Question: At our AGM, it was resolved to have 7 council members and only 6 were nominated. With the 1 vacancy, subsequently, 3 more council members resigned. This has left us with only 3 council members. Do we have a quorum?
Answer: The number of Councillors is 7 – not 6, and therefore the quorum for the Council is 4.
If it was resolved that the Council of the Strata Company consist of 7 members, but at the meeting only 6 candidates were nominated and subsequently elected, the number of Councillors is 7 – not 6, and therefore the quorum for the Council is 4.
It’s important to understand that the quorum for a valid Council of the Strata Company meeting is determined by the number of Councillors elected at the general meeting, not the number of active Council members.
If the Strata Company doesn’t elect all 7 members, as there were insufficient candidates (being 6), that doesn’t create a ‘casual vacancy’ for the seventh position – it simply means that there is an unfilled position which can only be filled at a later general meeting by election.
Therefore, a quorum of 4 acting Councillors are still required to conduct a valid Council meeting. Schedule 1 4(11)
4. Constitution of council
- Except if 1 person is the owner of all of the lots in the scheme, a quorum of the council is 2 if the council consists of 3 or 4 members; 3, if it consists of 5 or 6 members; and 4, if it consists of 7 members.
So what happens if a vacancy on the Council arises?
Should 3 Councillors resign during their tenure, ‘the remaining members of the council may appoint a person eligible for election to the council to fill a vacancy’. This may be classified as a ‘casual vacancy’. Schedule 1 4(12)
- The continuing members of the council may act even if there is a vacancy in the council, but so long as the number of members is reduced below the number fixed by these bylaws as the quorum of the Council, the continuing members or member of the council may act for the purpose of increasing the number of members of the council or convening a general meeting of the strata company, but for no other purpose.
In summary, should the number of remaining Councillors fall beneath the quorum required, they may approach an owner/s to fill the vacancy for the remainder of the term, or, call an Extraordinary General Meeting to increase the number of Councillors for the remainder of the term.
ESM Strata E: mchurstain@esmstrata.com.au P: 08 9362 1166