QLD: Q&A Meeting Notice Periods and Electronic Meetings

Body corporate legislation isn’t very good at handling questions about modern technology. If you remember that the legislation was mostly written over a decade before the introduction of the iPhone, you can begin to understand why.

An update to version 2.0 of the Act is required, but until then we will get questions like this.

The question doesn’t say, but it sounds like a group of owners want to requisition an EGM.

If that’s the case, the submission request must include the signatures of at least 25 per cent of lot owners.

Does a text message consenting to the proposal constitute a signature? Some people might say that a text is sufficient to make clear the intention of the owner, but equally, they are a standard method of informal, non-binding contact. Here, you are talking about making a formal proposition to the body corporate, and the Act is clear in saying that signatures are required. As it is a formal proposal, you should follow the formal lines. If you make a submission using text messages, I think it is quite likely it will be rejected. You could challenge that decision, but you may be on shaky ground.

Fortunately, there is an easy solution here, which is to use an online signing tool like Docusign to complete your submission. You can create a document that can be sent to multiple people who can respond via their device. You get the convenience of doing things remotely while meeting the legislative requirements. Surely, it is easier to do things this way than enter a protected debate over the level of consent a text confers.

William Marquand Tower Body Corporate E: willmarquand@towerbodycorporate.com.au P: 07 5609 4924

This post appears in Strata News #671.

Question: Can a general meeting be conducted exclusively by electronic means?

Answer: During the COVID 19 pandemic, there was legislation that permitted a body corporate to hold a general meeting solely by electronic means, such as Zoom. However, the right to do so expired on 30 April 2022.

This means that any meeting to be held solely by electronic means is in breach of legislation. If there is an application made to the Commissioner’s office, then an interim order could be made to prevent resolutions from being implemented or final orders being made to invalidate the meeting.

We suspect that electronic only meetings are being called innocently without knowing the COVID 19 exemption has expired or to save time and money, but others may be called to deny owners a voice. However, the motivation is irrelevant as the meeting has been unlawfully called.

A committee can allow electronic participation of a general meeting. However, owners are still required to be able to attend a physical location within 15 km of the scheme (s.92 of the Standard Module). Interestingly, we are seeing more meetings taking place in more comfortable and neutral nearby locations.

Peter Hunt Mathews Hunt Legal E: peter.hunt@mathewshuntlegal.com.au

This post appears in the September 2023 edition of The QLD Strata Magazine.

Question: A motion for no online meetings was defeated. If the committee is determined to stop electronic meetings, can they ignore the AGM outcome and carry out the defeated motion?

A motion with ordinary resolution was proposed during the AGM to advocate discontinuing remote online participation in committee meetings. The motion opted, instead, for exclusively on-site gatherings. The vote on this motion, however, resulted in an equal number of ‘Yes’ and ‘No’ votes and was therefore defeated.

Given this context, the committee intends to discuss this outcome in their next committee meeting. Could they decide to change the outcome or ignore the AGM outcome to carry out the defeated motion?

Answer: The committee cannot override the decision of the body corporate.

The committee cannot override the decision of the body corporate. If there has been a vote at a general meeting to approve electronic voting and attendance, that needs to be respected.

As a manager, I think it is nonsense that there even has to be a vote. Owners should be able to attend online automatically. Ultimately, body corporates should want to encourage the participation of owners and as owners live all over Australia and the world, and we have what is now commonplace technology to facilitate that, this should be encouraged. Still, the legislation is what it is, so there has to be a vote.

William Marquand Tower Body Corporate E: willmarquand@towerbodycorporate.com.au P: 07 5609 4924

This post appears in Strata News #660.

Question: Our committee has called an owner’s meeting to discuss levies, finances, etc. Is this a general meeting? To call an owner’s meeting, what notice is required?

An owner’s meeting has been called by a body corporate committee member. They have given only three days’ notice for the meeting.

Topics on the agenda are general, including financial matters, strata levies, the balance of funds, admin and sinking fund accounts and the investing of funds.

