New South Wales Consolidated Acts New South Wales Consolidated Acts(Section 14)
For the purposes of this Division, the first annual general meeting of the owners corporation is:
(a) a meeting convened and held in accordance with clause 2, or
(b) a meeting held in accordance with an order under clause 5, or
(c) if no meeting is held as referred to in paragraph (a) or (b), the first meeting, however convened and whenever held, of the owners corporation having an agenda consisting of the items referred to in clause 3.
(1) The original owner or, in the case of a leasehold strata scheme for which there is no original owner, the lessor of the leasehold strata scheme must convene and hold a meeting of the owners corporation, in the prescribed manner, within 2 months of the expiration of the initial period.Maximum penalty: 10 penalty units.
(2) An original owner or lessor who has failed to convene and hold a meeting of the owners corporation in accordance with subclause (1) remains liable to the penalty provided by that subclause even though an order has been made under clause 5 or a meeting has been convened and held in accordance with any such order or otherwise.
(3) Divisions 1 and 3 of Part 2 apply to and in respect of the first annual general meeting of the owners corporation and voting at that meeting.
The agenda for the first annual general meeting must consist of the following items:
(a) to decide whether insurances taken out by the owners corporation should be confirmed, varied or extended,
(b) to decide whether any determination of the amount of a contribution required to the administrative fund or sinking fund should be confirmed or varied,
(b1) in the case of an owners corporation to which section 75A applies, to discuss the preparation of the plan required by that section,
(c) to determine the number of members of the executive committee and to elect the executive committee,
(d) to decide if any matter or class of matter is to be determined by the owners corporation in general meeting,
(e) to decide whether the by-laws for the strata scheme should be altered or added to,
(f) to decide whether a strata managing agent should be appointed by the owners corporation and, if a strata managing agent is to be appointed, which functions of the owners corporation should be delegated to the strata managing agent,
(f1) to decide whether a caretaker should be appointed under section 40A and, if a caretaker is to be appointed, what functions the caretaker should exercise,
(g) to consider the accounting records and the last financial statements prepared,
(h) to decide whether an auditor should be appointed,
(i) to decide whether insurance of the kind referred to in section 88 (2) should be taken out.
(1) An original owner or lessor required to convene a meeting under this Division must not fail to deliver to the owners corporation at its first annual general meeting the following:(a) all plans, specifications, certificates (other than certificates of title for lots), diagrams and other documents (including policies of insurance) obtained or received by the owner or lessor and relating to the parcel or building,(a1) without limiting paragraph (a), all development consents, complying development certificates and related endorsed plans, “as built” drawings, compliance certificates (within the meaning of the Environmental Planning and Assessment Act 1979 ), fire safety certificates and warranties obtained or received by the owner or lessor and relating to the parcel or any building, plant or equipment on the parcel,(b) the certificate of title for the common property, the strata roll and any notices or other records relating to the strata scheme, if they are in the owner’s or lessor’s possession or under the owner’s or lessor’s control,(c) the accounting records and the last preceding financial statements prepared,(d) any other document or item relating to the parcel or any building, plant or equipment on the parcel that is prescribed by the regulations for the purposes of this subclause.Maximum penalty: 100 penalty units.
(2) This section does not require an original owner or lessor to deliver to the owners corporation any documents that exclusively evidence rights or obligations of the original owner or lessor and that are not capable of being used for the benefit of the owners corporation or any of the other owners.
(1) The Adjudicator may, on application, appoint by order a person nominated by the applicant (and who has consented to that nomination) to convene and hold a meeting of the owners corporation if a meeting of the owners corporation has not been convened and held in accordance with clause 2.
(2) The meeting is to be convened and held within the time specified in the order.
(3) An application under this section may be made by an owners corporation, an owner or a mortgagee of a lot.
(1) An owners corporation is to cause annual general meetings to be convened and held in accordance with Division 3 of Part 2.
(2) A meeting does not fail to be an annual general meeting merely because it is not held within the time required by this Act.
