of membership as set out in Article 4 of this By-law;

(q) “M Group” means a corporation set up by

a group of Member Boards in order to regionalize their MLS® systems, which uses a by-law which is the same or substantially the same as the model by-law prescribed by OREA for use by such a group; and "M Group Member" means any member of an M Group as defined by the by-laws of such M Group.

member of the Board of Directors;

(n o) “Filing Fee” as used in Articles 5, 6, 18 and 19 means the amount set out in the Schedule of Filing Fees established by the Board of Directors, as same may be amended by the Board of Directors from time to time;

(p) “Employ” means in sections 4.04 and 16.01, to employ, appoint, authorize or otherwise arrange to have another person act on one’s behalf, including as an independent contractor and "employed", "employs", "employment" and "employee" shall have such similar expanded definitions;

(q) “Firm” means a “brokerage” as defined in the Act;

(o r) “Home Board” means, in relation to a Member who is a candidate or nominee for election as a Provincial Director for the Central Ontario Area, the Member Board through which such Member’s OREA dues are to be collected in the calendar year in which the election is held; and after such Member is elected as a Provincial Director for the Central Ontario Area, “Home Board” means the Member

A definition of “employ” is added to clarify that for the purposes of sections 4.04 and 16.01 “employ” includes an independent contractor relationship.

A definition of “Firm” is added and means a “brokerage” as defined in REBBA.

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Board through which his OREA dues are collected at the point-of-time in question.

(p s) “Member” means a member of any of the

classes of membership as set out in Article 4 of this By-law;

(q) “M Group” means a corporation set up by a group of Member Boards in order to regionalize their MLS® systems, which uses a by-law which is the same or substantially the same as the model by-law prescribed by OREA for use by such a group; and "M Group Member" means any member of an M Group as defined by the by-laws of such M Group.

Housekeeping amendment. A few references to "M Group" were inserted into the by-law many years ago in anticipation of a certain structure/grouping. Such structure/grouping did not happen. Therefore, the references to "M Group" are unnecessary and should be deleted.

(r) “Ontario Commercial Council” or “OCC” is a committee of OREA whose main purpose is help Ontario commercial REALTORS succeed. Its mandate is subject to the approval of the OREA Board of Directors. Some members of the Ontario Commercial Council are elected by the Ontario Commercial Federation, from among the members of the Ontario Commercial Federation, as prescribed in Article 17. The composition and structure of the Ontario Commercial Council are

(r) “Ontario Commercial Council” or “OCC” is a committee of OREA whose main purpose is help Ontario commercial REALTORS succeed. Its mandate is subject to the approval of the OREA Board of Directors. Some members of the Ontario Commercial Council are elected by the Ontario Commercial Federation, from among the members of the Ontario Commercial Federation, as prescribed in Article 17. The composition and structure of the Ontario Commercial Council are

The existing Ontario Commercial Council will be replaced by a newly created ‘Commercial Committee’.

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also prescribed in Article 17. The Chair of the Ontario Commercial Council is also the OREA Commercial Director and acts as the chair of the OCF meetings, all as prescribed in Article 17.

also prescribed in Article 17. The Chair of the Ontario Commercial Council is also the OREA Commercial Director and acts as the chair of the OCF meetings, all as prescribed in Article 17.

(s) “Ontario Commercial Federation” or “OCF” is an unincorporated body whose main purpose is to provide the Ontario Commercial Council with input and guidance on commercial REALTOR services and issues. Also, some members of the Ontario Commercial Council are elected by the Ontario Commercial Federation, from among the members of the Ontario Commercial Federation, in the manner prescribed in Article 17. The composition and structure of the Ontario Commercial Federation are also prescribed in Article 17.


The existing Ontario Commercial Federation will be replaced by a newly created ‘Commercial Committee’.

(t) “OREA Arbitration and Ethics Panel” means the minimum of twenty Broker Members of OREA, who are appointed annually by the Executive Committee, and whose affairs are administered by the Chief Executive Officer, and from which group the Chief Executive Officer shall appoint all OREA investigative, hearing

(r t) “OREA Arbitration and Ethics Panel” means the minimum of twenty Broker SBF Members of OREA who are Brokers, who are appointed annually by the Executive Committee, and whose affairs are administered by the Chief Executive Officer, and from which group the Chief Executive Officer shall appoint all OREA

Re-lettering. Incorporates new definitions/terminology.

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and appeal tribunals required under Articles 5, 6, 18 and 19 of this By-law.

(u) “REALTOR Code” means the Code of Ethics and Standards of Business Practice adopted or amended from time to time by CREA.

(v) “REBBA Code of Ethics” means the Code of Ethics for all registrants contained in the regulations to the Act, and any successor Code, all of which is sometimes also referred to as the RECO Code of Ethics.

(w) “RECO” means the Real Estate Council of Ontario, or its successor, from time to time.

investigative, hearing and appeal tribunals required under Articles 5, 6, 18 and 19 of this By-law.

(s u) “REALTOR Code” means the Code of Ethics and Standards of Business Practice adopted or amended from time to time by CREA.

(t v) “REBBA Code of Ethics” means the Code of Ethics for all registrants contained in the regulations to the Act, and any successor Code, all of which is sometimes also referred to as the RECO Code of Ethics.

(u w) “RECO” means the Real Estate Council of Ontario, or its successor, from time to time.

(x) “Salesperson” means a “salesperson” as defined in the Act.

Re-lettering.

Re-lettering.

Re-lettering.

Re-lettering.

A definition of “Salesperson” is added and means “salesperson” as defined in REBBA.

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ARTICLE 4 – Membership ARTICLE 7 – Membership

4.01 The membership of OREA shall consist of the

following:

1. Member Boards

2. Firm Members

3. Broker Members

4. Salesperson Members

5. Honorary Members

6. Honorary Life Members

7. Executive Officer Director Member

4.01 The membership of OREA shall consist of the

following:

1. Member Boards

2. Firm SBF Members

3. Broker Members

4. Salesperson Members

5. Honorary Members


7. Executive Officer Director Member All other OREA memberships which may have existed, including Honorary Life Members and Honorary Members, are cancelled and cease to exist as of March 6, 2013.

There are now two membership categories for OREA, i.e. Member Boards and SBF Members.

4.03 MEMBER BOARD: Any board operating in a town, city, township, county or region and complying with the conditions hereinafter set forth may be enrolled as a Member Board. Only one board shall be so enrolled for any one town,

4.03 MEMBER BOARD: Any board operating in a town, city, township, county or region and complying with the conditions hereinafter set forth may be enrolled as a Member Board. Only one board shall be so enrolled for any one town, city,

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city, township, county or region.

The jurisdictional areas of all Member Boards shall be defined and recorded by the Member Boards at OREA, provided that where a conflict exists between two or more Member Boards in this respect, it shall be submitted to the Executive Committee pursuant to Article 5 of this By-law. Jurisdictional area shall be designed so as to best provide the membership and the general public with the benefits of organized real estate. The conditions of enrolment are as follows:

(a) The applicant board shall agree in writing, in a form satisfactory to the OREA Board of Directors, to adopt and abide by the OREA By-law and to enforce the REALTOR Code.

(b) The applicant board shall make written application setting forth the names and addresses of its members to be members of the Association, and forward the dues as set out in Article 16 of this By-law for all membership classifications.

(c) To be eligible for membership, the applicant board must have at least the minimum number of members as established by the OREA Board of Directors. Should the membership of any Member Board not be maintained at or

township, county or region.




(c) To be eligible for membership, the applicant board must have at least the minimum number of members as established by the OREA Board of Directors. Should the membership of any Member Board not be maintained at or

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above this minimum, the membership of such Board may be terminated by the OREA Board of Directors, and upon termination the remaining Members will be requested to retain their OREA membership by joining another Member Board.

(d) The applicant board must have adopted a By-law which must be submitted with its membership application for approval by the Board of Directors.

(e) The applicant board must make application for Letters Patent within one year of the date of its application for membership to OREA.

(f) The applicant board must become and remain a member of CREA.

(g) The applicant board shall have a membership requirement in its by-law, that its members agree to abide by its by-law and rules and regulations and that its members agree to abide by the OREA and CREA by-laws, rules and regulations and the REALTOR Code and any amendment to any of these documents. Each Member Board by-law shall provide for the appropriate procedures for disciplinary action for any violation of

above this minimum, the membership of such Board may be terminated by the OREA Board of Directors, and upon termination the remaining Members will be requested to retain their OREA membership by joining another Member Board.




(g) The applicant board shall have a membership requirement in its by-law, that its members agree to abide by its by-law and rules and regulations and that its members agree to become members of and abide by the OREA and CREA by-laws, rules and regulations and the REALTOR Code and any amendment to any of these documents. Each Member Board by-law shall provide for the appropriate procedures for disciplinary action for any

This amendment brings the by-law into greater conformity with the three-way agreement.

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such by-law, rules and regulations, and the REALTOR Code on the part of any of its Members.

(h) Member Boards shall not enforce membership requirements which exceed the following maximums:

(i) where applicable, the applicants for membership shall successfully complete the entrance examination of the Member Board to which they are making application for membership. Such examination shall be based upon the By-law, Rules and Regulations of the Member Board and knowledge of good real estate practice. The form and content of such examination shall be approved by the Board of Directors of OREA.

(ii) applicants for membership shall not be required to observe "waiting periods" related to the commencement of holding a licence, or of being actively engaged in the real estate business prior to consideration of their applications for membership in Member Boards. Board

violation of such by-law, rules and regulations, and the REALTOR Code on the part of any of its Members.



(ii) applicants for membership shall not be required to observe "waiting periods" related to the commencement of holding a licence, or of being actively engaged in the real estate business prior to consideration of their applications for membership in Member Boards. Board

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membership may be granted on a probationary basis for a period which shall not exceed twelve months in the case of Salesperson Members and twenty-four months in the case of Branch Managers and Broker Members and such probationary membership shall include full membership rights granted by the Member Board's by-law with the exception of the right to vote.

(iii) applications for membership by real estate brokers, or Branch Managers, or salespersons shall be accepted or rejected by the Member Board concerned within ninety days of the date of their submission in completed form. In the case of an accepted application, the applicant shall receive the membership rights granted by the Member Board's by-law within fifteen days from the date of acceptance. In the case of a rejected application, the applicant shall be advised of such rejection within seven days from the date of such rejection and the Member

membership may be granted on a probationary basis for a period which shall not exceed twelve months in the case of Salesperson Members Salespersons and twenty-four months in the case of Branch Managers and Broker Members Brokers and such probationary membership shall include full membership rights granted by the Member Board's by-law with the exception of the right to vote.

(iii) applications for membership by real estate brokers, or Branch Managers, or salespersons shall be accepted or rejected by the Member Board concerned within ninety days of the date of their submission in completed form. In the case of an accepted application, the applicant shall receive the membership rights granted by the Member Board's by-law within fifteen days from the date of acceptance. In the case of a rejected application, the applicant shall be advised of such rejection within seven days from the date of such rejection and the Member

Housekeeping. Clarifies that membership is granted to salespersons and brokers as opposed to Salesperson Members and Broker Members respectively. Incorporates new definitions/terminology.

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Board will advise CREA of such rejection within thirty days from the date of such rejection. Applications for membership must be complete in all details and must be accompanied by the appropriate fees for the type of membership concerned.

Board will advise CREA of such rejection within thirty days from the date of such rejection. Applications for membership must be complete in all details and must be accompanied by the appropriate fees for the type of membership concerned.

4.04 FIRM MEMBER: A Firm Member shall be any sole proprietorship, partnership, or corporation which is registered under the Act and which is a Firm Member of a Member Board. As a condition of admission and continued membership, the employees of the Firm Member who are registered under the Act must maintain membership in OREA.

A sole proprietorship, partnership, or corporation may apply for membership as a Firm Member in each Board within the jurisdictional area in which any of its offices are located. If for some reason membership is refused or terminated by a Member Board, any other membership which the Firm Member may hold in another Member Board will not be affected solely by virtue of such refusal or termination. The notice provisions contained in clause 4.03 (h) (iii) relating to acceptance and

4.04 SBF MEMBER: A SBF Member shall be any Salesperson, Broker or Firm registered under the Act who meets the following conditions at all times:

(a) FIRM MEMBER: A Firm Member shall be any sole proprietorship, partnership, or corporation which is registered under the Act and which is a Firm Member if a Firm, it is a member of a Member Board. As a condition of admission and continued membership, the employees of the Firm and as a member of that Member Board, employs only Brokers and Salespersons who are registered under the Act must who also maintain membership in OREA.;

(b) if either a Salesperson or a Broker, he

Provides that an “SBF Member” is any Salesperson, Broker or Firm registered under REBBA and who meets the conditions set out in section 4.04 of the by-law.

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rejection of applications shall also apply to applications for Firm Membership.

or she is employed by a Firm which is a SBF Member holding membership in the Member Board whose jurisdictional area the Salesperson or Broker is working in.

A sole proprietorship, partnership, or corporation may apply for membership as a Firm Member in each Board within the jurisdictional area in which any of its offices are located. If for some reason membership If for some reason a Firm is refused or membership or its membership is terminated by a Member Board, any other membership which the Firm Member it may hold in another Member Board will not be affected solely by virtue of such refusal or termination. The notice provisions contained in clause 4.03 (h) (iii) relating to acceptance and rejection of applications shall also apply to applications for by a Firm for membership in a Member Board .

4.05 BROKER MEMBER: A Broker Member shall be any individual who is registered as a Broker under the Act and employed by a Firm Member (whether or not such employment arrangement is characterized as an "independent contractor" relationship between the individual and the Firm

4.05 BROKER MEMBER: A Broker Member shall be any individual who is registered as a Broker under the Act and employed by a Firm Member (whether or not such employment arrangement is characterized as an "independent contractor" relationship between the individual and the Firm

“Broker Member” is no longer a membership category of OREA. Brokers who meet the requirements of section 4.04 are members of the new SBF category of membership.

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Member). Member).

4.06 SALESPERSON MEMBER: A Salesperson Member shall be any individual who is registered as a salesperson under the Act and employed by a Firm Member (whether or not such employment arrangements characterized as an "independent contractor" relationship between the individual and the Firm Member).

4.06 SALESPERSON MEMBER: A Salesperson Member shall be any individual who is registered as a salesperson under the Act and employed by a Firm Member (whether or not such employment arrangements characterized as an "independent contractor" relationship between the individual and the Firm Member).

“Salesperson Member” is no longer a membership category of OREA. Salespersons who meet the requirements of section 4.04 are members of the new SBF category of membership.

4.07 Where a firm or person registered pursuant to the Act holds membership in a Member Board, such a firm or person shall be deemed by virtue thereof to be a Member of OREA.

4.07 4.05 Where a firm or person Salesperson, Broker or Firm registered pursuant to the Act holds membership in a Member Board, such a firm or person Salesperson, Broker or Firm shall be deemed by virtue thereof to be a Member of OREA subject to the conditions set out in section 4.04.

“Broker Member”, “Firm Member” and “Salesperson Member” are no longer OREA membership categories. The changes to this section reflect the new category of SBF Member to which firms, brokers and salespersons may belong.

4.08 The Board of Directors may elect any individual as an Honorary Member. Such election shall be by a vote of those Directors present and voting at a duly constituted meeting of the Board of Directors. At least twenty days notice in writing of the individual to be elected shall be given to each Director.

4.08 The Board of Directors may elect any individual as an Honorary Member. Such election shall be by a vote of those Directors present and voting at a duly constituted meeting of the Board of Directors. At least twenty days notice in writing of the individual to be elected shall be given to each Director.

“Honorary Member” is no longer a membership category of OREA.

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4.09 An Honorary Member shall not pay membership dues and shall not be entitled to vote or hold office in OREA, but shall have all other rights and privileges of membership. An Honorary Membership may be granted for a definite period or for life as determined by the Board of Directors.

4.09 An Honorary Member shall not pay membership dues and shall not be entitled to vote or hold office in OREA, but shall have all other rights and privileges of membership. An Honorary Membership may be granted for a definite period or for life as determined by the Board of Directors.

“Honorary Member” is no longer a membership category of OREA.

4.10 The Board of Directors may elect any Broker Member or a Salesperson Member as an Honorary Life Member. Such election shall be by a vote of those Directors present and voting at a duly constituted meeting of the Board of Directors. At least twenty days notice in writing of the individual to be elected shall be given to each Director.

4.10 The Board of Directors may elect any Broker Member or a Salesperson Member as an Honorary Life Member. Such election shall be by a vote of those Directors present and voting at a duly constituted meeting of the Board of Directors. At least twenty days notice in writing of the individual to be elected shall be given to each Director.

“Honorary Life Member” is no longer a membership category of OREA.

4.11 An Honorary Life Member shall not pay OREA membership dues and an Honorary Life Member who continues to be registered under the Act shall have all rights and privileges of membership, provided that he continues to be qualified as a Broker Member or a Salesperson Member. An Honorary Life Member who ceases to be so qualified or who ceases to be registered under the

4.11 An Honorary Life Member shall not pay OREA membership dues and an Honorary Life Member who continues to be registered under the Act shall have all rights and privileges of membership, provided that he continues to be qualified as a Broker Member or a Salesperson Member. An Honorary Life Member who ceases to be so qualified or who ceases to be registered under the

“Honorary Life Member” is no longer a membership category of OREA.

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Act shall retain all rights and privileges of membership, save for the right to vote or hold office in OREA.

Act shall retain all rights and privileges of membership, save for the right to vote or hold office in OREA.

4.12 The Executive Officer Director, as defined in Article 20, sections 20.06 and 20.08, shall become the Executive Officer Director Member upon taking office as the Executive Officer Director and ceases to be the Executive Officer Director Member upon ceasing to be the Executive Officer Director.

4.12 The Executive Officer Director, as defined in Article 20, sections 20.06 and 20.08, shall become the Executive Officer Director Member upon taking office as the Executive Officer Director and ceases to be the Executive Officer Director Member upon ceasing to be the Executive Officer Director.

“Executive Officer Director” is no longer a membership category of OREA because the current law requires a director to be a member while Bill 65 no longer would require that. Removing the Executive Officer Director Member (and Executive Officer Director) enables the cancellation of the membership class, the sole member of which would otherwise under Bill 65 have a class vote on fundamental questions, which could give that one person a veto power. The position can be reintroduced after Bill 65 comes into force without those ramifications.

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ARTICLE 5 – Membership Dispute ARTICLE 5 – Membership Dispute

5.01 (a) Where there is a dispute concerning:

(i) an application for membership in a Member Board by an applicant wishing to become a Firm Member;

(ii) the termination of membership of a Firm Member by a Member Board;

or

(iii) any other membership dispute that the President deems necessary in his sole discretion to have determined in the interest of OREA,

a written statement detailing the nature of the dispute together with all supporting documentation shall be submitted to the Chief Executive Officer by such refused applicant, or terminated Firm Member, or the Member Board (for disputes described in clauses (i) or (ii) above), or by the President (or his appointed nominee) (for disputes described in clause (iii) above).

(b) In the case of disputes described in subsection

5.01

(a) Where there is a dispute concerning:

(i) an application for membership in a Member Board by an applicant that is a Firm registered under the Act that wishes wishing to become a Firm Member member of a Member Board;

(ii) the termination of membership of a Firm Member by a registered under the Act by a Member Board; or


a written statement detailing the nature of the dispute together with all supporting documentation shall be submitted to the Chief Executive Officer by such refused applicant Firm, or terminated Firm Member, or the Member Board (for disputes described in clauses (i) or (ii) above), or by the President (or his appointed nominee) (for disputes described

Incorporates new definitions/terminology.

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(a) clauses (i) or (ii) above:

(i) the written submission shall be accompanied by the Filing Fee;

(ii) the written submission and the Filing Fee shall be submitted by the Firm Member or the Member Board to the Chief Executive Officer within thirty days of the date upon which the dispute arose; and

(iii) no action or proceeding either at law or in equity will be brought by the parties thereto until either or both of them have complied with the provisions of this Article. This Section shall be a condition precedent to the right of any Firm Member or Member Board to bring an action or proceeding at law or in equity, and may be pleaded in any such action or proceeding as, and shall constitute and absolute defence to such action or proceeding at law and any and all claims for or by reason of such act, matter or thing shall be conclusively deemed to have been waived by all Members of OREA.

in clause (iii) above).

(b) In the case of disputes described in subsection (a) clauses (i) or (ii) above:


(ii) the written submission and the Filing Fee shall be submitted by the Firm Member that is a SBF Member or the Member Board to the Chief Executive Officer within thirty days of the date upon which the dispute arose; and

(iii) no action or proceeding either at law or in equity will be brought by the parties thereto until either or both of them have complied with the provisions of this Article. This Section shall be a condition precedent to the right of any Firm Member that is a SBF Member or Member Board to bring an action or proceeding at law or in equity, and may be pleaded in any such action or proceeding as, and shall constitute and absolute defence to such action or proceeding at law and any and all claims for or by reason of such act, matter or thing

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shall be conclusively deemed to have been waived by all Members of OREA.

5.02 (a) Where the by-law of a Member Board or an M Group so provides, a dispute concerning:

(i) the validity of any rule or regulation established by the M Group, a Member Board or any of a Member Board's Committees; or

(ii) the validity of any section of a Member Board's or the M Group's by-law; or

(iii) the correctness or enforceability of a decision of a Member Board's Ethics Committee or Discipline Committee constituted under a Member Board's By-law (the type of dispute described in this clause (iii) will hereinafter be referred to in this Article as an "Appeal");

shall be submitted by the Member Board, M Group, Member or M Group Member (in writing detailing the nature of and reasons for the dispute or Appeal together with all supporting documentation) to the Chief Executive Officer after all appeal

5.02

(a) Where the by-law of a Member Board or an M Group so provides, a dispute concerning:




shall be submitted by the Member Board, M Group, Member or M Group SBF Member (in writing detailing the nature of and reasons for the dispute or Appeal together with all supporting

Housekeeping amendment. References to "M Group" are unnecessary and should be deleted.

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provisions in the Member Board's by-law have been exhausted (with respect to an Appeal) and prior to either of them commencing any action in law or in equity, it being understood that there is no cause of action as between them until either or both of them have complied with the provisions of this Article.

This Section shall be a condition precedent to the right of any Member or M Group Member to bring an action or proceeding at law or in equity, and may be pleaded in any such action or proceeding as, and shall constitute an absolute defence to such action or proceeding at law and any and all claims for or by reason of such act, matter or thing shall be conclusively deemed to have been waived by all Members of OREA.

With respect to an Appeal, such Appeal shall only be with respect to the question of whether or not the Ethics Committee or the Discipline Committee had jurisdiction to make its award or decision or whether or not there was a denial of natural justice.

(b) The written submission to the Chief Executive Officer shall be accompanied by

documentation) to the Chief Executive Officer after all appeal provisions in the Member Board's by-law have been exhausted (with respect to an Appeal) and prior to either of them commencing any action in law or in equity, it being understood that there is no cause of action as between them until either or both of them have complied with the provisions of this Article.

This Section shall be a condition precedent to the right of any SBF Member or M Group Member which is a Firm to bring an action or proceeding at law or in equity, and may be pleaded in any such action or proceeding as, and shall constitute an absolute defence to such action or proceeding at law and any and all claims for or by reason of such act, matter or thing shall be conclusively deemed to have been waived by all such Members of OREA.



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the Filing Fee.

(c) Where the by-law of the Member Board or M Group fails to provide otherwise, the written submission detailing the dispute or Appeal and the Filing Fee shall be received by the Chief Executive Officer:

(i) not later than thirty days following the date upon which the dispute with the Member Board's or M Group's rule, regulation or by-law arose, or the effective date of the rule, regulation or by-law, in the case of a dispute described in clauses 5.02 (a) (i) or (ii) above; or

(ii) thirty days following the completion of the appeal procedure as set out in the Member Board's by-law, in the case of an Appeal.

(b) The written submission to the Chief Executive Officer shall be accompanied by the Filing Fee.





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5.07 The procedure for the hearing shall be as follows:

(a) The Special Committee may:

(i) adjourn any hearing from time to time;

(ii) proceed in such manner as it deems proper and without being bound by the rules of evidence or other legal rules provided that it shall consider the best available evidence;

(iii) other than in the case of an Appeal, receive evidence under oath.

(b) Except in the case of an Appeal, the parties to the dispute shall be entitled to call as witnesses any persons who have knowledge of any matter relating to the dispute.

(c) Any party to a Special Committee hearing may be represented by a Broker Member or Salesperson Member. Any party may also be represented by legal counsel provided that the party shall first notify the other party to the hearing and the Chief Executive Officer, on behalf of the Special Committee, not less than ten days before the date set for the hearing. The Special Committee may also retain legal counsel

5.07 The procedure for the hearing shall be as follows:






(c) Any party to a Special Committee hearing may be represented by a Broker SBF Member who is a Broker or Salesperson Member. Any party may also be represented by legal counsel provided that the party shall first notify the other party to the hearing and the Chief Executive Officer, on behalf of the Special Committee, not less than ten days before the date set for the hearing. The Special


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to sit at the hearing and to advise the Special Committee on any and all matters of law which he may be asked by the Special Committee to advise it on, but he shall not take part in the deliberation or decision of the Special Committee.

(d) The Special Committee in its decision may:

(i) dismiss the dispute;

(ii) require a Member Board to accept or reinstate into membership a Firm Member;

(iii) direct such other disposition of the matter as the Special Committee may deem proper;

(iv) direct the disposition of the Filing Fee;

(v) dismiss the Appeal;

(vi) grant the Appeal;

(vii) amend the decision of the Ethics or Discipline Committee as the Special Committee deems appropriate;

(viii) remit the subject matter of the Appeal back to the Ethics or Discipline Committee for a new hearing in whole or in part, and at

Committee may also retain legal counsel to sit at the hearing and to advise the Special Committee on any and all matters of law which he may be asked by the Special Committee to advise it on, but he shall not take part in the deliberation or decision of the Special Committee.









(viii) remit the subject matter of the Appeal back to the Ethics or Discipline Committee for a new

Housekeeping.

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the Special Committee's discretion, by a differently constituted Ethics or Discipline Committee;

(ix) impose any of the penalties as the Ethics or Discipline Committee would be permitted to impose at the original hearing, pursuant to the by-law of the appropriate Member Board.

(e) The decision of the majority is the decision of the Special Committee, but if there is no majority, the decision of the Chairman shall be the decision of the Special Committee.

(f) The Special Committee shall at its earliest convenience following the hearing come to a decision in the matter. The decision shall be:

(i) in writing;

(ii) signed by the members of the Special Committee who sat at the hearing;

(iii) be delivered forthwith to the Chief Executive Officer (or his appointed nominee).

(g) A copy of the decision of the Special Committee shall be forwarded forthwith

hearing in whole or in part, and at the Special Committee's discretion, by a differently constituted Ethics or Discipline Committee;




(i) in writing;



(g) A copy of the decision of the Special

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by the Chief Executive Officer to the parties to the dispute or Appeal.

(h) The decision of the Special Committee shall be final and binding upon the parties to the dispute or Appeal and upon any Member or M Group Member affected by it. If a party to the dispute or Appeal:

(i) fails to submit to arbitration, as

hereinbefore provided, and instead proceeds to any action or proceeding at law or in equity such failure shall be dealt with pursuant to the provisions of Article 6, as a breach of this By-law; or

(ii) fails to comply with the decision of the Special Committee within thirty days after receipt of the notice of the Committee's decision, such failure shall be dealt with pursuant to the provisions of Article 6, as a breach of this By-law.

Committee shall be forwarded forthwith by the Chief Executive Officer to the parties to the dispute or Appeal.


(i) fails to submit to arbitration, as

hereinbefore provided, and instead proceeds to any action or proceeding at law or in equity such failure shall be dealt with pursuant to the provisions of Article 6, as a breach of this By-law; or



5.09 ACTIONS BY MEMBERS: No action or proceeding, either at law or in equity, will be brought by an M Group, any M Group Member or

5.09 ACTIONS BY MEMBERS: No action or proceeding, either at law or in equity, will be brought by an M Group, any M Group Member or

Housekeeping amendment.

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Member of OREA, or any of its servants or agents, against any other Member, M Group Member or against the M Group or OREA, or any of their servants or agents for, or by reason of, any act, matter or thing done or omitted to be done in pursuance or purporting to be in pursuance of this Article and this Section may in such action or proceeding, be pleaded as and shall constitute an absolute defence and any and all claims for or by reason of any such act, matter or thing shall be conclusively deemed to have been waived by all Members of OREA.

a Member of OREA, or any of its servants or agents, against any other Member, M Group Member or against the M Group or OREA, or any of their servants or agents for, or by reason of, any act, matter or thing done or omitted to be done in pursuance or purporting to be in pursuance of this Article and this Section may in such action or proceeding, be pleaded as and shall constitute an absolute defence and any and all claims for or by reason of any such act, matter or thing shall be conclusively deemed to have been waived by all Members of OREA.

References to "M Group" are unnecessary and should be deleted.

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ARTICLE 6 – Disciplinary Provisions ARTICLE 6 – Disciplinary Provisions

6.03 The Appeal Panel shall set a time, date, and place for the hearing and notice of same will be forwarded by the Chief Executive Officer to the Appellant and the representative of the Investigation Panel, provided that such hearing shall not be less than twenty days from the date that such notice is forwarded to the parties.

Either party may be represented by a Broker Member or a Salesperson Member. Either party may also be represented by legal counsel, provided that the party shall first notify the other party and the Chief Executive Officer, on behalf of the Appeal Panel, not less than ten days before the date set for the hearing. The Appeal Panel may also retain legal counsel to sit at the hearing and advise the Appeal Panel on any and all matters of law which he may be asked to advise it on, but he shall not take part in the deliberation or decision of the Appeal Panel.

Where the Appellant fails to appear at the appeal hearing, the appeal shall be dismissed, the onus being on the Appellant to prove his grounds for appeal.


Either party may be represented by a Broker SBF Member who is a Broker or a Salesperson Member. Either party may also be represented by legal counsel, provided that the party shall first notify the other party and the Chief Executive Officer, on behalf of the Appeal Panel, not less than ten days before the date set for the hearing. The Appeal Panel may also retain legal counsel to sit at the hearing and advise the Appeal Panel on any and all matters of law which he may be asked to advise it on, but he shall not take part in the deliberation or decision of the Appeal Panel.

Where the Appellant fails to appear at the appeal hearing, the appeal shall be dismissed, the onus being on the Appellant to prove his grounds for appeal.

Incorporates new definitions/terminology

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ARTICLE 7 – Board of Directors ARTICLE 7 – Board of Directors

7.01 (a) The affairs of the Association shall be

managed by a Board of Directors, each of whom at the time of his election (or at the time of his becoming a Director Ex Officio) or within ten days thereafter and through his term of office shall be a member of OREA. Except for the Provincial Directors, whose terms are provided for in Article 15, section 15.03, each elected Director shall hold office until the first Annual Meeting after he shall have been elected or until his successor shall have been duly elected and qualified. Except for the election of the Commercial Director, which is provided for in Article 17, the election of Directors shall be in accordance with Article 15 herein. Based on the provisions of this By-law and, in particular, applying the criteria set out in section 7.02(a), the Board of Directors is comprised of seventeen Directors.

(b) The President shall hold office for one year, as of right, in the year immediately following the year in which he holds the office of President-Elect.

7.01 (a) The affairs of the Association shall be

managed by a Board of Directors, each of whom at the time of his election (or at the time of his becoming a Director Ex Officio) or within ten days thereafter and through his term of office shall be a member of OREA. Except for the Provincial Directors, whose terms are provided for in Article 15, section 15.03, each elected Director shall hold office until the first Annual Meeting after he shall have been elected or until his successor shall have been duly elected and qualified. Except for the election of the Commercial Director, which is provided for in Article 17, the The election of Directors shall be in accordance with Article 15 herein. Based on the provisions of this By-law and, in particular, applying the criteria set out in section 7.02(a), the Board of Directors is comprised of seventeen sixteen Directors as of the date this by-law was last amended.

(b) The President shall hold office for one year, as of right, in the year immediately following the year in which he holds the

The Commercial Director is no longer an ‘elected’ director position but an ex-officio director position. The Commercial Director shall hold the position of Commercial Director by virtue of holding the position of Chair of the Commercial Committee. The proposed Article 17, Section 17.07 provides that the Chair of the Commercial Committee shall be the Commercial Director of OREA. The number of Directors has been changed back to 16 because the “Executive Officer Director” is no longer an OREA director position. See further comments below for 7.01(c)(v).

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(c) The Ex Officio Directors shall be:

(i) the most recent past president of OREA who is willing and qualified to serve as past president (the “Immediate Past President”);

(ii) the CREA Regional Director for Ontario;

(iii) the person who was elected President-Elect the year before (who will, after the Board of Directors meeting immediately following the Annual Meeting, automatically become the President);

(iv) the Substantial Membership Director(s), as described in section 7.02; and

(iv) the Executive Officer Director, as described in Article 20, sections 20.06 and 20.08.

office of President-Elect.






(v) the Executive Officer Commercial Director, as described in Article 20, sections 20.06 and 20.08.

The Commercial Director is no longer an ‘elected’ director position but an ‘ex-officio’ director position. The Commercial Director shall hold the position of Commercial Director by virtue of holding the position of Chair of the Commercial Committee. The proposed Article 17, Section 17.07 provides that the Chair of the Commercial Committee shall be the Commercial Director of OREA. The “Executive Officer Director” is no longer an OREA director position. The Corporations Act requires that a director must be a member of the corporation. The “Executive Officer Director” is no longer a membership category of OREA.

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(d) With the exception of the Substantial Membership Director(s), the Ex Officio Directors shall hold office until their successors have been duly elected or appointed. If and for as long as a Member Board meets the criteria set out in section 7.02(a) for a Substantial Membership Director position, the Substantial Membership Director shall hold office for a term as described in section 7.02 (g).

(e) The elected Directors shall consist of the following:

(i) four Directors-at-Large;

(ii) seven Provincial Directors;

(iii) the Commercial Director, whose election process is set out in Article 17.

(f) As soon as practical following the Annual Meeting, and in any event within seventy-two hours after the Annual Meeting, the Board of Directors shall convene a meeting at which they shall elect the current year’s President-Elect from among the Directors-at-Large and the Provincial Directors.

Any Director running for election as the President-Elect must have served as a




(ii) seven Provincial Directors;.



Any Director running for election as the President-Elect must have served as a

The Commercial Director is no longer an ‘elected’ director position but an ‘ex-officio’ director position. The Commercial Director shall hold the position of Commercial Director by virtue of holding the position of Chair of the Commercial Committee. The proposed Article 17, Section 17.07 provides that the Chair of the Commercial Committee shall

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Director for at least two years in the five years immediately preceding running for election as President-Elect.

Director for at least two years in the five years immediately preceding running for election as President-Elect.

be the Commercial Director of OREA.

7.02 (a) Subject to sections 7.02(b) and 7.02(c), if,

as at June 30 of any year, a Member Board has a number of Broker Members and Salesperson Members who pay their annual OREA dues to that Member Board, equal to or greater than 33 1/3 per cent of the total number of Broker Members and Salesperson Members of OREA as of such date, then a Substantial Membership Director position shall be established on the OREA Board of Directors as of the close of the next Annual Meeting and such Member Board shall appoint, in accordance with sections 7.02 (f), (g) and (h), an individual meeting the criteria set out in section 7.03(e) to fill that Large Board Director position as of such close of that next Annual Meeting.

