What role the chairperson of a body corporate plays and the nature of his or her responsibilities are the subject of this week’s column.
Our experts have been approached by a reader who recently purchased a sectional title unit and was subsequently elected as trustee at the annual general meeting.
The group of trustees is quite small, numbering just four members including the chairperson. The reader is, unfortunately, concerned about some of the chairperson’s actions and decisions.
He feels that the chairperson acts according to his own whims and does not consult properly with the other trustees when decisions are made. He is also quick to rule that there are no funds for certain matters without, it appears, good cause for saying so.
A sectional title scheme is managed by a body corporate, says Brian Kinnear, principal of Fresh Lifestyle Properties in East London. “It is responsible for the control, administration and management of the common property for the benefit of all owners in the scheme.”
Kinnear says the trustees are appointed to handle the finances and running of the complex on behalf of the body corporate. “They are elected by the owners at the annual general meeting.”
The trustees, in turn, appoint a chairperson at their first meeting says Kinnear. “A chairperson is, ultimately, merely one of the trustees and as such must act honestly and in the interests of the body corporate.”
According to Kinnear, the chairperson’s main function is to chair the meetings in accordance with the general rules for meetings. “The only additional power he or she may have is a casting vote when trustees are deadlocked on an issue.”
Kinnear explains that once all trustees have voted and there is an equal number of ballots for and against, the chairperson may vote a second time to break the deadlock, except if there are only two trustees.
An even number of trustees, as in the reader’s instance, does lend itself to potential deadlock, says Grant Berndt from Abdo & Abdo Attorneys in East London.
Should the trustees be unhappy with the actions of the chairperson, says Berndt, they have a couple of options open to them.
“The rules under Annexure Eight of the Sectional Titles Act provide that a chairperson will stay in office for a period of one year.”
Berndt says the rules also state that a chairperson may be unseated before the end of his or her term in one of two ways. “The trustees can remove the chairperson by a majority vote at a trustees’ meeting or the body corporate can do so by a majority vote at a special general meeting.”
In both cases, the notice calling the meeting must disclose the intended removal of the chairperson from office, says Berndt.
“To avoid conflict, and if there is no immediate crisis, there is always the option of simply not voting the chairperson into power again after the next annual general meeting.”
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