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Duties of the secretary

Thursday, December 22nd 2011

Where there is a body corporate manager for the complex, many of the secretary’s duties will be undertaken by the body corporate manager acting with the authorised powers (really on behalf of) the elected secretary.

The contract that your complex has with the body corporate manager will detail just which services that will be performed on behalf of the elected secretary.

It is important to note that the elected secretary has the responsibility to oversee that the body corporate manager has performed the duties. The body corporate manager should not be in charge – they are meant to work for, and with, the elected executive. The body corporate manager, in turn, under the Code of Conduct provisions, may have their contract terminated if they do not carry out the roles professionally and if they do not demonstrate a reasonable knowledge of the Act and Regulations.

Meeting Matters

  • The secretary must send notices to each lot owner inviting nominations for executive and committee positions.
  • Nominations must be given to the secretary by the end of the body corporate financial year.
  • The secretary must acknowledge that the nomination has been received by forwarding a written notice to the candidate.
  • If a ballot is necessary (ie more than one person has nominated for a particular executive position or more people have nominated than the required number of committee positions) then after nominations close, the secretary must prepare ballot papers for committee positions.
  • The ballot can be either secret ballot or an open ballot. This is decided at the previous AGM. Many complexes choose to have an open ballot because the process is simpler and cheaper and is perfectly suitable when there is normally community goodwill and harmony.
  • The secretary must forward the ballot papers for committee positions, in an envelope marked “ballot paper”, and, if it is a secret ballot, either a separate particulars envelope or a particulars tab that forms part of the ballot paper envelope) with the notices for the AGM.
  • Lot owners (or other people entitled to vote) must give their ballot paper envelope, with ballot paper enclosed to the secretary to be received before or at the AGM.
  • Before the meeting it is the secretary who holds the completed ballot papers received before the AGM. The secretary works with the independent returning officer (when there is one)
  • At the meeting the secretary must pass any ballot papers and particular envelopes for the ballot to the person chairing the meeting or to an independent returning officer for opening and counting.
  • Committee meetings are called by the secretary. If enough members of the committee to form a quorum at a committee meeting ask for a meeting, the secretary must call it.
  • The committee must ensure that full and accurate minutes of meetings are taken. Traditionally that role is secretarial and therefore is included in these duties.
  • If half or more of the lot owners object to a decision of the body corporate meeting within 7 days of receiving the minutes, the secretary must advise the committee that the decision taken has been opposed
  • The secretary calls general meetings of the scheme, normally as a result of a majority decision of the committee or because 25% or more of the lot owners request such a meeting in writing.
  • The secretary invites lot owners to submit motion for inclusion in the agenda for the AGM and then compiles and distribute the agenda containing the motions
  • The secretary receives details on voter categories including the names and addresses of family members who have been authorised to act on behalf of lot owners; names and addresses of company nominee in the cases where lots are owned by corporations and any details of people acting as a power of attorney for a particular lot owner. The secretary also receives any details when there is a mortgagee in possession for a lot and whether that mortgagee in possession is exercising his right to vote for that lot, displacing the right of the person normally entitled to that vote.
  • The secretary should have available for inspection at any general meeting the body corporate roll; a list of persons who have a right to vote (see previous paragraph) including details of lot owners who might owe a debt to the body corporate at that date; proxy forms; voting papers
  • It is implied that a secretary must keep records of the total votes counted for each motion, the total votes counted against each motion; total number of abstentions for each motion. A list of votes rejected from the count and the reasons for that rejection should also be kept
  • Proxy forms can be given by post, facsimile or personally
  • It is implied in the Act and Regulations that the secretary (particularly if there is no body corporate manager) must know where all body corporate records are kept and must ensure that the records, registers and rolls are kept for the correct specified time.

(For further information go to the Act and Regulations)

It is important for the body corporate secretary (and other committee members for that matter) to know that certain notices, meetings and processes have to happen within certain time frames. The date for the end-of-financial-year is important since that date is the date on which to base many of the procedures for the Annual General Meeting. For instance, the AGM must be held within 3 months of the end-of-financial-year; the closing date for nominations for committee positions and for motions for the AGM is the end-of-financial- year date, therefore the time to send out nomination forms and notice requesting motions for the AGM has to happen between 6 and 3 weeks before the end-of-financial-year.

 

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