- Meeting of co-owners : Minutes
Definition : Meeting of co-owners - Minutes
Document in which are transcribed the decisions (resolutions) of the meeting and the result of the vote and of the counting of the votes on the resolutions tabled. The minutes imparts an executory force to decisions duly taken during the meeting failing a contestation undertaken within the delays.This document is an integral part of the register of co-ownership and shall be made available to any co-owner upon request.
December 27, 2021- The Meeting of co-owners is a major event in the life of a co-ownership. A meeting at least once a year, it is decisive since it allows the making of major decisions that impact the lives and finances of the co-owners. The board of directors' mission is to take care of the convening and holding of the meeting of co-owners but also of the execution of the decisions it votes. Decisions taken have to appear clear and careful planning is required. It is also important to understand the rules that apply to it.
The meeting of the co-owners was registered with the permission of the co-owners.
Questions: As a co-owner, do I have the right to get a copy of the registration? Could the syndicate refuse me that? If so, why?
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The minutes of the meeting are a document of paramount importance to ensure the execution of the decisions of the meeting. Therefore, the decisions taken by co-owners in a general meeting must be recorded and entered in the minutes. This document is essential for a co-ownership because it ensures the written preservation of the deliberations or consultation of the general meeting, as well as the result of each vote so that any co-owner and director can refer to it in due course. It also allows to ascertain that the general meeting was conducted in accordance with the rules. Given its importance, this document must respect a certain formalism.
The declaration of co-ownership generally contains the terms and conditions concerning the conduct of the meeting of co-owners by defining rules of procedure and the role of the meeting officers. Key figures of the assembly of co-owners, they ensure the smooth running of it. Their appointment is therefore necessary for the holding of any meeting of co-owners. These are generally elected at the start of the meeting, in a separate vote taken by an absolute majority of the votes of the co-owners present or represented (50% of the votes plus one). This is an obligation that cannot be waived, because any decisions taken before their election has no legal value.
It is possible to make a decision without having a meeting. Article 354 of the Civil Code of Québec recognizes the value of a written resolution: "Resolutions in writing signed by all the persons qualified to vote at a meeting are as valid as if passed at a meeting of the board of directors, at a general meeting or at a meeting of any other organ”.
Co-owners and directors may make a decision by the means of a resolution in writing, without any general meeting of the board of directors or meeting of co-owners being held as such.
This mechanism is provided by law, when it is not essential for a meeting or a general meeting to be convened, since the salient points of the subject to be discussed have already been dealt with, to everyone’s satisfaction. This is to avoid cumbersome formalism, although written resolutions should be used with caution and parsimony.
The law provides that a syndicate must keep a register at the disposal of the co-owners. Article 342 of the Civil Code of Quebec specifies that the board of directors keeps the list of members and the books and registers necessary for the proper functioning of the legal person. This register is the memory of the syndicate, and consequently, its archives. In is thus invaluable. Much more than a mere witness of the sound management of an immovable, it is its prime instrument. Therefore, preservation and access are the hallmarks of this register.
Co-owners must be called at least once a year to a meeting known as an annual meeting. This assembly, like all other types of assembly, must bring together all the co-owners. With the notice calling the meeting, the board of directors notifies all the co-owners of the list of points to be studied and decisions to be voted on at the meeting of co-owners. This document is the agenda of the assembly. The summons has to respect a procedural frame, otherwise the assembly of the co-owners could be irregular. That is why it is up to the one who takes the initaive to summon her to respect rules
Who calls the meeting?
In theory, the Board of Directors (the Board) convenes the general meeting of co-owners. But in some cases, one or more co-owners can on his own initiative convene it:
January 27th, 2016. Among the various obligations imposed upon each and every Syndicate of co-ownership, there is a particular one worthy of note. It is the obligation to keep the list of the Syndicate’s co-owners and the books and registers necessary for the proper functioning of the Syndicate. This is easily understandable, since the Syndicate, as a moral person distinct from its members, has its own “corporate life” which must be properly documented. The Code also tells us that these documents are the Syndicate’s property and that the co-owners have access to them (Article 342 of the Quebec Civil Code).
Our last annual general meeting of the co-owners was opened and held by our directors. The trouble is that we do not know how to conduct an assembly.
Question: Is a President of the meeting required? Do non-directors have to make notes? And who draws up the minutes?
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