Would this be a “general” meeting or an informal, casual meeting? What notice is required for this meeting? What is the process?

Answer: There’s nothing wrong with informal meetings, provided people understand what they are.

This meeting is most likely an informal meeting.

As such, no decisions of the body corporate can be made at the meeting, although it may be useful to owners as a forum for information distribution.

The legislation clearly sets out the rules around the requirements for calling meetings. For general meetings, each lot owner has to be given written notice at least 21 days before the meeting.

The committee must provide notice at least seven days before committee meetings or at least two days if all voting members agree in writing or at the last meeting.

At a push, this meeting could be a valid committee meeting, although it doesn’t really sound like it. It is more likely an informal meeting, but you would have to see the notice to confirm.

There is nothing wrong with informal meetings, provided people understand what they are. Getting owners together and discussing how your scheme works is one method of communication. It may help some schemes and owners understand the considerations in running the body corporate. Providing an agenda for the meeting may confuse things a little if it makes people think the meeting is official, but it can also help give a bit of direction to the conversation so I can understand why people would do this.

If people start thinking the meeting is a formal meeting and any consensus achieved from it is now a decision of the body corporate, that’s where things can go wrong. The onus of communicating this should sit with the person who has called the meeting, although sometimes this isn’t done or the message doesn’t get across. When that happens, it tends to lead to confusion and anger.

If you have concerns, I suggest contacting the person who called the meeting to discuss these points. Otherwise, attend the meeting and speak on these issues.

See the BCCM website for more details on calling meetings: Queensland Government: General meetings

William Marquand Tower Body Corporate E: willmarquand@towerbodycorporate.com.au P: 07 5609 4924

This post appears in Strata News #649.

Question: Does our body corporate need to pass a motion by ordinary resolution to allow owners to vote at the AGM without attending? At the last AGM, nobody physically attended but they voted electronically. We incurred fees for not having a quorum to hold the AGM.

Answer: The regulation module allows for electronic voting if the body corporate has passed an ordinary resolution to allow that to take place.

The regulation module allows for electronic voting if the body corporate has passed an ordinary resolution to allow that to take place. It also allows for the body corporate to decide if those votes count towards the quorum – again by passing a resolution to do so.

It sounds like the latter motion may not have been previously approved (or there were insufficient votes cast) which then required an adjourned meeting to take place.

Todd Garsden Mahoneys E: tgarsden@mahoneys.com.au P: 07 3007 3753

This post appears in Strata News #631.

Question: At our AGM voting was conducted on our electronic voting platform. Due to an issue with the recording of the votes, the meeting minutes show passed motions as rejected and visa versa. Where do we stand regarding passed motions?

At our AGM, there were several motions put forward by the committee with votes to be submitted on our electronic voting platform. The meeting was held at Strata Manager’s Offices. Committee members noted and recorded the votes for each motion put forward.

The strata manager usually drafts the minutes and send out a draft copy to the committee for approval, however, on this occasion, due to time constraints a draft copy wasn’t provided.

The minutes did not reflect the outcomes of the AGM. Some motions that were passed were now recorded as being rejected and vice versa.

The strata manager states that when he went back to check the online voting after the meeting, the votes were different to what was brought to the meeting.

Where do we stand in regard to what was passed at the meeting versus the minutes? What actions should we take to rectify this as we will not be able to accept the minutes at our next AGM as being true and correct?

Answer: You could consider calling a new general meeting to confirm votes or rescind the motions that have passed and pass new ones. It would be a complicated meeting, but it may be necessary if you feel that the minutes that have been issued are incorrect.

Sometimes meetings go wrong and it can cause a lot of confusion when they do.

In this case, I think you need to ask whether the final tally of votes as per the minutes issued is correct. There should be records of all voting papers received and hopefully an accurate count of votes received from the floor – so you should be able to double check.

