Carlisle [2009] QBCCMCmr 308 (20 August 2009)

Number of Scheme:	9233
Name of Scheme:	Carlisle
Address of Scheme:	89 Thorne Street KANGAROO POINT QLD 4169

TAKE NOTICE that pursuant to an application made under the abovementioned Act by the body corporate for Carlisle community titles scheme 9233

I hereby declare that an annual general meeting of the body corporate for Carlisle community titles scheme 9233 called and held by 30 September 2009 will not be invalid simply because it is held more than three months after the end of the scheme’s financial year.

The scheme
“Carlisle” community titles scheme 9233 is subject to the Body Corporate and Community Management Act 1997 (Act) and the Body Corporate and Community Management (Standard Module) Regulation 2008 (Standard Module).

Application
This application is by the Body Corporate seeking a declaratory order to hold the annual general meeting outside the legislated period. The Body Corporate states the end of the financial year is 28 February. It proposes holding the meeting within 35 days of the order being made.

The Body Corporate submits that additional preparation or research time was required to finalise paperwork for presentation to lot owners. It has provided a copy of ‘Minute of a resolution passed outside of a formal meeting of the committee’ which states the following resolution was made on 11 August 2009 by 4 votes to 0: “...that the Body Corporate shall authorise the Body Corporate Manager to prepare and lodge an application...with the Body Corporate Commissioners Office seeking approval through a declaratory order to convene the Annual General Meeting...outside the approved time frame recorded in the Body Corporate and Community Management Act 1997.”

Jurisdiction
An adjudicator may make an order that is just and equitable in the circumstances (including a declaratory order) to resolve a dispute, in the context of a community titles scheme, about a claimed or anticipated contravention of the Act; or the exercise of rights or powers, or the performance of duties, under the Act (s 276(1), Act).

Determination
A body corporate must hold and conduct meetings as prescribed under the regulation module applying to the scheme, which in this case is the Standard Module (s 104, Act). An annual general meeting must be held within 3 months after the end of each of the scheme’s financial years (s 66, Standard Module). An annual general meeting is integral to the management of a body corporate as consideration is given to: reviewing the past financial year’s income and expenditure, considering future spending needs through the adoption of an administration fund budget and a sinking fund budget; fixing contributions to be paid by lot owners; determining whether the next financial year’s accounts should be audited; reviewing insurance; and electing a committee.

The Body Corporate has stated that the financial year end was 28 February 2009 and that the annual general meeting was not held by 31 May 2009. The Body Corporate has explained the reasons for not holding the annual general meeting by the end of May. I have no reason to believe the committee has not acted in good faith in this matter. As the timeframe for holding the annual general meeting has expired, the convening and conduct of the meeting could be invalidated in the absence of this declaration. This would leave the legal status of the Body Corporate in doubt, as well as the validity of any decisions purportedly passed at an annual general meeting. This would clearly not be in the interests of owners.

In the circumstances, I consider it is appropriate to declare that an annual general meeting will not be invalid simply because it is held more than three months after the end of the scheme’s financial year if it is held by 30 September 2009.

Queensland Body Corporate and Community Management Commissioner - Adjudicators Orders

Carlisle [2009] QBCCMCmr 308 (20 August 2009)