(b) A Member Board that believes that it meets the criteria set out in section 7.02(a) shall submit evidence in support of same to be received by the Chief Executive

7.02 (a) Subject to sections 7.02(b) and 7.02(c), if,

as at June 30 of any year, a Member Board has a number of Broker SBF Members and Salesperson Members who are either Brokers or Salespersons who pay their annual OREA dues to that Member Board, equal to or greater than 33 1/3 per cent of the total number of Broker SBF Members and Salesperson Members of OREA who are either Brokers or Salespersons as of such date, then a Substantial Membership Director position shall be established on the OREA Board of Directors as of the close of the next Annual Meeting and such Member Board shall appoint, in accordance with sections 7.02 (f), (g) and (h), an individual meeting the criteria set out in section 7.03(e) to fill that Large Board Director position as of such close of that next Annual Meeting.

(b) A Member Board that believes that it

meets the criteria set out in section 7.02(a)

“Broker Member” and “Salesperson Member” are no longer OREA membership categories. The changes to this section reflect the new category of SBF Member to which brokers and salespersons may belong. Incorporates new definitions/terminology.

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Officer of OREA not later than September 1 of the year immediately preceding the next Annual Meeting. If the OREA Chief Executive Officer (with the OREA Executive Committee being the final arbiter, if necessary) agrees that the evidence submitted shows that the Member Board meets the criteria set out in section 7.02(a) (and a consensus between the Member Board and OREA must be reached by October 1), then a Substantial Membership Director position shall be established at the close of such next Annual Meeting. Once a Member Board has, pursuant to sections 7.02(a) and (b), met the criteria to permit the establishment of a Substantial Membership Director position, it is not required to comply with section 7.02(b) each and every year thereafter, unless its Substantial Membership Director position has been terminated pursuant to sections 7.02(d) and (e).

(c) The maximum number of Substantial Membership Director positions on the OREA Board of Directors shall be two. The maximum number of Substantial Membership Directors that any Member Board may have is one.

shall submit evidence in support of same to be received by the Chief Executive Officer of OREA not later than September 1 of the year immediately preceding the next Annual Meeting. If the OREA Chief Executive Officer (with the OREA Executive Committee being the final arbiter, if necessary) agrees that the evidence submitted shows that the Member Board meets the criteria set out in section 7.02(a) (and a consensus between the Member Board and OREA must be reached by October 1), then a Substantial Membership Director position shall be established at the close of such next Annual Meeting. Once a Member Board has, pursuant to sections 7.02(a) and (b), met the criteria to permit the establishment of a Substantial Membership Director position, it is not required to comply with section 7.02(b) each and every year thereafter, unless its Substantial Membership Director position has been terminated pursuant to sections 7.02(d) and (e).

(c) The maximum number of Substantial Membership Director positions on the OREA Board of Directors shall be two. The maximum number of Substantial

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(d) The establishment and maintaining of a Substantial Membership Director position and the entitlement of a Member Board to appoint and continue to appoint an individual to fill the Substantial Membership Director position on the Board of Directors pursuant to section 7.02(a), is conditional upon the Member Board meeting and continuing to meet the criteria set out in section 7.02(a).

(e) If, at any time, OREA believes that a Member Board in respect of which a Substantial Membership Director position has been established, no longer meets the criteria set out in section 7.02(a) for the continued existence of a Substantial Membership Director position, the Chief Executive Officer of OREA shall give the Member Board notice of same, in writing. If such Member Board believes otherwise, it may, within 30 days of receipt of such notice, submit evidence to OREA that confirms that such Member Board meets the requirements of section 7.02 (a). The OREA Executive Committee shall consider the evidence, if any, submitted by the Member Board, and within 30 days of the earlier of the receipt of such evidence or the expiration of the 30-day notice

Membership Directors that any Member Board may have is one.


(e) If, at any time, OREA believes that a Member Board in respect of which a Substantial Membership Director position has been established, no longer meets the criteria set out in section 7.02(a) for the continued existence of a Substantial Membership Director position, the Chief Executive Officer of OREA shall give the Member Board notice of same, in writing. If such Member Board believes otherwise, it may, within 30 days of receipt of such notice, submit evidence to OREA that confirms that such Member Board meets the requirements of section 7.02 (a). The OREA Executive Committee shall consider the evidence, if any, submitted by the Member Board, and within 30 days of

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period to the Member Board, shall make its final decision on whether the Member Board continues to meet the criteria in section 7.02(a). Such decision shall be final and binding and not subject to appeal. If the OREA Executive Committee determines that the criteria in section 7.02(a) is no longer being met, then the Substantial Membership Director position in respect of that Member Board shall be immediately terminated and the Substantial Membership Director shall immediately cease to be a Director of OREA.

(f) The appointment of the individual to fill the Substantial Membership Director position shall be made by the board of directors of the Member Board that meets the criteria set out in section 7.02(a), from amongst such board of directors. Such Substantial Membership Director must be and continue to be a director of such Member Board for his entire term as a Substantial Membership Director of OREA. The Member Board appointing such Substantial Membership Director cannot alter such appointment during his term as an OREA Director except if he resigns as an OREA Director or has been

the earlier of the receipt of such evidence or the expiration of the 30-day notice period to the Member Board, shall make its final decision on whether the Member Board continues to meet the criteria in section 7.02(a). Such decision shall be final and binding and not subject to appeal. If the OREA Executive Committee determines that the criteria in section 7.02(a) is no longer being met, then the Substantial Membership Director position in respect of that Member Board shall be immediately terminated and the Substantial Membership Director shall immediately cease to be a Director of OREA.

(f) The appointment of the individual to fill the Substantial Membership Director position shall be made by the board of directors of the Member Board that meets the criteria set out in section 7.02(a), from amongst such board of directors. Such Substantial Membership Director must be and continue to be a director of such Member Board for his entire term as a Substantial Membership Director of OREA. The Member Board appointing such Substantial Membership Director cannot alter such appointment during his

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removed as an OREA Director in accordance with sections 7.06 or 7.07 and, as a result, the OREA Board of Directors has requested the Member Board to appoint another individual who meets the criteria, in order to fill the vacancy in accordance with section 7.08.

(g) Provided that the criteria for establishing and maintaining a Substantial Membership Director position is met, the Substantial Membership Director shall take office and shall be installed at the close of the Annual Meeting in a year in which there is a Substantial Membership Director position and shall, subject to the provisions of section 7.02(d), section 7.03(e) and section 7.06, hold office until the close of the next Annual Meeting following such appointment.

(h) A Member Board that is entitled, according to this section 7.02, to appoint a Substantial Membership Director shall advise the Chief Executive Officer of OREA of the name of the individual appointed in accordance with section 7.02(f) and shall provide the information about the individual that is required in Article 14, section 14.04, not later than 75 days prior to the Annual Meeting at the

term as an OREA Director except if he resigns as an OREA Director or has been removed as an OREA Director in accordance with sections 7.06 or 7.07 and, as a result, the OREA Board of Directors has requested the Member Board to appoint another individual who meets the criteria, in order to fill the vacancy in accordance with section 7.08.


(h) A Member Board that is entitled, according to this section 7.02, to appoint a Substantial Membership Director shall advise the Chief Executive Officer of OREA of the name of the individual appointed in accordance with section 7.02(f) and shall provide the information about the individual that is required in

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close of which that individual will be installed as a Substantial Membership Director.

[Note: Due to the provisions of paragraph 7.02(i)(III) of the February 2005 By-law, all of Section 7.02(i)-Transition Provisions, of the February 2005 By-law is automatically omitted from this and all subsequent editions of the OREA By-law.]

Article 14, section 14.04, not later than 75 days prior to the Annual Meeting at the close of which that individual will be installed as a Substantial Membership Director.

[Note: Due to the provisions of paragraph 7.02(i)(III) of the February 2005 By-law, all of Section 7.02(i)-Transition Provisions, of the February 2005 By-law is automatically omitted from this and all subsequent editions of the OREA By-law.]

Housekeeping.

7.03 (a) Except for the Executive Officer Director,

only a Broker Member or Salesperson Member may be elected or appointed to office as a Director.

(b) Anyone running for election as a Provincial Director must:

(i) meet the general requirements noted in (a) above;

(ii) have been either a Broker Member or a Salesperson Member of a Member Board for at least three years in the five years immediately preceding running for election; and

(iii) have completed the Leadership 100

7.03 (a) Except for the Executive Officer Director,

only Only a SBF Member who is either a Broker Member or Salesperson Member may be elected or appointed to office as a Director.



(ii) have been for at least three years in the five years immediately preceding running for election both a member of a Member Board and either a Broker Member or a Salesperson Member of a Member

The “Executive Officer Director” is no longer a director position.

“Broker Member” and “Salesperson Member” are no longer OREA membership categories. The changes to this section reflect the new category

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course offered by the OREA Centre for Leadership Development.

(c) Anyone running for election as a Director-at-Large must meet the general requirements in both (a) and (b) above and must have either:

(i) served as an OREA Provincial Director (or formerly, an OREA Regional Director) or an OREA Director-at-Large; or

(ii) served on a Committee of OREA for at least three years; or

(iii) served as a president or vice-president of a Member Board,

in the five years immediately preceding running for election as a Director-at-Large.

(d) Anyone appointed as a Substantial Membership Director must:

(i) meet the general requirements noted in (a) and (b) (i) and (ii) above;

(ii) be appointed by the board of directors of the Member Board that meets the criteria in section

Board; and

(iii) have completed the Leadership 100 course offered by the OREA Centre for Leadership Development.








(ii) be appointed by the board of directors of the Member Board that

of SBF Member to which brokers and salespersons may belong. Incorporates new definitions/terminology.

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7.02(a), from among such board of directors; and

(iii) continue to be a director of such Member Board for his entire term as a Substantial Membership Director of OREA.

(e) In addition to the other pre-conditions for candidate-eligibility contained in this by-law, a potential candidate for Director is eligible to run for election for only one Director position at any one time. This pre-condition would not prevent a candidate who is running for election as a Director-at-Large or a Provincial Director from declaring that, if elected as Director-at-Large or Provincial Director, as the case may be, he would seek further election, by the Board of Directors, as President-Elect.

(f) No person serving as a Director can hold more than one position as Director. This prohibition does not affect a person elected by the Assembly as a Director-at-Large or a Provincial Director and then subsequently elected by the Board of Directors as the President-Elect.

meets the criteria in section 7.02(a), from among such board of directors; and




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7.06 Any member of the Board of Directors shall automatically be removed from office in the circumstances described in paragraphs (a), (b), (c), (f), (i), (j) and (k) below and may, in the circumstances described in paragraphs (d), (e) (g) and (h) below, be removed from office at any meeting of the Board of Directors by a notice of motion being filed with the Chief Executive Officer at least ten days in advance of such meeting and by a resolution being passed at that meeting of the Board of Directors:

(a) if he ceases to be a Member of OREA;

(b) if he becomes legally incompetent;

(c) if he becomes bankrupt or insolvent;

(d) if he has been convicted of any criminal offence involving moral turpitude;

(e) if he is absent for three consecutive meetings of the Board of Directors;

(f) if he refuses to take the oath of office, or for any other reason does not take the oath of office;

(g) if the Director who is the Commercial Director is no longer the Chair of the OCC;

7.06 Any member of the Board of Directors shall automatically be removed from office in the circumstances described in paragraphs (a), (b), (c), (f), (i), (j) and (k j) below and may, in the circumstances described in paragraphs (d), (e) (g) and (h) below, be removed from office at any meeting of the Board of Directors by a notice of motion being filed with the Chief Executive Officer at least ten days in advance of such meeting and by a resolution being passed at that meeting of the Board of Directors:







(g) if the Director who is the Commercial Director is no longer and he ceases to be the Chair of the OCCCommercial Committee;

The proposed change to the wording of Section 7.06(g) is to ensure consistency with the existing wording of Section 7.06(k). The newly created Commercial Committee has been modeled after the newly created Association Executive Advisory Committee set out in Article 20 of the OREA By-law.

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(h) if the Director is a Provincial Director for the Central Ontario Area and he has, during his term of office, changed his Home Board to the same Home Board as the other Provincial Director for the Central Ontario Area and the Board of Directors has not agreed to waive this requirement for the remainder of the term of such Provincial Director, as is permitted in section 15.03(c);

(i) if the Director is a Substantial Membership Director and the Substantial Membership Director position has been eliminated in accordance with sections 7.02(d) and (e);

(j) if the Director is a Substantial Membership Director and he ceases to be a director of the Member Board that appointed him to the Substantial Membership Director position;

(k) if the Director is the Executive Officer Director and he ceases to be the Chair of the Association Executive Advisory Committee.



(j) if the Director is a Substantial Membership Director and he ceases to be a director of the Member Board that appointed him to the Substantial Membership Director position;.


The “Executive Officer Director” is no longer a director position.

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ARTICLE 8 – Executive Committee ARTICLE 8 – Executive Committee

8.06 DUTIES AND POWERS OF COMMITTEES: The duties, powers, actions and responsibilities of all Committees shall be approved by the Executive Committee or the Board of Directors, with the exception of the Nominating, Executive, Arbitration and Special Committees. The appointment of members (but not the chairpersons) to all Committees (except the Executive Committee) shall be made by the Executive Committee, unless otherwise directed by the Board of Directors.

8.06 DUTIES AND POWERS OF COMMITTEES: The duties, powers, actions and responsibilities of all Committees shall be approved by the Executive Committee or the Board of Directors, with the exception of the Nominating, Executive, Arbitration, Commercial, Association Executive Advisory and Special Committees. The appointment of members (but not the chairpersons) to all Committees (except the Executive Committee) shall be made by the Executive Committee, unless otherwise directed by the Board of Directors.

The Commercial Committee and the Association Executive Advisory Committee have been added to the list of committees enshrined in the OREA By-law and exempted under Article 8, Section 8.06.

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ARTICLE 9 – Officers and Functions ARTICLE 9 – Officers and Functions

9.02 (a) PRESIDENT: The President shall be the

Chairman of the Board of Directors of OREA and shall preside at its meetings and those of the Board of Directors and of the Executive Committee. He shall be the primary spokesperson for all internal industry communications of the Association and joint spokesperson with the Chief Executive Officer in external representations on matters of major relevance to the profession or to real estate. He shall appoint the chairpersons of all Committees, except the Chair of the Association Executive Advisory Committee who is appointed by the Executive Committee, and shall be an ex officio member of all Committees and shall perform all other duties usual to the office.

(b) In recognition of the substantial amount of time that the President is required to spend away from his real estate practice in order

9.02 (a) PRESIDENT: The President shall be the

Chairman of the Board of Directors of OREA and shall preside at its meetings and those of the Board of Directors and of the Executive Committee. He shall be the primary spokesperson for all internal industry communications of the Association and joint spokesperson with the Chief Executive Officer in external representations on matters of major relevance to the profession or to real estate. He shall appoint the chairpersons of all Committees, except the Cchair of the Association Executive Advisory Committee who is and the Cchair of the Commercial Committee, who are both appointed by the Executive Committee, and. The President shall be an ex officio member of all Committees and shall perform all other duties usual to the office.

(b) In recognition of the substantial amount of

time that the President is required to spend

As provided above, the proposed newly created Commercial Committee has been modeled after the newly created Association Executive Advisory Committee set out in Article 20 of the OREA By-law. Article 20, Section 20.02 provides that the Executive Committee (not the President) shall appoint the Chair of the Association Executive Advisory Committee. In this regard, Article 17, Section 17.02 proposes that the Executive Committee (not the President) shall appoint the Chair of the Commercial Committee. Article 9, Section 9.02(a) has therefore been amended accordingly.

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to travel for and/or carry out OREA business, OREA shall compensate the President annually in the following amount, in addition to the usual reimbursement of expenses:

(i) for the person serving as President for the period from the close of the OREA Annual Meeting in 2012 to the Annual Meeting in 2013, the amount of $75,000; and

(ii) for the person serving as President for the period from the close of the OREA Annual Meeting in 2013 to the Annual Meeting in 2014, and for each yearly period between Annual Meetings thereafter, the amount of $75,000 multiplied by the percentage increase, if any, in the Consumer Price Index for Canada–All Items Index, maintained by Statistics Canada (or another similar index maintained by a similar national government organization), between March 1, 2012, and March 1 in the calendar year in which such person commences his then-current term as President (such percentage increase being called the “CPI

away from his real estate practice in order to travel for and/or carry out OREA business, OREA shall compensate the President annually in the following amount, in addition to the usual reimbursement of expenses:


(ii) for the person serving as President for the period from the close of the OREA Annual Meeting in 2013 to the Annual Meeting in 2014, and for each yearly period between Annual Meetings thereafter, the amount of $75,000 multiplied by the percentage increase, if any, in the Consumer Price Index for Canada–All Items Index, maintained by Statistics Canada (or another similar index maintained by a similar national government organization), between March 1, 2012, and March 1 in the calendar year in which such person commences his then-current term as President (such percentage

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Percentage Increase”). increase being called the “CPI Percentage Increase”).

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ARTICLE 12 – The Assembly ARTICLE 12 – The Assembly

12.02 Responsibilities and duties of the Assembly shall include:

(a) to act as the Annual, General or Special Meeting of OREA, meeting not less than annually;

(b) to elect, in accordance with the provisions of this by-law:

(i) the four Directors-at-Large, and

(ii) the seven Provincial Directors,

one of whom will be elected as President-Elect by the Board of Directors at the Board of Directors meeting immediately following the Annual Meeting.

(c) to confirm and approve By-laws and Rules and Regulations;

(d) to appoint auditors;

(e) to establish general policy guidelines for the consideration of the Board of Directors.


(a) to act as the Annual, General or and Special MeetingMeetings of OREA, meeting not less than annually;







(e) to establish general policy guidelines for the consideration of the Board of Directors.

Housekeeping.

12.03 Member Board representatives to the Assembly, each of whom shall be entitled to one vote, shall

12.03 (a) Member Board representatives to the Assembly, each of whom shall be entitled to one

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be those Broker Members or Salesperson Members who are selected at least annually by each Member Board to represent it at the Assembly on the following basis:

• Boards with up to 250 Members = 1

Voting Delegate

• Boards with more than 250 Members and up to 500 Members = 2 Voting Delegates

• Boards with more than 500 Members and up to 1,000 Members = 3 Voting Delegates

• Boards with more than 1,000 Members and up to 2,000 Members = 4 Voting Delegates



• Boards with more than 4,000 Members shall be entitled to one additional Voting Delegate for each additional 1,000 Members or part thereof.

vote, shall be those Broker SBF Members or Salesperson Members who are Brokers or Salespersons who are selected at least annually by each Member Board to represent it at the Assembly on the following basis:

• Boards with up to 250 Members = 1 Voting Delegate







“Broker Member” and “Salesperson Member” are no longer OREA membership categories. The changes to this section reflect the new category of SBF Member to which brokers and salespersons may belong.


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Provided, however, that no individual Member Board shall be entitled to a number of Voting Delegates representing more than thirty-three percent of all Voting Delegates to the Assembly.

The membership figures used to compute the above representation shall be those on record as of the last report registered with OREA by each Member Board, and shall include only the individual persons who are members in good standing of such Board and for whom membership dues have been remitted by such Board to OREA. Each such Member Board shall supply the Chief Executive Officer with the evidence of such selection.


TheFor each Member Board, the membership figures used to compute the above representation shall be those on record as of the last report registered with OREA by each Member Board, and shall include only the individual personsBrokers and Salespersons who are registrants as defined by the Act, members in good standing of such Board and for whom membership dues have been remitted by such Member Board to OREA. Each such Member Board shall supply the Chief Executive Officer with the evidence of such selection. (b) The SBF Members shall have no vote.

Clarifies that for each Member Board, the membership figures used to compute the Member Board’s representation at the Assembly shall be those on record as of the last report registered with OREA by each Member Board, and shall include only the Brokers and Salespersons who are members in good standing of such Board and for whom membership dues have been remitted by such Member Board to OREA.

Clarifies that SBF Members do not have the ability to vote in their capacity as SBF Members. It does not affect their existing right to act as Voting Delegates for their Member Board, which remains. As Voting Delegates they are actually exercising a vote of their Member Board.

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ARTICLE 13 – Meetings of the Assembly ARTICLE 13 – Meetings of the Assembly

13.02 Special Meetings of the Association shall be called by the Assembly or the President upon petition by twenty per cent of the Member Boards in accordance with the notice requirements hereafter.

13.02 Special Meetings of the Association shall may be called by either the Assembly, the Board of Directors or, upon petition by twenty per cent of the Member Boards in accordance with the notice requirements hereafter, by the President. or the President upon petition by twenty per cent of the Member Boards in accordance with the notice requirements hereafter.

Clarifies who may call Special Meetings of the Association.


ARTICLE 15 – Election of Directors and Officers

ARTICLE 15 – Election of Directors and Officers

15.01 The election of the four Directors-at-Large and seven Provincial Directors shall be by ballot cast

15.01 The election of the four Directors-at-Large and seven Provincial Directors shall be by ballot cast

As provided earlier, the position of Commercial Director is no longer an ‘elected’ director

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by the Voting Delegates to the Assembly at the Annual Meeting of OREA, in accordance with the provisions hereof. The election of the Commercial Director shall be as provided for in Article 17.

by the Voting Delegates to the Assembly at the Annual Meeting of OREA, in accordance with the provisions hereof. The election of the Commercial Director shall be as provided for in Article 17.

position.

15.03 (a) There shall be one Provincial Director for

each of the following Areas: Western Ontario; Southern Ontario; Northeastern Ontario; Northern Ontario; and Eastern Ontario.

(b) There shall be two Provincial Directors for the Central Ontario Area. Except as provided for in the transition provision in paragraph (d) below, the Provincial Directors for Central Ontario shall be elected for a two-year term. Starting at the Assembly in 2003, only one Provincial Director for Central Ontario shall be elected each year.

(c) The Home Board of the two Provincial Directors for Central Ontario shall not be the same Member Board. This restriction shall not prevent more than one candidate from the same Home Board in the Central Ontario Area from running for election as the Provincial Director for the Central Ontario Area. However, if during the

15.03 (a) There shall be one Provincial Director for

each of the following Areas: Western Ontario; Southern Ontario; Northeastern Ontario; Northern Ontario; and Eastern Ontario.


(c) The Home Board of the two Provincial Directors for Central Ontario shall not be the same Member Board. This restriction shall not prevent more than one candidate from the same Home Board in the Central Ontario Area from running for election as the Provincial Director for the Central Ontario Area. However, if during the

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course of his term of office, a Provincial Director for the Central Ontario Area changes his Home Board so that it is the same Home Board of the other Provincial Director for the Central Ontario Area, the Board of Directors may, at its sole discretion, permit such Provincial Director to finish his term of office. If the Board of Directors does not permit such Provincial Director to finish his term of office, such Provincial Director shall immediately be removed from office and the vacancy shall be dealt with in accordance with section 7.07.

(d) Starting at the Assembly of 2003, and henceforth from then, there shall be no candidates for Provincial Director for Central Ontario from the same Home Board as that of the Provincial Director for Central Ontario who has yet to complete the second year of his term.

(e) Voting for a Provincial Director shall be by Area. Only a Voting Delegate to the Assembly from a Board situated in the Area for which a candidate is to be elected as the Provincial Director is entitled to vote in the election of such Provincial Director. Up to and including the Assembly of 2002, Voting Delegates from

course of his term of office, a Provincial Director for the Central Ontario Area changes his Home Board so that it is the same Home Board of the other Provincial Director for the Central Ontario Area, the Board of Directors may, at its sole discretion, permit such Provincial Director to finish his term of office. If the Board of Directors does not permit such Provincial Director to finish his term of office, such Provincial Director shall immediately be removed from office and the vacancy shall be dealt with in accordance with section 7.07.


(e) Voting for a Provincial Director shall be by Area. Only a Voting Delegate to the Assembly from a Board situated in the Area for which a candidate is to be elected as the Provincial Director is entitled to vote in the election of such Provincial Director. Up to and including the Assembly of 2002, Voting Delegates from

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the Central Ontario Area shall vote for two Provincial Directors.

(f) In odd years (ie. 1999, 2001, etc.) the Provincial Directors shall be elected by the Voting Delegates of the following areas:

Western Ontario; Northern Ontario; Eastern Ontario: - two-year terms, and Provincial Directors so elected shall hold office until the close of the second Annual Meeting following their election.

(g) In even years (ie. 2004, 2006, etc.) the Provincial Directors shall be elected by the Voting Delegates of the following areas:

Southern Ontario; Northeastern Ontario: - two-year terms,

and Provincial Directors so elected shall hold office until the close of the second Annual Meeting following their election.

(h) Starting in 2003, and every year thereafter, Voting Delegates for the Central Ontario Area shall vote for one Central Ontario Provincial Director each year, and the Provincial Director so elected shall hold office until the close of the second Annual Meeting following the election.

the Central Ontario Area shall vote for two Provincial Directors.

(f) In odd years (ie i.e. 1999, 2001, etc.) the Provincial Directors shall be elected by the Voting Delegates of the following areas:


(g) In even years (ie i.e. 2004, 2006, etc.) the Provincial Directors shall be elected by the Voting Delegates of the following areas:

Southern Ontario; Northeastern Ontario: - two-year terms,

and Provincial Directors so elected shall hold office until the close of the second Annual Meeting following their election.


Housekeeping.

Housekeeping.

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15.05 (a) This section 15.05 does not apply to the

election of the Commercial Director. The election process for the Commercial Director is described in Article 17.

(b) In an election of the Board of Directors, where the number of candidates exceeds the number of available elective positions, each candidate to be elected must receive a majority of the valid ballots cast.

(c) Voting Delegates shall mark their ballots for no more nor no less than the number of elective positions.

(d) Where the number of candidates exceeds the number of available elective positions, the elected candidates shall be those receiving the greatest number of votes in descending order, as long as they also receive a majority of the valid ballots cast. For the election of the Provincial Directors for the Central Ontario Area, this subsection (d) is subject to the extra restriction and additional procedures contained in subsection 15.03(c) and (d) which ensure that the two elected candidates are not from the same Home Boards.

(e) Except where this would cause an elective

15.05 (a) This section 15.05 does not apply to the

election of the Commercial Director. The election process for the Commercial Director is described in Article 17.

(b) (a) In an election of the Board of Directors, where the number of candidates exceeds the number of available elective positions, each candidate to be elected must receive a majority of the valid ballots cast.

(c) (b) Voting Delegates shall mark their ballots for no more nor no less than the number of elective positions.

(d) (c) Where the number of candidates exceeds the number of available elective positions, the elected candidates shall be those receiving the greatest number of votes in descending order, as long as they also receive a majority of the valid ballots cast. For the election of the Provincial Directors for the Central Ontario Area, this subsection (d) is subject to the extra restriction and additional procedures contained in subsection 15.03(c) and (d) which ensure that the two elected candidates are not from the same Home Boards.

(e) (d) Except where this would cause an elective

As provided earlier, the position of Commercial Director is no longer an ‘elected’ director position.

Re-lettering.

Re-lettering.

Re-lettering.

Re-lettering.

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position to be filled by a candidate who did not receive a majority of the valid ballots cast, the candidate receiving the fewest number of valid ballots cast shall be deemed to have withdrawn from any subsequent ballot.

(f) Where fewer candidates than the number of available elective positions receive a majority of the valid ballots cast, those who have received the greatest number of votes in descending order and a majority of the valid ballots cast will be deemed elected and further ballots shall be held with respect to the other candidates until all elective positions are filled with candidates who have received, either on the first or subsequent ballots, a majority of the valid ballots cast and the greatest number of votes in descending order.

(g) This procedure shall be repeated, if necessary, until all elective positions are filled.

position to be filled by a candidate who did not receive a majority of the valid ballots cast, the candidate receiving the fewest number of valid ballots cast shall be deemed to have withdrawn from any subsequent ballot.

(f) (e) Where fewer candidates than the number of available elective positions receive a majority of the valid ballots cast, those who have received the greatest number of votes in descending order and a majority of the valid ballots cast will be deemed elected and further ballots shall be held with respect to the other candidates until all elective positions are filled with candidates who have received, either on the first or subsequent ballots, a majority of the valid ballots cast and the greatest number of votes in descending order.

(g) (f) This procedure shall be repeated, if necessary, until all elective positions are filled.

Re-lettering.

Re-lettering.

15.08 The four Directors-at-Large and seven Provincial Directors; the President; the Commercial Director; the Substantial Membership Director(s) and the Immediate Past President shall take office and shall be installed following the Annual Meeting.

15.08 The four Directors-at-Large and seven Provincial Directors; the President; the Commercial Director; the Substantial Membership Director(s) and the Immediate Past President shall take office and shall be installed following the Annual Meeting.

Article 15, Section 15.08 has been amended to reflect the new Commercial Committee structure and the timing with respect to the appointment of the

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The CREA Regional Director for Ontario shall take office and be installed immediately before the Board of Directors meeting next following his election to the CREA Board of Directors. The Executive Officer Director shall take office and be installed immediately before the Board of Directors meeting next following his appointment as chair of the Association Executive Advisory Committee.

The CREA Regional Director for Ontario shall take office and be installed immediately before the Board of Directors meeting next following his election to the CREA Board of Directors. The Executive Officer Director and tThe Commercial Director shall take office and be installed immediately before the Board of Directors meeting next following his appointment as chair of the Association Executive Advisory Committee and chair of the Commercial Committee respectively.

Chair of the Commercial Committee by the Executive Committee. The “Executive Officer Director” is no longer a director position.

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ARTICLE 16 – Dues ARTICLE 16 – Dues

16.01 DEFINITIONS: For the purpose of this Article 16 only:

(a) “Individual Members” means Broker Members, Salesperson Members, and Affiliate Members who belong to Member Boards (and includes honorary members and honorary life members of Member Boards); and

(b) “Payee Board” means:

(i) for non-dual members, the Member Board to which the Individual Member’s Firm Member belongs;

(ii) for dual or multiple members, the Member Board to which the Individual Member’s Firm Member pays its OREA dues.


(a) “Individual Members” means Broker Members, Salesperson Members, and Affiliate Members who belong to Member Boards (and includes honorary members and honorary life Brokers or Salespersons who are registrants as defined by the Act and members of the Member Boards); and



(ii) for dual or multiple members, the Member Board to which the Firm that employs the Individual Member’s Firm Member pays its OREA dues.

Clarifies that “Individual Member” are Brokers or Salespersons who are members of the Member Boards.

Clarifies who the “Payee Board” is for non-dual members and for dual or multiple members.

16.02 (a) OREA DUES: Annual OREA dues for

Individual Members shall be as prescribed by the Assembly. The annual OREA dues shall be payable by each Individual

16.02 (a) OREA DUES: Annual OREA dues for

Individual Members shall be as prescribed by the Assembly. The Board of Directors may waive the dues of any Individual

Allows the Board of Directors to waive the dues of an Individual

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Member in advance to the Payee Board in the manner (either annually, semi-annually or quarterly) and upon the dates as required by the Payee Board. If annual OREA dues are payable in installments (other than annually) a dues surcharge, payable by the Individual Members, may be prescribed by Assembly.

(b) INITIATION FEE: From and after March 1, 2001, there will be an initiation fee payable by each new Individual Member. The amount of the initiation fee shall be as prescribed by the Assembly.

Member who has served OREA as a President for so long as that person remains a SBF Member of OREA. The annual OREA dues shall be payable by each Individual Member in advance to the Payee Board in the manner (either annually, semi-annually or quarterly) and upon the dates as required by the Payee Board. If annual OREA dues are payable in installments (other than annually) a dues surcharge, payable by the Individual Members, may be prescribed by Assembly.


Member (i.e. Broker or Salesperson) who has served OREA as a President for so long as that person remains a SBF Member of OREA. This permits the Board to replicate the advantage previously bestowed on an Honorary Life Member by the Board.

16.03 (a) REPORTING REQUIREMENTS: In January

of each year, each Member Board shall file with OREA a report setting out the names and addresses of the Individual Members as of January 1 of that year, and advising OREA of the manner (either annually, semi-annually or quarterly) and the date(s) upon which it will

16.03 (a) REPORTING REQUIREMENTS: In January

of each year, each Member Board shall file with OREA a report setting out the names and addresses of the Individual Members as of January 1 of that year, and advising OREA of the manner (either annually, semi-annually or quarterly) and the date(s) upon which it will

Article 16, Section 16.03 (a) has been amended to so that the Report is to be signed by an authorized signing officer of the Member.

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collect the OREA dues from the Individual Members (the “Report”). The Report shall be signed by the President and Executive Officer of the Member Board.

(b) COLLECTING AND REMITTING OREA DUES: Each Member Board shall collect the annual OREA dues from the Individual Members on the basis as described in the Report. Each Member Board shall remit, not later than five days after the end of each calendar quarter, all the OREA dues which the Member Board has collected during that calendar quarter.

collect the OREA dues from the Individual Members (the “Report”). The Report shall be signed by the President and Executive Officer an authorized signing officer of the Member Board.

(b) COLLECTING AND REMITTING OREA DUES: Each Member Board shall collect the annual OREA dues from the Individual Members on the basis as described in the Report. Each Member Board shall remit, not later than five fifteen days after the end of each calendar quarter, all the OREA dues which the Member Board has collected during that calendar quarter.

Article 16, Section 16.03(b) has been amended to reflect an additional time for Member Boards to remit OREA dues.

16.04 NEW MEMBERS JOINING DURING THE YEAR:

(a) Each Member Board shall, at least quarterly, submit to OREA the names and addresses of new Individual Members. Each Member Board shall collect the annual OREA dues from the new Individual Members and the OREA


(a) Each Member Board shall, at least quarterly, submit to OREA the names and addresses of new Individual Members. Each Member Board shall collect the annual OREA dues from the new Individual Members and the OREA

Article 16, Section 16.04(a) has been amended to reflect additional time for Member Boards to remit OREA dues and initiation fees for new Individual Members.

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initiation fee from the new Individual Members and shall remit the OREA dues and initiation fees so collected not later than five days after the end of each calendar quarter.

initiation fee from the new Individual Members and shall remit the OREA dues and initiation fees so collected not later than five fifteen days after the end of each calendar quarter.

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ARTICLE 17 – Ontario Commercial Council and Ontario Commercial Federation

ARTICLE 17 – Ontario Commercial Council and Ontario Commercial Federation

THE ONTARIO COMMERCIAL COUNCIL

17.01 (a) The Ontario Commercial Council is an

unincorporated body; and save and except as noted in this By-law, it operates as a committee of OREA. Its Chair shall be the OREA Commercial Director, who will also chair meetings of the Ontario Commercial Federation.

(b) The Chair of the OCC plus at least three (3) other OCC members must be present in person in order to establish a quorum of the Ontario Commercial Council and no business shall be conducted at a meeting of the OCC unless the required quorum is present at the beginning of and throughout the meeting.


17.01 (a) The Ontario Commercial Council is an

unincorporated body; and save and except as noted in this By-law, it operates as a committee of OREA. Its Chair shall be the OREA Commercial Director, who will also chair meetings of the Ontario Commercial Federation.


The existing Ontario Commercial Federation and the existing Ontario Commercial Council will be replaced by a newly created ‘Commercial Committee’.

17.02 The Ontario Commercial Council shall consist of twelve members, made up of the following:

(a) the most recent past Chair of the OCC who is willing and qualified to serve as


(a) the most recent past Chair of the OCC who is willing and qualified to serve as past

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past Chair (the “Past Chair”), for a one-year term;

(b) the Chair of the OCC for a one-year term, who is the person who was elected Chair-elect the year before. The Chair of the OCC shall also be the OREA Commercial Director for that one-year term;

(c) seven Board OCF Appointees of the Ontario Commercial Federation (as defined in section 17.07(a)), each for a two-year term, made up of:

(i) six Board OCF Appointees elected by the Ontario Commercial Federation following the procedures set out in sections 17.15, 17.16 and 17.17 (the “Elected OCC Members”); and

(ii) the Board OCF Appointee from the Toronto Real Estate Board, as of right (the “TREB OCC Member”),

and one of those seven Board OCF Appointees will be elected as the OCC Chair-elect by the Ontario Commercial Council at the meeting described in subsection 17.04(a);

(d) one member of the OREA Executive Committee, appointed by the OREA

Chair (the “Past Chair”), for a one-year term;






(d) one member of the OREA Executive Committee, appointed by the OREA

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President, for a one-year term;

(e) two additional individuals appointed by the OCC Chair, subject to the approval of the OREA Executive Committee, each for a one-year term.

