Who is entitled to attend, vote or propose motions at a strata AGM?

In NSW, the foundation of entitlement to vote differs between General Meetings of the owners corporation and strata Committee Meetings under the terms of the Strata Schemes Management Act 2015 (NSW) (the "Act").

As a basis for General Meetings (including Annual General Meetings), each financial lot owner has one vote for a vote by show of hands, or, if a poll vote is requested, a vote equal to their unit entitlements.

Financial status is about strata levies and interest due on them at at the time the meeting notice is sent (and whether any outstanding amount as at that time is paid by the time of the meeting) – any additional charges posted against the lot's account (e.g. cost recovery items such as fines, legal fees, etc.) are not to form part of this consideration.

Ordinary resolutions are simple majority decisions by a show of hands unless a poll is demanded, which then makes the decision a simple majority by unit entitlements of votes cast. Abstentions do not count towards the calculation of votes either way.

Special resolutions have various required majorities as defined in the Act and are calculated by unit entitlements, never simply by a show of hands.

There is no casting vote in strata to resolve a tied vote when considering ordinary resolutions – a tied vote (either by show of hands or poll) is effectively a defeated vote.

An owner can appoint a proxy, who is only appointed to vote on their behalf at a General Meeting. A valid proxy form must be provided to the secretary or chair before the meeting, with timing of provision determined by the size of the scheme.

A proxy holder can speak to motions, cast votes, nominate committee members from the floor (based on how many proxies they hold), and propose procedural motions (see below), but cannot request/require motions to be added to General Meeting agendas.

An owner that is a Company may appoint a company nominee, but this must be done in accordance with s127 of the Corporations Act 2001 (Cth).

An owner of a lot cannot otherwise "nominate" a person as representing that lot under the Act.

Owners must be financial to vote or have their duly appointed proxy or company nominee eligible to vote on their behalf.

Anyone who is not eligible to vote (including legal representatives, support people, etc.) may only remain at the meeting at the discretion of those present who are eligible to vote - as a procedural motion (see below), at the discretion of the chair, a simple majority of those present may allow such an otherwise ineligible attendee to remain.

An owner simply "nominating" someone as their representative is not validly allowing that person to attend the meeting, vote, speak to motions, etc.

For strata Committee Meetings, the make up of the committee (and therefore who is eligible to vote at strata Committee Meetings) is determined by election of the committee, usually at the Annual General Meeting, and under the terms specified in the Act.

At General Meetings, an owner of multiple lots has a vote per lot, and for polls, votes equal to the combined unit entitlements.

Each lot has the right to nominate one person to the committee, so an owner of multiple lots can nominate one person per lot. Nominees need not be owners.

There are no proxies at strata Committee Meetings – acting committee members may be proposed by a strata committee member unable to attend meetings or exercise their duties for a period of time, but such an appointment must be approved by resolution of the strata committee before the acting member can attend meetings or vote on any strata committee motions.

For both General and strata Committee Meetings, no attendees can "propose a motion" at the meeting – similarly, there is no such thing as "seconding a motion" in strata. All motions that are to be taken as resolutions of the owners corporation or strata committee must be on the agenda sent with the notice of the meeting.

Procedural motions (see below), which may be raised by those eligible to vote at the meeting in relation to the conduct of (i.e. mechanics of holding) the meeting, cannot form the basis of a resolution of the owners corporation to undertake or perform some task, change a by-law, etc.

Only items on the agenda can be resolved by the owners corporation at a General Meeting (including AGM) or by the strata committee at a strata Committee Meeting – any "general business", "other matters", etc. items on an agenda cannot bind the owners corporation, as all owners have not had an opportunity to consider a detailed motion describing the proposed action.

While a procedural convenience, in regard to the legislation, procedural motions are not mentioned in the Act and therefore do not form part of strata legislation.

At it's base, this means the chair may elect to ignore such procedural motions, and only people entitled to attend a General Meeting or strata Committee Meeting as defined in the Act may attend, and only matters as specified in the agenda may be considered, at those meetings, or from the basis to resolve action to be undertaken by the owners corporation. Only the chair of the meeting may decide on the conduct of the meeting.

On that basis, while it might be convenient to consider such procedural motions in the conduct of meetings, there is no obligation on the chair to do so, and disputed matters are ultimately decided either via consideration of subsequent motions at General Meetings of the owners corporation, or via action at NCAT or Courts as appropriate.

As you can see, it's a complicated evaluation of whether the sole office holder of your owners corporation is acting within the bounds of the Act in their conduct, and matters may end up only being resolvable via majority decision at a General Meeting, or via action at the Tribunal or the Courts.