Page 263 - Week 01 - Thursday, 18 February 1993
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Page 4, clause 11, line 8, proposed new section 78, at the end of the proposed new section, add the following subsection:
"(2) Where a corporation has only 2 members, any articles prescribed under paragraph (1)(b) shall include procedures for dealing with a failure to obtain a quorum at a general meeting of the corporation within half an hour after the time fixed for a meeting adjourned under subsection 65(2).".
Page 4, paragraph 12(a), line 12, proposed new subsection 80(1A), omit "only 2", substitute "2 or 3".
Although it was circulated yesterday, I present the supplementary explanatory memorandum. These amendments have been proposed after discussions with Mr Kaine and Ms Szuty and particularly relate to the mechanism to resolve disputes. Obviously a corporation of two can create difficulties, so the amendments have worked out a satisfactory alternative method of resolving any dispute.
On being advised by either member of the corporation that a dispute exists, the Minister or a person or body that I appoint shall invite both members of the corporation to a conference. Where both members of the corporation attend, the person appointed by the Minister shall seek to resolve the issue or issues under dispute. If both members of the corporation are in agreement, the resolution is there. Where at a conference the matter is not resolved or only one member of the corporation attends, the person I appoint shall then by letter advise both members of the corporation of possible courses of action to protect their interests. The written notice shall provide advice as to the rights of the person under section 77 of the Act to seek an order of the Supreme Court or the appointment of an administrator under section 92 of the Act. The process can be worked through. I propose that this policy will be given effect through the regulations of the Unit Titles Act 1970.
The other two amendments relate to the way that articles of association can be amended, and we have increased the number from two members to three. Again, they are very small numbers and a little extra caution is warranted.
MS SZUTY (4.53): Madam Speaker, I will comment just briefly on the amendments. They correct a potentially anomalous situation where the total number of units under title is two, as Mr Kaine has already said. It is important that both parties under unit titles are represented in any decision making which occurs regarding the properties. Under the current provisions of the amendment Bill and the Act, it would be possible for one person to call a general meeting according to the Act, knowing that the other party was away or incapacitated in some way, and according to the amendment Bill that person could then adjourn the general meeting to the same day in the next week at the same place and time, again knowing that the other party was still away, for instance. Under the quorum provisions, that one party could then, being the only person present, vote on the particular matter.
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