President, for a one-year term;


17.03 The OCC Members so elected, appointed or holding the position as of right (each as described in section 17.02) shall take up that position at the first OCC meeting following that year’s OCF Election Meeting (as defined in section 17.15) and that year’s OREA Annual Meeting and shall hold the position until either the next OCF Election Meeting and OREA Annual Meeting, or the second next OCF Election Meeting and OREA Annual Meeting (all according to the respective terms as described in section 17.02), or until their successors have been respectively established, appointed or elected, or until they have otherwise been terminated from that position in accordance with this By-law, save and except the Chair of the OCC, who shall take up that position immediately following that year’s OREA Annual Meeting and shall hold that position until the next OREA Annual Meeting, or until his successor has been established, or otherwise been terminated from that position in accordance with this By-law.

17.03 The OCC Members so elected, appointed or holding the position as of right (each as described in section 17.02) shall take up that position at the first OCC meeting following that year’s OCF Election Meeting (as defined in section 17.15) and that year’s OREA Annual Meeting and shall hold the position until either the next OCF Election Meeting and OREA Annual Meeting, or the second next OCF Election Meeting and OREA Annual Meeting (all according to the respective terms as described in section 17.02), or until their successors have been respectively established, appointed or elected, or until they have otherwise been terminated from that position in accordance with this By-law, save and except the Chair of the OCC, who shall take up that position immediately following that year’s OREA Annual Meeting and shall hold that position until the next OREA Annual Meeting, or until his successor has been established, or otherwise been terminated from that position in accordance with this By-law.

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17.04 (a) At the first meeting of the OCC after that

year’s OCF Election Meeting, which meeting shall take place as soon as practical following such OCF Election Meeting and that year’s OREA Annual Meeting, the OCC shall elect that year’s Chair-elect, from among the OCC members described in subsection 17.02(c).

(b) The Chair-elect shall become the OCC Chair as of right, in the year immediately following the one year in which he holds the position of Chair-elect. He shall hold that position for one year and in that year the OCC Chair shall also be the OREA Commercial Director and shall also act as chair of any OCF meetings.

(c) When a member of the OCC is elected as Chair-elect, his position on the OCC shall not be considered vacant. Once an OCC member is elected as Chair-elect he no longer needs to be appointed to the OCF by his Member Board and he no longer needs to be elected to the OCC by the OCF for the duration of his combined terms as Chair-elect, Chair and Past Chair of the OCC.

17.04 (a) At the first meeting of the OCC after that

year’s OCF Election Meeting, which meeting shall take place as soon as practical following such OCF Election Meeting and that year’s OREA Annual Meeting, the OCC shall elect that year’s Chair-elect, from among the OCC members described in subsection 17.02(c).



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17.05 Any member of the OCC shall automatically be removed from the position of OCC member in the circumstances described in paragraphs (a), (b), (c) and (d) below and may, in the circumstances described in paragraphs (e), (f) and (g) below, be removed from the position by a resolution being passed at a meeting of the OCC:


(b) if he ceases to be a Member of the Canadian Commercial Council of REALTORS;

(c) if he becomes legally incompetent;

(d) if he becomes bankrupt or insolvent;

(e) if he has been convicted of any criminal offence involving moral turpitude;

(f) if he is absent for three consecutive meetings of the OCC;

(g) if he is the OCC member described in subsection 17.02(d) and ceases to be a member of the OREA Executive Committee.



(b) if he ceases to be a Member of the Canadian Commercial Council of REALTORS;

(c) if he becomes legally incompetent;





17.06 (a) Any vacancy on the OCC of the Elected

OCC Members may be filled by resolution

17.06 (a) Any vacancy on the OCC of the Elected

OCC Members may be filled by resolution

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of the OCC, from any Board OCF Appointees on the OCF, and such replacement shall hold that position for the remainder of the unexpired term of the Elected OCC Member whose vacancy is being filled.

(b) In the event of a vacancy in the TREB OCC Member position, that vacancy shall be filled by the then current Board OCF Appointee from the Toronto Real Estate Board, who shall hold that position for the remainder of the unexpired term.

(c) In the event that the position of Chair of the OCC becomes vacant, the Chair-elect shall automatically become the Chair for the remainder of the unexpired term of the position of Chair and then shall continue to hold the position of Chair, as of right, for a term of one year as is provided for in subsection 17.04(b).

(d) In the event that the position of Chair-elect becomes vacant, the OCC would elect another Chair-elect from amongst the OCC members set out in subsection 17.02(c), as described and provided for in subsection 17.04(a). The person so elected would become Chair-elect for the remainder of the unexpired term of the

of the OCC, from any Board OCF Appointees on the OCF, and such replacement shall hold that position for the remainder of the unexpired term of the Elected OCC Member whose vacancy is being filled.



(d) In the event that the position of Chair-elect becomes vacant, the OCC would elect another Chair-elect from amongst the OCC members set out in subsection 17.02(c), as described and provided for in subsection 17.04(a). The person so elected would become Chair-elect for the remainder of the unexpired term of the position of

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position of Chair-elect and then would automatically become Chair, as of right, as provided for in subsection 17.04(a).

(e) In the event that there is a vacancy in the position of the OCC member described in subsection 17.02(d), such vacancy shall be filled by a member of the OREA Executive Committee appointed by the OREA President, who shall hold that position for the remainder of the unexpired term.

(f) In the event that there is a vacancy in the position of the OCC member described in subsection 17.02(e), such vacancy may be filled by an individual appointed by the OCC Chair, subject to the approval of the OREA Executive Committee, who shall hold that position for the remainder of the unexpired term of the OCC member whose vacancy is being filled.

Chair-elect and then would automatically become Chair, as of right, as provided for in subsection 17.04(a).



THE ONTARIO COMMERCIAL FEDERATION

17.07 (a) On or before January 10th of every second

year, starting in 2009, the board of directors of each Ontario real estate board shall appoint a member of that real estate board as its representative to the Ontario


17.07 (a) On or before January 10th of every second

year, starting in 2009, the board of directors of each Ontario real estate board shall appoint a member of that real estate board as its representative to the Ontario

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Commercial Federation (the “Board OCF Appointee”).

(b) Such Board OCF Appointee must be:

(i) a Broker Member or Salesperson Member of such real estate board; and

(ii) a member of the Canadian Commercial Council of REALTORS. In addition to the requirements in (i) and (ii) above, if a real estate board has a commercial committee, commercial council, commercial division or some other board-established commercial entity, then the Board OCF Appointee must be a member of such commercial committee, council, commercial division or other commercial entity.

(c) The term of each Board OCF Appointee shall be for two years, starting January 1st and ending December 31st of the next year (eg. starting January 1, 2009 and ending December 31, 2010).

(d) Each Board OCF Appointee must continue to meet the qualifications set out in subsection 17.07(b). Such appointment to the OCF will automatically terminate if he does not meet the qualifications set out in subsection 17.07(b).

Commercial Federation (the “Board OCF Appointee”).



(ii) a member of the Canadian Commercial Council of REALTORS. In addition to the requirements in (i) and (ii) above, if a real estate board has a commercial committee, commercial council, commercial division or some other board-established commercial entity, then the Board OCF Appointee must be a member of such commercial committee, council, commercial division or other commercial entity.



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(e) On or before January 15th of every second year, starting in 2009, each Ontario real estate board shall advise the OREA Government Relations Department of the name of its Board OCF Appointee to the Ontario Commercial Federation.


17.08 (a) The Ontario Commercial Federation shall

be made up of the Board OCF Appointees representing the Ontario real estate boards.

(b) The members of the OCC do not become members of the OCF. However the Chair of the OCC shall act as chair of the OCF meetings. In such position, the OCC Chair shall only be allowed to vote at an OCF meeting where there is a tie-vote and his vote is needed to break that tie.

(c) Members of the OCC are entitled to attend OCF meetings, as observers, as are any Ontario members of the Canadian Commercial Council of REALTORS.

17.08 (a) The Ontario Commercial Federation shall

be made up of the Board OCF Appointees representing the Ontario real estate boards.



17.09 Should any vacancy on the OCF occur as a result of the events set out in subsection 17.07(d); as a result of a Board OCF Appointee being elected to

17.09 Should any vacancy on the OCF occur as a result of the events set out in subsection 17.07(d); as a result of a Board OCF Appointee being elected to

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the OCC (or in the case of the Toronto Real Estate Board’s Board OCF Appointee, becoming the TREB OCC Member as of right); or for any other reason, the vacancy shall be filled by the appointment of a successor by the effected real estate board, in the same manner and with the same qualifications as set out in subsection 17.07. The successor will become that real estate board’s Board OCF Appointee for the remainder of the unexpired term of the Board OCF Appointee who is being replaced. The real estate board shall immediately advise the OREA Government Relations Department of the name of such replacement Board OCF Appointee.

the OCC (or in the case of the Toronto Real Estate Board’s Board OCF Appointee, becoming the TREB OCC Member as of right); or for any other reason, the vacancy shall be filled by the appointment of a successor by the effected real estate board, in the same manner and with the same qualifications as set out in subsection 17.07. The successor will become that real estate board’s Board OCF Appointee for the remainder of the unexpired term of the Board OCF Appointee who is being replaced. The real estate board shall immediately advise the OREA Government Relations Department of the name of such replacement Board OCF Appointee.

Basic Meeting Rules of the Ontario Commercial Federation

17.10 The Chair of the Ontario Commercial Council, who is also the OREA Commercial Director shall chair the OCF meetings. The OCC Chair’s right to vote, as chair of an OCF meeting, is set out in subsection 17.08(b).

Basic Meeting Rules of the Ontario Commercial Federation

17.10 The Chair of the Ontario Commercial Council, who is also the OREA Commercial Director shall chair the OCF meetings. The OCC Chair’s right to vote, as chair of an OCF meeting, is set out in subsection 17.08(b).

17.11 (a) The Ontario Commercial Federation’s

mandate, meeting policies and procedures shall be as approved by the OREA Board

17.11 (a) The Ontario Commercial Federation’s

mandate, meeting policies and procedures shall be as approved by the OREA Board

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of Directors.

(b) Where a meeting issue is not dealt with in either this By-law or in the Ontario Commercial Federation meeting policies or procedures as approved by the OREA Board of Directors, it will be dealt with in accordance with the latest edition of Roberts Rules of Order by General Henry M. Roberts.

(c) In the event of any doubt or ambiguity in the interpretation of any aspect of any By-law provision, policy or procedure governing either the OCF or the OCC, or any issue that cannot be resolved by the members of the OCF or of the OCC, respectively, the OREA Board of Directors shall resolve the ambiguity or the question and its decision shall be final.

of Directors.



17.12 The Ontario Commercial Federation shall meet no less than once a year and no more than two times a year, each time at the call of the OREA Commercial Director with the approval of the OREA Board of Directors. Other than for the OCF Election Meeting which notice provisions are described in subsection 17.16(a), a notice in writing, setting out the time, place and date of any

17.12 The Ontario Commercial Federation shall meet no less than once a year and no more than two times a year, each time at the call of the OREA Commercial Director with the approval of the OREA Board of Directors. Other than for the OCF Election Meeting which notice provisions are described in subsection 17.16(a), a notice in writing, setting out the time, place and date of any

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such other meeting of the OCF, and which shall include an indication of the general nature of the business to be dealt with at the meeting, shall be sent to each Board OCF Appointee at their address on file at OREA (or care of their respective real estate boards if OREA has not been advised of the name and/or address of a Board OCF Appointee) at least 10 days prior to the date of the meeting as set out in the notice.

such other meeting of the OCF, and which shall include an indication of the general nature of the business to be dealt with at the meeting, shall be sent to each Board OCF Appointee at their address on file at OREA (or care of their respective real estate boards if OREA has not been advised of the name and/or address of a Board OCF Appointee) at least 10 days prior to the date of the meeting as set out in the notice.

17.13 Not less than fifty percent (50%) of the Board OCF Appointees must be present in person in order to establish a quorum of the Ontario Commercial Federation and no business shall be conducted at a meeting of the Ontario Commercial Federation unless the required quorum is present at the beginning of and throughout the meeting.

17.13 Not less than fifty percent (50%) of the Board OCF Appointees must be present in person in order to establish a quorum of the Ontario Commercial Federation and no business shall be conducted at a meeting of the Ontario Commercial Federation unless the required quorum is present at the beginning of and throughout the meeting.

17.14 Each Board OCF Appointee who is present in person at the OCF meeting shall be entitled to one (1) vote at meetings of the OCF. Proxies are not permitted. The OCC Chair’s right to vote, as chair of an OCF meeting, is set out in section 17.08(b).

17.14 Each Board OCF Appointee who is present in person at the OCF meeting shall be entitled to one (1) vote at meetings of the OCF. Proxies are not permitted. The OCC Chair’s right to vote, as chair of an OCF meeting, is set out in section 17.08(b).

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OCF Election Meeting

17.15 Starting in 2009 and each year thereafter, on a date that is on or before the last day of the OREA annual conference during which the OREA Annual Meeting is held that year, the Ontario Commercial Federation shall meet to elect the Elected OCC Members to the Ontario Commercial Council (the “OCF Election Meeting”). At the OCF Election Meetings, OCF members shall elect a sufficient number of Elected OCC Members to replace those Elected OCC Members whose terms on the OCC are expiring.

OCF Election Meeting

17.15 Starting in 2009 and each year thereafter, on a date that is on or before the last day of the OREA annual conference during which the OREA Annual Meeting is held that year, the Ontario Commercial Federation shall meet to elect the Elected OCC Members to the Ontario Commercial Council (the “OCF Election Meeting”). At the OCF Election Meetings, OCF members shall elect a sufficient number of Elected OCC Members to replace those Elected OCC Members whose terms on the OCC are expiring.

17.16 (a) At least 35 days prior to the OCF Election

Meeting, the OCC Chair shall send a notice to the Board OCF Appointees at their address on file with OREA (or care of their respective real estate boards if OREA has not been advised of the name and/or address of a Board OCF Appointee) advising of the upcoming OCF Election Meeting which will be for the purpose of electing the Elected OCC Members; stating the number of Elected OCC Member vacancies on the OCC for which elections will be required; and

17.16 (a) At least 35 days prior to the OCF Election

Meeting, the OCC Chair shall send a notice to the Board OCF Appointees at their address on file with OREA (or care of their respective real estate boards if OREA has not been advised of the name and/or address of a Board OCF Appointee) advising of the upcoming OCF Election Meeting which will be for the purpose of electing the Elected OCC Members; stating the number of Elected OCC Member vacancies on the OCC for which elections will be required; and encouraging

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encouraging qualified Board OCF Appointees to let their names stand for election as Elected OCC Members.

(b) Interested candidates must submit their names and credentials, to be received by the Chair not later than 25 days prior to the OCF Election Meeting.

(c) Then current OREA Directors are not eligible to run for election as Elected OCC Members.

(d) Candidate credentials shall include a biographical outline of the individual, including information concerning the business career and experience of the candidate. In addition, the candidate must submit a statement indicating that he is a licensed practitioner under the applicable laws of Ontario, advise of his status of OREA membership, indicating the Member Board to which he belongs, as well as advising of the years and places of directorship and committee experience. In addition candidates must state whether or not, if elected to the OCC, they would be willing to run for Chair-elect of the OCC in that immediate year.

(e) In the event that an insufficient number of Board OCF Appointees have put forth

qualified Board OCF Appointees to let their names stand for election as Elected OCC Members.




(e) In the event that an insufficient number of Board OCF Appointees have put forth

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their names to stand for election as Elected OCC Members by submitting their names to the Chair in accordance with subsection 17.16(b), a Nominating Group consisting of the Past Chair, the Chair, Chair-Elect of the OCC and three other Board OCF Appointees who are not candidates chosen by the OCC Past Chair, shall meet. The OCC Past Chair shall act as chair of the Nominating Group.

(f) The Nominating Group shall propose nominees which would otherwise meet the prerequisite credentials for Elected OCC Members and verify their agreement to become an Elected OCC Member no later than 20 days prior to the OCF Election Meeting.

(g) Not less than 15 days prior to the OCF Election Meeting the Chair shall circulate to the members of the OCF the names of all candidates who have advised that they wish to stand for election as Elected OCC Members in accordance with subsection 17.16(b) or who have been nominated by the Nominating Group in accordance with subsection 17.16(f).

their names to stand for election as Elected OCC Members by submitting their names to the Chair in accordance with subsection 17.16(b), a Nominating Group consisting of the Past Chair, the Chair, Chair-Elect of the OCC and three other Board OCF Appointees who are not candidates chosen by the OCC Past Chair, shall meet. The OCC Past Chair shall act as chair of the Nominating Group.



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17.17 (a) The election of the Elected OCC Members

shall be by ballot cast by the members of the OCF at the OCF Election Meeting.

(b) Each Board OCF Appointee who is present in person at the OCF Election Meeting shall be entitled to vote for the number of Elected OCC Member positions that are to be filled at that OCF Election Meeting. Proxies are not permitted. The OCC Chair’s right to vote, as chair of an OCF meeting, is set out in subsection 17.08(b).

(c) Members of the OCF shall mark their ballots for no more nor no less than the number of Elected OCC Member positions that are to be filled at that OCF Election Meeting.

(d) Where the number of candidates exceeds the number of available elective positions, the Elected OCC Members shall be those candidates who receive the greatest number of votes in descending order equal to the number of available elective positions, whether or not they receive a majority of the valid ballots cast.

17.17 (a) The election of the Elected OCC Members

shall be by ballot cast by the members of the OCF at the OCF Election Meeting.

(b) Each Board OCF Appointee who is present

in person at the OCF Election Meeting shall be entitled to vote for the number of Elected OCC Member positions that are to be filled at that OCF Election Meeting. Proxies are not permitted. The OCC Chair’s right to vote, as chair of an OCF meeting, is set out in subsection 17.08(b).



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[NEW] ARTICLE 17 – Commercial Committee

THE COMMERCIAL COMMITTEE

17.01 (a) There shall be a Commercial Committee

which shall be comprised of nine members as follows:





Proposed Section 17.01 sets out the composition of the new Commercial Committee. The Ontario Regional Director of the Canadian Commercial Council of REALTORS® is to be a member of the Commercial Committee provided he or she is willing and able to serve.

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(b) Except for the representative from the OREA Board of Directors, only a Broker Member or Salesperson MemberSBF Member who is either a Broker or Salesperson and who is a member of the Canadian Commercial Council of REALTORS® is eligible to be a member of the Commercial Committee. In addition, if a real estate board has a commercial committee, commercial council, commercial division or some other commercial entity, then the Broker Member or Salesperson Member member must also be a member of such commercial committee, commercial council, commercial division or other commercial entity to be eligible to be a member of the Commercial Committee.

The membership requirements for the existing Board OCF Appointees to the Ontario Commercial Federation have been retained as membership requirements for the members of the newly created Commercial Committee, save and except the representative from the OREA Board of Directors.

“Broker Member” and “Salesperson Member” are no longer OREA membership categories. The changes to this section reflect the new category of SBF Member to which brokers and salespersons may belong. Incorporates new definitions/terminology.

(c) The Executive Committee shall select the members of the Commercial Committee in accordance with Sections 17.01(a) and (b).

The Executive Committee selects the members of the Commercial Committee.

17.02

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The Executive Committee shall, annually and whenever there is a vacancy, appoint the Cchair of the Commercial Committee from amongst its members, but neither the Ontario Regional Director of the Canadian Commercial Council of REALTORS® nor the representative from the OREA Board of Directors shall be eligible to be so appointed.

The Executive Committee appoints the Chair of the Commercial Committee.

17.03 The Commercial Committee shall make recommendations to the OREA Board of Directors on those matters and issues of interest to commercial REALTORS®.

The Commercial Committee makes recommendations to the OREA Board of Directors on matters and issues of interest to commercial REALTORS®.

17.04 The term of each member of the Commercial Committee, including the chair, shall be one year, or until the successor is appointed.

The term of each member of the Commercial Committee is set out.

17.05 The Cchair of the Commercial Committee must meet the qualifications set out in Sections 7.06 and 17.01(b) and automatically ceases to be the Cchair of the Commercial Committee upon failing to meet these qualifications and/or being absent for three consecutive meetings of the Commercial

The Chair of the Commercial Committee must meet the qualifications of an OREA Director as set out in Section 7.06 and automatically ceases to be the Chair of the Commercial Committee upon failing to meet

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Committee.

such qualifications and/or being absent for three consecutive meetings of the Commercial Committee. The Chair of the Commercial Committee shall be the OREA Commercial Director in accordance with proposed Section 17.07. If the Commercial Director fails to meet the qualifications of an OREA Director as set out in Section 7.06, then he or she ceases to be the Commercial Director. Proposed Section 17.05 ensures that the individual who is the Chair of the Commercial Committee ceases to be the Chair of the Commercial Committee if he or she fails to meet the qualifications of an OREA Director and/or is absent for three consecutive meetings of the Commercial Committee.

17.06 The Commercial Committee shall meet at least once a year upon the call of either the Cchair of

The requirements for meetings of the Commercial Committee

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the Commercial Committee or any three members of the Commercial Committee at the time and place specified, providing at least ten days’ written notice has been given to all members of the Commercial Committee.

are set out.

17.07 The Cchair of the Commercial Committee shall be the Commercial Director of OREA.

The Chair of the Commercial Committee shall be the Commercial Director of OREA.

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ARTICLE 18 – Arbitration (Between Members of Different Member Boards)

ARTICLE 18 – Arbitration (Between Members of Different Member Boards)

18.01 (a) Where there is:

(i) a dispute relating to the division, distribution, or disposition of a commission paid, or to be paid in respect of a transaction or transactions between a Firm Member of a Member Board and another Firm Member of a different Board (hereafter called the “Commission Dispute”); or

(ii) such other dispute, or controversy

between a Firm Member of a Member Board and another Firm Member of a different Member Board as the President deems necessary in his sole discretion to have determined in the interest of OREA (hereinafter called the “Other Type of Dispute”),

(such Commission Dispute and such Other Type of Dispute hereinafter collectively


(i) a dispute relating to the division, distribution, or disposition of a commission paid, or to be paid in respect of a transaction or transactions between a Firm Member of a Member Board and another Firm two SBF Members which are Firms and who are not both members of the same Member of a different Board (hereafter called the “Commission Dispute”); or

(ii) such other dispute, or controversy between a Firm Member of a Member Board and another Firm Member of a different two SBF Members which are Firms and who are not both members of the same Member Board as the President deems necessary in his sole discretion to have determined in the interest of OREA (hereinafter called the “Other Type of


Note that there has been no change made to the type/scope of arbitration provided for in Article 18. They are still only for commission disputes between two SBF’s Members which are Firms and who are not both members of the same Member Board.

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called the “Dispute”), such Dispute shall be submitted to final and binding arbitration as herein provided, except as noted in subsection (d) below, and except if the jurisdiction over such Commission Dispute is provided for by an Inter-Board, Intra-Board, Access or Regionalisation Agreement.

(b) For the purposes of this Article 18, the terms “final and binding” and “final and binding arbitration” shall mean final and binding upon the parties to the arbitration without right of appeal to the courts on a question of law.

(c) The provisions of this Article 18 shall constitute the arbitration agreement between and among the Members with respect to Disputes, the intention being that Disputes shall be dealt with in accordance with this Article 18. The provisions of this Article may be pleaded in any action or proceeding at law or in equity taken with respect to such a Dispute.

(d) No action or proceeding either at law or in equity will be brought by any Firm Member of a Member Board of OREA against any other Firm Member of a

Dispute”),

(such Commission Dispute and such Other Type of Dispute hereinafter collectively called the “Dispute”), such Dispute shall be submitted to final and binding arbitration as herein provided, except as noted in subsection (d) below, and except if the jurisdiction over such Commission Dispute is provided for by an Inter-Board, Intra-Board, Access or Regionalisation Agreement.



(d) No action or proceeding either at law or in

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different Member Board as a result of, or by reason of, any Commission Dispute, unless all of the parties to the Commission Dispute shall have advised OREA in writing that they choose not to arbitrate before OREA in accordance with this Article.

(e) For the purpose of clarification, the parties to a Dispute between Firm Members of the different Member Boards shall be deemed to include two Firm Members who are not both Firm Members of the Member Board in whose jurisdictional area the property is located, even though they both may be Firm Members of another Member Board.

equity will be brought by any Firm Member of which is a SBF Member Board of OREA against any other another Firm Member of which is a different SBF Member Board as a result of, or by reason of, any Commission Dispute, unless all of the parties to the Commission Dispute shall have advised OREA in writing that they choose not to arbitrate before OREA in accordance with this Article.

(e) For the purpose of clarification, the parties to a Dispute between Firm Members Firms which are members of the different Member Boards shall be deemed to include two Firm Members Firms who are not both Firm Members members of the Member Board in whose jurisdictional area the property is located, even though they both may be Firm Members members of another Member Board.

18.05 (a) Any Firm Member having a Dispute

(hereinafter called the "Claimant") may file a notice of Dispute not later than three months from the date upon which the cause of the Dispute arose, or within such further period of time as may be

18.05 (a) Any Firm SBF Member which is a Firm

having a Dispute (hereinafter called the "Claimant") may file a notice of Dispute not later than three months from the date upon which the cause of the Dispute arose, or within such further period of time as


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authorized by the President and the President-Elect (or their appointees where a conflict of interest appears) based upon the policies established by the Board of Directors.

(b) Such notice of Dispute shall be in letter form signed by the Claimant and directed to the Chief Executive Officer. Such notice of Dispute shall contain a brief and concise statement of the subject matter of the Dispute and of the Claimant's claim in respect thereof and shall state that the Claimant will abide by the decision of the Arbitration Panel.

(c) The Claimant shall deposit with OREA with his notice of Dispute a Filing Fee. Such Filing Fee shall be retained by OREA and no Dispute shall be heard and determined by the Arbitration Panel until the fee has been paid. Where the arbitration of a Dispute does not proceed to an award, the Chief Executive Officer may in his discretion direct that a portion of the fee may be remitted to the Claimant after the expenses of the hearing have been deducted therefrom.

may be authorized by the President and the President-Elect (or their appointees where a conflict of interest appears) based upon the policies established by the Board of Directors.



18.07 18.07

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Upon receiving a notice of Dispute, the Chief Executive Officer shall notify the Firm Member with whom the Claimant has the Dispute (hereinafter called the "Defendant") and shall with such notice transmit to the Defendant a copy of the notice of Dispute.

The Defendant shall within twenty days of the forwarding of such notification by the Chief Executive Officer deliver a defence in writing to the Chief Executive Officer which shall contain a brief and concise statement of the defence and shall state that the defendant will abide by the decision of the Arbitration Panel.

The Chief Executive Officer shall forthwith forward a copy of such defence to the Claimant.

Upon receiving a notice of Dispute, the Chief Executive Officer shall notify the Firm SBF Member which is a Firm with whom the Claimant has the Dispute (hereinafter called the "Defendant") and shall with such notice transmit to the Defendant a copy of the notice of Dispute.


The Chief Executive Officer shall forthwith forward a copy of such defence to the Claimant.


18.17 Either party to an arbitration may be represented by a Broker Member or a Salesperson Member of OREA. Either party may also be represented by legal counsel provided that the party shall first notify the other party and the Arbitration Panel not less than ten days before the date set for the hearing. The Arbitration Panel may retain legal counsel to sit at the hearing and to advise the Arbitration Panel on any and all matters of law but he shall not take part in the deliberation or decision of the Arbitration Panel.

18.17 Either party to an arbitration may be represented by a BrokerSBF Member orwho is a Salesperson Member of OREAor Broker. Either party may also be represented by legal counsel provided that the party shall first notify the other party and the Arbitration Panel not less than ten days before the date set for the hearing. The Arbitration Panel may retain legal counsel to sit at the hearing and to advise the Arbitration Panel on any and all matters of law but he shall not take part in the deliberation or decision of the Arbitration Panel.


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ARTICLE 20 – Association Executive Advisory Committee

ARTICLE 20 – Association Executive Advisory Committee

20.02 The Executive Committee shall, annually and whenever there is a vacancy, appoint the Chair of the Association Executive Advisory Committee from amongst those members of the Association Executive Advisory Committee who are persons retained to carry out the functions of an executive officer or a chief executive officer of a Member Board.

20.02 The Executive Committee shall, annually and whenever there is a vacancy, appoint the Cchair of the Association Executive Advisory Committee from amongst those members of the Association Executive Advisory Committee who are persons retained to carry out the functions of an executive officer or a chief executive officer of a Member Board.

20.06 The Chair of the Association Executive Advisory Committee must be a person retained to carry out the functions of an executive officer or a chief executive officer of a Member Board and automatically ceases to be the chair of the committee upon failing to meet this qualification.

20.06 The Cchair of the Association Executive Advisory Committee must be a person retained to carry out the functions of an executive officer or a chief executive officer of a Member Board and must meet the qualifications set out in Section 7.06 and automatically ceases to be the chair Cchair of the committeeAssociation Executive Advisory Committee upon failing to meet this qualificationthese qualifications and/or being absent for three consecutive meetings of the Association Executive Advisory Committee.

Proposed change to Article 20, Section 20.06 mirrors proposed Article 17, Section 17.05 above, i.e. the Chair of the Association Executive Advisory Committee must meet the qualifications of an OREA director set out in Section 7.06 and automatically ceases to be the Chair of Association Executive Advisory Committee upon failing to meet such qualifications and/or being absent for three consecutive meetings of the Committee.

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20.07 The Association Executive Advisory Committee shall meet at least once a year upon the call of either the Chair of the Association Executive Advisory Committee or any three members of the Association Executive Advisory Committee at the time and place specified, providing at least ten days’ written notice has been given to all members of the Association Executive Advisory Committee.

20.07 The Association Executive Advisory Committee shall meet at least once a year upon the call of either the Cchair of the Association Executive Advisory Committee or any three members of the Association Executive Advisory Committee at the time and place specified, providing at least ten days’ written notice has been given to all members of the Association Executive Advisory Committee.

20.08 The Chair of the Association Executive Advisory Committee shall be the Executive Officer Director of OREA.

20.08 The Chair of the Association Executive Advisory Committee shall be the Executive Officer Director of OREA.

The “Executive Officer Director” is no longer an OREA director position.

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ARTICLE 22 – Rules of Order ARTICLE 22 – Rules of Order

22.03 The following numbers shall be a sufficient quorum:

(a) at a meeting of the Board of Directors, a majority of the members of the Board of Directors;

(b) at a meeting of the Assembly, forty percent of the Voting Delegates to the Assembly, representing not less than two-thirds of the Member Boards;

(c) at an Executive Committee meeting, a majority of the members of the Executive Committee;

(d) at meetings of Committees, except the Ontario Commercial Council (see Article 17) and unless otherwise in this By-law provided, two members of the Committee, in addition to the Chairman of the meeting.

22.03 The following numbers shall be a sufficient quorum:




(d) at meetings of Committees, except the Ontario Commercial Council (see Article 17) and unless otherwise in this By-law provided, two members of the Committee, in addition to the Chairman of the meeting.;

(e) on a vote of SBF Members which is

mandatory as a result of current or future legislation, notwithstanding this By-law’s provisions that SBF Members have no vote, one hundred (100) SBF Members;

The provisions with respect to quorum set out in Article 22, Section 22.03(d) shall apply to meetings of the Commercial Committee. Clarifies that the quorum on a vote of SBF Members which is mandatory as a result of current or future legislation, notwithstanding this By-law’s provisions that SBF Members

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(f) on a vote of Member Boards which is

mandatory as a result of current or future legislation, forty percent of the Voting Delegates representing not less than two-thirds of the Member Board.

have no vote as SBF Members, is one hundred (100) SBF Members; Clarifies that the quorum on a vote of Member Boards which is mandatory as a result of current or future legislation, is forty per cent of the Voting Delegates representing not less than two-thirds of the Member Board;

22.04 (a) On a vote of Member Boards which is mandatory as a result of current or future legislation, the Member Boards shall vote by way of Voting Delegates selected in accordance with sections 12.03 and the provisions of sections 12.03, 12.04, 13.05 and 13.06 shall apply mutatis mutandis. (b) On a vote of SBF Members which is mandatory as a result of current or future legislation, notwithstanding this By-law’s provision that SBF Members have no vote, each SBF Member shall have one vote.

Clarifies that on a vote of Member Boards which is mandatory as a result of current or future legislation, the Member Boards shall vote by way of Voting Delegates selected in accordance with sections 12.03 and the provisions of sections 12.03, 12.04, 13.05 and 13.06 shall apply mutatis mutandis. Clarifies that on a vote of SBF Members which is mandatory as a result of current or future legislation, notwithstanding this By-law’s provision that SBF

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Members have no vote as SBF Members, each SBF Member shall have one vote.

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Appendix B

Blacklined

OREA By-law

As passed by the March 6, 2013 Assembly -

Effective Immediately following the March 6, 2013 Assembly Meeting

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ARTICLE INDEX Article Subject Page 1. Name and Other Corporate Matters ................................................................................ 1 2. Objects ............................................................................................................................ 2 3. Definitions ....................................................................................................................... 3 4. Membership ..................................................................................................................... 6 5. Membership Disputes ...................................................................................................... 10 6. Disciplinary Provisions .................................................................................................... 15 7 Board of Directors ........................................................................................................... 21 8. Executive Committee ....................................................................................................... 27 9. Officers and Functions ..................................................................................................... 28 10. Indemnity of Directors, Officers and Others ................................................................... 32 11. Respecting the Borrowing of Money, Issue of Bonds, Debentures and Other Securities ...................................................................................... 33 12. The Assembly .................................................................................................................. 34 13. Meetings of the Assembly ............................................................................................... 36 14. Pre-Election Procedures ................................................................................................... 38 15. Election of Directors and Officers ................................................................................... 40 16. Dues ............................................................................................................................ 43 17. Ontario Commercial Council and Ontario Commercial Federation ................................ 45 18. Arbitration (Between Members of Different Member Boards) ....................................... 52 19. Appeal from Local Board Arbitration Decision .............................................................. 57 20. Association Executive Advisory Committee ................................................................... 58 21. The Canadian Real Estate Association ............................................................................ 60 22. Rules of Order .................................................................................................................. 61 23. Amendment of By-law ..................................................................................................... 62 24. Listing System ................................................................................................................. 63 25. Rules and Regulations ..................................................................................................... 64 26. Deemed Receipt ............................................................................................................... 65

Schedules

Schedule - List of Member Boards in each Area

Schedule - Map showing Member Boards in each Area

Schedule of Filing Fees

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1.01 The name of this organization shall be the Ontario Real Estate Association, hereinafter referred to as "the Association" or "OREA". 1.02 The Head Office of the Association shall be located at the Municipality of Metropolitan Toronto in the Province of Ontario, Canada, or at such place therein as the Directors may from time to time determine by resolution. 1.03 The Seal, an impression of which is set in the margin hereof, shall be the Corporate Seal of the Association. 1.04 The fiscal year of the Association shall be from January 1st to December 31st inclusive. 1.05 Upon the dissolution of OREA and after payment of all debts and liabilities, the remaining property of OREA shall be distributed or disposed of to the Ontario Real Estate Association Foundation.

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2.01 The objects of the Association shall be those set forth in the Letters Patent issued by the Province of Ontario incorporating the Association, dated December 7, 1922, as amended, which read as follows:

(a) To do all things necessary to promote interest in real estate in all its aspects and to advance and improve the relations of the Members of the Association with the public.