(1) In this Part:
"priority vote", in relation to a lot, means a vote on a motion that relates to insurance, budgeting or fixing of a levy, that will require expenditure above the prescribed amount by the owners corporation or on any matter that requires a special or unanimous resolution by:(a) the mortgagee of the lot under a mortgage shown on the strata roll as having priority over any other mortgage, and over any covenant charge, shown on the strata roll in relation to the lot, or(b) the covenant chargee of the lot under a covenant charge shown on the strata roll as having priority over any mortgage shown on the roll in relation to the lot, or(c) the covenant chargee of the lot under a covenant charge shown on the strata roll without any mortgage being shown on the roll in relation to the lot.
(2) In this Part, a reference to a duly appointed proxy is a reference to a person appointed as a proxy by an instrument in the form prescribed for the purposes of clause 11.
(3) In this Part, a reference to a person entitled to vote on a matter at a meeting of the owners corporation is taken to be a reference to a person entitled to vote on a motion other than a motion requiring a unanimous resolution, unless otherwise specified.
(1) Notice of a general meeting must state that a vote at a meeting by the owner of a lot does not count if a priority vote in respect of the lot is cast in relation to the same matter.
(2) The notice must state that an owner of a lot or a person with a priority vote in respect of a lot may not vote at the meeting on a motion (other than a motion requiring a unanimous resolution) unless payment has been made before the meeting of all contributions levied on the owner, and any other amounts recoverable from the owner, in relation to the lot that are owing at the date of the notice.
(3) The notice must state:(a) if the addressee is not a corporation-voting and other rights conferred by this Schedule may be exercised in person or by proxy, or(b) if the addressee is a corporation-voting and other rights conferred by this Schedule may be exercised only by the company nominee in person, or by proxy appointed by the corporation.
(4) If the addressee of the notice is the first mortgagee, or a covenant chargee, of a lot, the notice must state:(a) the name of the owner of the lot, and(b) the address of the lot, and(c) the place at which the meeting is to be held.
(5) The notice is to set out the provisions of this Act for determining the quorum at a general meeting.
(1) A person is not entitled to move a motion at a meeting or to nominate a candidate for election as a member of the executive committee unless the person is entitled to vote on the motion or at the election.
(2) Subclause (1) does not prevent the owner of a lot from moving a motion or nominating a candidate even if the lot is subject to a mortgage or charge.
(1) Who has voting rights? Each owner, and each person entitled to a priority vote, has voting rights that may be exercised at a general meeting of the owners corporation, but only if the owner or person is shown on the strata roll and, in the case of a corporation, the company nominee is shown on the strata roll.
(2) Exercise of voting rights by joint first mortgagees or joint covenant chargees Voting rights may be exercised at the meeting by joint first mortgagees or joint covenant chargees only by proxy (who may be one of them) duly appointed by all of them jointly.
(3) Exercise of voting rights by owner, first mortgagee or covenant chargee The voting rights of an owner, first mortgagee or covenant chargee of a lot (other than a joint owner, mortgagee or covenant chargee) may be exercised:(a) unless the owner, mortgagee or covenant chargee is a corporation-in person or by proxy, or(b) if the owner, mortgagee or covenant chargee is a corporation-by the company nominee in person, or by proxy appointed by the corporation.
(4) Exercise of voting rights by joint owners to be by proxy The voting rights of joint owners of a lot may not be exercised by them individually but may be exercised:(a) by a proxy (who may be one of them), or(b) as provided by subclause (5).
(5) Other circumstances in which joint owners may exercise voting rights If, on a vote at a general meeting, the rights of joint owners of a lot are not exercised by a proxy as referred to in subclause (4), one of them may act as such a proxy:(a) if the other joint owners are absent or such of them as are present give their consent, or(b) if paragraph (a) does not apply-if he or she is the owner first named on the strata roll as one of the joint owners.
(6) Exercise of voting rights by owners of successive estates in lot If there are owners of successive estates in a lot, only the owner of the first estate may vote at a general meeting.
