WA: Q&A Strata company meeting – how many owners form a quorum?

This article is about the strata company and quorums in WA.

Question: How many owners need to be present at an AGM to allow the AGM to take place? In a block of eight lots, how many owners must be present at the AGM to select a committee? Is there a minimum number for a committee to be formed?

Answer: 50% of the owners entitled to vote constitute a quorum, and if there is no quorum present within 30 minutes at the time appointed for the strata company meeting, those present in person or by duly appointed proxy constitute the quorum.

According to section 130 of the Strata Titles Act 1985 as amended-

1. No business may be transacted at a general meeting unless a quorum is present at the time when the meeting proceeds.
2. At a general meeting of a strata company for a 2-lot scheme, a quorum is constituted if there are present persons who are entitled to cast the vote attached to each of the lots.
3. At a general meeting of a strata company for a strata titles scheme other than a 2-lot scheme, a quorum is constituted if there are present persons who are entitled to cast the votes attached to 50% of the lots in the scheme.
4. If a quorum is not present after 30 minutes has elapsed from the time appointed for a general meeting of a strata company for a strata titles scheme other than a 2-lot scheme, the persons entitled to vote who are present at the meeting are taken to constitute a quorum for the purposes of that meeting.
5. A person who is a proxy of a person entitled to cast the vote attached to a lot is to be counted for the purposes of determining whether a quorum is present.

So, in short, 50% of the owners entitled to vote constitute a quorum, and if there is no quorum present within 30 minutes at the time appointed for the meeting, those present in person or by duly appointed proxy constitute the quorum.

If the scheme’s by-laws to the scheme do not stipulate otherwise, the Standard Governance By-laws apply in relation to the Constitution and the Election of the Council at a General Meeting:

Constitution of the Council

1. The powers and duties of the strata company must, subject to any restriction imposed or direction given at a general meeting, be exercised and performed by the council of the strata company and a meeting of the council at which a quorum is present is competent to exercise all or any of the authorities, functions or powers of the council.
2. Until the first annual general meeting of the strata company, the owners of all the lots constitute the council.
3. If there are not more than 3 lots in the scheme, the council consists of all of the owners of the lots and, if there are more than 3 lots in the scheme, the council consists of not less than 3 nor more than 7 of the owners of the lots, as is determined by the strata company.
4. If there are more than 3 lots in the scheme, the members of the council must be elected at each annual general meeting of the strata company or, if the number of lots in the scheme increases to more than 3, at an extraordinary general meeting convened for the purpose.
5. [deleted]
6. If there are co-owners of a lot, 1 only of the co-owners is eligible to be, or to be elected to be, a member of the council and the co-owner who is so eligible must be nominated by the co-owners, but, if the co-owners fail to agree on a nominee, the co-owner who owns the largest share of the lot is the nominee or, if there is no co-owner who owns the largest share of the lot, the co-owner whose name appears first in the certificate of title for the lot is the nominee.

Election of Council at General Meeting

The procedure for nomination and election of members of a council must be in accordance with the following rules —

1. The meeting must determine, in accordance with the requirements of by-law 4(3) the number of persons of whom the council is to consist.
2. The chairperson must call on those persons who are present at the meeting in person or by proxy and entitled to nominate candidates to nominate candidates for election to the council.
3. A nomination is ineffective unless supported by the consent of the nominee to the nomination, given —
   
   1. in writing, and furnished to the chairperson at the meeting; or
   2. orally by a nominee who is present at the meeting in person or by proxy.

4. When no further nominations are forthcoming, the chairperson —

   1. if the number of candidates equals the number of members of the council determined in accordance with the requirements of by-law 4(3), must declare those candidates to be elected as members of the council;
   2. if the number of candidates exceeds the number of members of the council as so determined, must direct that a ballot be held.

5. If a ballot is to be held, the chairperson must —
   
   1. announce the names of the candidates; and
   2. cause to be furnished to each person entitled to vote and present in person or by proxy, a blank form in respect of each lot in respect of which the person is entitled to vote for use as a ballot form.

6. A person who is entitled to vote must complete a valid ballot form by —
   
   1. writing on the form the names of candidates, equal in number to the number of members of the council so that no name is repeated; and
   2. indicating on the form the number of each lot in respect of which the person’s vote is cast and whether the person so votes as owner or first mortgagee of each such lot or as proxy of the owner or first mortgagee; and
   3. signing the ballot form; and
   4. returning it to the chairperson.

7. The chairperson, or a person appointed by the chairperson, must count the votes recorded on valid ballot forms in favour of each candidate.
8. Subject to sub-bylaw (9), candidates, being equal in number to the number of members of the council determined in accordance with by-law 4(3), who receive the highest numbers (in terms of lots or unit entitlements as required under the Strata Titles Act 1985 section 122) of votes are to be declared elected to the council.
9. If the number (in terms of lots or unit entitlements as required under the Strata Titles Act 1985 section 122) of votes recorded in favour of any candidate is the lowest of the numbers of votes referred to in sub-bylaw (8) and —
   
   1. that number equals the number of votes recorded in favour of any other candidate; and
   2. if each of those candidates were to be declared elected the number of persons elected would exceed the number of persons required to be elected, as between those candidates, the election must be decided by a show of hands of those entitled to vote and present in person or by proxy.

We also refer to section 135 and 138 of the Strata Titles Act 1985 as amended:

135. Functions and constitution of councils

1. The functions of a strata company, subject to this Act and to any restriction imposed or direction given by ordinary resolution, are to be performed by the council of the strata company.
2. The council of a strata company must be constituted and perform its functions in accordance with this Act and the scheme by-laws.
3. On an election of the council at a general meeting of the strata company —
   
   1. a person who is entitled to vote in the election and who is present in person or by proxy at the meeting may demand that the votes in the election be counted by unit entitlement of the lots; and
   2. if no such demand is made, the votes in the election are to be counted by number.

4. 1 of the members of the council of a strata company must hold office as the chairperson of the strata company.

138. Performance of council functions in general meeting if no council or quorum.

If, at any time, there is no council of a strata company or there are insufficient members of the council to constitute a quorum in accordance with the scheme by-laws, the functions of the council may be performed by the owners of the lots in general of the strata company.

This is general information and should not be considered to be legal advice. You should obtain legal advice specific to your individual situation.

Marietta Metzger
magixstrata
E: marietta@magixstrata.com.au
P: 08 6559 7498

This post appears in Strata News #703.

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