(b) To advance and promote the interests of those engaged in the vocation of real estate, being any type of real estate practice concerned with land use or concerned with the administration or participation in such real estate activity and to maintain and increase public confidence in the respect for those engaged in the vocation.

(c) To encourage the use of the designation "REALTOR®" by the Members of the Association who are so entitled and to promote the acceptance by the public of such designation and such use thereof and to protect, as far as practicable, the exclusive use thereof by Members so entitled.

(d) To establish standards of practice and conduct in the marketing of real estate in all its aspects.

(e) To encourage the study of real estate in all its aspects and to organize and conduct educational courses, lectures and seminars.

(f) To institute, promote and manage listing systems with the object of rendering better service to the public by providing vendors of real estate with a wider potential market.

(g) To conserve and develop the environment and resources of Ontario and to generally assist in the development of Ontario along the lines best calculated to promote the prosperity of Ontario and its inhabitants.

(h) To advocate just and desirable legislation affecting real estate. (i) To promote, encourage and protect the ownership of real property and to endeavour to

maintain real estate values and to do all things which may be deemed to be necessary or advisable to make real estate a sound and desirable investment.

(j) To advocate just and desirable legislation and conditions for landlords and tenants.

(k) To establish, raise, undertake, superintend, manage and administer charitable or benevolent funds to assist needy Members of OREA and the dependants of deceased Members or other deserving persons and, from time to time, to make grants and donations out of the funds of the Association for the purpose of such charitable or benevolent funds and for the establishment or support of any charitable or benevolent purpose, whether or not related to or calculated to promote the purposes of OREA.

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(c) “Areas” means the following six divisions of the Province of Ontario: Western Ontario; Southern Ontario; Central Ontario; Northeastern Ontario; Northern Ontario; and Eastern Ontario, with each Area encompassing a group of Member Boards, all as further described in the schedules (map and list of Member Boards in each Area) attached hereto. The Board of Directors may, from time to time upon receiving a request from Member Board(s), but at the Board of Directors sole discretion, amend the boundaries of one or more Areas to include or exclude one or more Member Boards from a particular Area.







(h) “Branch Office” means any office of a Firm which is a SBF Member, other than the main office, which is registered in accordance with the Act and at which the public is invited to deal;

(i) “Broker” means a “broker” as defined in the Act; (i j) “By-law” means this By-law and any amendment hereto, and includes any rule or

regulation in force as approved by the Board of Directors of OREA and confirmed by the Assembly;

(j k) “Chief Executive Officer” means the chief executive officer of OREA, responsible for the general operation of the Association, as further described in section 9.05 of Article 9.

(k l) “Committee” means any Committee described in this By-law and includes any other body established by the Board of Directors;

(l m) “CREA” means The Canadian Real Estate Association or any successor organization;

(m n) “Director” means a person who is a member of the Board of Directors;

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(n o) “Filing Fee” as used in Articles 5, 6, 18 and 19 means the amount set out in the Schedule of Filing Fees established by the Board of Directors, as same may be amended by the Board of Directors from time to time;


(q) “Firm” means a “brokerage” as defined in the Act; (o r) “Home Board” means, in relation to a Member who is a candidate or nominee for

election as a Provincial Director for the Central Ontario Area, the Member Board through which such Member’s OREA dues are to be collected in the calendar year in which the election is held; and after such Member is elected as a Provincial Director for the Central Ontario Area, “Home Board” means the Member Board through which his OREA dues are collected at the point-of-time in question.

(p s) “Member” means a member of any of the classes of membership as set out in Article 4 of this By-law;

(q) “M Group” means a corporation set up by a group of Member Boards in order to regionalize their MLS® systems, which uses a by-law which is the same or substantially the same as the model by-law prescribed by OREA for use by such a group; and "M Group Member" means any member of an M Group as defined by the by-laws of such M Group.

(r) “Ontario Commercial Council” or “OCC” is a committee of OREA whose main purpose is help Ontario commercial REALTORS succeed. Its mandate is subject to the approval of the OREA Board of Directors. Some members of the Ontario Commercial Council are elected by the Ontario Commercial Federation, from among the members of the Ontario Commercial Federation, as prescribed in Article 17. The composition and structure of the Ontario Commercial Council are also prescribed in Article 17. The Chair of the Ontario Commercial Council is also the OREA Commercial Director and acts as the chair of the OCF meetings, all as prescribed in Article 17.


(r t) “OREA Arbitration and Ethics Panel” means the minimum of twenty Broker SBF Members of OREA who are Brokers, who are appointed annually by the Executive Committee, and whose affairs are administered by the Chief Executive Officer, and from

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which group the Chief Executive Officer shall appoint all OREA investigative, hearing and appeal tribunals required under Articles 5, 6, 18 and 19 of this By-law.

(s u) “REALTOR Code” means the Code of Ethics and Standards of Business Practice adopted or amended from time to time by CREA.

(t v) “REBBA Code of Ethics” means the Code of Ethics for all registrants contained in the regulations to the Act, and any successor Code, all of which is sometimes also referred to as the RECO Code of Ethics.

(u w) “RECO” means the Real Estate Council of Ontario, or its successor, from time to time.

(x) “Salesperson” means a “salesperson” as defined in the Act. 3.02 In this By-law, unless the context otherwise requires:

(a) words importing the singular shall include the plural, and vice versa;

(b) words importing the masculine gender shall include the feminine gender, and vice versa;

(c) "may" is construed as permissive; and

(d) "shall" is construed as imperative. 3.03 Except as noted below, all references to the Chief Executive Officer made in Articles 5, 6, 18 and 19, shall mean the Chief Executive Officer, or his appointed nominee. The exceptions to this are the references to Chief Executive Officer contained in the first paragraph of section 18.03 and the first paragraph of section 19.01. 3.04 Except where expressly provided, the division of this By-law into Articles, Sections and sub-sections and the insertion of headings, sub-headings, marginal notes and table of contents or index (if any) are for convenience of reference only and shall not affect the construction or interpretation of this By-law. 3.05 For the purposes of the hearings and appeals prescribed by Articles 18 and 19, OREA and its Members hereby agree to be bound by the provisions of the Arbitration Act, save and except Section 40 and Section 45 of the Arbitration Act (as it exists in 1993), which are specifically excluded.

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4.01 The membership of OREA shall consist of the following:

1. Member Boards

2. FirmSBF Members

3. Broker Members

4. Salesperson Members 5. Honorary Members


7. Executive Officer Director Member All other OREA memberships which may have existed, including Honorary Life Members and Honorary Members, are cancelled and cease to exist as of March 6, 2013. 4.02 The definition of classes of membership and the conditions of membership shall be as contained in this Article. 4.03 MEMBER BOARD: Any board operating in a town, city, township, county or region and complying with the conditions hereinafter set forth may be enrolled as a Member Board. Only one board shall be so enrolled for any one town, city, township, county or region.




(c) To be eligible for membership, the applicant board must have at least the minimum number of members as established by the OREA Board of Directors. Should the membership of any Member Board not be maintained at or above this minimum, the membership of such Board may be terminated by the OREA Board of Directors, and upon termination the remaining Members will be requested to retain their OREA membership by joining another Member Board.

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(g) The applicant board shall have a membership requirement in its by-law, that its members agree to abide by its by-law and rules and regulations and that its members agree to become members of and abide by the OREA and CREA by-laws, rules and regulations and the REALTOR Code and any amendment to any of these documents. Each Member Board by-law shall provide for the appropriate procedures for disciplinary action for any violation of such by-law, rules and regulations, and the REALTOR Code on the part of any of its Members.



(ii) applicants for membership shall not be required to observe "waiting periods" related to the commencement of holding a licence, or of being actively engaged in the real estate business prior to consideration of their applications for membership in Member Boards. Board membership may be granted on a probationary basis for a period which shall not exceed twelve months in the case of Salesperson MembersSalespersons and twenty-four months in the case of Branch Managers and Broker Members Brokers and such probationary membership shall include full membership rights granted by the Member Board's by-law with the exception of the right to vote.

(iii) applications for membership by real estate brokers, or Branch Managers, or salespersons shall be accepted or rejected by the Member Board concerned within ninety days of the date of their submission in completed form. In the case of an accepted application, the applicant shall receive the membership rights granted by the Member Board's by-law within fifteen days from the date of acceptance. In the case of a rejected application, the applicant shall be advised of such rejection within seven days from the date of such rejection and the Member Board will advise CREA of such rejection within thirty days from the date of such rejection. Applications for membership must be complete in all details and must be accompanied by the appropriate fees for the type of membership concerned.

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(a) FIRM MEMBER: A Firm Member shall be any sole proprietorship, partnership, or corporation which is registered under the Act and which is a Firm Member if a Firm, it is a member of a Member Board. As a condition of admission and continued membership, the employees of the Firm and as a member of that Member Board, employs only Brokers and Salespersons who are registered under the Act must who also maintain membership in OREA.;

(b) if either a Salesperson or a Broker, he or she is employed by a Firm which is a SBF Member holding membership in the Member Board whose jurisdictional area the Salesperson or Broker is working in.

A sole proprietorship, partnership, or corporation may apply for membership as a Firm Member in each Board within the jurisdictional area in which any of its offices are located. If for some reason membershipIf for some reason a Firm is refused ormembership or its membership is terminated by a Member Board, any other membership which the Firm Memberit may hold in another Member Board will not be affected solely by virtue of such refusal or termination. The notice provisions contained in clause 4.03 (h) (iii) relating to acceptance and rejection of applications shall also apply to applications forby a Firm for membership in a Member Board . 4.05 BROKER MEMBER: A Broker Member shall be any individual who is registered as a Broker under the Act and employed by a Firm Member (whether or not such employment arrangement is characterized as an "independent contractor" relationship between the individual and the Firm Member). 4.06 SALESPERSON MEMBER: A Salesperson Member shall be any individual who is registered as a salesperson under the Act and employed by a Firm Member (whether or not such employment arrangements characterized as an "independent contractor" relationship between the individual and the Firm Member). 4.07 4.05 Where a firm or person Salesperson, Broker or Firm registered pursuant to the Act holds membership in a Member Board, such a firm or person Salesperson, Broker or Firm shall be deemed by virtue thereof to be a Member of OREA subject to the conditions set out in section 4.04. 4.08

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The Board of Directors may elect any individual as an Honorary Member. Such election shall be by a vote of those Directors present and voting at a duly constituted meeting of the Board of Directors. At least twenty days notice in writing of the individual to be elected shall be given to each Director. 4.09 An Honorary Member shall not pay membership dues and shall not be entitled to vote or hold office in OREA, but shall have all other rights and privileges of membership. An Honorary Membership may be granted for a definite period or for life as determined by the Board of Directors. 4.10 The Board of Directors may elect any Broker Member or a Salesperson Member as an Honorary Life Member. Such election shall be by a vote of those Directors present and voting at a duly constituted meeting of the Board of Directors. At least twenty days notice in writing of the individual to be elected shall be given to each Director. 4.11 An Honorary Life Member shall not pay OREA membership dues and an Honorary Life Member who continues to be registered under the Act shall have all rights and privileges of membership, provided that he continues to be qualified as a Broker Member or a Salesperson Member. An Honorary Life Member who ceases to be so qualified or who ceases to be registered under the Act shall retain all rights and privileges of membership, save for the right to vote or hold office in OREA. 4.12 The Executive Officer Director, as defined in Article 20, sections 20.06 and 20.08, shall become the Executive Officer Director Member upon taking office as the Executive Officer Director and ceases to be the Executive Officer Director Member upon ceasing to be the Executive Officer Director.

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(i) an application for membership in a Member Board by an applicant that is a Firm registered under the Act that wishes wishing to become a Firm Member member of a Member Board;

(ii) the termination of membership of a Firm Member by a registered under the Act by a Member Board; or


a written statement detailing the nature of the dispute together with all supporting documentation shall be submitted to the Chief Executive Officer by such refused applicant Firm, or terminated Firm Member, or the Member Board (for disputes described in clauses (i) or (ii) above), or by the President (or his appointed nominee) (for disputes described in clause (iii) above).



(ii) the written submission and the Filing Fee shall be submitted by the Firm Member that is a SBF Member or the Member Board to the Chief Executive Officer within thirty days of the date upon which the dispute arose; and

(iii) no action or proceeding either at law or in equity will be brought by the parties thereto until either or both of them have complied with the provisions of this Article. This Section shall be a condition precedent to the right of any Firm Member that is a SBF Member or Member Board to bring an action or proceeding at law or in equity, and may be pleaded in any such action or proceeding as, and shall constitute and absolute defence to such action or proceeding at law and any and all claims for or by reason of such act, matter or thing shall be conclusively deemed to have been waived by all Members of OREA.

5.02 (a) Where the by-law of a Member Board or an M Group so provides, a dispute concerning:




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shall be submitted by the Member Board, M Group, Member or M Group SBF Member (in writing detailing the nature of and reasons for the dispute or Appeal together with all supporting documentation) to the Chief Executive Officer after all appeal provisions in the Member Board's by-law have been exhausted (with respect to an Appeal) and prior to either of them commencing any action in law or in equity, it being understood that there is no cause of action as between them until either or both of them have complied with the provisions of this Article.

This Section shall be a condition precedent to the right of any SBF Member or M Group Memberwhich is a Firm to bring an action or proceeding at law or in equity, and may be pleaded in any such action or proceeding as, and shall constitute an absolute defence to such action or proceeding at law and any and all claims for or by reason of such act, matter or thing shall be conclusively deemed to have been waived by all such Members of OREA.






5.03 Where an Appeal or dispute is submitted as provided for in Section 5.01 or 5.02, the Chief Executive Officer may appoint a Special Committee of not less than three members chosen from OREA Arbitration and Ethics Panel, to hear and determine the Appeal or dispute and the Chief Executive Officer shall designate one of them as the Chairman. 5.04 When a Special Committee is appointed, the Chief Executive Officer shall upon such appointment, forward the written submission of dispute or Appeal to the other party. Such other party shall file a reply with the Chief Executive Officer within twenty days from the date upon which it is requested by the Chief Executive Officer.

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5.05 Upon receipt of the statement of each party, the Chief Executive Officer may, prior to the hearing, require both parties to attend upon a conciliator appointed by the Chairman. The conciliator shall endeavour to resolve the dispute between the parties and where a settlement is effected, the conciliator shall prepare a report describing the disposition of the matter, including the disposition of the Filing Fee and forward same to the Chief Executive Officer. This section does not apply to Appeals. 5.06 Where the conciliator is unable to effect a settlement or where no conciliator has been appointed, the Chairman of the Special Committee shall set a date for the hearing and notify the parties of the date of such hearing, provided that such hearing shall not be less than twenty days from the date that such notice is forwarded to the parties. 5.07 The procedure for the hearing shall be as follows:






(c) Any party to a Special Committee hearing may be represented by a BrokerSBF Member who is a Broker or Salesperson Member. Any party may also be represented by legal counsel provided that the party shall first notify the other party to the hearing and the Chief Executive Officer, on behalf of the Special Committee, not less than ten days before the date set for the hearing. The Special Committee may also retain legal counsel to sit at the hearing and to advise the Special Committee on any and all matters of law which he may be asked by the Special Committee to advise it on, but he shall not take part in the deliberation or decision of the Special Committee.






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(viii) remit the subject matter of the Appeal back to the Ethics or Discipline Committee for a new hearing in whole or in part, and at the Special Committee's discretion, by a differently constituted Ethics or Discipline Committee;




(i) in writing;



(g) A copy of the decision of the Special Committee shall be forwarded forthwith by the Chief Executive Officer to the parties to the dispute or Appeal.


(i) fails to submit to arbitration, as hereinbefore provided, and instead proceeds to

any action or proceeding at law or in equity such failure shall be dealt with pursuant to the provisions of Article 6, as a breach of this By-law; or


5.08 An appeal from a decision of the Special Committee under this Article (except where the decision is rendered as a result of an Appeal) may be taken by either party to the Executive Committee provided that the appealing party delivers to the Chief Executive Officer an appeal in writing setting out the reasons for such appeal. The appeal shall be accompanied by the Filing Fee. The appeal and prescribed Filing Fee shall be received by the Chief Executive Officer within thirty days of the date upon which the decision of the Special Committee is mailed to the

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appealing party. The same rules and procedures as are set out in Sections 5.02 (a) (iii), 5.04, 5.07, 5.09 and 5.10 of this Article shall apply, with necessary modifications and with no further rights of appeal. 5.09 ACTIONS BY MEMBERS: No action or proceeding, either at law or in equity, will be brought by an M Group, any M Group Member or a Member of OREA, or any of its servants or agents, against any other Member, M Group Member or against the M Group or OREA, or any of their servants or agents for, or by reason of, any act, matter or thing done or omitted to be done in pursuance or purporting to be in pursuance of this Article and this Section may in such action or proceeding, be pleaded as and shall constitute an absolute defence and any and all claims for or by reason of any such act, matter or thing shall be conclusively deemed to have been waived by all Members of OREA. 5.10 In this Article, all notices required to be forwarded to the parties by the Chief Executive Officer or the Chairman of the Special Committee shall be given either by personal delivery (or courier) or registered mail. Any notice so given shall be conclusively deemed to be received in accordance with the provisions of Subsection 25.01 (b).

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6.01 (a) Subject to the limitations prescribed in the remainder of this section 6.01, the OREA

Arbitration and Ethics Panel has the jurisdiction to investigate any Member for alleged failure to comply with this By-law, all in accordance with the procedure described in this Article.

(b) Upon receipt of any written complaint about a Member, alleging a breach of this By-law, the Chief Executive Officer shall appoint either the General Counsel of OREA or a member of the OREA Arbitration and Ethics Panel to determine the jurisdiction of the complaint and such determination shall not be subject to review or appeal.

(c) The person appointed in accordance with paragraph (b) shall make the decision required by paragraph (b) in his absolute sole discretion, based upon a review of the complaint and a review of this By-law.

(d) Once the person appointed in accordance with paragraph (b) has made the decision, he shall advise the complainant and the Member of such decision. Within seven days of such decision, the complaint will be referred in accordance with such decision.

(e) Where all or part of the complaint has been forwarded to the OREA Arbitration and Ethics and Panel, the Chief Executive Officer shall appoint an investigation panel of not less than three members chosen from the OREA Arbitration and Ethics Panel (“Investigation Panel”). The Investigation Panel shall investigate the complaint to determine its validity and to determine whether or not there is sufficient evidence of a breach of this By-law to refer the matter to a discipline hearing panel.

The Chief Executive Officer shall also appoint a discipline hearing panel of not less than three members chosen from the OREA Arbitration and Ethics Panel (the “Discipline Hearing Panel”). Where a complaint is referred to discipline by the Investigation Panel, the Discipline Hearing Panel shall hear and determine the matter in accordance with the procedures set out in this Article 6.

The members of the Discipline Hearing Panel hearing a complaint shall not be the same persons as the members of the Investigation Panel who investigated the complaint.

(f) If an Investigation Panel has been appointed, the Chief Executive Officer shall appoint and authorize a person to investigate the actions of the Member (the “Investigator”). The Investigator may be a person other than a member of the OREA Arbitration and Ethics Panel, but shall not be a member of the Investigation Panel or Discipline Hearing Panel dealing with the complaint. The Investigator may require, by written notice forwarded to the Member complained about (and/or to such other Members which are not being investigated but which may have information relevant to the investigation) the production of, and/or access to all documents, correspondence, records, contracts and other writings related to the investigation. Where such Member fails or refuses to produce or provide access to such documents, correspondence, records, contracts and other writings, such failure or refusal shall be deemed to be a breach of this By-law and dealt with by the OREA Arbitration and Ethics Panel in accordance with the provisions of this Article.

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(g) Upon completion of the investigation, the Investigator shall file a written report with the Chairman of the Investigation Panel attaching thereto copies of all records, documents or writings the Investigator has obtained in the course of the investigation. The report shall be confidential and available only to the Investigation Panel, its counsel and the Chief Executive Officer. Upon receipt and review of the report of the Investigator, the Investigation Panel may, in its sole and absolute discretion:

(i) determine that there is sufficient evidence to issue a written statement containing the specific allegations of misconduct of the Member being complained about (the “Allegation Statement”); or

(ii) determine that there is not sufficient evidence to issue an Allegation Statement and declare the file closed.

(h) The Chief Executive Officer shall forward a copy of the Allegation Statement to the Member being complained about who may, within ten days of receipt of the Allegation Statement, deliver a reply thereto, addressed to the Chairman of the Investigation Panel. Failure of the Member being complained about to deliver a reply within the ten day period shall not prevent the Investigation Panel from continuing with the process and deciding whether or not to refer the matter to a Discipline Hearing Panel. If the Investigation Panel decides to refer the matter to a Discipline Hearing Panel, failure of the Member being complained about to reply within the ten day period shall not prevent the Discipline Hearing Panel from determining the matter and shall also not prevent the Member being complained about from attending and presenting his case before the Discipline Hearing Panel.

(i) Upon receipt and review of the reply from the Member being complained about, the Investigation Panel may, in its sole and absolute discretion:

(i) determine that there is sufficient evidence to refer the matter to a Discipline Hearing Panel; or

(ii) determine that there is not sufficient evidence to refer the matter to a Discipline Hearing Panel and declare the file closed.

(j) At any time after having received a complaint, the Investigation Panel may, in its sole and absolute discretion, decide that no further action should be taken in respect of the complaint being researched and such decision shall not be subject to review or appeal.

(k) Where the Investigation Panel determines that there is sufficient evidence to refer the matter to a Discipline Hearing Panel, the Chief Executive Officer shall notify the Chairman of the Discipline Hearing Panel, the Chairman of the Investigation Panel and the Member being complained about of the date of said hearing provided that such date shall not be less than twenty days from the date that such notice is forwarded to the Discipline Hearing Panel and to the parties, being the Investigation Panel and the Member being complained about. The procedure for the hearing shall be as set out in Article 5, Subsection 5.07 (a) (b) (c) (e) and (f) of this By-law, with necessary modifications.

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(l) The Discipline Hearing Panel in its decision may:

(i) find that the Member being complained about has not failed to comply with this By-law, as alleged; or

(ii) upon finding that the Member being complained about has failed to comply with this By-law, as alleged, impose one or more of the following penalties:

(A) a reprimand;

(B) a fine of not less than $250.00 nor more than $25,000.00; (C) payment of the cost of the hearing;

(D) expulsion from membership in OREA;

(E) if the violation of this By-law or the conduct alleged involves a monetary amount owing to OREA or to a Member, suspend the membership rights of the Member until such time as the amount owed is paid either to OREA or such other Member;

(F) order that the Member attend and successfully complete any courses of an educational nature as may be available through OREA or at a real estate board, including passing any examinations pertaining to these courses.

(m) Subject to the appeal provisions set out in the remainder of this Article, the decision of the Discipline Hearing Panel shall be final and binding upon the parties to the hearing and upon any Member affected by it and shall be considered effective as of the date of the decision, unless otherwise set out in the decision. A copy of the decision shall be forwarded forthwith by the Chief Executive Officer to the Member being complained about and any other Member affected by it. If the decision involves the termination or suspension of the membership of a Member, the Chief Executive Officer shall forthwith so advise the Member Board in which the Member held membership and CREA.

(n) If the Member being complained about fails to comply with the decision of the Discipline Hearing Panel within twenty days from the date upon which such decision is forwarded to the Member (except where the Member appeals the decision pursuant to the provisions of this Article, in which case the time period for compliance with the decision is within twenty days from the date upon which the appeal decision is forwarded to the Member or twenty days from the date upon which the Member discontinues such appeal), the Executive Committee may, at any subsequent meeting of the Executive Committee and without further proceedings, either expel the Member from membership in OREA, or suspend the membership of such Member in OREA for such period as the Executive Committee may in its sole discretion determine.

6.02 (a) An appeal from a decision of the Discipline Hearing Panel under this Article may be

taken by the Member being complained about to an appeal panel made up of three Directors appointed by the President from among the Executive Committee, one of whom

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shall be appointed chairman of the appeal panel by the President (the “Appeal Panel”), provided that the Member delivers to the Chief Executive Officer an appeal in writing setting out the reasons for such appeal. The appeal shall be accompanied by the Filing Fee. The appeal and prescribed Filing Fee shall be received by the Chief Executive Officer within twenty days from the date upon which the decision of the Discipline Hearing Panel is forwarded to the Member. The appeal may be from a finding that the Member being complained about (now called the Appellant) engaged in the conduct set out in the Allegation Statement or from the penalty imposed, or both.

(b) Upon receipt, the Chief Executive Officer shall forward the Appellant’s appeal statement to the Investigation Panel and to the Investigator. The Investigation Panel may file a statement in reply to the Appellant’s appeal statement, and if it chooses to file such a statement in reply, it must do so within fifteen days of receipt of the Appellant’s appeal statement. Such reply shall be in writing, addressed to the Appeal Panel, and forwarded to the Chief Executive Officer. Upon receipt of the Investigation Panel’s reply to the Appellant’s appeal statement, the Chief Executive Officer shall forward a copy of same to the Appellant. The Appellant and the Investigation Panel (which may be represented by the Investigator) shall be the parties to the appeal.

(c) Neither the Appellant nor the Investigation Panel shall be permitted to call any new evidence since the appeal is to be decided solely on the evidence as contained in the record of the discipline hearing (being the Allegation Statement, the Member’s reply, any transcript or other summary of the discipline hearing, all exhibits entered into evidence at the discipline hearing and the decision of the Discipline Hearing Panel).

(d) The grounds for appeal shall be restricted to:

(i) whether or not the Discipline Hearing Panel had the jurisdiction to make its decision; and/or

(ii) whether or not there was a denial of natural justice.

(e) The Appeal Panel may:

(i) adjourn any hearing from time to time; and

(ii) proceed in such manner as it deems proper and without being bound by the rules of evidence or other legal rules provided that it shall consider the best available evidence.

(f) The Chief Executive Officer shall notify the President of the notice of appeal, and the Appeal Panel shall hear and determine the appeal.

6.03 The Appeal Panel shall set a time, date, and place for the hearing and notice of same will be forwarded by the Chief Executive Officer to the Appellant and the representative of the

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Investigation Panel, provided that such hearing shall not be less than twenty days from the date that such notice is forwarded to the parties.

Either party may be represented by a BrokerSBF Member who is a Broker or a Salesperson Member. Either party may also be represented by legal counsel, provided that the party shall first notify the other party and the Chief Executive Officer, on behalf of the Appeal Panel, not less than ten days before the date set for the hearing. The Appeal Panel may also retain legal counsel to sit at the hearing and advise the Appeal Panel on any and all matters of law which he may be asked to advise it on, but he shall not take part in the deliberation or decision of the Appeal Panel.

Where the Appellant fails to appear at the appeal hearing, the appeal shall be dismissed, the onus being on the Appellant to prove his grounds for appeal. 6.04 The Appeal Panel, in its decision may:

(a) dismiss the appeal;

(b) grant the appeal;

(c) amend the decision of the Discipline Hearing Panel as the Appeal Panel deems appropriate;

(d) remit the matter back to the OREA Arbitration and Ethics Panel for a new discipline hearing in whole or in part, and at their discretion by a differently constituted Discipline Hearing Panel;

(e) impose any of the penalties as set out in section 6.01(k) of this Article; and/or

(f) direct the disposition of the appeal filing fee. 6.05 (a) The decision of the majority of the members of the Appeal Panel shall be deemed to be

the decision of the Appeal Panel, but if there is no majority, the decision of the chairman shall govern.

(b) The decision of the Appeal Panel shall be in writing; shall contain reasons for the decision; shall be signed by the members of the Appeal Panel or the chairman; and shall set out the disposition of the appeal.

(c) The decision of the Appeal Panel shall be final and binding upon the parties to the hearing and upon any Member affected by it. A copy of the decision shall be forwarded forthwith by the Chief Executive Officer to the Member and any other Member affected by it. If the decision involves the termination or suspension of the membership of a Member, the Chief Executive Officer shall forthwith so advise the Member Board to which the Member belonged and CREA. The Member shall be required to comply with the decision of the Appeal Panel as further provided in paragraph 6.01(m) of this Article.

6.06

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ACTIONS BY MEMBERS: No action or proceeding, either at law or in equity, will be brought by any Member of OREA, or any of its servants or agents, against any other Member, or against OREA, or any of its servants or agents for, or by reason of, any act, matter or thing done or omitted to be done in pursuance, or purporting to be in pursuance of this Article and this Section may, in such action or proceeding, be pleaded as and shall constitute an absolute defence and any and all claims for or by reason of any such act, matter or thing shall be conclusively deemed to have been waived by all Members of OREA. 6.07 In this Article, all notices required to be forwarded to the parties by the Chief Executive Officer, the OREA Arbitration and Ethics Panel, the Investigation Panel, the Discipline Hearing Panel, the Executive Committee, the Appeal Panel and/or the Investigator shall be given either by personal delivery (or courier) or registered mail. Any notice so given shall be conclusively deemed to be received in accordance with the provisions of Subsection 25.01 (b).

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7.01 (a) The affairs of the Association shall be managed by a Board of Directors, each of whom at

the time of his election (or at the time of his becoming a Director Ex Officio) or within ten days thereafter and through his term of office shall be a member of OREA. Except for the Provincial Directors, whose terms are provided for in Article 15, section 15.03, each elected Director shall hold office until the first Annual Meeting after he shall have been elected or until his successor shall have been duly elected and qualified. Except for the election of the Commercial Director, which is provided for in Article 17, theThe election of Directors shall be in accordance with Article 15 herein. Based on the provisions of this By-law and, in particular, applying the criteria set out in section 7.02(a), the Board of Directors is comprised of seventeen sixteen Directors as of the date this by-law was last amended.







(v) the Executive Officer Commercial Director, as described in Article 20, sections 20.06 and 20.08.




(ii) seven Provincial Directors;.



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Any Director running for election as the President-Elect must have served as a Director for at least two years in the five years immediately preceding running for election as President-Elect.

7.02 (a) Subject to sections 7.02(b) and 7.02(c), if, as at June 30 of any year, a Member Board has

a number of Broker SBF Members and Salesperson Members who are either Brokers or Salespersons who pay their annual OREA dues to that Member Board, equal to or greater than 33 1/3 per cent of the total number of Broker SBF Members and Salesperson Members of OREA who are either Brokers or Salespersons as of such date, then a Substantial Membership Director position shall be established on the OREA Board of Directors as of the close of the next Annual Meeting and such Member Board shall appoint, in accordance with sections 7.02 (f), (g) and (h), an individual meeting the criteria set out in section 7.03(e) to fill that Large Board Director position as of such close of that next Annual Meeting.

(b) A Member Board that believes that it meets the criteria set out in section 7.02(a) shall submit evidence in support of same to be received by the Chief Executive Officer of OREA not later than September 1 of the year immediately preceding the next Annual Meeting. If the OREA Chief Executive Officer (with the OREA Executive Committee being the final arbiter, if necessary) agrees that the evidence submitted shows that the Member Board meets the criteria set out in section 7.02(a) (and a consensus between the Member Board and OREA must be reached by October 1), then a Substantial Membership Director position shall be established at the close of such next Annual Meeting. Once a Member Board has, pursuant to sections 7.02(a) and (b), met the criteria to permit the establishment of a Substantial Membership Director position, it is not required to comply with section 7.02(b) each and every year thereafter, unless its Substantial Membership Director position has been terminated pursuant to sections 7.02(d) and (e).



(e) If, at any time, OREA believes that a Member Board in respect of which a Substantial Membership Director position has been established, no longer meets the criteria set out in section 7.02(a) for the continued existence of a Substantial Membership Director position, the Chief Executive Officer of OREA shall give the Member Board notice of same, in writing. If such Member Board believes otherwise, it may, within 30 days of receipt of such notice, submit evidence to OREA that confirms that such Member Board

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meets the requirements of section 7.02 (a). The OREA Executive Committee shall consider the evidence, if any, submitted by the Member Board, and within 30 days of the earlier of the receipt of such evidence or the expiration of the 30-day notice period to the Member Board, shall make its final decision on whether the Member Board continues to meet the criteria in section 7.02(a). Such decision shall be final and binding and not subject to appeal. If the OREA Executive Committee determines that the criteria in section 7.02(a) is no longer being met, then the Substantial Membership Director position in respect of that Member Board shall be immediately terminated and the Substantial Membership Director shall immediately cease to be a Director of OREA.

(f) The appointment of the individual to fill the Substantial Membership Director position shall be made by the board of directors of the Member Board that meets the criteria set out in section 7.02(a), from amongst such board of directors. Such Substantial Membership Director must be and continue to be a director of such Member Board for his entire term as a Substantial Membership Director of OREA. The Member Board appointing such Substantial Membership Director cannot alter such appointment during his term as an OREA Director except if he resigns as an OREA Director or has been removed as an OREA Director in accordance with sections 7.06 or 7.07 and, as a result, the OREA Board of Directors has requested the Member Board to appoint another individual who meets the criteria, in order to fill the vacancy in accordance with section 7.08.


(h) A Member Board that is entitled, according to this section 7.02, to appoint a Substantial Membership Director shall advise the Chief Executive Officer of OREA of the name of the individual appointed in accordance with section 7.02(f) and shall provide the information about the individual that is required in Article 14, section 14.04, not later than 75 days prior to the Annual Meeting at the close of which that individual will be installed as a Substantial Membership Director.

[Note: Due to the provisions of paragraph 7.02(i)(III) of the February 2005 By-law, all of Section 7.02(i)-Transition Provisions, of the February 2005 By-law is automatically omitted from this and all subsequent editions of the OREA By-law.] 7.03 (a) Except for the Executive Officer Director, only Only a SBF Member who is either a

Broker Member or Salesperson Member may be elected or appointed to office as a Director.


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(ii) have been for at least three years in the five years immediately preceding running for election both a member of a Member Board and either a Broker Member or a Salesperson Member of a Member Board; and



(i) served as an OREA Provincial Director (or formerly, an OREA Regional Director) or an OREA Director-at-Large; or(ii) served on a Committee of OREA for at least three years; or





(ii) be appointed by the board of directors of the Member Board that meets the criteria in section 7.02(a), from among such board of directors; and




7.04 The Board of Directors shall meet at least four times each year, at the call of the President, or upon the call of any five members of the Board of Directors upon written notice of at least ten days to all Directors. 7.05 The Board of Directors shall be empowered to appoint the representatives of OREA to the Assembly of The Canadian Real Estate Association.

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7.06 Any member of the Board of Directors shall automatically be removed from office in the circumstances described in paragraphs (a), (b), (c), (f), (i), (j) and (k j) below and may, in the circumstances described in paragraphs (d), (e) (g) and (h) below, be removed from office at any meeting of the Board of Directors by a notice of motion being filed with the Chief Executive Officer at least ten days in advance of such meeting and by a resolution being passed at that meeting of the Board of Directors:







(g) if the Director who is the Commercial Director is no longer and he ceases to be the Chair of the OCCCommercial Committee;



(j) if the Director is a Substantial Membership Director and he ceases to be a director of the Member Board that appointed him to the Substantial Membership Director position;.


7.07 In addition, any member of the Board of Directors may be removed from office by the Assembly for any of the reasons in section 7.06, or for other reasons by a notice of motion being filed with the Chief Executive Officer at least ten days in advance of a meeting of the Assembly and by a resolution passed at a meeting of the Assembly by a majority of the Voting Delegates present at the meeting. 7.08 VACANCIES:

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(a) Subject to section 7.08(b), as long as there is a quorum of Directors in office, any vacancy on the Board of Directors may be filled by the Board of Directors for the unexpired term provided that the Member who the Board of Directors appoints meets the qualifications noted in section 7.03 for the Director position being replaced. When there no longer is a quorum of Directors in office, a general meeting of the Assembly shall be called to fill the vacancies.