(7) Exercise of voting rights where owner holds lot as trustee If the owner of a lot holds it as trustee, a person beneficially entitled may not vote at a general meeting.
(8) Voting rights may not be exercised if contributions not paid A vote at a general meeting (other than a vote on a motion requiring a unanimous resolution) by an owner of a lot or a person with a priority vote in respect of the lot does not count unless payment has been made before the meeting of all contributions levied on the owner, and any other amounts recoverable from the owner, in relation to the lot that are owing at the date of the notice for the meeting.
(9) Effect of casting of priority vote If a priority vote is cast in relation to a lot, a vote on the same matter by the owner of the lot does not count. However, a priority vote has no effect unless at least 2 days’ written notice of intention to exercise the priority vote at the particular meeting has been given to the owner of the lot.
(10) Effect of section 118 (notice to owners corporation of right to vote) This clause does not confer a right to vote on a person deprived of the right by failing to comply with section 118.
(11) Definition of motion In this clause, "motion" means a motion submitted at a general meeting of an owners corporation or on any election of members of the executive committee.
(1) Who is a “duly appointed proxy”? A person is a duly appointed proxy for the purposes of this Part if the person is appointed as a proxy by an instrument in the form prescribed by the regulations.
(2) Form of proxy The prescribed form is to make provision for the giving of instructions on:(a) whether the person appointing the proxy intends the proxy to be able to vote on all matters and, if not, the matters on which the proxy will be able to vote, and(b) how the person appointing the proxy wants the proxy’s vote to be exercised on a motion for the appointment or continuation in office of a strata managing agent.
(3) Proxy to be given to secretary of owners corporation The instrument is ineffective unless it contains the date on which it was made and it is given to the secretary of the owners corporation:(a) in the case of a large strata scheme-at least 24 hours before the first meeting in relation to which the instrument is to operate, or(b) in any other case-at or before the first meeting in relation to which the instrument is to operate.
(4) Period for which proxy effective An instrument appointing a proxy has effect for the period commencing with the day on which it takes effect and ending with the later of the first anniversary of that day and the conclusion of the second annual general meeting held after that day, unless it is sooner revoked or a shorter period is provided by the instrument.
(5) Proxy cannot vote if person appointing proxy votes A proxy cannot exercise a vote in relation to a matter if the person who appointed the proxy is exercising personally a power to vote on that matter.
(6) Effect of subsequent proxy An instrument made by a person appointing a proxy has no effect if the person makes a later instrument appointing a proxy and delivers it to the secretary of the owners corporation in accordance with subclause (3).
(7) Proxy limited by instrument of appointment If the instrument appointing a proxy limits the manner in which the proxy may vote at a meeting, a vote by the proxy that does not observe the limitation is invalid.
(7AA) An original owner or a person connected with the original owner may not cast a vote by means of a proxy or power of attorney given by another owner of a lot in the strata scheme concerned if the proxy or power of attorney was given pursuant to a term of the sale contract for the lot or pursuant to another contract or arrangement that is ancillary to the sale contract.
(7AB) Any contract or arrangement referred to in subclause (7AA) is unenforceable to the extent that it requires the giving of any such proxy or power of attorney.
(7AC) Subclauses (7AA) and (7AB) do not apply to a proxy or power of attorney given by a person to another person connected with him or her.
(7A) Other limits on exercise of proxy A vote by a proxy who is a caretaker, an on-site residential property manager or a strata managing agent is invalid if it would obtain or assist in obtaining a pecuniary interest for, or confer or assist in conferring any other material benefit on, the proxy.
(7B) For the purposes of subclause (7A), "material benefits" include, but are not limited to, the following:(a) an extension of the term or an additional term of appointment of the proxy as caretaker, on-site residential property manager or strata managing agent,(b) an increase in the remuneration of the proxy,(c) a decision of the owners corporation not to proceed with, to withdraw, to delay, to compromise or to settle litigation or other legal proceedings relating to the proxy,(d) any other decision of the owners corporation that affects litigation or other legal proceedings relating to the proxy.
