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STRATA TITLES ACT 1985
ACT 318
SECOND SCHEDULE
PROVISIONS FOR MANAGEMENT CORPORATION
(Section 39)
1. Interpretation.
In the application of this Schedule to any management corporation, the words-
"corporation" means the management corporation in question; and
"general meeting" means a general meeting of the corporation.
2. Constitution of council.
(1) Subject to the provisions of this paragraph and to any rules made under
the Act, the council shall consist of not less than three and not more than
fourteen proprietors, who shall be elected at each annual general meeting and
shall cease to hold office at the next annual general meeting.
(2) Where-
(a) the first annual general meeting has not yet been held; or
(b) there are not more than three proprietors,
the council shall consist of all the proprietors.
(3) Except where the council consists of all the proprietors, the corporation
may, at any time, by resolution at an extraordinary general meeting remove any
member of the council from office and appoint another proprietor in his place
to hold office until the next annual general meeting.
(4) A member of the council may resign his office at any time in writing
under his hand addressed to the corporation.
(5) Where a vacancy in the membership of the council occurs otherwise than
by operation of subparagraph (1) or (3), the remaining member may appoint another
proprietor to be a member until the next annual general meeting.
(6) Members of the council shall be eligible for re-election or re-appointment.
3. Meetings.
The council shall meet at such times and places and at such intervals as
it thinks fit:
Provided that any member of the council may convene a meeting by appointing
a date for the meeting and giving the other members not less than seven days
notice of the date appointed.
4. Quorum for council meetings.
(1) Except where there is only one proprietor, a quorum at meetings of the
council shall be-
(a) two, where there are not more than four members;
(b) three, where there are five or six members;
(c) four, where there are seven or eight members;
(d) five, where there are nine or ten members;
(e) six, where there are eleven or twelve members; and
(f) seven, where there are thirteen or fourteen members.
(2) Questions arising at meetings shall be decided by a simple majority vote.
(3) Every meeting of the council shall be presided over by a chairman who
shall be elected from among themselves by the members of the council present
at the meeting and who shall have a casting as well as an original vote.
(4) Subject to this paragraph, the council may regulate its own procedure
at meetings.
5. Delegation of powers
and duties.
Subject to any restrictions imposed or directions given by the corporation
at a general meeting, the council may-
(a) delegate to any one or more of its members the exercise of any
of its powers or the performance of any of its duties; and
(b) revoke the delegation at any time.
6. Power to employ agents
and servants.
The council may employ, for and on behalf of the corporation, such agents
and servants as it thinks fit, in connection with or to facilitate the exercise
of the powers and the performance of the duties of the corporation.
7. Proceedings of council.
(1) The council shall keep minutes of its proceedings and shall cause minutes
to be kept of its general meetings.
(2) The council shall-
(a) cause proper books of account to be kept in respect of all sums
of money received and expended by it, specifying the matters in relation to
which the receipts and expenditure took place; and
(b) on the application of a proprietor or chargee of a parcel or
a proprietor of a provisional block (or any person authorised in writing by
him) make the books of account available for inspection at all reasonable
times.
(3) The council shall prepare for each annual general meeting, proper accounts
relating to all moneys of the corporation and the corporation's income and expenditure.
(4) The accounts of the corporation shall be audited annually by auditors
appointed by the council.
(5) The council shall within twenty-eight days of a general meeting file
with the Director certified true copies of-
(a) the audited accounts of the corporation which has been presented
to the general meeting, if any;
(b) the resolutions passed at the general meeting; and
(c) the minutes of the general meeting.
(6) The council shall permit the Director or any person authorised by him
to act on his behalf, at all reasonable times, full and free access to accounting
and other records of the corporation, and permit the Director or such person
to make copies or make extracts from any such accounting or other records.
8. Annual general meeting.
(1) The corporation shall hold an annual general meeting for the consideration
of accounts, election of the council and the transaction of such other business
as may arise.