If that happens, are you happy that the votes in the minutes have been recorded as the owners intended? Have the correct opinions of the body corporate been established?

If the answer is yes, then maybe that is sufficient for owners and the matter can just end there. Perhaps a letter could be sent to all owners to explain the situation. When voting on the minutes at the next meeting you could ask for some notes to be added about how the last minutes were issued.

If the answer is no, then there are a number of different pathways that could be followed. For starters, you could consider calling a new general meeting to confirm votes or rescind the motions that have passed and pass new ones. It would be a complicated meeting, but it may be necessary if you feel that the minutes that have been issued are incorrect.

If necessary, you could raise the matter with the Commissioner’s office to see what they say. This might depend on the import of the meeting and the mistakes made. The bigger the implications of the meeting the more you should consider this step.

You probably also want to look at your relationship with your body corporate manager and ask whether you are happy with the responses they have provided. Mistakes do happen no matter how hard you try, but the real question for managers is how they react when they realise there has been a mistake. Usually, the best thing to do is declare what has happened, apologise and rectify where possible.

Here, it seems, there is some confusion with how the manager has communicated the issue to the body corporate – or at least the Committee. I’m not really sure about the idea that time constraints prevented the minutes being sent to the Committee for a review before issuing as there is a 21 day period in which these can be sent out. Body Corporate managers do tend to be time poor, but still they have a responsibility for getting the documentation correct. 21 days is sufficient time to produce minutes and have them verified. It seems a bit odd they would realise the votes declared at the meeting were wrong, but then not advise this to the Committee at least. The result is that you don’t feel that the matter has been handled in a transparent way and so you are questioning the whole process. That’s reasonable, and it is fair to ask why you have been put in that position.

William Marquand Tower Body Corporate E: willmarquand@towerbodycorporate.com.au P: 07 5609 4924

This post appears in Strata News #592.

Question: If the chair can not attend due to personal family reason, can the committee meeting be postponed?

Answer: Provided a majority of the Committee were in agreement, then a committee meeting can be postponed.

Provided a majority of the Committee were in agreement, then a committee meeting can be postponed.

Is it worth postponing because of one individual member? It may depend on how critical that member was to the meeting, but there is no reason for this. If they want, the absent member can give a proxy to cover their absence.

William Marquand Tower Body Corporate E: willmarquand@towerbodycorporate.com.au P: 07 5609 4924

This post appears in Strata News #584.

Question: When a general meeting is an online meeting, can attending owners vote verbally by saying “yes” or “no” on a specific motion? How is that managed without electronic voting?

When a general meeting is an online meeting, can attending owners vote verbally by saying “yes” or “no” on a specific motion? Or is it possible to show hands? At a previous meeting online, the chair couldn’t have counted votes because owners called “yes” or “no” simultaneously. How can we deal with a situation like that? We do not have electronic voting available.

Answer: It is up to the Chair of the meeting to establish meeting procedures and how people should indicate their vote.

Running an online meeting can take a bit of getting used to, but generally, it is not too difficult to take in the votes. Ultimately it is up to the Chair of the meeting to establish meeting procedures and how people should indicate their vote. This will vary from meeting to meeting depending on how many people are attending online and in-person and, probably, the contentiousness of the issues.

The meeting managers need to direct people to indicate clearly how they are voting and record accordingly. Establish clear rules and it is not too different from having everyone in the room provided you manage it well.

William Marquand Tower Body Corporate E: willmarquand@towerbodycorporate.com.au P: 07 5609 4924

This post appears in Strata News #573.

Question: In QLD, at least 21 days notice has to be given to call an AGM. Does that include postage time?

Answer: Yes, 21 days is the minimum time period for a general meeting and this includes postage time.

Yes, 21 days is the minimum time period for a general meeting and this includes postage time.

Specifically, the standard regulation states:

A general meeting must be held at least 21 days after notice of the meeting is given to the owners of lots.

That’s it. No further restriction is noted.

The date of issue i.e. the date the notice is sent by post/email is usually taken to be the first of these 21 days.