(8) Proxy may demand poll A duly appointed proxy may vote on a show of hands or demand a poll.
(9) Powers of proxies A person duly appointed as a proxy:(a) if entitled to vote otherwise than as a proxy-may also vote in his or her own right, and(b) if appointed as proxy for more than one person-may vote separately as a proxy in each case.
(1) A motion submitted at a general meeting of an owners corporation must not be considered, and an election must not be held, unless there is a quorum present to consider and vote on the motion or on the election.
(2) There is a quorum for considering and voting on such a motion or at such an election only if:(a) at least one-quarter of the number of persons entitled to vote on the motion or at the election is present, either personally or by duly appointed proxy, or(b) at least one-quarter of the aggregate unit entitlement of the strata scheme is represented by the persons who are present and entitled to vote on the motion or at the election, either personally or by duly appointed proxy.
(3) However, if there is more than one owner in the strata scheme and the quorum calculated in accordance with subclause (2) is less than 2 persons the quorum is 2 persons entitled to vote on the motion or at the election.
(4) If a quorum, as provided by subclause (2), is not present within the next half-hour after the relevant motion or business arises for consideration at the meeting, the meeting stands adjourned for at least 7 days.
(5) If a quorum, as provided by subclause (2), is not present within the next half-hour after the time fixed for the adjourned meeting, the persons present personally or by duly appointed proxy and entitled to vote constitute a quorum for considering that motion or business.
(1) A general meeting of an owners corporation may be adjourned for any reason if a motion is passed at the meeting for the adjournment.
(2) If a general meeting of the owners corporation is adjourned (including where the meeting is adjourned because of clause 12 (4)):(a) the time and place at which the adjourned meeting is to be resumed must be fixed by the person who was presiding at the meeting or, in the case of a meeting that is adjourned because of clause 12 (4), by the person who would have presided at the meeting but for the lack of a quorum, and(b) notice of that time and place must be served by the Secretary on the members of the owners corporation at least 1 day prior to the meeting.
(3) The notice is to set out the provisions of this Act for determining the quorum at a general meeting.
The chairperson at a general meeting of an owners corporation may rule a motion out of order if:
(a) the chairperson considers that the motion, if carried, would conflict with this Act or the by-laws or would otherwise be unlawful or unenforceable, or
(b) except in relation to a motion to amend a motion, clause 35 (3) has not been complied with in relation to the motion.
(1) The chairperson of the owners corporation is to preside at any general meeting of the owners corporation at which the chairperson is present.
(2) In the chairperson’s absence from any such meeting, the persons present at that meeting and entitled to vote on motions submitted at that meeting may elect one of their number to preside at that meeting and the person so elected is, while so presiding, taken to be the chairperson of the owners corporation.
(3) The chairperson does not have a casting vote in relation to any motion but may vote in his or her own right if otherwise entitled.
If requested to do so by a person present and entitled to vote at a general meeting of the owners corporation, the chairperson must, before submitting a motion to the meeting or the holding of the election of members of the executive committee, announce the names of the persons who are entitled to vote on that motion or at that election.
(1) An election of members of the executive committee is to be decided according to a majority in number of the votes cast at the election with a person entitled to vote having one vote for each lot in respect of which the person is entitled to vote, unless a poll is demanded by a person present and entitled to vote at the meeting.
(2) However, if at the time of the meeting at which the election is held the original owner is the owner of not less than one-half of the lots, the original owner or, where the original owner is a corporation, a company nominee of the corporation has, on an election of the executive committee at that meeting, one vote for each 3 lots in respect of which the original owner is entitled to vote (ignoring any fraction).
(3) If a poll is demanded by a person present and entitled to vote at the meeting:(a) the election is to be decided according to the value of the votes cast, and(b) the value of a vote cast by a person entitled to vote in respect of a lot is equal to the unit entitlement of that lot.
