Smooth sailing for board at RACGP AGM

Last week, the college met to pass nine resolutions on remuneration and governance.

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The RACGP has passed all nine proposed resolutions at its 66^th Annual General Meeting held at its national office in Melbourne/Naarm, including six updates to the college’s constitution and three ordinary resolutions on board member remuneration.

Concordance was high among members over the constitutional changes, with all garnering between 80-95% yes votes.

Speaking to The Medical Republic, chair of the RACGP’s board Dr Lara Roeske likened the special resolutions to simple maths – “fairly straightforward”.

“The [special resolutions] thematically were around continuing to upgrade and modernise: bringing our constitution into alignment with contemporary practice and facilitating contemporary governance practices,” she said.

“I was very pleased that they seem to be quite straightforward and not contentious.”

However, the ordinary resolutions regarding remuneration attracted slightly lower concordance.

“There’s always discretion and consideration around what remuneration should look like, and I think members have a range of views around how they approach it and what lens they look at it from,” noted Dr Roeske.

“I think we need to respect that.”

She added there while there was always room for improvement, particularly regarding “appropriate and helpful” communication around proposed resolutions, there would likely be sustained variation of opinion.

Over 65% of the almost 2000 voters agreed that aggregate remuneration for all directors, including superannuation, should increase to over one million dollars for the 2023-24 financial year “to cover the statutory superannuation increase from 1 July 2023”.

Over 62% agreed that in the 2024-25 financial year this should change to $865,000, excluding the president’s fees.

The president’s fee will increase to a maximum of $324,158 from this year’s AGM until next year’s.

The college undertook an independent external benchmarking assessment in June this year to decide on the new president’s fee, which took into account “the role’s responsibilities, expertise, and time commitment to progress discussions on advocacy issues and policy on behalf of members and patients”, according to the AGM notice.

Dr Roeske added that from her perspective, passing the resolutions on the president’s remuneration “didn’t seem to present controversy”.

“I’ve worked with four presidents during my tenure on the board and I have observed and watched the work, commitment and the dedication these presidents give to the college and to the membership.

“I’m very conscious of the very long hours, that often begin with media at 5am and are often continuing over time and well into weekends.

“My sense of it is that the members have seen the uplift in the advocacy and representational work of our president.

“I was very pleased to see endorsement in the form of the vote to increase the president fee to really reflect what is a full-time job.

“I know, hand on heart, the [workload] is much greater than fulltime.”

The college also proposed six changes to the constitution; ranging from allowing the use of virtual attendance for general meetings, to changing the requirements for contact or agreements signatures on behalf of the college.

The college will now allow documents to be signed electronically by either two directors or a director and a company secretary to sign official documents, scrapping the need for the company seal on all contracts and agreements.

The term of the board chair has been extended from one to two years.

Any board members who are absent from two consecutive board meetings without approved leave will be asked to vacate their positions. This unexplained absence clause has been tightened from six months.

The college has also scrapped its executive committee, as it was rendered redundant after recent changes made to its delegation policy and framework.

The special resolution which garnered the lowest support, still receiving support of over 80% of the voters, involved an update to clauses involving indemnity available to officers of the college.

“The proposed amended RACGP Constitution updates the language to ensure it is consistent with current practice and statute and clarifies the scope of the RACGP’s indemnity obligations,” read the AGM notice.

“The changes also clarify that the RACGP’s indemnity is a continuing one and the indemnified persons can be a former officer (which is consistent with current governance practice), and ensures that the RACGP can enter into a customary Deed of Access, Indemnity and Insurance with Directors.”

Dr Roeske added that she looked forward to future meetings that will allow more members to attend virtually, and spoke of the positive mood at the meeting.

“I know that the times there are things that the members are having to decide on that can be difficult or challenging or controversial,” she said.

“But I found there was a general spirit of collegiality and goodwill.”

The members of the 66^th RACGP Board were confirmed as:

• Dr Lara Roeske, continuing as chair
• Associate Professor Michael Clements, vice president (replacing Dr Bruce Willett) and continuing as chair of RACGP Rural
• Dr Rebekah Hoffman, NSW & ACT chair (replacing Professor Charlotte Hespe)
• Dr Toby Gardner, Tasmania chair (replacing Dr Tim Jackson)
• Dr Cathryn Hester, Queensland chair (replacing Dr Bruce Willett)
• Dr Rebecca Loveridge, GPs in training chair (replacing Dr Sean Black-Tiong)
• Dr Sam Heard, NT chair (previously interim Chair)
• Dr Michael Stanford, chair of the People, Culture, Nominations and Remuneration (PCNR) committee
• Scott King, continuing as chair of the FARM Committee