(2) The first annual general meeting shall be held within one month after
the expiry of the initial period and subsequent annual general meetings shall
be held once in each year:
Provided that not more than fifteen months shall elapse between the date
of one annual general meeting and the next:
And provided further that the holding of any annual general meeting out of
time in breach of this paragraph shall not affect the validity of the annual
general meeting.
9. Extraordinary general
meetings.
(1) A general meeting other than the annual general meeting shall be known
as the extraordinary general meeting.
(2) The council-
(a) shall convene an extraordinary general meeting upon a requisition
in writing made by the proprietors who are together entitled to at least one-quarter
of the aggregate share units;
(b) shall convene an extraordinary general meeting upon receiving
a direction in writing from the Director for the transaction of such business
as the Director may direct; and
(c) may convene an extraordinary general meeting on such other occasion
as it thinks fit.
(3) Where the Director is satisfied that the council has not been properly
constituted, he may authorise in writing any proprietor to convene an extraordinary
general meeting for such purposes as may be approved by the Director.
10. Notice of general meeting.
Seven days notice of any general meetings, specifying the place, the date
and hour of the meeting and the general nature of the business to be transacted,
shall be given to every proprietor and every first chargee of a parcel in the
building (being a chargee who has notified his interest to the corporation for
entry in the strata roll):
Provided that an accidental omission to comply with this paragraph in respect
of a proprietor or chargee shall not invalidate the proceedings at the meeting.
11. Quorum at general meeting.
(1) One half of the persons entitled to vote shall constitute a quorum at
a general meeting.
(2) If within half an hour after the time appointed for a general meeting,
a quorum is not present, the meeting shall stand adjourned to the same day in
the next week at the same place and time, and if at the adjourned meeting a
quorum is not present within half an hour after the time appointed for the meeting,
those persons entitled to vote who are present shall constitute a quorum.
12. Chairman of general meeting.
Every general meeting shall be presided over by a chairman who shall be elected,
from among themselves, by those persons present who are entitled to vote.
13. Manner
of deciding questions at general meetings.
(1) A resolution at a general meeting shall be decided on a show of hands
unless a poll is demanded by a proprietor or his proxy.
(2) Unless a poll is demanded, a declaration by the chairman that a resolution
has been carried on a show of hands, shall be conclusive evidence of the fact
without proof of the number or proportion of votes recorded in favour of or
against the resolution.
(3) A demand for a poll may be withdrawn.
(4) Where a poll is taken, it shall be taken in such manner as the chairman
thinks fit, and the result of the poll shall be deemed to be the resolution
of the meeting at which the poll was demanded.
(5) In the case of an equality of votes (whether on a show of hands or a
poll) the chairman shall be entitled to a casting vote.
14. Proxy.
(1) On a show of hands or poll, votes may be cast either personally or by
proxy.
(2) An instrument appointing a proxy (who need not be a proprietor) shall
be in writing under the hand of the person making the appointment or his attorney,
and may be either general or for a particular meeting.
15. Voting rights of proprietor.
Each proprietor who is not a co-proprietor shall have one vote on a show
of hands, and on a poll shall have such number of votes as that corresponding
with the number of share units or provisional share units attached to his parcel
or provisional block:
Provided that, except where a unanimous resolution is required, no proprietor
shall be entitled to vote at a general meeting unless all contributions to the
management fund of the corporation in respect of his parcel or provisional block
have been duly paid.
16. Voting rights of co-proprietors.
(1) Co-proprietors may vote by means of a jointly appointed proxy.
(2) In the absence of a proxy, co-proprietors shall not be entitled to vote
on a show of hands except where a unanimous resolution is required:
Provided that any one co-proprietor may demand a poll.
(3) On a poll, each co-proprietor shall be entitled to such number of the
votes attaching to his parcel or provisional block as is proportionate to his
interest in the parcel or provisional block.
17. Common seal.
The common seal of the corporation shall not be used except on the authority
of the council previously given and in the presence of at least two members
of the council, who shall sign the instrument to which the seal is affixed:
Provided that, where there is only one member of the corporation, his presence
and signature shall be sufficient.
18.
[Deleted
by Act A951]
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