(4) However, the value of the vote cast by the original owner who at the time of the meeting is the owner of lots the sum of whose unit entitlements is not less than one-half of the aggregate unit entitlement is one-third of the value that, but for this subclause, the owner’s vote would have under subclause (3) (ignoring any fraction).
(1) A motion put to a general meeting of an owners corporation is to be decided according to a majority in number of the votes cast for and against the motion with each person having one vote for each lot in respect of which the person is entitled to vote, unless subclause (2) applies.
(2) If a poll is demanded by a person present and entitled to vote at the meeting or the motion is for a resolution that, to be effective, must be a special resolution:(a) the motion is to be decided according to the value of the votes cast for and against the motion, and(b) the value of a vote cast by a person entitled to vote in respect of a lot is equal to the unit entitlement of that lot.
(3) However, if the original owner is the owner at the time of the meeting of lots of which the sum of the unit entitlements is at least one-half of the aggregate unit entitlement, the value of the vote of the original owner, or of a person having a priority vote in relation to any of those lots, is one-third of the value it would have had under subclause (2) (ignoring any fraction).
(1) A poll demanded under clause 17 or 18 is to be taken in such manner as the chairperson thinks fit.
(2) A poll may be demanded either before or after a vote decided by a majority in number has been taken.
(3) A demand for a poll may be withdrawn by the person who made it.
The declaration of the chairperson of the result of the voting on any motion submitted at a general meeting of the owners corporation, otherwise than on a poll, is conclusive without proof of the votes recorded for or against the motion.
A general meeting of an owners corporation is, subject to the provisions of this Schedule relating to the quorum of the owners corporation, validly held even though the only person present at the meeting is the chairperson of the owners corporation.
(1) Documents relating to a meeting of the owners corporation (such as proxies) may be transmitted to the secretary of the owners corporation by facsimile.
(2) In this clause, "facsimile" includes any electronic communication device that transmits information in a form from which written material is capable of being reproduced with or without the aid of any other device or article.
A unanimous
resolution or special resolution of an owners corporation may not be amended
or revoked except by a subsequent unanimous resolution or special resolution,
as the case may be.
However, a unanimous resolution of an owners corporation dealing with common
property may be amended by a special resolution.
Until the offices of chairperson, secretary and treasurer of the owners corporation are filled or until the expiration of the first executive committee meeting held after the first annual general meeting, whichever first happens, the functions conferred on the holders of those offices must be exercised and performed by the original owner or by the original owner’s agent duly authorised in writing.
In this Division:
"business", in relation to the first annual general meeting, means the items
in the agenda referred to in clause 3.
"meeting", in relation to an owners corporation, means the first annual
general meeting of the owners corporation.
For the purpose of preparing the notices referred to in clause 27, an original owner (whether or not he or she has ceased to be an owner) or an agent authorised in writing by the original owner is entitled to inspect the strata roll without making payment or written application.
(1) Notice of the meeting must, at least 14 days before the meeting, be served on each owner and each first mortgagee and covenant chargee shown on the strata roll.
(2) Nothing in this clause requires an original owner to serve on himself or herself a notice of the meeting.
Notice of the meeting must set forth as the agenda of the meeting the items referred to in clause 3 only.
A motion must not be submitted to a meeting unless it relates to the business of the meeting.
In this Division:
"meeting" means a meeting of an owners corporation other than the first annual
general meeting of the owners corporation.
(1) An annual general meeting of an owners corporation must be held in each year:(a) on a date not earlier than one month before and not later than one month after each anniversary of the first annual general meeting, or(b) if the Adjudicator has made an order under section 152 varying the time at which the meeting must be held, in accordance with the order.
(2) A general meeting of an owners corporation (in this clause referred to as an "extraordinary general meeting"), which is not an annual general meeting, may be convened by the executive committee at any time.
(3) The secretary of an executive committee or, in the secretary’s absence, any member of the executive committee must convene an extraordinary general meeting as soon as practicable after receiving a requisition for such a meeting signed by one or more persons entitled to vote in respect of one or more lots, the unit entitlement or the sum of the unit entitlements of which is at least one-quarter of the aggregate unit entitlements.