(b) If a Director-at-Large or a Provincial Director is elected President-Elect in the first year

of his two-year term, then the vacancy on the Board of Directors that is created when such Director automatically becomes President, shall be filled by holding an election to fill the vacancy for the unexpired one-year term, such election to be held at the OREA Annual Meeting at the close of which such President-Elect becomes President. The provisions of section 7.03 and Articles 14 and 15 shall apply mutatis mutandis.

7.09 The Board of Directors may, from time to time, authorize and approve such travelling expenses or other expenses of Members of the Association as, in its opinion, may be justified.

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8.01 There shall be an Executive Committee comprised of the President, the President-Elect, the Immediate Past President and three Directors-at-Large. 8.02 The Executive Committee shall administer the day-to-day affairs of OREA in accordance with the policies and instructions of the Board of Directors. In addition, the Executive Committee shall review the OREA policies, by-law, rules and regulations to ensure they remain current and recommend changes, where appropriate, to the Board of Directors. 8.03 The Executive Committee shall meet at least four times each year upon the call of either the President or any three members of the Committee at the time and place specified, providing at least ten days' written notice has been given to all members of the Committee. 8.04 The Executive Committee shall have authority and jurisdiction to examine and review the Letters Patent, Supplementary Letters Patent, Constitution, By-laws and Rules and Regulations of a Member Board and may, by resolution, order the Member Board to amend same if any of them do not comply with the terms and conditions of membership as set out in this By-law.

If such order is not complied with, the Executive Committee shall appoint a Special Committee to hear and determine the matter in accordance with the procedures set out in Article 6 herein.

8.05 The Executive Committee may, as it sees fit, appoint such staff as it may consider necessary to perform such duties as it may prescribe. The Executive Committee shall pay such staff from OREA funds such remuneration as it shall approve. 8.06 DUTIES AND POWERS OF COMMITTEES: The duties, powers, actions and responsibilities of all Committees shall be approved by the Executive Committee or the Board of Directors, with the exception of the Nominating, Executive, Arbitration, Commercial, Association Executive Advisory and Special Committees. The appointment of members (but not the chairpersons) to all Committees (except the Executive Committee) shall be made by the Executive Committee, unless otherwise directed by the Board of Directors.

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9.01 The Officers of OREA shall be the President, the President-Elect, the Chief Executive Officer, the Treasurer and the Immediate Past President. The President-Elect shall be elected by the Board of Directors at its first meeting immediately following the Annual Meeting of OREA. The President takes office, as of right, in the year immediately following the year in which he holds office as President-Elect. 9.02 (a) PRESIDENT: The President shall be the Chairman of the Board of Directors of OREA

and shall preside at its meetings and those of the Board of Directors and of the Executive Committee. He shall be the primary spokesperson for all internal industry communications of the Association and joint spokesperson with the Chief Executive Officer in external representations on matters of major relevance to the profession or to real estate. He shall appoint the chairpersons of all Committees, except the Cchair of the Association Executive Advisory Committee who isand the Cchair of the Commercial Committee, who are both appointed by the Executive Committee, and. The President shall be an ex officio member of all Committees and shall perform all other duties usual to the office.

(b) In recognition of the substantial amount of time that the President is required to spend away from his real estate practice in order to travel for and/or carry out OREA business, OREA shall compensate the President annually in the following amount, in addition to the usual reimbursement of expenses:


(ii) for the person serving as President for the period from the close of the OREA Annual Meeting in 2013 to the Annual Meeting in 2014, and for each yearly period between Annual Meetings thereafter, the amount of $75,000 multiplied by the percentage increase, if any, in the Consumer Price Index for Canada–All Items Index, maintained by Statistics Canada (or another similar index maintained by a similar national government organization), between March 1, 2012, and March 1 in the calendar year in which such person commences his then-current term as President (such percentage increase being called the “CPI Percentage Increase”).

9.03 SUPPORT OF PRESIDENTIAL ROLE:

(a) PRESIDENT-ELECT:

(i) The President-Elect shall perform the duties of the President in the event of the absence or disability of the President, shall assist the President when called upon to do so, and shall perform such other duties as may from time to time be assigned to the President-Elect by the Board of Directors.

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(ii) In recognition of the time that the President-Elect actually spends away from his real estate practice in order to travel for and/or carry out those extraordinary OREA-related tasks that have been specifically delegated to him by the President, OREA shall compensate the President-Elect in the following amount, in addition to the usual reimbursement of expenses:

(A) for the person serving as President-Elect from the close of the OREA Annual Meeting in 2004 to the Annual Meeting in 2005, the amount of $350 per day for each day of his term of office which he is required to spend away from his real estate practice in order to travel for and/or carry out extraordinary OREA-related tasks that have been specifically delegated to the President-Elect by the President (each called a “President-Elect Delegated OREA Task Day”); and

(B) for the person serving as President-Elect for each annual period from the close of the OREA Annual Meeting in 2005 to the Annual Meeting in 2006, and for each yearly period between OREA’s Annual Meetings thereafter, for each President-Elect Delegated OREA Task Day, the amount of $350 multiplied by the CPI Percentage Increase, if any, between March 1, 2004, and March 1 in the calendar year in which such person commences his then-current term as President-Elect.

(b) PAST PRESIDENT:

(i) The Past President shall assist the President when called upon to do so, and shall perform such other duties as may from time to time be assigned to the Past President by the Board of Directors.

(ii) In recognition of the time that the Past President actually spends away from his real estate practice in order to travel for and/or carry out those extraordinary OREA-related tasks that have been specifically delegated to him by the President, OREA shall compensate the Past President in the following amount, in addition to the usual reimbursement of expenses:

(A) for the person serving as Past President from the close of the OREA Annual Meeting in 2004 to the Annual Meeting in 2005, the amount of $350 per day for each day of his term of office which he is required to spend away from his real estate practice in order to travel for and/or carry out extraordinary OREA-related tasks that have been specifically delegated to the Past President by the President (each called a “Past President Delegated OREA Task Day”); and

(B) for the person serving as Past President for the period from the close of the OREA Annual Meeting in 2005 to the Annual Meeting in 2006, and for each yearly period between OREA’s Annual Meetings thereafter, for each Past President Delegated OREA Task Day, the amount of $350 multiplied

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by the CPI Percentage Increase, if any, between March 1, 2004, and March 1 in the calendar year in which such person commences his then-current term as Past President.

9.04 CHIEF EXECUTIVE OFFICER: There shall be a Chief Executive Officer who shall be appointed by and hold office at the pleasure of the Board of Directors, which shall determine the terms of his employment. The Chief Executive Officer is responsible for the day to day management of OREA and reports and makes recommendations to the Board of Directors. He shall perform such duties as may be delegated to him by the Board of Directors. The Chief Executive Officer shall serve as the primary external spokesperson and joint spokesperson with the President on matters of major relevance to the profession or to real estate. He shall be entitled to be present at all meetings of the Executive Committee and the Board of Directors, and shall be entitled to receive advance notice of all such meetings. The Board of Directors shall supervise the Chief Executive Officer, which includes recruitment or selection, termination, approving annual objectives, setting priorities, evaluating performance and preparing for the succession of an incumbent. He shall provide a fidelity bond of such amount as may be determined by either the Board of Directors or the Executive Committee, the expense of such bond to be paid by OREA. The Chief Executive Officer shall have custody of the records and seal of OREA. 9.05 TREASURER: The Treasurer shall be appointed by and hold office at the pleasure of the Executive Committee and he need not be a Member of OREA. He shall be the custodian of OREA funds and securities and, subject to the control of the Board of Directors and the Executive Committee, shall be the disbursing officer of OREA. The Chief Executive Officer may also be appointed Treasurer.

He shall deposit funds and securities in such depositories as either the Board of Directors or the Executive Committee may designate and shall be relieved of responsibility thereof while in the custody of such depository, subject however, to any liability under his bond.

He shall provide a fidelity bond in such amount as shall be designated by either the Board of Directors or the Executive Committee, the expense thereof to be paid by OREA.

The accounts of the Treasurer and of the Association shall be audited at least annually by a Chartered Accountant appointed by the Assembly. 9.06 SIGNING OFFICERS:

(a) For OREA cheques not exceeding $10,000.00 or such other amount as may be established by the Board of Directors from time to time, the authorized signing officer(s) shall be either:

(i) the Chief Executive Officer alone;

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(ii) the Executive Director, OREA Centre for Leadership Development and the Executive Director, OREA Real Estate College;

(iii) any one member of the Board of Directors together with either one of the Executive Director, OREA Centre for Leadership Development or the Executive Director, OREA Real Estate College; or

(iv) any two members of the Board of Directors.

(b) For OREA cheques in excess of $10,000.00 or such other amount as may be established by the Board of Directors from time to time, the authorized signing officers shall be:

(i) any one member of the Board of Directors together with any one of the Chief Executive Officer, the Executive Director, OREA Centre for Leadership Development or the Executive Director, OREA Real Estate College; or

(ii) any one member of the Executive Committee and one other member of the Board of Directors.

9.07 (a) For contracts, documents, or any instruments requiring the signature of OREA which:

(i) have an initial term of no more than one year;

(ii) are contemplated within the budget as approved by the Board of Directors; and

(iii) are made with third parties acting at arms length with OREA and its Officers,

the authorized signing officer(s) shall be either the Chief Executive Officer (or his appointed nominee(s)) alone, or in the alternative, any two other Officers, and all contracts, documents and instruments in writing so signed shall be binding on OREA.

(b) For all other contracts, documents or any instruments requiring signature of OREA, the authorized signing officers shall be any two Officers, or in the alternative, any one Officer together with one other member of the Board of Directors, and all contracts, documents and instruments in writing so signed shall be binding on OREA.

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10.01 OREA hereby consents that all Directors and Officers and every person who has undertaken, or is about to undertake any liability on behalf of OREA, or any entity controlled by it shall be deemed to have assumed or undertaken such liability on the express understanding and agreement and condition that all Directors and Officers and every such person or their heirs, executors and administrators and estate and effects respectively, shall at all times, be indemnified and saved harmless out of the funds of OREA, from and against:

(a) all costs, charges and expenses whatsoever which such person sustains or incurs in or about any action, suit or proceeding which is brought commenced or prosecuted against him for or in respect of any act, deed, matter or thing whatsoever made, done or permitted by him in or about the execution of the duties of his office or in respect of such liability;

(b) all other costs, charges and expenses which he sustains or incurs in or about or in relation to the affairs thereof, except such costs, charges, or expenses as are occasioned by his own wilful neglect or default.

10.02 No Director or other Officer of OREA, or trustee acting in relation to any of the affairs of OREA, shall be liable for the acts, receipts, neglects or defaults of any other Director or Officer, or for joining in any receipt or other act for conformity or for any loss, damage or expense happening to OREA through the insufficiency or deficiency of title to any property acquired by order of the Directors for or on behalf of OREA, or for the insufficiency or deficiency of any security in or upon which any of the monies of OREA, shall be placed or invested, or for any loss or damages arising from the bankruptcy, insolvency or tortuous act of any person, firm, or corporation with whom or which any monies, securities or effects shall be lodged or deposited, or for any other loss, damage or misfortune whatever which may happen in the execution of the duties of his respective office or trust, or in relation thereto, unless the same will happen by or through his own wilful act or default. 10.03 The Directors of OREA are hereby authorized to give such further and other written indemnities to any Director or Officer of OREA or to any other person, who has undertaken, or is about to undertake, any liability on behalf of OREA or of any entity controlled by it.

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11.01 The Directors of OREA may:

(a) borrow money upon the credit of OREA, in such amounts and upon such terms as may be deemed appropriate;

(b) issue the bonds, mortgages, debentures or other securities of OREA for the lawful purpose of OREA for such amounts and upon such terms as may be deemed appropriate but no such bond, mortgage, debenture or other security shall be for a sum less than $100.00 each, and may pledge or sell the same for such sums and at such prices as may be deemed appropriate;

(c) charge, hypothecate, mortgage or pledge all or any of the real or personal property, rights and assets of OREA to secure any such bonds, mortgages, debentures or other securities and any indebtedness of OREA or sums borrowed for the purposes of OREA, and any instruments of hypothecation, mortgage or pledge may contain such covenants, powers, provisos and agreement as the Directors may think expedient.

11.02 Nothing in this By-law shall limit the borrowing of money by OREA on bills of exchange or promissory notes made, drawn, accepted or endorsed by or on behalf of OREA.

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12.01 The Assembly shall be the governing body of OREA and shall consist of the following Voting Delegates:

(a) representatives of the Member Boards, chosen by the Member Boards, as provided in Section 12.03 below.


(a) to act as the Annual, General or and Special MeetingMeetings of OREA, meeting not less than annually;







(e) to establish general policy guidelines for the consideration of the Board of Directors. 12.03 (a) Member Board representatives to the Assembly, each of whom shall be entitled to one vote,

shall be those BrokerSBF Members or Salesperson Memberswho are Brokers or Salespersons who are selected at least annually by each Member Board to represent it at the Assembly on the following basis:







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TheFor each Member Board, the membership figures used to compute the above representation shall be those on record as of the last report registered with OREA by each Member Board, and shall include only the individual personsBrokers and Salespersons who are registrants as defined by the Act, members in good standing of such Board and for whom membership dues have been remitted by such Member Board to OREA. Each such Member Board shall supply the Chief Executive Officer with the evidence of such selection. (b) The SBF Members shall have no vote. 12.04 The function of a Voting Delegate shall be automatically terminated in the following circumstances:

(a) if he resigns his function by delivering written notice to the Chief Executive Officer of OREA;


(c) he becomes bankrupt, or insolvent;


(e) if, at a special or general meeting of the Assembly, a resolution is passed by the majority of the Voting Delegates present at the meeting that he be removed from his function;

(f) if he ceases to be a Member of OREA. 12.05 Should any vacancy occur resulting from the events set out in Section 12.04 preceding, the vacancy shall be filled by the appointment or election of a successor in accordance with the relevant Section (12.03) by virtue of which the office was held, subject to the following further provisions:

(a) In the case of a Voting Delegate to the Assembly who was selected by a Member Board, the vacancy shall be filled or left vacant at the discretion, option and decision of the said Member Board.

12.06 The President may call together in congregation the Assembly at any time and place to provide the Board of Directors with an informal consensus or cross-section of opinion provided that fifteen days' notice of such congregation shall be sent in writing to each Member Board of the Association. No formal notice shall be necessary if all Voting Delegates to the Assembly are present at the meeting or waive notice thereof in writing. Such a congregation shall not be a meeting of the Assembly within the terms of Article 13.

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13.01 The Annual General Meeting of the Assembly shall be the Annual Meeting of OREA and shall be called for the purpose of electing Directors and of carrying on such other business as may properly come before an Annual General Meeting. It shall be held at such time and place as may be determined by the Board of Directors in accordance with the notice requirements hereafter. 13.02 Special Meetings of the Association shallmay be called by either the Assembly, the Board of Directors or, upon petition by twenty per cent of the Member Boards in accordance with the notice requirements hereafter, by the President or the President upon petition by twenty per cent of the Member Boards in accordance with the notice requirements hereafter. 13.03 Written notice of the time and place of any meeting of the Assembly shall be given in the name of the President or Chief Executive Officer to each Member Board at its last known address at least twenty days before the day appointed for such meeting. The accidental omission to notify any Member Board or non-receipt of such notice by any Member Board shall not invalidate the proceedings of any meeting of the Assembly. 13.04 The President or Voting Delegates to the Assembly may determine the order of business of any meeting of the Assembly and the time and place at which it shall be held. 13.05 The Voting Delegates to the Assembly present in person shall have the right to one vote at all meetings of the Assembly, provided that written authorization of their selection as Representatives of their Member Board, executed by the Secretary of the Member Board or such other officer of the Member Board as is authorized by the Member Board’s board of directors, is received by the Chief Executive Officer not later than ten days before the date of the meeting. The written authorization must include the name of the Member Board, the name of their selection as Representatives(s) of their Member Board and the date the Member Board authorized its selection of Voting Delegate(s). 13.06 (a) Each Member Board shall have the right to select one or more Alternates to represent and

vote on behalf of the Member Board at any meeting of the Assembly in the event that any duly appointed Voting Delegate is absent from the meeting or is removed pursuant to Section 12.04 (“Missing Voting Delegates”). The Member Board shall notify OREA of the selection of its Alternates and the priority in which those Alternates shall replace Missing Voting Delegates by providing a written authorization to the Chief Executive Officer no later than 10 days before the date of the meeting (“Original Alternates”).

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(b) At any time between 10 days before the date of the meeting and the commencement of the meeting, a Member Board shall have the right to select additional Alternates by providing one further written authorization to the Chief Executive Officer (“Additional Alternates”). If there are not enough Original Alternates present at the meeting to replace the Member Board’s Missing Voting Delegates, any of the Additional Alternates may replace such Missing Voting Delegates, subject to Subsection 13.06(c).

(c) A written authorization described in this Section 13.06 must be signed by the Secretary of

the Member Board or other officer specifically authorized to do so by its board of directors, set out the date it was executed, the name of the Member Board, the names of the Original Alternates, or Additional Alternates, as the case may be, and the priority in which those Original Alternates or Additional Alternates are to replace any Missing Voting Delegate. In the event that any such written authorization does not clearly set out the priority of the Original Alternates or Additional Alternates, as the case may be, the priority shall be determined alphabetically using those Original Alternates’ or Additional Alternates’ last names.

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14.01 (a) At least 120 days prior to the Annual Meeting, the Chief Executive Officer shall send a

notice to the Member Boards (to the attention of the Executive Officer) advising of the upcoming election of the Board of Directors and encouraging qualified Members to let their names stand for election as Director-at-Large or Provincial Director. The Member Boards shall forthwith forward such notice to their membership (either through direct mailing or through the Member Boards’ publication to their members). Promotion of the upcoming election shall also be published in OREA’s newspaper.

(b) Included in such notice shall be the basic requirements necessary for a Member to qualify as a member of the Board of Directors, as set out in Article 7, section 7.03.

14.02 (a) Interested candidates must submit their names, seconders and credentials, to be received

by the Chief Executive Officer not later than 75 days prior to the Annual Meeting.

(b) A candidate running for election for the position of Director-at-Large must be seconded by two Voting Delegates to the Assembly. A candidate running for election for the position of Provincial Director must be seconded by two Voting Delegates to the Assembly from a Member Board situated in the Area for which the candidate wishes to be elected as the Provincial Director.

(c) Candidate credentials shall include a biographical outline of the individual, including information concerning the business career and experience of the candidate. In addition, the candidate must submit a statement indicating that he is a licensed practitioner under the applicable laws of Ontario, advise of his status of OREA membership, indicating the Member Board to which he belongs, as well as advising of the years and places of directorship and Committee experience contemplated in section 7.03 of Article 7.

14.03 (a) In the event that an insufficient number of candidates have put forth their names to stand

for election for any of the various categories of directorship by submitting their names to the Chief Executive Officer in accordance with section 14.02, the Chief Executive Officer shall advise the Executive Committee who shall appoint a Nominating Committee consisting of the four most recent past presidents (including the Immediate Past President) still active in OREA. The Immediate Past President shall act as chairman of the Nominating Committee.

(b) The Nominating Committee shall propose nominees which would otherwise meet the prerequisite credentials for directors and verify their agreement to serve as a director no later than 50 days prior to the Annual Meeting.

14.04 A Member Board that is entitled to appoint an individual to the Substantial Membership Director position on the Board of Directors pursuant to Article 7, section 7.02(a), shall, as required by Article 7, section 7.02(h), submit the following information to be received by the Chief

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Executive Officer of OREA not less than 75 days prior to the Annual Meeting at the close of which that individual will be installed as a Substantial Membership Director:

(a) the name of the individual that the board of directors of the Member Board has appointed to fill the Substantial Membership Director position on the Board of Directors;

(b) confirmation that the individual is a director of such Member Board; and

(c) the individual’s credentials in form and substance similar to that which is required by section 14.02(c).

14.05 The Chief Executive Officer shall circulate the names of all candidates who have advised that they wish to stand for election as Directors-at-Large and Provincial Directors, in accordance with section 14.02, or who have been nominated by the Nominating Committee for those positions, in accordance with section 14.03 to the Member Boards, the candidates/nominees, and the Board of Directors not less than 45 days prior to the Annual Meeting.

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15.01 The election of the four Directors-at-Large and seven Provincial Directors shall be by ballot cast by the Voting Delegates to the Assembly at the Annual Meeting of OREA, in accordance with the provisions hereof. The election of the Commercial Director shall be as provided for in Article 17. 15.02 (a) Each Voting Delegate to the Assembly present in person shall be entitled to vote for the

four Directors-at-Large. (b) Except as provided for in the transition provision in paragraph (c)(ii) below, the

Directors-at-Large shall be elected for a two-year term. (c) TRANSITION PROVISION: At the 2013 Annual Meeting only, in order to start the

rotating two year terms for the four Directors-at-Large,

(i) those two Directors-at-Large elected with the most number of votes shall be elected for a two-year term and shall hold office until the close of the second Annual Meeting following their election; and

(ii) the other two elected Directors-at-Large shall be elected for a one-year term and shall hold office until the close of the next Annual Meeting following their election.

(d) Thereafter, in even years (i.e. 2014, 2016, etc.) two Directors-at-Large shall be elected by the Voting Delegates for a two-year term and the Directors-at-Large so elected shall hold office until the close of the second Annual Meeting following their election.

(e) Thereafter, in odd years (i.e. 2015, 2017, etc.) two Directors-at-Large shall be elected by

the Voting Delegates for a two-year term and the Directors-at-Large so elected shall hold office until the close of the second Annual Meeting following their election.

15.03 (a) There shall be one Provincial Director for each of the following Areas: Western Ontario;

Southern Ontario; Northeastern Ontario; Northern Ontario; and Eastern Ontario.


(c) The Home Board of the two Provincial Directors for Central Ontario shall not be the same Member Board. This restriction shall not prevent more than one candidate from the same Home Board in the Central Ontario Area from running for election as the Provincial Director for the Central Ontario Area. However, if during the course of his term of

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office, a Provincial Director for the Central Ontario Area changes his Home Board so that it is the same Home Board of the other Provincial Director for the Central Ontario Area, the Board of Directors may, at its sole discretion, permit such Provincial Director to finish his term of office. If the Board of Directors does not permit such Provincial Director to finish his term of office, such Provincial Director shall immediately be removed from office and the vacancy shall be dealt with in accordance with section 7.07.


(e) Voting for a Provincial Director shall be by Area. Only a Voting Delegate to the Assembly from a Board situated in the Area for which a candidate is to be elected as the Provincial Director is entitled to vote in the election of such Provincial Director. Up to and including the Assembly of 2002, Voting Delegates from the Central Ontario Area shall vote for two Provincial Directors.

(f) In odd years (ie i.e. 1999, 2001, etc.) the Provincial Directors shall be elected by the Voting Delegates of the following areas:


(g) In even years (ie i.e. 2004, 2006, etc.) the Provincial Directors shall be elected by the Voting Delegates of the following areas:

Southern Ontario; Northeastern Ontario: - two-year terms, and Provincial Directors so elected shall hold office until the close of the second Annual Meeting following their election.


15.04 (a) A report shall be made at the Annual Meeting advising of persons who were acclaimed as

Directors.

(b) In the event that only one candidate lets his name stand for election for any directorship position, or in the event the Nominating Committee nominates only the number of nominees to fill vacancies on the directorate without the requirement for an election to be held, then such candidate(s) or nominees(s) shall be deemed to be elected by acclamation, and the President shall declare such candidates to be duly elected.

15.05

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(a) This section 15.05 does not apply to the election of the Commercial Director. The election process for the Commercial Director is described in Article 17.

(b a) In an election of the Board of Directors, where the number of candidates exceeds the number of available elective positions, each candidate to be elected must receive a majority of the valid ballots cast.

(c b) Voting Delegates shall mark their ballots for no more nor no less than the number of elective positions.

(d c) Where the number of candidates exceeds the number of available elective positions, the elected candidates shall be those receiving the greatest number of votes in descending order, as long as they also receive a majority of the valid ballots cast. For the election of the Provincial Directors for the Central Ontario Area, this subsection (d) is subject to the extra restriction and additional procedures contained in subsection 15.03(c) and (d) which ensure that the two elected candidates are not from the same Home Boards.

(e d) Except where this would cause an elective position to be filled by a candidate who did not receive a majority of the valid ballots cast, the candidate receiving the fewest number of valid ballots cast shall be deemed to have withdrawn from any subsequent ballot.

(f e) Where fewer candidates than the number of available elective positions receive a majority of the valid ballots cast, those who have received the greatest number of votes in descending order and a majority of the valid ballots cast will be deemed elected and further ballots shall be held with respect to the other candidates until all elective positions are filled with candidates who have received, either on the first or subsequent ballots, a majority of the valid ballots cast and the greatest number of votes in descending order.

(g f) This procedure shall be repeated, if necessary, until all elective positions are filled. 15.06 In the event of any tie vote, after three ballots shall have been taken, the President shall cast the tie-breaking vote. 15.07 The President shall preside at the election. The Immediate Past President shall present the report regarding the election and shall be responsible for the appointment of scrutineers and for the report of results to the President. 15.08 The four Directors-at-Large and seven Provincial Directors; the President; the Commercial Director; the Substantial Membership Director(s) and the Immediate Past President shall take office and shall be installed following the Annual Meeting. The CREA Regional Director for Ontario shall take office and be installed immediately before the Board of Directors meeting next following his election to the CREA Board of Directors. The Executive Officer Director and tThe Commercial Director shall take office and be installed immediately before the Board of

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Directors meeting next following his appointment as chair of the Association Executive Advisory Committee and chair of the Commercial Committee respectively.

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(a) “Individual Members” means Broker Members, Salesperson Members, and Affiliate Members who belong to Member Boards (and includes honorary members and honorary life Brokers or Salespersons who are registrants as defined by the Act and members of the Member Boards); and



(ii) for dual or multiple members, the Member Board to which the Firm that employs the Individual Member’s Firm Member pays its OREA dues.

16.02 (a) OREA DUES: Annual OREA dues for Individual Members shall be as prescribed by the

Assembly. The Board of Directors may waive the dues of any Individual Member who has served OREA as a President for so long as that person remains a SBF Member of OREA. The annual OREA dues shall be payable by each Individual Member in advance to the Payee Board in the manner (either annually, semi-annually or quarterly) and upon the dates as required by the Payee Board. If annual OREA dues are payable in installments (other than annually) a dues surcharge, payable by the Individual Members, may be prescribed by Assembly.


16.03 (a) REPORTING REQUIREMENTS: In January of each year, each Member Board shall

file with OREA a report setting out the names and addresses of the Individual Members as of January 1 of that year, and advising OREA of the manner (either annually, semi-annually or quarterly) and the date(s) upon which it will collect the OREA dues from the Individual Members (the “Report”). The Report shall be signed by the President and Executive Officer an authorized signing officer of the Member Board.

(b) COLLECTING AND REMITTING OREA DUES: Each Member Board shall collect the annual OREA dues from the Individual Members on the basis as described in the Report. Each Member Board shall remit, not later than five fifteen days after the end of each calendar quarter, all the OREA dues which the Member Board has collected during that calendar quarter.


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(a) Each Member Board shall, at least quarterly, submit to OREA the names and addresses of new Individual Members. Each Member Board shall collect the annual OREA dues from the new Individual Members and the OREA initiation fee from the new Individual Members and shall remit the OREA dues and initiation fees so collected not later than five fifteen days after the end of each calendar quarter.

(b) If a Member Board permits reduced board dues for Individual Members who join after a

particular date during the year, the OREA dues payable by those Individual Members to OREA shall be reduced proportionately, but in no event shall the reduced OREA dues be less than twenty-five percent of the annual OREA dues.

16.05 NON-PAYMENT OF OREA DUES AND INITIATION FEES: If OREA dues or initiation fees are not paid by an Individual Member, or not remitted by a Member Board, within (90) days after the applicable due date, the membership of the delinquent Member may be terminated by the Board of Directors.

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17.01 (a) The Ontario Commercial Council is an unincorporated body; and save and except as

noted in this By-law, it operates as a committee of OREA. Its Chair shall be the OREA Commercial Director, who will also chair meetings of the Ontario Commercial Federation.



(a) the most recent past Chair of the OCC who is willing and qualified to serve as past Chair (the “Past Chair”), for a one-year term;






(d) one member of the OREA Executive Committee, appointed by the OREA President, for a one-year term;


17.03 The OCC Members so elected, appointed or holding the position as of right (each as described in section 17.02) shall take up that position at the first OCC meeting following that year’s OCF

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Election Meeting (as defined in section 17.15) and that year’s OREA Annual Meeting and shall hold the position until either the next OCF Election Meeting and OREA Annual Meeting, or the second next OCF Election Meeting and OREA Annual Meeting (all according to the respective terms as described in section 17.02), or until their successors have been respectively established, appointed or elected, or until they have otherwise been terminated from that position in accordance with this By-law, save and except the Chair of the OCC, who shall take up that position immediately following that year’s OREA Annual Meeting and shall hold that position until the next OREA Annual Meeting, or until his successor has been established, or otherwise been terminated from that position in accordance with this By-law. 17.04 (a) At the first meeting of the OCC after that year’s OCF Election Meeting, which meeting

shall take place as soon as practical following such OCF Election Meeting and that year’s OREA Annual Meeting, the OCC shall elect that year’s Chair-elect, from among the OCC members described in subsection 17.02(c).





(b) if he ceases to be a Member of the Canadian Commercial Council of REALTORS; (c) if he becomes legally incompetent;





17.06

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(a) Any vacancy on the OCC of the Elected OCC Members may be filled by resolution of the OCC, from any Board OCF Appointees on the OCF, and such replacement shall hold that position for the remainder of the unexpired term of the Elected OCC Member whose vacancy is being filled.



(d) In the event that the position of Chair-elect becomes vacant, the OCC would elect another Chair-elect from amongst the OCC members set out in subsection 17.02(c), as described and provided for in subsection 17.04(a). The person so elected would become Chair-elect for the remainder of the unexpired term of the position of Chair-elect and then would automatically become Chair, as of right, as provided for in subsection 17.04(a).




17.07 (a) On or before January 10th of every second year, starting in 2009, the board of directors of

each Ontario real estate board shall appoint a member of that real estate board as its representative to the Ontario Commercial Federation (the “Board OCF Appointee”).



(ii) a member of the Canadian Commercial Council of REALTORS. In addition to the requirements in (i) and (ii) above, if a real estate board has a commercial committee, commercial council, commercial division or some other board-

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established commercial entity, then the Board OCF Appointee must be a member of such commercial committee, council, commercial division or other commercial entity.




17.08 (a) The Ontario Commercial Federation shall be made up of the Board OCF Appointees

representing the Ontario real estate boards.



17.09 Should any vacancy on the OCF occur as a result of the events set out in subsection 17.07(d); as a result of a Board OCF Appointee being elected to the OCC (or in the case of the Toronto Real Estate Board’s Board OCF Appointee, becoming the TREB OCC Member as of right); or for any other reason, the vacancy shall be filled by the appointment of a successor by the effected real estate board, in the same manner and with the same qualifications as set out in subsection 17.07. The successor will become that real estate board’s Board OCF Appointee for the remainder of the unexpired term of the Board OCF Appointee who is being replaced. The real estate board shall immediately advise the OREA Government Relations Department of the name of such replacement Board OCF Appointee. Basic Meeting Rules of the Ontario Commercial Federation

17.10 The Chair of the Ontario Commercial Council, who is also the OREA Commercial Director shall chair the OCF meetings. The OCC Chair’s right to vote, as chair of an OCF meeting, is set out in subsection 17.08(b). 17.11

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(a) The Ontario Commercial Federation’s mandate, meeting policies and procedures shall be as approved by the OREA Board of Directors.



17.12 The Ontario Commercial Federation shall meet no less than once a year and no more than two times a year, each time at the call of the OREA Commercial Director with the approval of the OREA Board of Directors. Other than for the OCF Election Meeting which notice provisions are described in subsection 17.16(a), a notice in writing, setting out the time, place and date of any such other meeting of the OCF, and which shall include an indication of the general nature of the business to be dealt with at the meeting, shall be sent to each Board OCF Appointee at their address on file at OREA (or care of their respective real estate boards if OREA has not been advised of the name and/or address of a Board OCF Appointee) at least 10 days prior to the date of the meeting as set out in the notice. 17.13 Not less than fifty percent (50%) of the Board OCF Appointees must be present in person in order to establish a quorum of the Ontario Commercial Federation and no business shall be conducted at a meeting of the Ontario Commercial Federation unless the required quorum is present at the beginning of and throughout the meeting. 17.14 Each Board OCF Appointee who is present in person at the OCF meeting shall be entitled to one (1) vote at meetings of the OCF. Proxies are not permitted. The OCC Chair’s right to vote, as chair of an OCF meeting, is set out in section 17.08(b). OCF Election Meeting

17.15 Starting in 2009 and each year thereafter, on a date that is on or before the last day of the OREA annual conference during which the OREA Annual Meeting is held that year, the Ontario Commercial Federation shall meet to elect the Elected OCC Members to the Ontario Commercial Council (the “OCF Election Meeting”). At the OCF Election Meetings, OCF members shall elect a sufficient number of Elected OCC Members to replace those Elected OCC

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Members whose terms on the OCC are expiring. 17.16 (a) At least 35 days prior to the OCF Election Meeting, the OCC Chair shall send a notice to

the Board OCF Appointees at their address on file with OREA (or care of their respective real estate boards if OREA has not been advised of the name and/or address of a Board OCF Appointee) advising of the upcoming OCF Election Meeting which will be for the purpose of electing the Elected OCC Members; stating the number of Elected OCC Member vacancies on the OCC for which elections will be required; and encouraging qualified Board OCF Appointees to let their names stand for election as Elected OCC Members.




(e) In the event that an insufficient number of Board OCF Appointees have put forth their names to stand for election as Elected OCC Members by submitting their names to the Chair in accordance with subsection 17.16(b), a Nominating Group consisting of the Past Chair, the Chair, Chair-Elect of the OCC and three other Board OCF Appointees who are not candidates chosen by the OCC Past Chair, shall meet. The OCC Past Chair shall act as chair of the Nominating Group.



17.17 (a) The election of the Elected OCC Members shall be by ballot cast by the members of the

OCF at the OCF Election Meeting.

(b) Each Board OCF Appointee who is present in person at the OCF Election Meeting shall

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be entitled to vote for the number of Elected OCC Member positions that are to be filled at that OCF Election Meeting. Proxies are not permitted. The OCC Chair’s right to vote, as chair of an OCF meeting, is set out in subsection 17.08(b).



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17.01 (a) There shall be a Commercial Committee which shall be comprised of nine members as

follows:





(b) Except for the representative from the OREA Board of Directors, only a Broker Member

or Salesperson MemberSBF Member who is either a Broker or Salesperson and who is a member of the Canadian Commercial Council of REALTORS® is eligible to be a member of the Commercial Committee. In addition, if a real estate board has a commercial committee, commercial council, commercial division or some other commercial entity, then the Broker Member or Salesperson Member member must also be a member of such commercial committee, commercial council, commercial division or other commercial entity to be eligible to be a member of the Commercial Committee.