Other states have different regulations, such as a requirement that a meeting must notice must allow 14 working days, but that is other states.

One recent trend you may have seen among body corporate companies is that they set their own notice periods as longer than this – 24 or 28 days. This has been in response to the inconsistencies of Australia Post since Covid started – many managers were finding that if sending mail by post and receiving votes the same way, 21 days was insufficient and they have lengthened the time to allow for this. Still, if it came down to it, these are just voluntary restrictions and 21 days is the requirement.

My recommendation would be that owners take the postal service out of the equation altogether and opt to receive your notices by email. Aside from the speed, it is more accurate for delivery and records are more exactly kept on where the mail was delivered and things like bounce backs. I understand some owners like to receive a paper copy of the AGM notice, particularly if they have to print it, but you can ask for this notice to be posted and emailed in that instance.

William Marquand Tower Body Corporate E: willmarquand@towerbodycorporate.com.au P: 07 5609 4924

This post appears in Strata News #547.

Question: Is there any legislation in QLD banning in-person meetings? Can the committee choose to only hold meetings online? I’m concerned some lot owners may be excluded.

I have received notice of our next AGM. The Strata Manager sent this with the meeting notice: “This meeting has been called under the provisions of the legislation to enable all eligible voters in your scheme to decide on the items contained in the attached agenda”.

I am not aware of any legislation banning in-person meetings, although I know masks must be worn. Can the committee make this decision? How can they be sure that all members have access to the internet when many are elderly?

Also, the meeting is to be held more than 3 months since the end of our financial year. Can that be challenged?

Answer: Additional amendments around how body corporate should cope with the challenges of Covid management are currently set to run until the end of April 2022 and may be extended beyond that date.

It’s not stated explicitly in the question, but we can infer from the wording that the AGM for this scheme has been called online, with no face-to-face option for owners to attend.

Additional amendments around how body corporate should cope with the challenges of Covid management were added to the body corporate regulations in October 2020. They are currently set to run until the end of April 2022 and may be extended beyond that date.

The amendments include provisions on attending meetings, including that the committee can decide to allow voters to attend a general meeting or committee meeting remotely.

So, while face-to-face meetings aren’t banned, it is within the remit of the Committee to approve that the meeting be online only.

There is also a requirement that says that, if meetings are to be online, the Committee must take reasonable steps to ensure all members entitled to attend have access to the arrangements made for remote attendance.

In practice it is probably almost impossible to absolutely guarantee something like this, but for the most part the software on which the meetings is held is free (Zoom, Microsoft Teams etc.) and is available by phones and devices which are used by the vast majority of people. This seems to be ticking the standard of reasonability. If there are some schemes out there where this doesn’t suit then perhaps some alternative arrangements can be made on a one-off basis.

Then, for individual owners who don’t have online access, there is still a possibility to attend by phone or submit votes in advance.

It’s acknowledged that the system isn’t convenient to everyone, but then Covid isn’t convenient for society at large. The changes to meeting procedures haven’t been instituted for fun, but to protect people and the priority for meetings must be safety. Online is the safest way possible and is now widely accepted across the industry. It does tend to be elderly people who have the least access to internet meetings, but it is also these people who have the most vulnerability to Covid. Is the right to attend a body corporate meeting more important than that level of risk?

I also might note that online only meetings are be driven as much by body corporate managers as much as by Committees. Most management companies that I am aware of currently have limitations in place on staff attending face-to-face meetings. Again, this seems reasonable. Staff shouldn’t be placed in situations that may endanger their health, and as body corporate managers attend many meetings they also don’t want to be in a position where they could spread the virus to many different groups. Masks make a difference but they are not a 100 per cent guarantee of protection.

