EC meetings not required..says EC chairman

Technically there is no legal obligation to hold EC  meetings (unlike AGMs) but that’s only if you don’t make any decisions.  You sound like you have a lot of discussions that need to be had and your EC meeting minutes are the most important way for owners to know what’s going on.  Failure to have meetings is irresponsible and reckless. A ‘father knows best’ benign dictator only works if they get it 100 percent right 100 percent of the time.  And they don’t because that’s impossible.

Here’s a thought: Demand an EC meeting at which one item on the agenda should be declaring the role of chairman open and the election of a new chair. The chair is elected by the EC not the AGM and any proxies he may hold at a general meeting count for nothing in an EC vote.

Here’s the bit of strata law that says a meeting must be held if request by one-third of the mebers of the EC:

Executive committee meetings may be required to be convened

(1)  The secretary of an owners corporation or, in the secretary’s absence, any member of the executive committee must convene a meeting of the executive committee if requested to do so by not less than one-third of the members of the executive committee, within the period of time, if any, specified in the request.

Perhaps the threat of such a public humiliation may make this autocrat stop and think about what he’s doing.  Or it could make him worse … in which case you need to send a message to all the owners that the EC is not functioning as it should and that you collectively refuse to take any responsibility for decisions made without your input.

@Whale said:

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A standard limitation is that except with the prior approval of Owners at a General Meeting, no payment may be made against any item that would bring the YTD spend for that item (e.g. grounds maintenance) to an amount that would exceed its approved annual budget allocation, plus 10%. Further limitations, or a decision to have none at all, must be resolved one way or the other by Owners at each Annual General Meeting (AGM). You would need to check the Minutes of your Plan’s last AGM to ascertain which if any restrictions on spending apply.

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Just so Phlebe knows, the 10% limitation is for large strata plans and can be found in Section 80A of the Strata Act.

How strict is the restriction on spending?

We had an owner do a CTTT matter that included the well documented (EC minutes specifying cheque numbers and amounts) spending of ~25k when there was only a 16k budget. That is spending the budget plus another 50+%. The matter got no comment from the “highly trained professional” at CTTT who handled the matter. The application was for a s162 order and involved numerous other issues but none of it mattered; case dismissed.

That the over spending got no mention in the adjudicators reasons makes me wonder how serious the limitation is because 50% overspending did not bother that particular Senior CTTT member.

More relevant to where this topic is currently at;

Your Chairperson.

Find someone on the EC who will take on the Chair role. It can be you if you want.

You could put a motion on the EC meeting agenda that says;

“Mr. Bad Chair” will vacate the Chair and “Mr. or Mrs Good Chair” will assume the Chair. (one motion)

Alternatively a simple motion; That “insert name” is made Chair of the Executive Committee” will do but it is nicer to have the Chair emptied and then filled again rather than just pulling “a Julia Gillard” and knifing the person who is in the way.

Insert real names in the motion where appropriate.

If you want to be more stealth about the matter you can introduce the motion at the EC meeting because it is a “procedural motion” and not a substantive motion which would require owners being given proper notice.

As soon as the meeting opens raise the motion and say goodbye to your bad Chair – if all goes well. The “Bad Chair” does not even need be there.

You can be open about it or use a little cloak and dagger, you can empty and fill the chair or you can just knife them in the back – either way you get the bad Chair out of the Chair.

My recommendation would be to use the empty the Chair, fill the Chair motion as soon as the meeting opens.

@JimmyT said:
I think my method for removing the chairman – a simple motion to declare the office vacant (or declare the office vacant and seek nominations for a new chair) – is possibly more correct and less open to challenge.  Once the office is vacant, the Secretary is entitled to take nominations and vote on a replacement which can be done without having to name the replacement in the minutes. Since the first rule of politics is to never ask a question to which you don’t know the answer, the replacement chairman or woman would already have been identified and the votes lined up.

I subscribe to the process outlined in Horsley’s Meetings (textbook) or the process outlined by Ilkin (strata lawyer).

The Chair is running the meeting and the Chair puts motions to the meeting so if you vacate the Chair, via a motion, then you have no Chair and therefore nobody is running the meeting, that makes anything that follows open to challenge because do you even have a meeting?

The strata act does allow for the office bearers to be elected in the absence of any office bearers at the first meeting of the new EC (s18) but once you have office bearers common law standards apply because the Act is then silent except for clauses 5 & 8 of Schedule 3.

It is not the role of the Secretary to take nominations and submit motions to the meeting to elect the new Chair if the old Chair has just been deposed by a motion.

Horsley is very clear if one wants to have a motion to vacate the Chair then the motion should include that “Joe Bloggs” assumes the Chair; a very understandable proposition. Such a process makes a smooth transition.

A motion to simply vacate the Chair has issues if you read Horsley’s Meetings so it is not a good option.

Ilkin on the other hand proposes the idea that a motion to appoint another person “removes” the old person if the motion is successful. A bit like the newest proxy is the valid proxy if there are multiple proxy forms from the same owner. The newest resolution of who is Chair determines the Chair – see clause 5 of Sch 3.

I feel either of the above is a far more solid than what JT suggests and i would ask why JT feels the Secretary is entitled to take over the meeting in the absence of a Chair given the Chair precised if present or another EC member is made Chair in the absence of the elected Chair see clause 8 of Sch 3.This clause (cl 8) is about what to do if the Chair does not show up; it is not about what to do if there is no Chairperson

It seems pretty clear the meeting needs a Chair and both the Horsley or Ilkin method never leave the meeting without a Chair, they both just instantaneously change the Chair.

I would never recommend to an SP to just vacate the Chair position and have no Chair given the two options i outline but i will say that if you take JTs advice then i seriously doubt CTTT would make an order if someone kicked up a stink – but a real court who are strict on process might not be so relaxed.

The vacate and fill motion is somewhat bullet proof if Horsley is any guide; and it is.

Pass a new Chair motion seems to meet the requirement of the Act.

Depose the Chair and proceed without a Chair to get a new Chair .. i have no reference source that claims it is a valid method.

@JimmyT said:

It’s not rocket surgery.  The chairman is absent (because he hasn’t been elected yet) and the obvious choice to run the meeting until the new chair is elected is the secretary although it could be anybody the meeting chooses. Not even the geniuses at CTTT would uphold a claim that the chairman wasn’t properly elected because there wasn’t a nomination in the motion of vacation of the chair. 

If it makes you happy, I’ll repeat my second suggestion that there should be two motions, one to vacate the chair, another to elect a new chairperson. That’s it.  Take the legal debate elsewhere if you want to keep going with it.

Thanks Jimmy   

Phlebe,

Just because the Chairperson doesn’t attend meetings doesn’t mean you can’t hold the meeting, in fact you can. I would strongly suggest not stooping to the Chairperson’s level and continue doing things correctly. You may wish to either convene an EGM and put forward a special resolution to ‘sack’ the chairperson off the committee. If you are going to do this, you may want to ensure you have the numbers to support this approach.

You could take a similar approach as the chairperson and distribute information to all owners, keeping to the facts and truth, including that the chair is not doing the right thing.

A good strata manager will be able to assist you and the owners corporation in these matters, with advice regarding correct process and legal requirements. They may not want to be involved in the politics.

EC meetings are necessary for making decisions of the EC, while they do not need to be physical meetings, they would need to still be proper meetings, being notice provided to all owners of the motions (giving 72hrs notice of the meeting), allowing proper democratic process to occur, and if owners aren’t agreeing to the decisions to be made, opportunity to object.

Even paper meetings of the ec require proper notice as if the meeting were to be a physical meeting.

Mr S