(c) The Executive Committee shall select the members of the Commercial Committee in

accordance with Sections 17.01(a) and (b). 17.02 The Executive Committee shall, annually and whenever there is a vacancy, appoint the Cchair of the Commercial Committee from amongst its members, but neither the Ontario Regional Director of the Canadian Commercial Council of REALTORS® nor the representative from the OREA Board of Directors shall be eligible to be so appointed. 17.03 The Commercial Committee shall make recommendations to the OREA Board of Directors on those matters and issues of interest to commercial REALTORS®. 17.04 The term of each member of the Commercial Committee, including the chair, shall be one year, or until the successor is appointed. 17.05 The Cchair of the Commercial Committee must meet the qualifications set out in Sections 7.06 and 17.01(b) and automatically ceases to be the Cchair of the Commercial Committee upon

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failing to meet these qualifications and/or being absent for three consecutive meetings of the Commercial Committee. 17.06 The Commercial Committee shall meet at least once a year upon the call of either the Cchair of the Commercial Committee or any three members of the Commercial Committee at the time and place specified, providing at least ten days’ written notice has been given to all members of the Commercial Committee. 17.07 The Cchair of the Commercial Committee shall be the Commercial Director of OREA.

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(i) a dispute relating to the division, distribution, or disposition of a commission paid, or to be paid in respect of a transaction or transactions between a Firm Member of a Member Board and another Firmtwo SBF Members which are Firms and who are not both members of the same Member of a different Board (hereafter called the “Commission Dispute”); or

(ii) such other dispute, or controversy between a Firm Member of a Member Board and another Firm Member of a differenttwo SBF Members which are Firms and who are not both members of the same Member Board as the President deems necessary in his sole discretion to have determined in the interest of OREA (hereinafter called the “Other Type of Dispute”),




(d) No action or proceeding either at law or in equity will be brought by any Firm Member ofwhich is a SBF Member Board of OREA against any otheranother Firm Member ofwhich is a differentSBF Member Board as a result of, or by reason of, any Commission Dispute, unless all of the parties to the Commission Dispute shall have advised OREA in writing that they choose not to arbitrate before OREA in accordance with this Article.

(e) For the purpose of clarification, the parties to a Dispute between Firm MembersFirms which are members of the different Member Boards shall be deemed to include two Firm MembersFirms who are not both Firm Membersmembers of the Member Board in whose jurisdictional area the property is located, even though they both may be Firm Membersmembers of another Member Board.

18.02 In this Article, all notices required to be forwarded to the parties by the Chief Executive Officer, or the Chairman of the Arbitration Panel (as hereinafter defined) shall be given either by

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personal delivery (or courier) or registered mail. Any notice so given shall be conclusively deemed to be received in accordance with the provisions of Subsection 25.01 (b). 18.03 Upon receipt of a request for arbitration, the Chief Executive Officer shall appoint three members of the OREA Arbitration and Ethics Panel to be the Arbitration Panel, one of whom he shall designate as the Chairman, to process, hear, decide and otherwise deal with the arbitration. 18.04 No member of the OREA Arbitration and Ethics Panel shall serve on an Arbitration Panel in any Dispute:

(a) if he has any personal or financial interest in the Dispute; or

(b) if he is related to either party. 18.05 (a) Any FirmSBF Member which is a Firm having a Dispute (hereinafter called the

"Claimant") may file a notice of Dispute not later than three months from the date upon which the cause of the Dispute arose, or within such further period of time as may be authorized by the President and the President-Elect (or their appointees where a conflict of interest appears) based upon the policies established by the Board of Directors.



18.06 REMUNERATION: Each member of an Arbitration Panel shall be reimbursed in accordance with a fee schedule established by the Board of Directors. 18.07 Upon receiving a notice of Dispute, the Chief Executive Officer shall notify the FirmSBF Member which is a Firm with whom the Claimant has the Dispute (hereinafter called the "Defendant") and shall with such notice transmit to the Defendant a copy of the notice of Dispute.

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The Chief Executive Officer shall forthwith forward a copy of such defence to the Claimant. 18.08 If the Defendant fails to deliver such a defence within the time specified, or fails or refuses to appear at the hearing hereinafter provided, the Arbitration Panel may proceed to hear and determine the matter upon the Claimant's own appearance. 18.09 After the time specified for delivery of the defence the Chairman of the Arbitration Panel shall set a date for the hearing and notify the parties of the date of such hearing, provided that such hearing shall not be less than twenty days from the date that such notice is forwarded to the parties. 18.10 Upon receipt of the statement of each party, the Chairman of the Arbitration Panel may, prior to the hearing, require both parties to attend upon a conciliator appointed by the Chairman. The conciliator shall endeavour to resolve the Dispute and where a settlement is effected, the conciliator shall prepare a report describing the disposition of the Dispute, including the disposition of the Filing Fee and forward same to the Chairman of the Arbitration Panel.

Where a meeting with the conciliator does not lead to a resolution of the Dispute, the conciliator shall advise the Chairman of the Arbitration Panel in writing that the Dispute could not be resolved, but the conciliator shall not discuss with anyone any of the matters discussed, or statements made, or positions taken by either the Claimant or Defendant at any meeting or meetings with the conciliator.

If a conciliator is unsuccessful in resolving the Dispute, and the matter proceeds to a hearing, the conciliator shall not be allowed to participate in any form at such hearing. 18.11 The Arbitration Panel shall have all the powers of arbitrators under the Arbitration Act and without in any way limiting the generality of powers so conferred the Arbitration Panel may:

(a) adjourn any hearing from time to time;

(b) proceed in such manner as it deems proper and without being bound by the rules of evidence or other legal rules, provided that it shall consider the best evidence available;

(c) receive evidence under oath. 18.12

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The parties to any such arbitration shall be entitled to call as witnesses any person who has knowledge of the facts concerning the Dispute whether or not that person is a Member of OREA. 18.13 The Arbitration Panel by its award may:

(a) dismiss the Dispute;

(b) direct such disposition of the Dispute, or of the commission, or other amounts involved in the Dispute as it deems proper;

(c) requirement payment by the Defendant to the Claimant of all or any part of any fee paid by the Claimant pursuant to Sub-section 18.05 (c) herein;

(d) direct the disposition of the Filing Fee. 18.14 The award shall be:

(a) in writing;

(b) signed by all members of the Arbitration Panel;

(c) delivered forthwith to the Chief Executive Officer. 18.15 A copy of the award shall be forwarded by the Chief Executive Officer to the parties. 18.16 The award of the Arbitration Panel shall be final and binding upon the parties to the Dispute. If a party to the Dispute:

(a) fails to submit to Arbitration, as hereinbefore provided and instead proceeds to any action, or proceeding at law, or in equity, such failure shall be dealt with pursuant to the provisions of Article 6, as a breach of this By-law; or

(b) fails to comply with the award of the Arbitration Panel within thirty days from the date upon which the Arbitration Panel's award is forwarded to the non-complying party, the Executive Committee may, at any subsequent meeting of the Executive Committee and without further proceedings, either expel the party from membership in OREA, or suspend the membership of such party in OREA for such period as the Executive Committee may in its sole discretion determine. Once the party has been expelled from membership in OREA, or its membership has been suspended, the Chief Executive Officer shall forthwith so advise the Member Board in which such party held membership and CREA.

18.17

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Either party to an arbitration may be represented by a BrokerSBF Member orwho is a Salesperson Member of OREAor Broker. Either party may also be represented by legal counsel provided that the party shall first notify the other party and the Arbitration Panel not less than ten days before the date set for the hearing. The Arbitration Panel may retain legal counsel to sit at the hearing and to advise the Arbitration Panel on any and all matters of law but he shall not take part in the deliberation or decision of the Arbitration Panel. 18.18 No action or proceeding, either at law or in equity, will be brought by any Member of OREA, or any of its servants or agents, against OREA, or any of its servants or agents, or against any Member of the Arbitration Committee for, or by reason of, any act, matter or thing done or omitted to be done in pursuance, or purporting to be in pursuance of this Article and this Section may in any such action proceeding, be pleaded as and shall constitute an absolute defence and any and all claims for, or by reason of any such act, matter or thing shall be conclusively deemed to have been waived by all Members of OREA.

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19.01 Upon receipt of a notice by the Chief Executive Officer of an appeal from a decision of a board of arbitrators pursuant to the provisions of the constitution, by-laws, or rules and regulations of a Member Board (Notice of Appeal), the Chief Executive Officer shall appoint three members of the OREA Arbitration and Ethics Panel to be the Appeal Panel, one of whom he shall designate as the Chairman, to process, hear, decide and otherwise deal with the Appeal.

The members of the OREA Arbitration and Ethics Panel who are appointed as aforesaid shall exercise and be limited to the authority and jurisdiction set out in the constitution, by-laws, or rules and regulations of the Member Board. Without limiting the generality of the foregoing, such appeal shall only be with respect to the question of whether the arbitration panel of the Member Board had the jurisdiction to make its award or decision or whether or not there was a denial of natural justice. 19.02 The appellant shall deposit with OREA the Notice of Appeal together with the Filing Fee. Such Filing Fee shall be retained by OREA and no appeal shall be heard and determined by the Appeal Panel until the Filing Fee has been paid. Any refund of a portion of the fee is completely at the discretion of the Appeal Panel after the expenses of the hearing have been deducted therefrom. 19.03 The provisions of this Article shall apply only to those Member Boards which have enacted as a portion of their by-law the specific arbitration appeal procedures as provided by OREA. 19.04 Where the Member Board has enacted as a portion of its by-law the specific arbitration appeal procedures as provided by OREA, the provisions of the Member Board’s by-law and this Article 19 shall constitute the arbitration agreement between and among the Members with respect to such arbitration and any appeal therefrom. The parties to the arbitration shall not have a right of appeal to the courts on a question of law. The parties shall have the right to pursue the internal appeal procedures as more particularly described in the Member Board’s by-law and this Article 19. The provisions of this Article may be pleaded in any action or proceeding at law or in equity taken with respect to such an arbitration or appeal.

Where the by-law of a Member Board fails to provide a time limit for such an appeal, a Notice of Appeal and Filing Fee shall be received by the Chief Executive Officer not later than thirty days after the award which is the subject of the appeal.

Where the by-law of a Member Board fails to so provide, all notices required to be forwarded to the parties by the Chief Executive Officer (or his appointed nominee), or the Chairman of the Appeal Panel (as herein defined) shall be given either by personal delivery (or courier), or registered mail. Any notice so given shall be conclusively deemed to be received in accordance with the provisions of subsection 25.01 (b).

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20.01 (a) There shall be an Association Executive Advisory Committee comprised of seven members as follows:

(i) Two Association Executives from Member Boards with up to 300 Members;

(ii) Two Association Executives from Member Boards with more than 300 Members and up to 1,000 Members;

(iii) One Association Executive from Member Boards with more than 1,000 Members, not including the Toronto Real Estate Board;

(iv) One Association Executive from the Toronto Real Estate Board; and

(v) One representative from the OREA Board of Directors.

(b) The Executive Committee shall select the members of the Association Executive Advisory Committee in accordance with section 20.01(a).

20.02 The Executive Committee shall, annually and whenever there is a vacancy, appoint the Cchair of the Association Executive Advisory Committee from amongst those members of the Association Executive Advisory Committee who are persons retained to carry out the functions of an executive officer or a chief executive officer of a Member Board. 20.03 The Association Executive Advisory Committee shall make recommendations to the OREA Board of Directors about how to enhance the environment in which the Provincial Association and Member Boards work together for the betterment of Members. 20.04 Except for the OREA Board of Directors representative described in section 20.01(a)(v), only Association Executives are eligible to be members of the Association Executive Advisory Committee. Employees of OREA shall not be members of the Association Executive Advisory Committee. 20.05 The term of each member of the Association Executive Advisory Committee, including the chair, shall be one year, or until the successor is appointed. 20.06 The Cchair of the Association Executive Advisory Committee must be a person retained to carry out the functions of an executive officer or a chief executive officer of a Member Board and must meet the qualifications set out in Section 7.06 and automatically ceases to be the chair Cchair of the committeeAssociation Executive Advisory Committee upon failing to meet this

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qualificationthese qualifications and/or being absent for three consecutive meetings of the Association Executive Advisory Committee. 20.07 The Association Executive Advisory Committee shall meet at least once a year upon the call of either the Cchair of the Association Executive Advisory Committee or any three members of the Association Executive Advisory Committee at the time and place specified, providing at least ten days’ written notice has been given to all members of the Association Executive Advisory Committee. 20.08 The Chair of the Association Executive Advisory Committee shall be the Executive Officer Director of OREA.

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21.01 OREA shall be a Provincial Association Member of The Canadian Real Estate Association and as such undertakes to adopt and abide by the charter and by-law of The Canadian Real Estate Association and to enforce the REALTOR Code as adopted by The Canadian Real Estate Association.

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22.01 Where not otherwise provided for in this By-law, the order of procedure at meetings of OREA shall be in accordance to the latest edition of Roberts Rules of Order by General Henry M. Roberts. 22.02 In all matters brought before any Assembly, Board of Directors, Committee, or other meetings of OREA, if not contrary to this By-law, or the Corporations Act, RSO 1990, c. C-38 as amended and any successor legislation (the "Corporations Act"), a simple majority of those present and eligible to vote shall be sufficient for adoption. 22.03 The following numbers shall be a sufficient quorum:




(d) at meetings of Committees, except the Ontario Commercial Council (see Article 17) and unless otherwise in this By-law provided, two members of the Committee, in addition to the Chairman of the meeting.;

(e) on a vote of SBF Members which is mandatory as a result of current or future legislation,

notwithstanding this By-law’s provisions that SBF Members have no vote, one hundred (100) SBF Members;

(f) on a vote of Member Boards which is mandatory as a result of current or future

legislation, forty percent of the Voting Delegates representing not less than two-thirds of the Member Board.

22.04 (a) On a vote of Member Boards which is mandatory as a result of current or future

legislation, the Member Boards shall vote by way of Voting Delegates selected in accordance with sections 12.03 and the provisions of sections 12.03, 12.04, 13.05 and 13.06 shall apply mutatis mutandis.

(b) On a vote of SBF Members which is mandatory as a result of current or future legislation,

notwithstanding this By-law’s provision that SBF Members have no vote, each SBF Member shall have one vote.

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23.01 Except those sections of the By-law which, by virtue of the Corporations Act require greater than majority approval by Assembly in order to be repealed, enacted, or amended, the By-law of OREA may be repealed, enacted, or amended by By-law enacted by a majority vote of the Assembly at any Annual or General Meeting of OREA. 23.02 The substance of the proposed amendments shall be submitted to the Member Boards at least thirty days before such meeting of the Assembly at which the amendments will be voted upon.

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24.01 Any listing system operated by OREA shall be subject to this By-law. The listing system shall be operated by a Committee, subject to the direction of the Board of Directors. The rules and regulations with respect to the operation of any listing system shall be subject to the approval of the Board of Directors. OREA may collect service charges with respect to listings, sales or rentals made through any listing system and such monies shall be subject to the control and direction of the Board of Directors.

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25.01 The Board of Directors may prescribe by resolution such Rules and Regulations not inconsistent with this By-law relating to the management and operation of OREA as they deem expedient. 25.02 It shall be a provision of this By-law that new Rules and Regulations and amendments to existing Rules and Regulations shall have immediate force and effect, provided that if the Assembly does not confirm with or without variation such Rules and Regulations at the next meeting of the Assembly, they shall cease to have effect. No act done or right acquired under any such Rule or Regulation shall be prejudicially affected by any such rejection or variation.

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26.01 (a) Unless otherwise specified in this By-law, any notice, document, or any other material

(hereinafter collectively referred to as "Notices") required, or permitted to be given or forwarded by the Association, or its officers, Directors, employees, representatives, or Committees or Committee members, or representatives of its Committee members may be mailed by regular or registered mail addressed to; or delivered personally (or by courier) to; or telecopied (faxed) to, such person at his address recorded with OREA.

(b) Notices which are telecopied shall be deemed to have been received by the addressee on the next business day (example, if telecopied on a Friday afternoon, deemed receipt on Monday morning. If telecopied on a Wednesday morning, deemed receipt on Thursday). Notices which are mailed by regular mail shall be deemed to have been received by the addressee on the fifth day (not including the day of mailing) after mailing (example, if mailed on a Monday afternoon, deemed receipt on Saturday). Notices which are mailed by registered mail, shall be deemed to have been received on the day they are actually received by the addressee according to the records of Canada Post. Notices delivered personally or by courier, shall be deemed to have been received when delivery is made to the address recorded with OREA. For the purposes of this section, business day shall mean every day except Saturdays, Sundays and those days which are statutory holidays in the Province of Ontario.

(c) If Notices are mailed to a Member and have been returned on three consecutive occasions

because such Member cannot be found, the Association need not send any further Notices to such Member until he informs the Association in writing of his new address.

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Schedule to the OREA By-law List of Member Boards in each Area

(For the purpose of the definition contained in Article 3, Section 3.01(c))

Western Ontario Northeastern Ontario Chatham-Kent Bancroft Grey Bruce-Owen Sound Barrie Huron Perth Georgian Triangle London & St. Thomas Kawartha Lakes Sarnia-Lambton Muskoka and Haliburton Tillsonburg Northumberland Hills* Windsor-Essex Orillia Woodstock-Ingersoll Parry Sound

Peterborough and the Kawarthas Quinte Southern Georgian Bay

Southern Ontario Northern Ontario Brantford North Bay Cambridge Sault Ste. Marie Guelph Sudbury Hamilton-Burlington Thunder Bay Kitchener-Waterloo Timmins Niagara Simcoe Central Ontario Eastern Ontario Brampton Cornwall Durham Kingston Mississauga Ottawa Oakville-Milton Renfrew County Orangeville Rideau-St. Lawrence Toronto The Board of Directors may, from time to time upon receiving a request from Member Board(s), but at the Directors sole discretion, amend these Areas. * Amended April 27, 2010 – formerly Cobourg-Port Hope OREA By-law

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SCHEDULE OF FILING FEES (Revised)

For the purposes of Sub-section 3.01 (m) of the OREA By-law.

ARTICLE 5 Disputes filed pursuant to Section 5.01 $750.00* Disputes or Appeals filed pursuant to Section 5.02 $750.00* Appeals to Executive Committee from decisions of Special Committees pursuant to Section 5.08 $750.00* ARTICLE 6 Appeals to Executive Committee from decisions of Discipline Hearing Panels pursuant to Section 6.02 $750.00* ARTICLE 18 *Interboard Arbitrations pursuant to Article 18 is 5% of the amount claimed (minimum $1,000.00 to maximum $2,000.00). ARTICLE 19 *Appeals from Local Board Arbitration decisions pursuant to Article 19 is 5% of the amount claimed (minimum $1,000.00 to maximum $2,000.00). * Please be advised that all fees listed in this Schedule are subject to applicable taxes. This Schedule of Filing Fees is not part of the By-law of OREA. This Schedule has been established by the Board of Directors of OREA and may be amended by the Board of Directors from time to time. This Schedule of Filing Fees is a schedule attached to the OREA By-law. Approved by the OREA Board of Directors December 3-4, 2009.

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Appendix C

OREA By-law

As passed by the March 6, 2013 Assembly

Effective immediately following the March 6, 2013 Assembly Meeting

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ARTICLE INDEX Article Subject Page 1. Name and Other Corporate Matters ................................................................................ 1 2. Objects ............................................................................................................................ 2 3. Definitions ....................................................................................................................... 3 4. Membership ..................................................................................................................... 6 5. Membership Disputes ...................................................................................................... 9 6. Disciplinary Provisions .................................................................................................... 14 7 Board of Directors ........................................................................................................... 20 8. Executive Committee ....................................................................................................... 26 9. Officers and Functions ..................................................................................................... 27 10. Indemnity of Directors, Officers and Others ................................................................... 31 11. Respecting the Borrowing of Money, Issue of Bonds, Debentures and Other Securities ...................................................................................... 32 12. The Assembly .................................................................................................................. 33 13. Meetings of the Assembly ............................................................................................... 35 14. Pre-Election Procedures ................................................................................................... 37 15. Election of Directors and Officers ................................................................................... 39 16. Dues ............................................................................................................................ 42 17. Ontario Commercial Council and Ontario Commercial Federation ................................ 44 18. Arbitration (Between Members of Different Member Boards) ....................................... 46 19. Appeal from Local Board Arbitration Decision .............................................................. 51 20. Association Executive Advisory Committee ................................................................... 52 21. The Canadian Real Estate Association ............................................................................ 54 22. Rules of Order .................................................................................................................. 55 23. Amendment of By-law ..................................................................................................... 56 24. Listing System ................................................................................................................. 57 25. Rules and Regulations ..................................................................................................... 58 26. Deemed Receipt ............................................................................................................... 59

Schedules

Schedule - List of Member Boards in each Area

Schedule - Map showing Member Boards in each Area

Schedule of Filing Fees

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1.01 The name of this organization shall be the Ontario Real Estate Association, hereinafter referred to as "the Association" or "OREA". 1.02 The Head Office of the Association shall be located at the Municipality of Metropolitan Toronto in the Province of Ontario, Canada, or at such place therein as the Directors may from time to time determine by resolution. 1.03 The Seal, an impression of which is set in the margin hereof, shall be the Corporate Seal of the Association. 1.04 The fiscal year of the Association shall be from January 1st to December 31st inclusive. 1.05 Upon the dissolution of OREA and after payment of all debts and liabilities, the remaining property of OREA shall be distributed or disposed of to the Ontario Real Estate Association Foundation.

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2.01 The objects of the Association shall be those set forth in the Letters Patent issued by the Province of Ontario incorporating the Association, dated December 7, 1922, as amended, which read as follows:

(a) To do all things necessary to promote interest in real estate in all its aspects and to advance and improve the relations of the Members of the Association with the public.

(b) To advance and promote the interests of those engaged in the vocation of real estate, being any type of real estate practice concerned with land use or concerned with the administration or participation in such real estate activity and to maintain and increase public confidence in the respect for those engaged in the vocation.

(c) To encourage the use of the designation "REALTOR®" by the Members of the Association who are so entitled and to promote the acceptance by the public of such designation and such use thereof and to protect, as far as practicable, the exclusive use thereof by Members so entitled.

(d) To establish standards of practice and conduct in the marketing of real estate in all its aspects.

(e) To encourage the study of real estate in all its aspects and to organize and conduct educational courses, lectures and seminars.

(f) To institute, promote and manage listing systems with the object of rendering better service to the public by providing vendors of real estate with a wider potential market.

(g) To conserve and develop the environment and resources of Ontario and to generally assist in the development of Ontario along the lines best calculated to promote the prosperity of Ontario and its inhabitants.

(h) To advocate just and desirable legislation affecting real estate. (i) To promote, encourage and protect the ownership of real property and to endeavour to

maintain real estate values and to do all things which may be deemed to be necessary or advisable to make real estate a sound and desirable investment.

(j) To advocate just and desirable legislation and conditions for landlords and tenants.

(k) To establish, raise, undertake, superintend, manage and administer charitable or benevolent funds to assist needy Members of OREA and the dependants of deceased Members or other deserving persons and, from time to time, to make grants and donations out of the funds of the Association for the purpose of such charitable or benevolent funds and for the establishment or support of any charitable or benevolent purpose, whether or not related to or calculated to promote the purposes of OREA.

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(c) “Areas” means the following six divisions of the Province of Ontario: Western Ontario; Southern Ontario; Central Ontario; Northeastern Ontario; Northern Ontario; and Eastern Ontario, with each Area encompassing a group of Member Boards, all as further described in the schedules (map and list of Member Boards in each Area) attached hereto. The Board of Directors may, from time to time upon receiving a request from Member Board(s), but at the Board of Directors sole discretion, amend the boundaries of one or more Areas to include or exclude one or more Member Boards from a particular Area.







(h) “Branch Office” means any office of a Firm which is a SBF Member, other than the main office, which is registered in accordance with the Act and at which the public is invited to deal;

(i) “Broker” means a “broker” as defined in the Act. (j) “By-law” means this By-law and any amendment hereto, and includes any rule or

regulation in force as approved by the Board of Directors of OREA and confirmed by the Assembly;

(k) “Chief Executive Officer” means the chief executive officer of OREA, responsible for the general operation of the Association, as further described in section 9.05 of Article 9.

(l) “Committee” means any Committee described in this By-law and includes any other body established by the Board of Directors;

(m) “CREA” means The Canadian Real Estate Association or any successor organization;

(n) “Director” means a person who is a member of the Board of Directors;

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(o) “Filing Fee” as used in Articles 5, 6, 18 and 19 means the amount set out in the Schedule of Filing Fees established by the Board of Directors, as same may be amended by the Board of Directors from time to time;


(q) “Firm” means a “brokerage” as defined in the Act; (r) “Home Board” means, in relation to a Member who is a candidate or nominee for

election as a Provincial Director for the Central Ontario Area, the Member Board through which such Member’s OREA dues are to be collected in the calendar year in which the election is held; and after such Member is elected as a Provincial Director for the Central Ontario Area, “Home Board” means the Member Board through which his OREA dues are collected at the point-of-time in question.

(s) “Member” means a member of any of the classes of membership as set out in Article 4 of this By-law;

(t) “OREA Arbitration and Ethics Panel” means the minimum of twenty SBF Members of OREA who are Brokers, who are appointed annually by the Executive Committee, and whose affairs are administered by the Chief Executive Officer, and from which group the Chief Executive Officer shall appoint all OREA investigative, hearing and appeal tribunals required under Articles 5, 6, 18 and 19 of this By-law.

(u) “REALTOR Code” means the Code of Ethics and Standards of Business Practice adopted or amended from time to time by CREA.

(v) “REBBA Code of Ethics” means the Code of Ethics for all registrants contained in the regulations to the Act, and any successor Code, all of which is sometimes also referred to as the RECO Code of Ethics.

(w) “RECO” means the Real Estate Council of Ontario, or its successor, from time to time.

(x) “Salesperson” means a “salesperson” as defined in the Act. 3.02 In this By-law, unless the context otherwise requires:

(a) words importing the singular shall include the plural, and vice versa;

(b) words importing the masculine gender shall include the feminine gender, and vice versa;

(c) "may" is construed as permissive; and

(d) "shall" is construed as imperative.

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3.03 Except as noted below, all references to the Chief Executive Officer made in Articles 5, 6, 18 and 19, shall mean the Chief Executive Officer, or his appointed nominee. The exceptions to this are the references to Chief Executive Officer contained in the first paragraph of section 18.03 and the first paragraph of section 19.01. 3.04 Except where expressly provided, the division of this By-law into Articles, Sections and sub-sections and the insertion of headings, sub-headings, marginal notes and table of contents or index (if any) are for convenience of reference only and shall not affect the construction or interpretation of this By-law. 3.05 For the purposes of the hearings and appeals prescribed by Articles 18 and 19, OREA and its Members hereby agree to be bound by the provisions of the Arbitration Act, save and except Section 40 and Section 45 of the Arbitration Act (as it exists in 1993), which are specifically excluded.

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4.01 The membership of OREA shall consist of the following:

1. Member Boards

2. SBF Members

All other OREA memberships which may have existed, including Honorary Life Members and Honorary Members, are cancelled and cease to exist as of March 6, 2013. 4.02 The definition of classes of membership and the conditions of membership shall be as contained in this Article. 4.03 MEMBER BOARD: Any board operating in a town, city, township, county or region and complying with the conditions hereinafter set forth may be enrolled as a Member Board. Only one board shall be so enrolled for any one town, city, township, county or region.




(c) To be eligible for membership, the applicant board must have at least the minimum number of members as established by the OREA Board of Directors. Should the membership of any Member Board not be maintained at or above this minimum, the membership of such Board may be terminated by the OREA Board of Directors, and upon termination the remaining Members will be requested to retain their OREA membership by joining another Member Board.




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(g) The applicant board shall have a membership requirement in its by-law, that its members agree to abide by its by-law and rules and regulations and that its members agree to become members of and abide by the OREA and CREA by-laws, rules and regulations and the REALTOR Code and any amendment to any of these documents. Each Member Board by-law shall provide for the appropriate procedures for disciplinary action for any violation of such by-law, rules and regulations, and the REALTOR Code on the part of any of its Members.



(ii) applicants for membership shall not be required to observe "waiting periods" related to the commencement of holding a licence, or of being actively engaged in the real estate business prior to consideration of their applications for membership in Member Boards. Board membership may be granted on a probationary basis for a period which shall not exceed twelve months in the case of Salespersons and twenty-four months in the case of Branch Managers and Brokers and such probationary membership shall include full membership rights granted by the Member Board's by-law with the exception of the right to vote.

(iii) applications for membership by real estate brokers, or Branch Managers, or salespersons shall be accepted or rejected by the Member Board concerned within ninety days of the date of their submission in completed form. In the case of an accepted application, the applicant shall receive the membership rights granted by the Member Board's by-law within fifteen days from the date of acceptance. In the case of a rejected application, the applicant shall be advised of such rejection within seven days from the date of such rejection and the Member Board will advise CREA of such rejection within thirty days from the date of such rejection. Applications for membership must be complete in all details and must be accompanied by the appropriate fees for the type of membership concerned.


(a) if a Firm, it is a member of a Member Board and as a member of that Member Board, employs only Brokers and Salespersons who are registered under the Act who also maintain membership in OREA;

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(b) if either a Salesperson or a Broker, he or she is employed by a Firm which is a SBF Member holding membership in the Member Board whose jurisdictional area the Salesperson or Broker is working in.

If for some reason a Firm is refused membership or its membership is terminated by a Member Board, any other membership which it may hold in another Member Board will not be affected solely by virtue of such refusal or termination. The notice provisions contained in clause 4.03 (h) (iii) relating to acceptance and rejection of applications shall also apply to applications by a Firm for membership in a Member Board. 4.05 Where a Salesperson, Broker or Firm registered pursuant to the Act holds membership in a Member Board, such a Salesperson, Broker or Firm shall be deemed by virtue thereof to be a Member of OREA subject to the conditions set out in section 4.04.

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(i) an application for membership in a Member Board by an applicant that is a Firm registered under the Act that wishes to become a member of a Member Board;

(ii) the termination of membership of a Firm registered under the Act by a Member Board; or


a written statement detailing the nature of the dispute together with all supporting documentation shall be submitted to the Chief Executive Officer by such refused applicant Firm, or terminated Firm, or the Member Board (for disputes described in clauses (i) or (ii) above), or by the President (or his appointed nominee) (for disputes described in clause (iii) above).



(ii) the written submission and the Filing Fee shall be submitted by the Firm that is a SBF Member or the Member Board to the Chief Executive Officer within thirty days of the date upon which the dispute arose; and

(iii) no action or proceeding either at law or in equity will be brought by the parties thereto until either or both of them have complied with the provisions of this Article. This Section shall be a condition precedent to the right of any Firm that is a SBF Member or Member Board to bring an action or proceeding at law or in equity, and may be pleaded in any such action or proceeding as, and shall constitute and absolute defence to such action or proceeding at law and any and all claims for or by reason of such act, matter or thing shall be conclusively deemed to have been waived by all Members of OREA.

5.02 (a) Where the by-law of a Member Board so provides, a dispute concerning:

(i) the validity of any rule or regulation established by a Member Board or any of a Member Board's Committees; or

(ii) the validity of any section of a Member Board's by-law; or


shall be submitted by the Member Board or SBF Member (in writing detailing the nature of and reasons for the dispute or Appeal together with all supporting documentation) to

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the Chief Executive Officer after all appeal provisions in the Member Board's by-law have been exhausted (with respect to an Appeal) and prior to either of them commencing any action in law or in equity, it being understood that there is no cause of action as between them until either or both of them have complied with the provisions of this Article.

This Section shall be a condition precedent to the right of any SBF Member which is a Firm to bring an action or proceeding at law or in equity, and may be pleaded in any such action or proceeding as, and shall constitute an absolute defence to such action or proceeding at law and any and all claims for or by reason of such act, matter or thing shall be conclusively deemed to have been waived by all such Members of OREA.



(c) Where the by-law of the Member Board fails to provide otherwise, the written submission detailing the dispute or Appeal and the Filing Fee shall be received by the Chief Executive Officer:

(i) not later than thirty days following the date upon which the dispute with the Member Board's rule, regulation or by-law arose, or the effective date of the rule, regulation or by-law, in the case of a dispute described in clauses 5.02 (a) (i) or (ii) above; or


5.03 Where an Appeal or dispute is submitted as provided for in Section 5.01 or 5.02, the Chief Executive Officer may appoint a Special Committee of not less than three members chosen from OREA Arbitration and Ethics Panel, to hear and determine the Appeal or dispute and the Chief Executive Officer shall designate one of them as the Chairman. 5.04 When a Special Committee is appointed, the Chief Executive Officer shall upon such appointment, forward the written submission of dispute or Appeal to the other party. Such other party shall file a reply with the Chief Executive Officer within twenty days from the date upon which it is requested by the Chief Executive Officer. 5.05 Upon receipt of the statement of each party, the Chief Executive Officer may, prior to the hearing, require both parties to attend upon a conciliator appointed by the Chairman. The conciliator shall endeavour to resolve the dispute between the parties and where a settlement is

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effected, the conciliator shall prepare a report describing the disposition of the matter, including the disposition of the Filing Fee and forward same to the Chief Executive Officer. This section does not apply to Appeals. 5.06 Where the conciliator is unable to effect a settlement or where no conciliator has been appointed, the Chairman of the Special Committee shall set a date for the hearing and notify the parties of the date of such hearing, provided that such hearing shall not be less than twenty days from the date that such notice is forwarded to the parties. 5.07 The procedure for the hearing shall be as follows:






(c) Any party to a Special Committee hearing may be represented by a SBF Member who is a Broker or Salesperson. Any party may also be represented by legal counsel provided that the party shall first notify the other party to the hearing and the Chief Executive Officer, on behalf of the Special Committee, not less than ten days before the date set for the hearing. The Special Committee may also retain legal counsel to sit at the hearing and to advise the Special Committee on any and all matters of law which he may be asked by the Special Committee to advise it on, but he shall not take part in the deliberation or decision of the Special Committee.



(ii) require a Member Board to accept or reinstate into membership a Firm;






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(viii) remit the subject matter of the Appeal back to the Ethics or Discipline Committee for a new hearing in whole or in part, and at the Special Committee's discretion, by a differently constituted Ethics or Discipline Committee;




(i) in writing;



(g) A copy of the decision of the Special Committee shall be forwarded forthwith by the Chief Executive Officer to the parties to the dispute or Appeal.

(h) The decision of the Special Committee shall be final and binding upon the parties to the dispute or Appeal and upon any Member affected by it. If a party to the dispute or Appeal:

(i) fails to submit to arbitration, as hereinbefore provided, and instead proceeds to

any action or proceeding at law or in equity such failure shall be dealt with pursuant to the provisions of Article 6, as a breach of this By-law; or


5.08 An appeal from a decision of the Special Committee under this Article (except where the decision is rendered as a result of an Appeal) may be taken by either party to the Executive Committee provided that the appealing party delivers to the Chief Executive Officer an appeal in writing setting out the reasons for such appeal. The appeal shall be accompanied by the Filing Fee. The appeal and prescribed Filing Fee shall be received by the Chief Executive Officer within thirty days of the date upon which the decision of the Special Committee is mailed to the appealing party. The same rules and procedures as are set out in Sections 5.02 (a) (iii), 5.04, 5.07, 5.09 and 5.10 of this Article shall apply, with necessary modifications and with no further rights of appeal. 5.09 ACTIONS BY MEMBERS: No action or proceeding, either at law or in equity, will be brought by a Member of OREA, or any of its servants or agents, against any other Member or OREA, or

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any of their servants or agents for, or by reason of, any act, matter or thing done or omitted to be done in pursuance or purporting to be in pursuance of this Article and this Section may in such action or proceeding, be pleaded as and shall constitute an absolute defence and any and all claims for or by reason of any such act, matter or thing shall be conclusively deemed to have been waived by all Members of OREA. 5.10 In this Article, all notices required to be forwarded to the parties by the Chief Executive Officer or the Chairman of the Special Committee shall be given either by personal delivery (or courier) or registered mail. Any notice so given shall be conclusively deemed to be received in accordance with the provisions of Subsection 25.01 (b).