Lastly, the question asks about the timing of the meeting. While the legislation states that a meeting must be held within three months of the financial year it is not really clear what would happen if it isn’t. If the Committee were refusing to have the meeting for some reason then perhaps the commissioner might order one be held if the matter was taken to that level. Here though the meeting has been called so what else can really happen other than proceeding with the meeting? Does it make the meeting invalid because it is late? It’s hard to see how – there may be some quibbling and complaint, but moving ahead with the meeting as called seems like the only way forward.

For more on the Covid regulations see: COVID-19 in bodies corporate – Attendance

William Marquand Tower Body Corporate E: willmarquand@towerbodycorporate.com.au P: 07 5609 4924

This post appears in Strata News #546.

Question: We haven’t had an AGM in over two and a half years. How long can we go without a meeting? Can I call a meeting?

We haven’t had an AGM in over two and a half years. How long can we go without a meeting? There has been no communication with lot owners. I’m on the committee and the only update I have had was a request to approve an extension until August last year. I have emailed the body corporate manager twice this week asking when the AGM will be held with no response.

The committee don’t hold meetings, so to my knowledge, there has been no verification of our funds etc. Can I, as a lot owner/committee member, ask the committee/chairperson/secretary, to call the AGM or ask to see the Body Corporate financial records?

Answer: The body corporate is required to hold its AGM every year within 3 months of its end of the financial year.

The body corporate is required to hold its AGM every year within 3 months of its end of financial year as section 83 of the Standard Module relevantly provides:

An annual general meeting, other than the first annual general meeting, must be called and held within 3 months after the end of each of the community titles scheme’s financial years.

A lot owner and committee has various rights to ask for body corporate records which must be provided. If an AGM cannot be arranged through the committee/body corporate manager an application can be made to the Commissioner’s Office appointing an administrator to hold one on the body corporate’s behalf. I suspect that this should be able to be resolved at the committee level though by asking the body corporate manager to arrange an AGM to be called.

Todd Garsden Mahoneys E: tgarsden@mahoneys.com.au P: 07 3007 3753

This post appears in the October 2021 edition of The QLD Strata Magazine.

Question: Can Budget Meetings or AGM’s be delayed/postponed due to Covid Lockdowns in order to enable the meetings to be ‘in person’? Zoom meetings are not an option for us.

Answer: The general response to the Covid crisis by the body corporate industry has been to try and relax the legislation so that it is possible to achieve meetings in the most practical way possible.

There is some provision within the Covid guidelines for body corporates to deferred meetings unless a matter is urgent, or for schemes to seek adjudicators orders permitting a meeting to be held outside the standard legislative time frames. If you really feel it is necessary, or feel it is unsafe to hold the AGM within your current capacity, then it may be possible to delay the meeting.

However, the general response to the Covid crisis by the body corporate industry has been to try and relax the legislation so that it is possible to achieve meetings in the most practical way possible. Typically, this has been through facilitating online meetings via apps such as Zoom.

We are over a year into the Covid crisis now with no immediate end in sight and it is incumbent on body corporates to facilitate the practical management of the scheme. When you say that Zoom meetings are not an option, you may be asked to explain why not, particularly by owners who feel this is a safe and convenient way to attend.

For more information check the government website: Queensland Government: COVID-19 in bodies corporate

William Marquand Tower Body Corporate E: willmarquand@towerbodycorporate.com.au P: 07 5609 4924

This post appears in Strata News #502.

Question: Over 25% of owners have requested a meeting. If they issue the meeting notice themselves and provide less than the 21 day notice, is this meeting valid?

A group of owners in our body corporate wants to call a meeting using the part of the legislation that requires one to be called if 25 per cent of owners request one be held. They want to issue the notice for this meeting themselves and provide less than the 21 day notice period. Is this meeting valid? Can additional motions be added to the meeting notice?

Answer: A meeting is only valid if it is validly called.

A meeting is only valid if it is validly called.

In this case, if owners are requesting an extraordinary general meeting the notice requesting the meeting must be given to the body corporate secretary or, in the secretary’s absence, the chairperson. This can be done via the body corporate manager.

