Question: The strata legislation is clear that committee members must declare pecuniary interests at committee meetings. Does the same requirement apply at a general meeting like an EGM?
Does pecuniary interest apply to an extraordinary general meeting? The Strata Schemes Management Act 2015 is very clear on committee meetings but silent on owners corporation meetings.
Answer: The pecuniary interest regime applies strictly to committee meetings. General meetings have no equivalent requirement, though specific restrictions apply to proxies and strata managing agents.
The Strata Schemes Management Act 2015 (the Act) treats the two settings very differently, and the distinction is worth understanding.
The committee regime
Schedule 2, clause 18 of the Act requires a strata committee member to disclose to the committee if they have a direct or indirect pecuniary interest in a matter being considered, where that interest appears to raise a conflict with the proper performance of their duties. Once disclosure is made, the member must not be present during any deliberation of the strata committee on the matter, and must not take part in any decision on it. Failure to disclose carries a maximum penalty of 10 penalty units.
General meetings are different
Schedule 1, which governs annual general meetings and all other general meetings of the owners corporation, contains no equivalent pecuniary interest declaration regime for lot owners. An owner attending a general meeting is a member of the owners corporation exercising their ownership rights, not a fiduciary exercising a delegated governance function as a committee member is. That distinction explains the gap. Owners are generally entitled to vote in their own interests.
But there are still disclosure obligations at general meetings
The absence of a committee-style pecuniary interest regime doesn’t mean general meetings are entirely unregulated. There are specific circumstances where interests must be disclosed or where votes can be invalidated:
- Proxy holders who are building managers, on-site residential property managers, or strata managing agents face a hard restriction under Schedule 1, clause 25(7) of the Act. A vote by such a proxy is invalid if it would obtain or assist in obtaining a “material benefit” (as defined in clause 25(8)) — including, for example, extending their own appointment or influencing litigation in which they are involved. This isn’t merely a disclosure obligation; the vote is simply invalid.
- Strata managing agents have a standing disclosure obligation under section 71 of the Act. A person appointed as strata managing agent or building manager who has a direct or indirect pecuniary interest in the strata scheme, other than an interest arising only from the prospective appointment, must disclose that interest to the owners corporation before their appointment. This is a pre-appointment obligation, but it feeds into what owners are entitled to know before they vote.
- Original owners (developers) should also be on the radar of anyone asking this question. While the Act does not contain a freestanding pecuniary interest declaration requirement for original owners at general meetings equivalent to the committee regime, original owners do carry specific statutory obligations and their voting rights are restricted in certain circumstances, for example, their vote is reduced when electing strata committee members or appointing a strata managing agent where they hold more than half the lots. Anyone concerned about an original owner’s influence at a general meeting where the developer has a financial stake in the outcome should seek independent legal advice on the obligations and restrictions that may apply in their specific circumstances.
The practical takeaway
If you’re concerned about a lot owner who has a personal financial interest in a motion being decided at a general meeting (say, they’re a contractor tendering for works), there’s no statutory mechanism under the Act that requires them to declare that interest or prevents them from voting as a lot owner. Their vote is generally their entitlement.
That said, putting the issue on notice at the meeting, both for transparency and as a record, is always sound practice, even without a strict statutory obligation. In appropriate cases, conduct at general meetings can be relevant if decisions are later challenged at NCAT as having been made oppressively or in bad faith.
This is general information only and does not constitute legal advice. If you have a specific concern about a conflict of interest situation, seek independent legal advice.
This post appears in the July 2026 edition of The NSW Strata Magazine.
Tim Sara
Sara Strata
E: tim@sarastrata.com.au
P: 04 8500 7960
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