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6.01 (a) Subject to the limitations prescribed in the remainder of this section 6.01, the OREA

Arbitration and Ethics Panel has the jurisdiction to investigate any Member for alleged failure to comply with this By-law, all in accordance with the procedure described in this Article.

(b) Upon receipt of any written complaint about a Member, alleging a breach of this By-law, the Chief Executive Officer shall appoint either the General Counsel of OREA or a member of the OREA Arbitration and Ethics Panel to determine the jurisdiction of the complaint and such determination shall not be subject to review or appeal.

(c) The person appointed in accordance with paragraph (b) shall make the decision required by paragraph (b) in his absolute sole discretion, based upon a review of the complaint and a review of this By-law.

(d) Once the person appointed in accordance with paragraph (b) has made the decision, he shall advise the complainant and the Member of such decision. Within seven days of such decision, the complaint will be referred in accordance with such decision.

(e) Where all or part of the complaint has been forwarded to the OREA Arbitration and Ethics and Panel, the Chief Executive Officer shall appoint an investigation panel of not less than three members chosen from the OREA Arbitration and Ethics Panel (“Investigation Panel”). The Investigation Panel shall investigate the complaint to determine its validity and to determine whether or not there is sufficient evidence of a breach of this By-law to refer the matter to a discipline hearing panel.

The Chief Executive Officer shall also appoint a discipline hearing panel of not less than three members chosen from the OREA Arbitration and Ethics Panel (the “Discipline Hearing Panel”). Where a complaint is referred to discipline by the Investigation Panel, the Discipline Hearing Panel shall hear and determine the matter in accordance with the procedures set out in this Article 6.

The members of the Discipline Hearing Panel hearing a complaint shall not be the same persons as the members of the Investigation Panel who investigated the complaint.

(f) If an Investigation Panel has been appointed, the Chief Executive Officer shall appoint and authorize a person to investigate the actions of the Member (the “Investigator”). The Investigator may be a person other than a member of the OREA Arbitration and Ethics Panel, but shall not be a member of the Investigation Panel or Discipline Hearing Panel dealing with the complaint. The Investigator may require, by written notice forwarded to the Member complained about (and/or to such other Members which are not being investigated but which may have information relevant to the investigation) the production of, and/or access to all documents, correspondence, records, contracts and other writings related to the investigation. Where such Member fails or refuses to produce or provide access to such documents, correspondence, records, contracts and other writings, such failure or refusal shall be deemed to be a breach of this By-law and dealt with by the OREA Arbitration and Ethics Panel in accordance with the provisions of this Article.

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(g) Upon completion of the investigation, the Investigator shall file a written report with the Chairman of the Investigation Panel attaching thereto copies of all records, documents or writings the Investigator has obtained in the course of the investigation. The report shall be confidential and available only to the Investigation Panel, its counsel and the Chief Executive Officer. Upon receipt and review of the report of the Investigator, the Investigation Panel may, in its sole and absolute discretion:

(i) determine that there is sufficient evidence to issue a written statement containing the specific allegations of misconduct of the Member being complained about (the “Allegation Statement”); or

(ii) determine that there is not sufficient evidence to issue an Allegation Statement and declare the file closed.

(h) The Chief Executive Officer shall forward a copy of the Allegation Statement to the Member being complained about who may, within ten days of receipt of the Allegation Statement, deliver a reply thereto, addressed to the Chairman of the Investigation Panel. Failure of the Member being complained about to deliver a reply within the ten day period shall not prevent the Investigation Panel from continuing with the process and deciding whether or not to refer the matter to a Discipline Hearing Panel. If the Investigation Panel decides to refer the matter to a Discipline Hearing Panel, failure of the Member being complained about to reply within the ten day period shall not prevent the Discipline Hearing Panel from determining the matter and shall also not prevent the Member being complained about from attending and presenting his case before the Discipline Hearing Panel.

(i) Upon receipt and review of the reply from the Member being complained about, the Investigation Panel may, in its sole and absolute discretion:

(i) determine that there is sufficient evidence to refer the matter to a Discipline Hearing Panel; or

(ii) determine that there is not sufficient evidence to refer the matter to a Discipline Hearing Panel and declare the file closed.

(j) At any time after having received a complaint, the Investigation Panel may, in its sole and absolute discretion, decide that no further action should be taken in respect of the complaint being researched and such decision shall not be subject to review or appeal.

(k) Where the Investigation Panel determines that there is sufficient evidence to refer the matter to a Discipline Hearing Panel, the Chief Executive Officer shall notify the Chairman of the Discipline Hearing Panel, the Chairman of the Investigation Panel and the Member being complained about of the date of said hearing provided that such date shall not be less than twenty days from the date that such notice is forwarded to the Discipline Hearing Panel and to the parties, being the Investigation Panel and the Member being complained about. The procedure for the hearing shall be as set out in Article 5, Subsection 5.07 (a) (b) (c) (e) and (f) of this By-law, with necessary modifications.

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(l) The Discipline Hearing Panel in its decision may:

(i) find that the Member being complained about has not failed to comply with this By-law, as alleged; or

(ii) upon finding that the Member being complained about has failed to comply with this By-law, as alleged, impose one or more of the following penalties:

(A) a reprimand;

(B) a fine of not less than $250.00 nor more than $25,000.00; (C) payment of the cost of the hearing;

(D) expulsion from membership in OREA;

(E) if the violation of this By-law or the conduct alleged involves a monetary amount owing to OREA or to a Member, suspend the membership rights of the Member until such time as the amount owed is paid either to OREA or such other Member;

(F) order that the Member attend and successfully complete any courses of an educational nature as may be available through OREA or at a real estate board, including passing any examinations pertaining to these courses.

(m) Subject to the appeal provisions set out in the remainder of this Article, the decision of the Discipline Hearing Panel shall be final and binding upon the parties to the hearing and upon any Member affected by it and shall be considered effective as of the date of the decision, unless otherwise set out in the decision. A copy of the decision shall be forwarded forthwith by the Chief Executive Officer to the Member being complained about and any other Member affected by it. If the decision involves the termination or suspension of the membership of a Member, the Chief Executive Officer shall forthwith so advise the Member Board in which the Member held membership and CREA.

(n) If the Member being complained about fails to comply with the decision of the Discipline Hearing Panel within twenty days from the date upon which such decision is forwarded to the Member (except where the Member appeals the decision pursuant to the provisions of this Article, in which case the time period for compliance with the decision is within twenty days from the date upon which the appeal decision is forwarded to the Member or twenty days from the date upon which the Member discontinues such appeal), the Executive Committee may, at any subsequent meeting of the Executive Committee and without further proceedings, either expel the Member from membership in OREA, or suspend the membership of such Member in OREA for such period as the Executive Committee may in its sole discretion determine.

6.02 (a) An appeal from a decision of the Discipline Hearing Panel under this Article may be

taken by the Member being complained about to an appeal panel made up of three Directors appointed by the President from among the Executive Committee, one of whom shall be appointed chairman of the appeal panel by the President (the “Appeal Panel”), provided that the Member delivers to the Chief Executive Officer an appeal in writing

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setting out the reasons for such appeal. The appeal shall be accompanied by the Filing Fee. The appeal and prescribed Filing Fee shall be received by the Chief Executive Officer within twenty days from the date upon which the decision of the Discipline Hearing Panel is forwarded to the Member. The appeal may be from a finding that the Member being complained about (now called the Appellant) engaged in the conduct set out in the Allegation Statement or from the penalty imposed, or both.

(b) Upon receipt, the Chief Executive Officer shall forward the Appellant’s appeal statement to the Investigation Panel and to the Investigator. The Investigation Panel may file a statement in reply to the Appellant’s appeal statement, and if it chooses to file such a statement in reply, it must do so within fifteen days of receipt of the Appellant’s appeal statement. Such reply shall be in writing, addressed to the Appeal Panel, and forwarded to the Chief Executive Officer. Upon receipt of the Investigation Panel’s reply to the Appellant’s appeal statement, the Chief Executive Officer shall forward a copy of same to the Appellant. The Appellant and the Investigation Panel (which may be represented by the Investigator) shall be the parties to the appeal.

(c) Neither the Appellant nor the Investigation Panel shall be permitted to call any new evidence since the appeal is to be decided solely on the evidence as contained in the record of the discipline hearing (being the Allegation Statement, the Member’s reply, any transcript or other summary of the discipline hearing, all exhibits entered into evidence at the discipline hearing and the decision of the Discipline Hearing Panel).

(d) The grounds for appeal shall be restricted to:

(i) whether or not the Discipline Hearing Panel had the jurisdiction to make its decision; and/or

(ii) whether or not there was a denial of natural justice.

(e) The Appeal Panel may:

(i) adjourn any hearing from time to time; and

(ii) proceed in such manner as it deems proper and without being bound by the rules of evidence or other legal rules provided that it shall consider the best available evidence.

(f) The Chief Executive Officer shall notify the President of the notice of appeal, and the Appeal Panel shall hear and determine the appeal.


Either party may be represented by a SBF Member who is a Broker or a Salesperson. Either party may also be represented by legal counsel, provided that the party shall first notify the other party and the Chief Executive Officer, on behalf of the Appeal Panel, not less than ten days before the date set for the hearing. The Appeal Panel may also retain legal counsel to sit at the

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hearing and advise the Appeal Panel on any and all matters of law which he may be asked to advise it on, but he shall not take part in the deliberation or decision of the Appeal Panel.

Where the Appellant fails to appear at the appeal hearing, the appeal shall be dismissed, the onus being on the Appellant to prove his grounds for appeal. 6.04 The Appeal Panel, in its decision may: (a) dismiss the appeal;

(b) grant the appeal;

(c) amend the decision of the Discipline Hearing Panel as the Appeal Panel deems appropriate;

(d) remit the matter back to the OREA Arbitration and Ethics Panel for a new discipline hearing in whole or in part, and at their discretion by a differently constituted Discipline Hearing Panel;

(e) impose any of the penalties as set out in section 6.01(k) of this Article; and/or

(f) direct the disposition of the appeal filing fee. 6.05 (a) The decision of the majority of the members of the Appeal Panel shall be deemed to be

the decision of the Appeal Panel, but if there is no majority, the decision of the chairman shall govern.

(b) The decision of the Appeal Panel shall be in writing; shall contain reasons for the decision; shall be signed by the members of the Appeal Panel or the chairman; and shall set out the disposition of the appeal.

(c) The decision of the Appeal Panel shall be final and binding upon the parties to the hearing and upon any Member affected by it. A copy of the decision shall be forwarded forthwith by the Chief Executive Officer to the Member and any other Member affected by it. If the decision involves the termination or suspension of the membership of a Member, the Chief Executive Officer shall forthwith so advise the Member Board to which the Member belonged and CREA. The Member shall be required to comply with the decision of the Appeal Panel as further provided in paragraph 6.01(m) of this Article.

6.06 ACTIONS BY MEMBERS: No action or proceeding, either at law or in equity, will be brought by any Member of OREA, or any of its servants or agents, against any other Member, or against OREA, or any of its servants or agents for, or by reason of, any act, matter or thing done or omitted to be done in pursuance, or purporting to be in pursuance of this Article and this Section may, in such action or proceeding, be pleaded as and shall constitute an absolute defence and any and all claims for or by reason of any such act, matter or thing shall be conclusively deemed to have been waived by all Members of OREA.

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6.07 In this Article, all notices required to be forwarded to the parties by the Chief Executive Officer, the OREA Arbitration and Ethics Panel, the Investigation Panel, the Discipline Hearing Panel, the Executive Committee, the Appeal Panel and/or the Investigator shall be given either by personal delivery (or courier) or registered mail. Any notice so given shall be conclusively deemed to be received in accordance with the provisions of Subsection 25.01 (b).

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7.01 (a) The affairs of the Association shall be managed by a Board of Directors, each of whom at

the time of his election (or at the time of his becoming a Director Ex Officio) or within ten days thereafter and through his term of office shall be a member of OREA. Except for the Provincial Directors, whose terms are provided for in Article 15, section 15.03, each elected Director shall hold office until the first Annual Meeting after he shall have been elected or until his successor shall have been duly elected and qualified. The election of Directors shall be in accordance with Article 15 herein. Based on the provisions of this By-law and, in particular, applying the criteria set out in section 7.02(a), the Board of Directors is comprised of sixteen Directors as of the date this by-law was last amended.







(v) the Commercial Director.




(ii) seven Provincial Directors.


Any Director running for election as the President-Elect must have served as a Director for at least two years in the five years immediately preceding running for election as President-Elect.

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7.02 (a) Subject to sections 7.02(b) and 7.02(c), if, as at June 30 of any year, a Member Board has

a number of SBF Members who are either Brokers or Salespersons who pay their annual OREA dues to that Member Board equal to or greater than 33 1/3 per cent of the total number of SBF Members who are either Brokers or Salespersons as of such date, then a Substantial Membership Director position shall be established on the OREA Board of Directors as of the close of the next Annual Meeting and such Member Board shall appoint, in accordance with sections 7.02 (f), (g) and (h), an individual meeting the criteria set out in section 7.03(e) to fill that Large Board Director position as of such close of that next Annual Meeting.

(b) A Member Board that believes that it meets the criteria set out in section 7.02(a) shall submit evidence in support of same to be received by the Chief Executive Officer of OREA not later than September 1 of the year immediately preceding the next Annual Meeting. If the OREA Chief Executive Officer (with the OREA Executive Committee being the final arbiter, if necessary) agrees that the evidence submitted shows that the Member Board meets the criteria set out in section 7.02(a) (and a consensus between the Member Board and OREA must be reached by October 1), then a Substantial Membership Director position shall be established at the close of such next Annual Meeting. Once a Member Board has, pursuant to sections 7.02(a) and (b), met the criteria to permit the establishment of a Substantial Membership Director position, it is not required to comply with section 7.02(b) each and every year thereafter, unless its Substantial Membership Director position has been terminated pursuant to sections 7.02(d) and (e).



(e) If, at any time, OREA believes that a Member Board in respect of which a Substantial Membership Director position has been established, no longer meets the criteria set out in section 7.02(a) for the continued existence of a Substantial Membership Director position, the Chief Executive Officer of OREA shall give the Member Board notice of same, in writing. If such Member Board believes otherwise, it may, within 30 days of receipt of such notice, submit evidence to OREA that confirms that such Member Board meets the requirements of section 7.02(a). The OREA Executive Committee shall consider the evidence, if any, submitted by the Member Board, and within 30 days of the earlier of the receipt of such evidence or the expiration of the 30-day notice period to the Member Board, shall make its final decision on whether the Member Board continues to meet the criteria in section 7.02(a). Such decision shall be final and binding and not subject to appeal. If the OREA Executive Committee determines that the criteria in

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section 7.02(a) is no longer being met, then the Substantial Membership Director position in respect of that Member Board shall be immediately terminated and the Substantial Membership Director shall immediately cease to be a Director of OREA.

(f) The appointment of the individual to fill the Substantial Membership Director position shall be made by the board of directors of the Member Board that meets the criteria set out in section 7.02(a), from amongst such board of directors. Such Substantial Membership Director must be and continue to be a director of such Member Board for his entire term as a Substantial Membership Director of OREA. The Member Board appointing such Substantial Membership Director cannot alter such appointment during his term as an OREA Director except if he resigns as an OREA Director or has been removed as an OREA Director in accordance with sections 7.06 or 7.07 and, as a result, the OREA Board of Directors has requested the Member Board to appoint another individual who meets the criteria, in order to fill the vacancy in accordance with section 7.08.


(h) A Member Board that is entitled, according to this section 7.02, to appoint a Substantial Membership Director shall advise the Chief Executive Officer of OREA of the name of the individual appointed in accordance with section 7.02(f) and shall provide the information about the individual that is required in Article 14, section 14.04, not later than 75 days prior to the Annual Meeting at the close of which that individual will be installed as a Substantial Membership Director.

7.03 (a) Only a SBF Member who is either a Broker or Salesperson may be elected or appointed

to office as a Director.



(ii) have been for at least three years in the five years immediately preceding running for election both a member of a Member Board and either a Broker or Salesperson; and




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(ii) be appointed by the board of directors of the Member Board that meets the criteria in section 7.02(a), from among such board of directors; and




7.04 The Board of Directors shall meet at least four times each year, at the call of the President, or upon the call of any five members of the Board of Directors upon written notice of at least ten days to all Directors. 7.05 The Board of Directors shall be empowered to appoint the representatives of OREA to the Assembly of The Canadian Real Estate Association. 7.06 Any member of the Board of Directors shall automatically be removed from office in the circumstances described in paragraphs (a), (b), (c), (f), (i) and (j) below and may, in the circumstances described in paragraphs (d), (e) (g) and (h) below, be removed from office at any meeting of the Board of Directors by a notice of motion being filed with the Chief Executive Officer at least ten days in advance of such meeting and by a resolution being passed at that meeting of the Board of Directors:




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(g) if the Director is the Commercial Director and he ceases to be the Chair of the Commercial Committee;



(j) if the Director is a Substantial Membership Director and he ceases to be a director of the Member Board that appointed him to the Substantial Membership Director position.

7.07 In addition, any member of the Board of Directors may be removed from office by the Assembly for any of the reasons in section 7.06, or for other reasons by a notice of motion being filed with the Chief Executive Officer at least ten days in advance of a meeting of the Assembly and by a resolution passed at a meeting of the Assembly by a majority of the Voting Delegates present at the meeting. 7.08 VACANCIES: (a) Subject to section 7.08(b), as long as there is a quorum of Directors in office, any

vacancy on the Board of Directors may be filled by the Board of Directors for the unexpired term provided that the Member who the Board of Directors appoints meets the qualifications noted in section 7.03 for the Director position being replaced. When there no longer is a quorum of Directors in office, a general meeting of the Assembly shall be called to fill the vacancies.

(b) If a Director-at-Large or a Provincial Director is elected President-Elect in the first year

of his two-year term, then the vacancy on the Board of Directors that is created when such Director automatically becomes President, shall be filled by holding an election to fill the vacancy for the unexpired one-year term, such election to be held at the OREA Annual Meeting at the close of which such President-Elect becomes President. The provisions of section 7.03 and Articles 14 and 15 shall apply mutatis mutandis.

7.09

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The Board of Directors may, from time to time, authorize and approve such travelling expenses or other expenses of Members of the Association as, in its opinion, may be justified.

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8.01 There shall be an Executive Committee comprised of the President, the President-Elect, the Immediate Past President and three Directors-at-Large. 8.02 The Executive Committee shall administer the day-to-day affairs of OREA in accordance with the policies and instructions of the Board of Directors. In addition, the Executive Committee shall review the OREA policies, by-law, rules and regulations to ensure they remain current and recommend changes, where appropriate, to the Board of Directors. 8.03 The Executive Committee shall meet at least four times each year upon the call of either the President or any three members of the Committee at the time and place specified, providing at least ten days' written notice has been given to all members of the Committee. 8.04 The Executive Committee shall have authority and jurisdiction to examine and review the Letters Patent, Supplementary Letters Patent, Constitution, By-laws and Rules and Regulations of a Member Board and may, by resolution, order the Member Board to amend same if any of them do not comply with the terms and conditions of membership as set out in this By-law.

If such order is not complied with, the Executive Committee shall appoint a Special Committee to hear and determine the matter in accordance with the procedures set out in Article 6 herein.

8.05 The Executive Committee may, as it sees fit, appoint such staff as it may consider necessary to perform such duties as it may prescribe. The Executive Committee shall pay such staff from OREA funds such remuneration as it shall approve. 8.06 DUTIES AND POWERS OF COMMITTEES: The duties, powers, actions and responsibilities of all Committees shall be approved by the Executive Committee or the Board of Directors, with the exception of the Nominating, Executive, Arbitration, Commercial, Association Executive Advisory and Special Committees. The appointment of members (but not the chairpersons) to all Committees (except the Executive Committee) shall be made by the Executive Committee, unless otherwise directed by the Board of Directors.

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9.01 The Officers of OREA shall be the President, the President-Elect, the Chief Executive Officer, the Treasurer and the Immediate Past President. The President-Elect shall be elected by the Board of Directors at its first meeting immediately following the Annual Meeting of OREA. The President takes office, as of right, in the year immediately following the year in which he holds office as President-Elect. 9.02 (a) PRESIDENT: The President shall be the Chairman of the Board of Directors of OREA

and shall preside at its meetings and those of the Board of Directors and of the Executive Committee. He shall be the primary spokesperson for all internal industry communications of the Association and joint spokesperson with the Chief Executive Officer in external representations on matters of major relevance to the profession or to real estate. He shall appoint the chairpersons of all Committees, except the chair of the Association Executive Advisory Committee and the chair of the Commercial Committee, who are both appointed by the Executive Committee. The President shall be an ex officio member of all Committees and shall perform all other duties usual to the office.

(b) In recognition of the substantial amount of time that the President is required to spend away from his real estate practice in order to travel for and/or carry out OREA business, OREA shall compensate the President annually in the following amount, in addition to the usual reimbursement of expenses:


(ii) for the person serving as President for the period from the close of the OREA Annual Meeting in 2013 to the Annual Meeting in 2014, and for each yearly period between Annual Meetings thereafter, the amount of $75,000 multiplied by the percentage increase, if any, in the Consumer Price Index for Canada–All Items Index, maintained by Statistics Canada (or another similar index maintained by a similar national government organization), between March 1, 2012, and March 1 in the calendar year in which such person commences his then-current term as President (such percentage increase being called the “CPI Percentage Increase”).

9.03 SUPPORT OF PRESIDENTIAL ROLE:

(a) PRESIDENT-ELECT:

(i) The President-Elect shall perform the duties of the President in the event of the absence or disability of the President, shall assist the President when called upon to do so, and shall perform such other duties as may from time to time be assigned to the President-Elect by the Board of Directors.

(ii) In recognition of the time that the President-Elect actually spends away from his real estate practice in order to travel for and/or carry out those extraordinary

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OREA-related tasks that have been specifically delegated to him by the President, OREA shall compensate the President-Elect in the following amount, in addition to the usual reimbursement of expenses:

(A) for the person serving as President-Elect from the close of the OREA Annual Meeting in 2004 to the Annual Meeting in 2005, the amount of $350 per day for each day of his term of office which he is required to spend away from his real estate practice in order to travel for and/or carry out extraordinary OREA-related tasks that have been specifically delegated to the President-Elect by the President (each called a “President-Elect Delegated OREA Task Day”); and

(B) for the person serving as President-Elect for each annual period from the close of the OREA Annual Meeting in 2005 to the Annual Meeting in 2006, and for each yearly period between OREA’s Annual Meetings thereafter, for each President-Elect Delegated OREA Task Day, the amount of $350 multiplied by the CPI Percentage Increase, if any, between March 1, 2004, and March 1 in the calendar year in which such person commences his then-current term as President-Elect.

(b) PAST PRESIDENT:

(i) The Past President shall assist the President when called upon to do so, and shall perform such other duties as may from time to time be assigned to the Past President by the Board of Directors.

(ii) In recognition of the time that the Past President actually spends away from his real estate practice in order to travel for and/or carry out those extraordinary OREA-related tasks that have been specifically delegated to him by the President, OREA shall compensate the Past President in the following amount, in addition to the usual reimbursement of expenses:

(A) for the person serving as Past President from the close of the OREA Annual Meeting in 2004 to the Annual Meeting in 2005, the amount of $350 per day for each day of his term of office which he is required to spend away from his real estate practice in order to travel for and/or carry out extraordinary OREA-related tasks that have been specifically delegated to the Past President by the President (each called a “Past President Delegated OREA Task Day”); and

(B) for the person serving as Past President for the period from the close of the OREA Annual Meeting in 2005 to the Annual Meeting in 2006, and for each yearly period between OREA’s Annual Meetings thereafter, for each Past President Delegated OREA Task Day, the amount of $350 multiplied by the CPI Percentage Increase, if any, between March 1, 2004, and March 1 in the calendar year in which such person commences his then-current term as Past President.

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9.04 CHIEF EXECUTIVE OFFICER: There shall be a Chief Executive Officer who shall be appointed by and hold office at the pleasure of the Board of Directors, which shall determine the terms of his employment. The Chief Executive Officer is responsible for the day to day management of OREA and reports and makes recommendations to the Board of Directors. He shall perform such duties as may be delegated to him by the Board of Directors. The Chief Executive Officer shall serve as the primary external spokesperson and joint spokesperson with the President on matters of major relevance to the profession or to real estate. He shall be entitled to be present at all meetings of the Executive Committee and the Board of Directors, and shall be entitled to receive advance notice of all such meetings. The Board of Directors shall supervise the Chief Executive Officer, which includes recruitment or selection, termination, approving annual objectives, setting priorities, evaluating performance and preparing for the succession of an incumbent. He shall provide a fidelity bond of such amount as may be determined by either the Board of Directors or the Executive Committee, the expense of such bond to be paid by OREA. The Chief Executive Officer shall have custody of the records and seal of OREA. 9.05 TREASURER: The Treasurer shall be appointed by and hold office at the pleasure of the Executive Committee and he need not be a Member of OREA. He shall be the custodian of OREA funds and securities and, subject to the control of the Board of Directors and the Executive Committee, shall be the disbursing officer of OREA. The Chief Executive Officer may also be appointed Treasurer.

He shall deposit funds and securities in such depositories as either the Board of Directors or the Executive Committee may designate and shall be relieved of responsibility thereof while in the custody of such depository, subject however, to any liability under his bond.

He shall provide a fidelity bond in such amount as shall be designated by either the Board of Directors or the Executive Committee, the expense thereof to be paid by OREA.

The accounts of the Treasurer and of the Association shall be audited at least annually by a Chartered Accountant appointed by the Assembly. 9.06 SIGNING OFFICERS:

(a) For OREA cheques not exceeding $10,000.00 or such other amount as may be established by the Board of Directors from time to time, the authorized signing officer(s) shall be either:

(i) the Chief Executive Officer alone;

(ii) the Executive Director, OREA Centre for Leadership Development and the Executive Director, OREA Real Estate College;

(iii) any one member of the Board of Directors together with either one of the Executive Director, OREA Centre for Leadership Development or the Executive Director, OREA Real Estate College; or

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(iv) any two members of the Board of Directors.

(b) For OREA cheques in excess of $10,000.00 or such other amount as may be established by the Board of Directors from time to time, the authorized signing officers shall be:

(i) any one member of the Board of Directors together with any one of the Chief Executive Officer, the Executive Director, OREA Centre for Leadership Development or the Executive Director, OREA Real Estate College; or

(ii) any one member of the Executive Committee and one other member of the Board of Directors.

9.07 (a) For contracts, documents, or any instruments requiring the signature of OREA which:

(i) have an initial term of no more than one year;

(ii) are contemplated within the budget as approved by the Board of Directors; and

(iii) are made with third parties acting at arms length with OREA and its Officers,

the authorized signing officer(s) shall be either the Chief Executive Officer (or his appointed nominee(s)) alone, or in the alternative, any two other Officers, and all contracts, documents and instruments in writing so signed shall be binding on OREA.

(b) For all other contracts, documents or any instruments requiring signature of OREA, the authorized signing officers shall be any two Officers, or in the alternative, any one Officer together with one other member of the Board of Directors, and all contracts, documents and instruments in writing so signed shall be binding on OREA.

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10.01 OREA hereby consents that all Directors and Officers and every person who has undertaken, or is about to undertake any liability on behalf of OREA, or any entity controlled by it shall be deemed to have assumed or undertaken such liability on the express understanding and agreement and condition that all Directors and Officers and every such person or their heirs, executors and administrators and estate and effects respectively, shall at all times, be indemnified and saved harmless out of the funds of OREA, from and against:

(a) all costs, charges and expenses whatsoever which such person sustains or incurs in or about any action, suit or proceeding which is brought commenced or prosecuted against him for or in respect of any act, deed, matter or thing whatsoever made, done or permitted by him in or about the execution of the duties of his office or in respect of such liability;

(b) all other costs, charges and expenses which he sustains or incurs in or about or in relation to the affairs thereof, except such costs, charges, or expenses as are occasioned by his own wilful neglect or default.

10.02 No Director or other Officer of OREA, or trustee acting in relation to any of the affairs of OREA, shall be liable for the acts, receipts, neglects or defaults of any other Director or Officer, or for joining in any receipt or other act for conformity or for any loss, damage or expense happening to OREA through the insufficiency or deficiency of title to any property acquired by order of the Directors for or on behalf of OREA, or for the insufficiency or deficiency of any security in or upon which any of the monies of OREA, shall be placed or invested, or for any loss or damages arising from the bankruptcy, insolvency or tortuous act of any person, firm, or corporation with whom or which any monies, securities or effects shall be lodged or deposited, or for any other loss, damage or misfortune whatever which may happen in the execution of the duties of his respective office or trust, or in relation thereto, unless the same will happen by or through his own wilful act or default. 10.03 The Directors of OREA are hereby authorized to give such further and other written indemnities to any Director or Officer of OREA or to any other person, who has undertaken, or is about to undertake, any liability on behalf of OREA or of any entity controlled by it.

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11.01 The Directors of OREA may:

(a) borrow money upon the credit of OREA, in such amounts and upon such terms as may be deemed appropriate;

(b) issue the bonds, mortgages, debentures or other securities of OREA for the lawful purpose of OREA for such amounts and upon such terms as may be deemed appropriate but no such bond, mortgage, debenture or other security shall be for a sum less than $100.00 each, and may pledge or sell the same for such sums and at such prices as may be deemed appropriate;

(c) charge, hypothecate, mortgage or pledge all or any of the real or personal property, rights and assets of OREA to secure any such bonds, mortgages, debentures or other securities and any indebtedness of OREA or sums borrowed for the purposes of OREA, and any instruments of hypothecation, mortgage or pledge may contain such covenants, powers, provisos and agreement as the Directors may think expedient.

11.02 Nothing in this By-law shall limit the borrowing of money by OREA on bills of exchange or promissory notes made, drawn, accepted or endorsed by or on behalf of OREA.

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12.01 The Assembly shall be the governing body of OREA and shall consist of the following Voting Delegates:

(a) representatives of the Member Boards, chosen by the Member Boards, as provided in Section 12.03 below.


(a) to act as the Annual and Special Meetings of OREA, meeting not less than annually;







(e) to establish general policy guidelines for the consideration of the Board of Directors. 12.03 (a) Member Board representatives to the Assembly, each of whom shall be entitled to one vote,

shall be those SBF Members who are Brokers or Salespersons who are selected at least annually by each Member Board to represent it at the Assembly on the following basis:









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For each Member Board, the membership figures used to compute the above representation shall be those on record as of the last report registered with OREA by each Member Board, and shall include only the Brokers and Salespersons who are registrants as defined by the Act, members in good standing of such Board and for whom membership dues have been remitted by such Member Board to OREA. Each such Member Board shall supply the Chief Executive Officer with the evidence of such selection. (b) The SBF Members shall have no vote. 12.04 The function of a Voting Delegate shall be automatically terminated in the following circumstances:

(a) if he resigns his function by delivering written notice to the Chief Executive Officer of OREA;


(c) he becomes bankrupt, or insolvent;


(e) if, at a special or general meeting of the Assembly, a resolution is passed by the majority of the Voting Delegates present at the meeting that he be removed from his function;

(f) if he ceases to be a Member of OREA. 12.05 Should any vacancy occur resulting from the events set out in Section 12.04 preceding, the vacancy shall be filled by the appointment or election of a successor in accordance with the relevant Section (12.03) by virtue of which the office was held, subject to the following further provisions:

(a) In the case of a Voting Delegate to the Assembly who was selected by a Member Board, the vacancy shall be filled or left vacant at the discretion, option and decision of the said Member Board.

12.06 The President may call together in congregation the Assembly at any time and place to provide the Board of Directors with an informal consensus or cross-section of opinion provided that fifteen days' notice of such congregation shall be sent in writing to each Member Board of the Association. No formal notice shall be necessary if all Voting Delegates to the Assembly are present at the meeting or waive notice thereof in writing. Such a congregation shall not be a meeting of the Assembly within the terms of Article 13.

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13.01 The Annual General Meeting of the Assembly shall be the Annual Meeting of OREA and shall be called for the purpose of electing Directors and of carrying on such other business as may properly come before an Annual General Meeting. It shall be held at such time and place as may be determined by the Board of Directors in accordance with the notice requirements hereafter. 13.02 Special Meetings of the Association may be called by either the Assembly, the Board of Directors or, upon petition by twenty per cent of the Member Boards in accordance with the notice requirements hereafter, by the President. 13.03 Written notice of the time and place of any meeting of the Assembly shall be given in the name of the President or Chief Executive Officer to each Member Board at its last known address at least twenty days before the day appointed for such meeting. The accidental omission to notify any Member Board or non-receipt of such notice by any Member Board shall not invalidate the proceedings of any meeting of the Assembly. 13.04 The President or Voting Delegates to the Assembly may determine the order of business of any meeting of the Assembly and the time and place at which it shall be held. 13.05 The Voting Delegates to the Assembly present in person shall have the right to one vote at all meetings of the Assembly, provided that written authorization of their selection as Representatives of their Member Board, executed by the Secretary of the Member Board or such other officer of the Member Board as is authorized by the Member Board’s board of directors, is received by the Chief Executive Officer not later than ten days before the date of the meeting. The written authorization must include the name of the Member Board, the name of their selection as Representatives(s) of their Member Board and the date the Member Board authorized its selection of Voting Delegate(s). 13.06 (a) Each Member Board shall have the right to select one or more Alternates to represent and

vote on behalf of the Member Board at any meeting of the Assembly in the event that any duly appointed Voting Delegate is absent from the meeting or is removed pursuant to Section 12.04 (“Missing Voting Delegates”). The Member Board shall notify OREA of the selection of its Alternates and the priority in which those Alternates shall replace Missing Voting Delegates by providing a written authorization to the Chief Executive Officer no later than 10 days before the date of the meeting (“Original Alternates”).

(b) At any time between 10 days before the date of the meeting and the commencement of

the meeting, a Member Board shall have the right to select additional Alternates by providing one further written authorization to the Chief Executive Officer (“Additional

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Alternates”). If there are not enough Original Alternates present at the meeting to replace the Member Board’s Missing Voting Delegates, any of the Additional Alternates may replace such Missing Voting Delegates, subject to Subsection 13.06(c).

(c) A written authorization described in this Section 13.06 must be signed by the Secretary of

the Member Board or other officer specifically authorized to do so by its board of directors, set out the date it was executed, the name of the Member Board, the names of the Original Alternates, or Additional Alternates, as the case may be, and the priority in which those Original Alternates or Additional Alternates are to replace any Missing Voting Delegate. In the event that any such written authorization does not clearly set out the priority of the Original Alternates or Additional Alternates, as the case may be, the priority shall be determined alphabetically using those Original Alternates’ or Additional Alternates’ last names.

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14.01 (a) At least 120 days prior to the Annual Meeting, the Chief Executive Officer shall send a

notice to the Member Boards (to the attention of the Executive Officer) advising of the upcoming election of the Board of Directors and encouraging qualified Members to let their names stand for election as Director-at-Large or Provincial Director. The Member Boards shall forthwith forward such notice to their membership (either through direct mailing or through the Member Boards’ publication to their members). Promotion of the upcoming election shall also be published in OREA’s newspaper.

(b) Included in such notice shall be the basic requirements necessary for a Member to qualify as a member of the Board of Directors, as set out in Article 7, section 7.03.

14.02 (a) Interested candidates must submit their names, seconders and credentials, to be received

by the Chief Executive Officer not later than 75 days prior to the Annual Meeting.

(b) A candidate running for election for the position of Director-at-Large must be seconded by two Voting Delegates to the Assembly. A candidate running for election for the position of Provincial Director must be seconded by two Voting Delegates to the Assembly from a Member Board situated in the Area for which the candidate wishes to be elected as the Provincial Director.