(1) Notice of a general meeting of an owners corporation must, at least 7 days before the meeting, be served on each owner.
(2) Notice of a general meeting of an owners corporation must also be served, within that 7-day period, on each first mortgagee and covenant chargee shown on the strata roll if an item on the agenda for the meeting requires a special or unanimous resolution of the owners corporation or relates to insurance, budgeting or the fixing of a levy that will require expenditure above the prescribed amount referred to in the definition of "priority vote" in clause 7 (1).
(3) If a member of the executive committee other than the secretary receives a requisition to convene an extraordinary general meeting of the owners corporation in accordance with this Schedule, the member may serve the notice on behalf of the executive committee.
(4) Nothing in this clause requires an owner to serve on himself or herself a notice of a general meeting.
Notice of a general meeting must be accompanied by a copy of the minutes of the latest general meeting if the notice is to an owner who has not previously been given a copy of those minutes or who, before the notice is given, makes a request for a copy of those minutes that has not been complied with.
Notice of an annual general meeting must:
(a) be accompanied by a copy of the last financial statements prepared by the owners corporation together with any relevant auditor’s report, and
(b) include a form of motion for adoption of those financial statements, and
(c) include the information referred to in section 98 (2) (d) in relation to each current insurance policy held by the owners corporation, and
(d) include a form of motion to consider the appointment of an auditor and the taking out of insurance of the kind referred to in section 88 (2) if insurance of that kind has not already been taken out, and
(e) include a form of motion for the election of the executive committee, and
(f) include a form of motion to decide the number of members of the executive committee, and
(g) include a form of motion to decide if any matter or type of matter is to be determined only by the owners corporation in general meeting.
The agenda for each annual general meeting must include:
(a) an item to decide if any matter or type of matter is to be determined only by the owners corporation in general meeting, and
(b) in the case of an owners corporation to which section 75A applies, an item to prepare or review a plan relating to the sinking fund if required to be done at that meeting.
(1) Notice of a general meeting must include, or be accompanied by:(a) a form of motion to confirm the minutes of the last general meeting of any kind, and(b) if the meeting has been convened to elect an executive committee for the owners corporation, a form of motion for the election of the executive committee, and(c) except in the case of a meeting referred to in paragraph (b), a form of motion of each other motion to be considered at the meeting.
(2) The notice must clearly indicate which motions require a special resolution for their passage and which motions require a unanimous resolution for their passage.
(3) A motion must not be submitted at a general meeting unless notice of the motion has been given in accordance with this clause or the motion is a motion to amend a motion of which notice has so been given.
(1) Any person entitled to vote at a general meeting of an owners corporation on a motion that does not require a unanimous resolution may, by notice in writing served on the secretary of the executive committee, require inclusion in the agenda of the next general meeting of the owners corporation of a motion set out in the notice and the secretary must comply with the notice.
(2) The secretary must give effect to the requirement of the notice.
(3) Subclause (1) does not require the inclusion of a motion on the agenda of a general meeting for which notices have already been given in accordance with this Schedule but in that case the motion must be included in the agenda of the next general meeting after that.
(4) For the purposes of subclause (1), an owner of a lot who, but for the fact that the lot is subject to a mortgage or covenant charge, would be entitled to vote at a general meeting of the owners corporation is entitled to vote at that meeting.
(1) Until the first annual general meeting of the owners corporation, the secretary of the owners corporation may convene an extraordinary general meeting and must do so on receipt of a requisition signed by one or more persons entitled to vote in respect of one or more lots, the unit entitlement or the sum of the unit entitlements of which is at least one-quarter of the aggregate unit entitlement.
(2) The provisions of this Part (clauses 31 and 34 excepted) apply to and in respect of a meeting referred to in this clause so far as those provisions are not inconsistent with, or incapable of applying to, such a meeting.
The provisions of this Schedule are subject to the regulations, but only to the extent that the regulations relate to large strata schemes.