Register and archives of the co-ownership

The law provides that the syndicate must keep a register available to the co-owners. Article 342 of the Civil Code of Quebec specifies that the board of directors shall keep the list of members, as well as the books and registers necessary for the proper functioning of the legal person.  This register represents the memory of the building for those who administer it. It constitutes the history of the experience of the condominium from its conception, and this by specifying its maintenance and the work undertaken, while listing the contractors and suppliers who intervened. In this sense, it is invaluable. The syndicate must preserve for organizational and management purposes, or for legal protection and evidence purposes, all documents and information relating to the operation of the co-ownership. That is why "preservation", "access" and "archives" are the hallmarks of this register.

Content of the register

The documents constituting the Register of the syndicate are listed in Article 1070 of the Civil Code of Québec. The list hereunder is non exhaustive:

• The name and mailing address of each co-owner;
• The minutes of the meetings of the co-owners;
• The minutes of the meetings of the Board of directors;
• The resolutions in writing of Board of directors or Meeting of co-owners;
• The By-laws of the immovable and any amendments;
• The financial statements of the co-ownership;
• A copy of the declaration of co-ownership;
• Copies of the contracts to which the syndicate is a party;
• A copy of the cadastral plan;
• The plans and specifications of the building (as) built;
• The location  certificates for the building if they are available;
• The maintenance logbook;
• The contingency fund study;
• All other documents and information relating to the immovable and the syndicate or prescribed by government regulation;
• A description of the private portions that is sufficiently precise to allow any improvements made by the co-owners to be identified (reference unit).

Although it is not expressly mentioned in Article 1070 C.C.Q., the register of the syndicate shall also include all other documents relating to the immovable and the syndicate. These include, but are not limited to, the following documents:

• All amendments to the declaration of co-ownership and, in particular, those to the by-Laws of the immovable;
• The name and address of each leesee;
• The certificate of the state of the immovable;
• The asset management plan;
• The insurance policy;
• The appraisal report determining the reconstruction cost of the immovable;
• The construction professionals expert reports;
• The call for tenders documents and bids received from various contractors;
• A copy of the declaration of registration filed with the “Registraire des entreprises du Québec (REQ)” (Québec registrar of enterprises) and its updates;
• The legal proceedings to which the syndicate is a party;
• The acts of allocation of the common portions for restricted use and any amendment thereto;
• The allocation plan of the common portions for restricted use;
• The act of transfer of the voting rights of a co-owner, in favor of his hypothecary creditor;
• The attendance sheet of the meetings of co-owners.

Establishment of the register

It is the duty of the Board of Directors to keep books and records necessary for the proper operation of the syndicate (Article 342 of the Civil Code of Québec). Moreover, the latter may delegate this task to a third party, such as the condo manager of the syndicate or an employee. This third party can issue copies of documents for which he is the depositary. Until determined otherwise, such copies are proof of their contents without having to prove the signature affixed to them or the authority of its author.

Updating

Since the register contains the identity of the co-owners, it is a document of reference for the exercise of voting rights and regarding the right to be represented at the General Meeting of the Co-owners. If, in a co-ownership, a person exercises his voting rights without having such rights, it will lead to an error in the calculation of votes, and without doubt to a possible legal challenge of decisions taken. This is why keeping the register up to date is extremely important.

Safekeeping period

The law does not determine the rules applicable to the conservation of the register of co-ownership. It is therefore necessary to refer to the ordinary law rules that may be prescribed in the declaration of co-ownership. On this subject, see Richard LeCouffe's chronicle entitled Time limits for keeping documents in the register. In addition, it should be noted that specialized companies offer their interventions in the archiving of co-ownership documents by offering innovative solutions that consist in digitizing all papers. This dematerialization opens up the possibility of sending certain documents digitally. Also note that there are two types of condominium archives: current archives and dormant archives.

Terms and conditions for consultation of the register

Article 1070.1 of the  Civil Code of Québec, introduced by Bill 16, has come to define the terms and conditions of access, namely that these documents must be consulted in the presence of a director, or a person designated for that purpose by the board of directors. In addition, such consultations must be made at reasonable times and in accordance with the terms and conditions provided for in the By-law of the immovable.

That said, any syndicate could impose access guidelines to the registry based on its own reality, for example by specifying the days and times allowed to consult it. It may also require that an appointment be made with one of the directors to do so, but also require a reasonable fee for consultation purposes. However, tariffs and conditions of access should not unduly restrict the right of a co-owner to access the register. Thus, he excludes the right to charge the fees of the syndicate's lawyer for his presence during the consultation. In addition, any co-owner has the right, for a reasonable fee, to obtain a copy of the contents of the register and of these documents.

Limitations to consultation

The board of directors is not required to put at the co-owners’ disposal all the data it collects. This is the case, for example, regarding personal information concerning the co-owners. In a judgment of the Superior Court, the Court decided that the co-owners could not have "unencumbered and total access to the syndicate’s accounting books". These are the working documents or "management tools of the board of directors." In addition, in another  judgment rendered by the Superior Court, it was stated as follows:  it is very unlikely that the legislature intended that, in a divided co-ownership, each co-owner thus had the absolute right to search as he wished in all accounting, tax and other documents, some of which necessarily contain personal or otherwise confidential information. Thus, if the co-ownership register contains personal information about a co-owner, tenant or other occupant of the immovable, this information could not be transmitted to a co-owner or a promising buyer who requested it.

Register keeping in French

Article 1070.1.1, introduced into the Civil Code of Quebec by Bill 16, now provides that the documents composing the register and those sent to the co-owners must be drawn up in French. This new provision, reproduced below, thus obliges any syndicate of co-owners to use the French language in the administration of a co-ownership.

WHAT YOU SHOULD KNOW !​ The board of directors can set up an Extranet for co-ownership. This Extranet consists of the dematerialized provision, in a secure site, of the documents held in the register of the co-ownership. This access is differentiated according to the nature of the documents made available to the co-owners or administrators.

WHAT TO KEEP IN MIND: The register consists of all the documents produced or received by the syndicate. The terms and conditions of consultation of the register are specific to each syndicate and are detailed in the by-laws of the immovable. That said, some technological tools make it easier to access the online registry. Thus, the burden of the board of directors is lightened, because it no longer has to mobilize anyone to allow its consultation.

WARNING !​ The Civil Code of Quebec and the Act respecting the protection of personal information in the private sector governs the processing of information collected by the syndicate on any person, either co-owners or third parties. It cannot communicate it to third parties or misuse it, if it has not obtained the consent of the concerned person or if it is not legally authorized to do so.

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