(c) Candidate credentials shall include a biographical outline of the individual, including information concerning the business career and experience of the candidate. In addition, the candidate must submit a statement indicating that he is a licensed practitioner under the applicable laws of Ontario, advise of his status of OREA membership, indicating the Member Board to which he belongs, as well as advising of the years and places of directorship and Committee experience contemplated in section 7.03 of Article 7.

14.03 (a) In the event that an insufficient number of candidates have put forth their names to stand

for election for any of the various categories of directorship by submitting their names to the Chief Executive Officer in accordance with section 14.02, the Chief Executive Officer shall advise the Executive Committee who shall appoint a Nominating Committee consisting of the four most recent past presidents (including the Immediate Past President) still active in OREA. The Immediate Past President shall act as chairman of the Nominating Committee.

(b) The Nominating Committee shall propose nominees which would otherwise meet the prerequisite credentials for directors and verify their agreement to serve as a director no later than 50 days prior to the Annual Meeting.

14.04 A Member Board that is entitled to appoint an individual to the Substantial Membership Director position on the Board of Directors pursuant to Article 7, section 7.02(a), shall, as required by Article 7, section 7.02(h), submit the following information to be received by the Chief

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Executive Officer of OREA not less than 75 days prior to the Annual Meeting at the close of which that individual will be installed as a Substantial Membership Director:

(a) the name of the individual that the board of directors of the Member Board has appointed to fill the Substantial Membership Director position on the Board of Directors;

(b) confirmation that the individual is a director of such Member Board; and

(c) the individual’s credentials in form and substance similar to that which is required by section 14.02(c).

14.05 The Chief Executive Officer shall circulate the names of all candidates who have advised that they wish to stand for election as Directors-at-Large and Provincial Directors, in accordance with section 14.02, or who have been nominated by the Nominating Committee for those positions, in accordance with section 14.03 to the Member Boards, the candidates/nominees, and the Board of Directors not less than 45 days prior to the Annual Meeting.

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15.01 The election of the four Directors-at-Large and seven Provincial Directors shall be by ballot cast by the Voting Delegates to the Assembly at the Annual Meeting of OREA, in accordance with the provisions hereof. 15.02 (a) Each Voting Delegate to the Assembly present in person shall be entitled to vote for the

four Directors-at-Large. (b) Except as provided for in the transition provision in paragraph (c)(ii) below, the

Directors-at-Large shall be elected for a two-year term. (c) TRANSITION PROVISION: At the 2013 Annual Meeting only, in order to start the

rotating two year terms for the four Directors-at-Large,

(i) those two Directors-at-Large elected with the most number of votes shall be elected for a two-year term and shall hold office until the close of the second Annual Meeting following their election; and

(ii) the other two elected Directors-at-Large shall be elected for a one-year term and shall hold office until the close of the next Annual Meeting following their election.

(d) Thereafter, in even years (i.e. 2014, 2016, etc.) two Directors-at-Large shall be elected by the Voting Delegates for a two-year term and the Directors-at-Large so elected shall hold office until the close of the second Annual Meeting following their election.

(e) Thereafter, in odd years (i.e. 2015, 2017, etc.) two Directors-at-Large shall be elected by

the Voting Delegates for a two-year term and the Directors-at-Large so elected shall hold office until the close of the second Annual Meeting following their election.

15.03 (a) There shall be one Provincial Director for each of the following Areas: Western Ontario;

Southern Ontario; Northeastern Ontario; Northern Ontario; and Eastern Ontario.


(c) The Home Board of the two Provincial Directors for Central Ontario shall not be the same Member Board. This restriction shall not prevent more than one candidate from the same Home Board in the Central Ontario Area from running for election as the Provincial Director for the Central Ontario Area. However, if during the course of his term of office, a Provincial Director for the Central Ontario Area changes his Home Board so that

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it is the same Home Board of the other Provincial Director for the Central Ontario Area, the Board of Directors may, at its sole discretion, permit such Provincial Director to finish his term of office. If the Board of Directors does not permit such Provincial Director to finish his term of office, such Provincial Director shall immediately be removed from office and the vacancy shall be dealt with in accordance with section 7.07.


(e) Voting for a Provincial Director shall be by Area. Only a Voting Delegate to the Assembly from a Board situated in the Area for which a candidate is to be elected as the Provincial Director is entitled to vote in the election of such Provincial Director. Up to and including the Assembly of 2002, Voting Delegates from the Central Ontario Area shall vote for two Provincial Directors.

(f) In odd years (i.e. 1999, 2001, etc.) the Provincial Directors shall be elected by the Voting Delegates of the following areas:


(g) In even years (i.e. 2004, 2006, etc.) the Provincial Directors shall be elected by the Voting Delegates of the following areas:

Southern Ontario; Northeastern Ontario: - two-year terms, and Provincial Directors so elected shall hold office until the close of the second Annual Meeting following their election.


15.04 (a) A report shall be made at the Annual Meeting advising of persons who were acclaimed as

Directors.

(b) In the event that only one candidate lets his name stand for election for any directorship position, or in the event the Nominating Committee nominates only the number of nominees to fill vacancies on the directorate without the requirement for an election to be held, then such candidate(s) or nominees(s) shall be deemed to be elected by acclamation, and the President shall declare such candidates to be duly elected.

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15.05 (a) In an election of the Board of Directors, where the number of candidates exceeds the

number of available elective positions, each candidate to be elected must receive a majority of the valid ballots cast.

(b) Voting Delegates shall mark their ballots for no more nor no less than the number of elective positions.

(c) Where the number of candidates exceeds the number of available elective positions, the elected candidates shall be those receiving the greatest number of votes in descending order, as long as they also receive a majority of the valid ballots cast. For the election of the Provincial Directors for the Central Ontario Area, this subsection (d) is subject to the extra restriction and additional procedures contained in subsection 15.03(c) and (d) which ensure that the two elected candidates are not from the same Home Boards.

(d) Except where this would cause an elective position to be filled by a candidate who did not receive a majority of the valid ballots cast, the candidate receiving the fewest number of valid ballots cast shall be deemed to have withdrawn from any subsequent ballot.

(e) Where fewer candidates than the number of available elective positions receive a majority of the valid ballots cast, those who have received the greatest number of votes in descending order and a majority of the valid ballots cast will be deemed elected and further ballots shall be held with respect to the other candidates until all elective positions are filled with candidates who have received, either on the first or subsequent ballots, a majority of the valid ballots cast and the greatest number of votes in descending order.

(f) This procedure shall be repeated, if necessary, until all elective positions are filled. 15.06 In the event of any tie vote, after three ballots shall have been taken, the President shall cast the tie-breaking vote. 15.07 The President shall preside at the election. The Immediate Past President shall present the report regarding the election and shall be responsible for the appointment of scrutineers and for the report of results to the President. 15.08 The four Directors-at-Large and seven Provincial Directors; the President; the Substantial Membership Director(s) and the Immediate Past President shall take office and shall be installed following the Annual Meeting. The CREA Regional Director for Ontario shall take office and be installed immediately before the Board of Directors meeting next following his election to the CREA Board of Directors. The Commercial Director shall take office and be installed immediately before the Board of Directors meeting next following his appointment as chair of the Commercial Committee.

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(a) “Individual Members” means Brokers or Salespersons who are registrants as defined by the Act and members of the Member Boards; and


(i) for non-dual members, the Member Board to which the Individual Member belongs;

(ii) for dual or multiple members, the Member Board to which the Firm that employs the Individual Member pays its OREA dues.

16.02 (a) OREA DUES: Annual OREA dues for Individual Members shall be as prescribed by the

Assembly. The Board of Directors may waive the dues of any Individual Member who has served OREA as a President for so long as that person remains a SBF Member of OREA. The annual OREA dues shall be payable by each Individual Member in advance to the Payee Board in the manner (either annually, semi-annually or quarterly) and upon the dates as required by the Payee Board. If annual OREA dues are payable in installments (other than annually) a dues surcharge, payable by the Individual Members, may be prescribed by Assembly.


16.03 (a) REPORTING REQUIREMENTS: In January of each year, each Member Board shall

file with OREA a report setting out the names and addresses of the Individual Members as of January 1 of that year, and advising OREA of the manner (either annually, semi-annually or quarterly) and the date(s) upon which it will collect the OREA dues from the Individual Members (the “Report”). The Report shall be signed by an authorized signing officer of the Member Board.

(b) COLLECTING AND REMITTING OREA DUES: Each Member Board shall collect the annual OREA dues from the Individual Members on the basis as described in the Report. Each Member Board shall remit, not later than fifteen days after the end of each calendar quarter, all the OREA dues which the Member Board has collected during that calendar quarter.


(a) Each Member Board shall, at least quarterly, submit to OREA the names and addresses of new Individual Members. Each Member Board shall collect the annual OREA dues from the new Individual Members and the OREA initiation fee from the new Individual

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Members and shall remit the OREA dues and initiation fees so collected not later than fifteen days after the end of each calendar quarter.

(b) If a Member Board permits reduced board dues for Individual Members who join after a

particular date during the year, the OREA dues payable by those Individual Members to OREA shall be reduced proportionately, but in no event shall the reduced OREA dues be less than twenty-five percent of the annual OREA dues.

16.05 NON-PAYMENT OF OREA DUES AND INITIATION FEES: If OREA dues or initiation fees are not paid by an Individual Member, or not remitted by a Member Board, within (90) days after the applicable due date, the membership of the delinquent Member may be terminated by the Board of Directors.

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17.01 (a) There shall be a Commercial Committee which shall be comprised of nine members as

follows:





(b) Except for the representative from the OREA Board of Directors, only a SBF Member

who is either a Broker or Salesperson and who is a member of the Canadian Commercial Council of REALTORS® is eligible to be a member of the Commercial Committee. In addition, if a real estate board has a commercial committee, commercial council, commercial division or some other commercial entity, then the member must also be a member of such commercial committee, commercial council, commercial division or other commercial entity to be eligible to be a member of the Commercial Committee.

(c) The Executive Committee shall select the members of the Commercial Committee in

accordance with Sections 17.01(a) and (b). 17.02 The Executive Committee shall, annually and whenever there is a vacancy, appoint the chair of the Commercial Committee from amongst its members, but neither the Ontario Regional Director of the Canadian Commercial Council of REALTORS® nor the representative from the OREA Board of Directors shall be eligible to be so appointed. 17.03 The Commercial Committee shall make recommendations to the OREA Board of Directors on those matters and issues of interest to commercial REALTORS®. 17.04 The term of each member of the Commercial Committee, including the chair, shall be one year, or until the successor is appointed. 17.05 The chair of the Commercial Committee must meet the qualifications set out in Sections 7.06 and 17.01(b) and automatically ceases to be the chair of the Commercial Committee upon failing to meet these qualifications and/or being absent for three consecutive meetings of the

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Commercial Committee. 17.06 The Commercial Committee shall meet at least once a year upon the call of either the chair of the Commercial Committee or any three members of the Commercial Committee at the time and place specified, providing at least ten days’ written notice has been given to all members of the Commercial Committee. 17.07 The chair of the Commercial Committee shall be the Commercial Director of OREA.

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(i) a dispute relating to the division, distribution, or disposition of a commission paid, or to be paid in respect of a transaction or transactions between two SBF Members which are Firms and who are not both members of the same Member Board (hereafter called the “Commission Dispute”); or

(ii) such other dispute, or controversy between two SBF Members which are Firms and who are not both members of the same Member Board as the President deems necessary in his sole discretion to have determined in the interest of OREA (hereinafter called the “Other Type of Dispute”),




(d) No action or proceeding either at law or in equity will be brought by any Firm which is a SBF Member against another Firm which is a SBF Member as a result of, or by reason of, any Commission Dispute, unless all of the parties to the Commission Dispute shall have advised OREA in writing that they choose not to arbitrate before OREA in accordance with this Article.

(e) For the purpose of clarification, the parties to a Dispute between Firms which are members of different Member Boards shall be deemed to include two Firms who are not both members of the Member Board in whose jurisdictional area the property is located, even though they both may be members of another Member Board.

18.02 In this Article, all notices required to be forwarded to the parties by the Chief Executive Officer, or the Chairman of the Arbitration Panel (as hereinafter defined) shall be given either by personal delivery (or courier) or registered mail. Any notice so given shall be conclusively deemed to be received in accordance with the provisions of Subsection 25.01 (b).

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18.03 Upon receipt of a request for arbitration, the Chief Executive Officer shall appoint three members of the OREA Arbitration and Ethics Panel to be the Arbitration Panel, one of whom he shall designate as the Chairman, to process, hear, decide and otherwise deal with the arbitration. 18.04 No member of the OREA Arbitration and Ethics Panel shall serve on an Arbitration Panel in any Dispute:

(a) if he has any personal or financial interest in the Dispute; or

(b) if he is related to either party. 18.05 (a) Any SBF Member which is a Firm having a Dispute (hereinafter called the "Claimant")

may file a notice of Dispute not later than three months from the date upon which the cause of the Dispute arose, or within such further period of time as may be authorized by the President and the President-Elect (or their appointees where a conflict of interest appears) based upon the policies established by the Board of Directors.



18.06 REMUNERATION: Each member of an Arbitration Panel shall be reimbursed in accordance with a fee schedule established by the Board of Directors. 18.07 Upon receiving a notice of Dispute, the Chief Executive Officer shall notify the SBF Member which is a Firm with whom the Claimant has the Dispute (hereinafter called the "Defendant") and shall with such notice transmit to the Defendant a copy of the notice of Dispute.


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The Chief Executive Officer shall forthwith forward a copy of such defence to the Claimant. 18.08 If the Defendant fails to deliver such a defence within the time specified, or fails or refuses to appear at the hearing hereinafter provided, the Arbitration Panel may proceed to hear and determine the matter upon the Claimant's own appearance. 18.09 After the time specified for delivery of the defence the Chairman of the Arbitration Panel shall set a date for the hearing and notify the parties of the date of such hearing, provided that such hearing shall not be less than twenty days from the date that such notice is forwarded to the parties. 18.10 Upon receipt of the statement of each party, the Chairman of the Arbitration Panel may, prior to the hearing, require both parties to attend upon a conciliator appointed by the Chairman. The conciliator shall endeavour to resolve the Dispute and where a settlement is effected, the conciliator shall prepare a report describing the disposition of the Dispute, including the disposition of the Filing Fee and forward same to the Chairman of the Arbitration Panel.

Where a meeting with the conciliator does not lead to a resolution of the Dispute, the conciliator shall advise the Chairman of the Arbitration Panel in writing that the Dispute could not be resolved, but the conciliator shall not discuss with anyone any of the matters discussed, or statements made, or positions taken by either the Claimant or Defendant at any meeting or meetings with the conciliator.

If a conciliator is unsuccessful in resolving the Dispute, and the matter proceeds to a hearing, the conciliator shall not be allowed to participate in any form at such hearing. 18.11 The Arbitration Panel shall have all the powers of arbitrators under the Arbitration Act and without in any way limiting the generality of powers so conferred the Arbitration Panel may:

(a) adjourn any hearing from time to time;

(b) proceed in such manner as it deems proper and without being bound by the rules of evidence or other legal rules, provided that it shall consider the best evidence available;

(c) receive evidence under oath. 18.12 The parties to any such arbitration shall be entitled to call as witnesses any person who has knowledge of the facts concerning the Dispute whether or not that person is a Member of OREA. 18.13 The Arbitration Panel by its award may:

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(a) dismiss the Dispute;

(b) direct such disposition of the Dispute, or of the commission, or other amounts involved in the Dispute as it deems proper;

(c) requirement payment by the Defendant to the Claimant of all or any part of any fee paid by the Claimant pursuant to Sub-section 18.05 (c) herein;

(d) direct the disposition of the Filing Fee. 18.14 The award shall be:

(a) in writing;

(b) signed by all members of the Arbitration Panel;

(c) delivered forthwith to the Chief Executive Officer. 18.15 A copy of the award shall be forwarded by the Chief Executive Officer to the parties. 18.16 The award of the Arbitration Panel shall be final and binding upon the parties to the Dispute. If a party to the Dispute:

(a) fails to submit to Arbitration, as hereinbefore provided and instead proceeds to any action, or proceeding at law, or in equity, such failure shall be dealt with pursuant to the provisions of Article 6, as a breach of this By-law; or

(b) fails to comply with the award of the Arbitration Panel within thirty days from the date upon which the Arbitration Panel's award is forwarded to the non-complying party, the Executive Committee may, at any subsequent meeting of the Executive Committee and without further proceedings, either expel the party from membership in OREA, or suspend the membership of such party in OREA for such period as the Executive Committee may in its sole discretion determine. Once the party has been expelled from membership in OREA, or its membership has been suspended, the Chief Executive Officer shall forthwith so advise the Member Board in which such party held membership and CREA.

18.17 Either party to an arbitration may be represented by a SBF Member who is a Salesperson or Broker. Either party may also be represented by legal counsel provided that the party shall first notify the other party and the Arbitration Panel not less than ten days before the date set for the hearing. The Arbitration Panel may retain legal counsel to sit at the hearing and to advise the Arbitration Panel on any and all matters of law but he shall not take part in the deliberation or decision of the Arbitration Panel.

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18.18 No action or proceeding, either at law or in equity, will be brought by any Member of OREA, or any of its servants or agents, against OREA, or any of its servants or agents, or against any Member of the Arbitration Committee for, or by reason of, any act, matter or thing done or omitted to be done in pursuance, or purporting to be in pursuance of this Article and this Section may in any such action proceeding, be pleaded as and shall constitute an absolute defence and any and all claims for, or by reason of any such act, matter or thing shall be conclusively deemed to have been waived by all Members of OREA.

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19.01 Upon receipt of a notice by the Chief Executive Officer of an appeal from a decision of a board of arbitrators pursuant to the provisions of the constitution, by-laws, or rules and regulations of a Member Board (Notice of Appeal), the Chief Executive Officer shall appoint three members of the OREA Arbitration and Ethics Panel to be the Appeal Panel, one of whom he shall designate as the Chairman, to process, hear, decide and otherwise deal with the Appeal.

The members of the OREA Arbitration and Ethics Panel who are appointed as aforesaid shall exercise and be limited to the authority and jurisdiction set out in the constitution, by-laws, or rules and regulations of the Member Board. Without limiting the generality of the foregoing, such appeal shall only be with respect to the question of whether the arbitration panel of the Member Board had the jurisdiction to make its award or decision or whether or not there was a denial of natural justice. 19.02 The appellant shall deposit with OREA the Notice of Appeal together with the Filing Fee. Such Filing Fee shall be retained by OREA and no appeal shall be heard and determined by the Appeal Panel until the Filing Fee has been paid. Any refund of a portion of the fee is completely at the discretion of the Appeal Panel after the expenses of the hearing have been deducted therefrom. 19.03 The provisions of this Article shall apply only to those Member Boards which have enacted as a portion of their by-law the specific arbitration appeal procedures as provided by OREA. 19.04 Where the Member Board has enacted as a portion of its by-law the specific arbitration appeal procedures as provided by OREA, the provisions of the Member Board’s by-law and this Article 19 shall constitute the arbitration agreement between and among the Members with respect to such arbitration and any appeal therefrom. The parties to the arbitration shall not have a right of appeal to the courts on a question of law. The parties shall have the right to pursue the internal appeal procedures as more particularly described in the Member Board’s by-law and this Article 19. The provisions of this Article may be pleaded in any action or proceeding at law or in equity taken with respect to such an arbitration or appeal.

Where the by-law of a Member Board fails to provide a time limit for such an appeal, a Notice of Appeal and Filing Fee shall be received by the Chief Executive Officer not later than thirty days after the award which is the subject of the appeal.

Where the by-law of a Member Board fails to so provide, all notices required to be forwarded to the parties by the Chief Executive Officer (or his appointed nominee), or the Chairman of the Appeal Panel (as herein defined) shall be given either by personal delivery (or courier), or registered mail. Any notice so given shall be conclusively deemed to be received in accordance with the provisions of subsection 25.01 (b).

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20.01 (a) There shall be an Association Executive Advisory Committee comprised of seven members as follows:

(i) Two Association Executives from Member Boards with up to 300 Members;

(ii) Two Association Executives from Member Boards with more than 300 Members and up to 1,000 Members;

(iii) One Association Executive from Member Boards with more than 1,000 Members, not including the Toronto Real Estate Board;

(iv) One Association Executive from the Toronto Real Estate Board; and

(v) One representative from the OREA Board of Directors.

(b) The Executive Committee shall select the members of the Association Executive Advisory Committee in accordance with section 20.01(a).

20.02 The Executive Committee shall, annually and whenever there is a vacancy, appoint the chair of the Association Executive Advisory Committee from amongst those members of the Association Executive Advisory Committee who are persons retained to carry out the functions of an executive officer or a chief executive officer of a Member Board. 20.03 The Association Executive Advisory Committee shall make recommendations to the OREA Board of Directors about how to enhance the environment in which the Provincial Association and Member Boards work together for the betterment of Members. 20.04 Except for the OREA Board of Directors representative described in section 20.01(a)(v), only Association Executives are eligible to be members of the Association Executive Advisory Committee. Employees of OREA shall not be members of the Association Executive Advisory Committee. 20.05 The term of each member of the Association Executive Advisory Committee, including the chair, shall be one year, or until the successor is appointed. 20.06 The chair of the Association Executive Advisory Committee must be a person retained to carry out the functions of an executive officer or a chief executive officer of a Member Board and must meet the qualifications set out in Section 7.06 and automatically ceases to be the chair of the Association Executive Advisory Committee upon failing to meet these qualifications and/or being absent for three consecutive meetings of the Association Executive Advisory Committee.

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20.07 The Association Executive Advisory Committee shall meet at least once a year upon the call of either the chair of the Association Executive Advisory Committee or any three members of the Association Executive Advisory Committee at the time and place specified, providing at least ten days’ written notice has been given to all members of the Association Executive Advisory Committee.

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21.01 OREA shall be a Provincial Association Member of The Canadian Real Estate Association and as such undertakes to adopt and abide by the charter and by-law of The Canadian Real Estate Association and to enforce the REALTOR Code as adopted by The Canadian Real Estate Association.

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22.01 Where not otherwise provided for in this By-law, the order of procedure at meetings of OREA shall be in accordance to the latest edition of Roberts Rules of Order by General Henry M. Roberts. 22.02 In all matters brought before any Assembly, Board of Directors, Committee, or other meetings of OREA, if not contrary to this By-law, or the Corporations Act, RSO 1990, c. C-38 as amended and any successor legislation (the "Corporations Act"), a simple majority of those present and eligible to vote shall be sufficient for adoption. 22.03 The following numbers shall be a sufficient quorum:




(d) at meetings of Committees, unless otherwise in this By-law provided, two members of the Committee, in addition to the Chairman of the meeting;

(e) on a vote of SBF Members which is mandatory as a result of current or future legislation,

notwithstanding this By-law’s provisions that SBF Members have no vote, one hundred (100) SBF Members;

(f) on a vote of Member Boards which is mandatory as a result of current or future

legislation, forty percent of the Voting Delegates representing not less than two-thirds of the Member Board.

22.04 (a) On a vote of Member Boards which is mandatory as a result of current or future

legislation, the Member Boards shall vote by way of Voting Delegates selected in accordance with sections 12.03 and the provisions of sections 12.03, 12.04, 13.05 and 13.06 shall apply mutatis mutandis.

(b) On a vote of SBF Members which is mandatory as a result of current or future legislation,

notwithstanding this By-law’s provision that SBF Members have no vote, each SBF Member shall have one vote.

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23.01 Except those sections of the By-law which, by virtue of the Corporations Act require greater than majority approval by Assembly in order to be repealed, enacted, or amended, the By-law of OREA may be repealed, enacted, or amended by By-law enacted by a majority vote of the Assembly at any Annual or General Meeting of OREA. 23.02 The substance of the proposed amendments shall be submitted to the Member Boards at least thirty days before such meeting of the Assembly at which the amendments will be voted upon.

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24.01 Any listing system operated by OREA shall be subject to this By-law. The listing system shall be operated by a Committee, subject to the direction of the Board of Directors. The rules and regulations with respect to the operation of any listing system shall be subject to the approval of the Board of Directors. OREA may collect service charges with respect to listings, sales or rentals made through any listing system and such monies shall be subject to the control and direction of the Board of Directors.

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25.01 The Board of Directors may prescribe by resolution such Rules and Regulations not inconsistent with this By-law relating to the management and operation of OREA as they deem expedient. 25.02 It shall be a provision of this By-law that new Rules and Regulations and amendments to existing Rules and Regulations shall have immediate force and effect, provided that if the Assembly does not confirm with or without variation such Rules and Regulations at the next meeting of the Assembly, they shall cease to have effect. No act done or right acquired under any such Rule or Regulation shall be prejudicially affected by any such rejection or variation.

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26.01 (a) Unless otherwise specified in this By-law, any notice, document, or any other material

(hereinafter collectively referred to as "Notices") required, or permitted to be given or forwarded by the Association, or its officers, Directors, employees, representatives, or Committees or Committee members, or representatives of its Committee members may be mailed by regular or registered mail addressed to; or delivered personally (or by courier) to; or telecopied (faxed) to, such person at his address recorded with OREA.

(b) Notices which are telecopied shall be deemed to have been received by the addressee on the next business day (example, if telecopied on a Friday afternoon, deemed receipt on Monday morning. If telecopied on a Wednesday morning, deemed receipt on Thursday). Notices which are mailed by regular mail shall be deemed to have been received by the addressee on the fifth day (not including the day of mailing) after mailing (example, if mailed on a Monday afternoon, deemed receipt on Saturday). Notices which are mailed by registered mail, shall be deemed to have been received on the day they are actually received by the addressee according to the records of Canada Post. Notices delivered personally or by courier, shall be deemed to have been received when delivery is made to the address recorded with OREA. For the purposes of this section, business day shall mean every day except Saturdays, Sundays and those days which are statutory holidays in the Province of Ontario.

(c) If Notices are mailed to a Member and have been returned on three consecutive occasions

because such Member cannot be found, the Association need not send any further Notices to such Member until he informs the Association in writing of his new address.

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Schedule to the OREA By-law List of Member Boards in each Area

(For the purpose of the definition contained in Article 3, Section 3.01(c))

Western Ontario Northeastern Ontario Chatham-Kent Bancroft Grey Bruce-Owen Sound Barrie Huron Perth Georgian Triangle London & St. Thomas Kawartha Lakes Sarnia-Lambton Muskoka and Haliburton Tillsonburg Northumberland Hills* Windsor-Essex Orillia Woodstock-Ingersoll Parry Sound

Peterborough and the Kawarthas Quinte Southern Georgian Bay

Southern Ontario Northern Ontario Brantford North Bay Cambridge Sault Ste. Marie Guelph Sudbury Hamilton-Burlington Thunder Bay Kitchener-Waterloo Timmins Niagara Simcoe Central Ontario Eastern Ontario Brampton Cornwall Durham Kingston Mississauga Ottawa Oakville-Milton Renfrew County Orangeville Rideau-St. Lawrence Toronto The Board of Directors may, from time to time upon receiving a request from Member Board(s), but at the Directors sole discretion, amend these Areas. * Amended April 27, 2010 – formerly Cobourg-Port Hope OREA By-law

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SCHEDULE OF FILING FEES (Revised)

For the purposes of Sub-section 3.01 (m) of the OREA By-law.

ARTICLE 5 Disputes filed pursuant to Section 5.01 $750.00* Disputes or Appeals filed pursuant to Section 5.02 $750.00* Appeals to Executive Committee from decisions of Special Committees pursuant to Section 5.08 $750.00* ARTICLE 6 Appeals to Executive Committee from decisions of Discipline Hearing Panels pursuant to Section 6.02 $750.00* ARTICLE 18 *Interboard Arbitrations pursuant to Article 18 is 5% of the amount claimed (minimum $1,000.00 to maximum $2,000.00). ARTICLE 19 *Appeals from Local Board Arbitration decisions pursuant to Article 19 is 5% of the amount claimed (minimum $1,000.00 to maximum $2,000.00). * Please be advised that all fees listed in this Schedule are subject to applicable taxes. This Schedule of Filing Fees is not part of the By-law of OREA. This Schedule has been established by the Board of Directors of OREA and may be amended by the Board of Directors from time to time. This Schedule of Filing Fees is a schedule attached to the OREA By-law. Approved by the OREA Board of Directors December 3-4, 2009.

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CREA Report to OREA, March 2013

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Futures Initiatives/Action Items

Two motions related to the Futures Inititative will be voted upon at the upcoming CREA Annual General Meeting (AGM) in March: proposals for a ‘Rate Your REALTOR®’ Tool; and an Alternative to Tech Co. The AGM Agenda package was sent out on March 21st and contains additional details.

The Futures Implementation Team (FIT) has struck a Work Group to identify administrative requirements across all levels of ORE that will be needed to support effective implementation of a la carte services. Members include Brad Scott as Chair, and staff representatives from Calgary, Toronto, Regina, Kitchener-Waterloo, and a Quebec Board. This group will recommend how a la carte type services could be handled by boards, associations and CREA with respect to billing and other administrative aspects. It is expected that its report will be provided at the June AEC Seminar for discussion and any relevant recommendations will come forward to the 2013 Fall SGM.

Another important working group established by FIT is the one dealing with MLS® Systems. It includes Dwayne Hayes as Chair, and members include John DiMichele, Karen Bilodeau, Shane Griffin and Bill Duce. Their mandate is to consider connecting, sharing and evolving MLS® systems into a national, provincial or regional structures. This group has had one meeting and hopefully we will have more information to provide at the upcoming AGM.

The Operating Structure Work Group is to consider the structure of organized real estate, including roles and responsibilities. Work Group members included Brad Scott, Georges Pahud, Don Richardson, and Beth Crosbie, with assistance from Gary Simonsen and an external consultant Ron Knowles. The Work Group will also be providing an update on its recommendations at the Open Forum before the AGM.

AGM Motions

In addition to the two FIT motions mentioned above, the membership will be asked to vote on two other initiatives.

REALTOR® Code ammendments will be voted upon that reflect the extensive consultation that has taken place over the last few years. There were differing views amongst member Boards and associations, and the proposals brought forward reflect a compromise that should be acceptable to all. Details are available in the AGM Agenda package sent out on February 21.

A motion will also be presented that extends the national ad campaign dues credit to Quebec members for an additional three years. Details are in the AGM package.

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REALTOR.ca

Last fall we introduced Walkscore® and during the first month the application was used over 1.2 million times

In December, we piloted the new REALTOR.ca website in Nova Scotia. The new design is fresh and modern and has new and enhanced features such as: friendly galleries, Photo viewing is now front and center on the property page and it’s now easier for users to keep track of the properties that interest them with more frequent listing updates. The pilot has now been extended to Manitoba and Saskatchewan.

Google Analytics reports that REALTOR .ca unique visits were up by 12% for 2012 when compared to 2011. We also experienced tremendous growth on the mobile side for REALTOR.ca, as downloads exceeded 2011 results by over 91% and sessions exceeded 2011 by over 158%. The significant increase is attributed to the very successful iPhone and iPad applications.

DDF™

As of February 20, 2012, we had 65 Boards / Associations that have opted into DDF Third Party Destinations (Module 3). The National Share Pool had 54,500 listings while the National Franchisor Pool had almost 50,000 listings.

WEBForms®

The Adobe fix to improve usability for members has been released. All forms will be updated by the end of the first quarter 2013. This update also included the ability to apply a signature to a tablet and having the ability to email forms. An agreement with Instanet was signed to allow for enhanced e-signature capability in provinces where it is permitted. This is not an exclusive arrangement and another vendor is expected to also participate.

ICX.ca

ICX.ca 6.0 was released, delivering new property type search fields as well as the ability to upload floor plans in a variety of formats.

The ICX.ca web site saw a 10.95% increase in unique visitors in 2012 compared to 2011 and continues to be the most visited commercial web site in Canada

National Ad Campaign Committee

Post-campaign research done in 2012 indicates that last year’s television ad, the Do-It-Yourself Family, worked well. Compared to 2011, which was when the popular “Old Woman in the Shoe” ad ran, intent to use a REALTOR® to buy rose to 60% as compared to 40% in 2011. Intent to use a REALTOR® to sell rose to 56% as compared to 39% in

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2011. The “reach” of the ad rose to 74.5%, the highest its been since the ads have been tracked.

New television ads will air beginning in March. As always, the starting point for the creative for the ad was research done with both consumers and REALTORS®. This year the Radio Co-op advertisng theme will be more closely aligned to the television concept, thereby strengthening the message.

REALTORS® Care Foundation

As the year drew to a close the positive impact of the changes made to the REALTORS Care® Foundation in early 2013 became evident. So many stories of REALTORS® charitable achievements were proactively submitted that content was able to be prescheduled with new stories of Christmas kindness being posted every day in December and into January. The CRCF's twitter page finally cracked the influential 1000 followers mark in November and continues to gain steam.

A click-wrap agreement has been developed so that REALTORS® can download the REALTORS Care® logo available on the website.

NEWS2Me

The open and click-through rates for NEWS2Me, CREA’s direct-to-member monthly e-newsletter, grew steadily over the year, with an expected drop in December due to the holiday season. The Homebuyers' Road Map was by far the most popular content of the year with the number of click-throughs far surpassing anything to date, with many members sending in positive comments through the NEWS2Me email address.

As of January 2013, NEWS2Me is being sent to the entire membership of CREA. Social Media Channels – Revamp

In December CREA's new Facebook page was launched, and the Twitter and LinkedIn Company Pages were also refreshed. These makeovers are the first step in rolling out CREA's new social media strategy in the first quarter of 2013. In general the changes have been well received though some members of the LinkedIn discussion group reacted negatively to a post about the group's new terms of use and more active moderation.

2013 Members Survey

There was no membership survey in 2012 due to the Futures engagement exercise. The 2013 membership survey began in late January and closed on February 24. The report will be published on REALTOR Link® as in past years.

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Home Buyers’ Road Map

CREA’s federal affairs and communications departments launched The Homebuyer’s Road Map in November with great success. The Road Map is a toolkit resource REALTORS® can provide to their clients to help them better understand the financial intricacies of purchasing a home.

CREA collaborated with the Financial Consumer Agency of Canada (FCAC) on this project that was both valuable to our members and aligned with the government’s financial literacy objectives. The FCAC and CREA co-branded the Road Map and held a joint press conference in November with participation from both the Commissioner of the FCAC, Ursula Menke, and the Parliamentary Secretary to the Minister of Finance, Shelly Glover.

RCMP National Stop Grow-Op Summit

In late November, represented by CREA’s federal affairs committee chair Pauline Aunger, our industry assisted the first meeting of the National Council Against Marijuana Grow Operations (MGOs) – A National Stop Grow-Ops Summit.

At this meeting, Pauline was selected as one of two co-chairs. The Council’s purpose is to define the problems associated with MGOs and clandestine labs; share best practices; and examine strategies for raising awareness and promoting timely and effective public policy.

Membership on the Council represents a critical success for CREA and its PAC reps. It is a huge compliment to be sought out to participate in such a council and it is because of the credibility organized real estate has built with government over the years that we were asked to join. We also view this as an opportunity to advance two emerging policy issues identified during discussions with Boards and Associations: registries of former drug operations and remediation of properties that housed former drug operations.

Anti-Spam

CREA Government Relations continues to lobby the government to ensure REALTOR® marketing practices are protected and to minimize the compliance burden for members. Seven important changes to the anti-spam regime were won through CREA’s lobbying efforts that will preserve critical marketing practices of REALTORS® and ease the burden of compliance. Toward that end, CREA’s legal team is working with outside counsel to prepare compliance documents for members.

Trademarks

In 2012 as of December 7, 2012, CREA has received 280 complaints. 118 have been resolved,

115 were referred to Boards and Associations, 22 are in progress, and 25 are outstanding.

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