The request must include:

signatures of at least 25 per cent of lot owners or their representatives. motions the owners want to have decided at the meeting.

And, the person receiving the notice must call the meeting within 14 days of receiving the notice.

Then, each lot owner has to be given written notice of the meeting at least 21 days before the meeting. This must include:

the agenda

a proxy form

a company nominee form, if the owner is a company

a voting paper for all open motions

for all motions decided by secret ballot

a secret voting paper

an envelope marked ‘secret voting paper’

a separate particulars tab or envelope

any explanatory schedule or material required.

The question seems to suggest that the owners who make up the 25 per cent or more group that have triggered the meeting have then arranged their own meeting outside of the criteria set out above. In that case the likelihood is that the meeting would not have been valid.

The second question is whether additional motions can be added to the meeting. There is no reason why not. If a body corporate manager/secretary received the notice they would ordinarily advise the committee of this and the requirement to call a meeting and it is an opportunity consider other motions relating to the issue or to deal with other plan matters.

For more info see the government website on calling meetings: Queensland Government: Calling an extraordinary general meeting.

William Marquand Tower Body Corporate E: willmarquand@towerbodycorporate.com.au P: 07 5609 4924

This post appears in Strata News #483.

Question: Can an EGM meeting notice be served on a weekend in Queensland?

Answer: The legislation requires that a general meeting must be held 21 days after the meeting notice is given to lot owners. There is no reference to this being working days so provided the notice was legally served, probably by email or hand delivery if on Saturday or Sunday, serving a notice on the weekend is feasible.

William Marquand Tower Body Corporate E: willmarquand@towerbodycorporate.com.au P: 07 5609 4924

This post appears in Strata News #475.

Question: Before proceeding to engage in electronic voting, does the body corporate need to call an EGM to approve electronic voting?

I understand that some bodies corporate have effectively dispensed with AGMs and are now simply advising owners to vote online or lodge voting papers by hand, mail or email.

Even in this COVID era, with social distancing etc., is it permissible to dispense with AGMs in this manner?

Also, The Body Corporate Commissioner (Qld) has recently reminded us (with COVID-19 in mind) that “You can encourage owners to submit voting papers instead of attending the meeting personally (or to vote electronically if your body corporate has approved electronic voting) if your body corporate has approved electronic voting”. This is, of course, a requirement under the BCCM Act BUT some bodies corporate may not have approved electronic voting.

Before proceeding to engage in electronic voting, should those who have not approved electronic voting now move to rectify that situation by way of an EGM?

Answer: It would seem unnecessary as such a motion could simply be included on the agenda of the next general meeting.

As is the case with a number of issues – whether a general meeting is valid or not depends on the specific circumstances. The primary theme adopted by adjudicators is whether an owner’s right to vote was prevented and if so, would it have affected the result of the meeting.

Owners have a statutory right to attend and participate in general meetings. During the peak of the COVID restrictions, there was more flexibility afforded to bodies corporate in interfering with these rights. As restrictions are being relaxed, so too would the flexibility of bodies corporate interfering with these participation rights.

A body corporate can certainly recommend that owners vote in advance of a meeting without any real risk of reprisal.

It is really a question for the committee to determine whether it is worth the costs of calling an EGM just to approve electronic voting for the next AGM. It would seem rather unnecessary though as such a motion could simply be included on the agenda of the next general meeting.

Todd Garsden Mahoneys E: tgarsden@mahoneys.com.au P: 07 3007 3753

This post appears in Strata News #379.

Have a question about communications and electronic voting in a QLD body corporate or something to add to the article? Leave a comment below.

Embed

Read next:

QLD: Q&A Meeting Notice Periods and Electronic Meetings

Visit COVID-19 and Strata, Strata Committee Concerns OR Strata Legislation QLD.

Looking for strata information concerning your state? For state-specific strata information, take a look here.

After a free PDF of this article? Log into your existing LookUpStrata Account to download the printable file. Not a member? Simple – join for free on our Registration page.