In and during March 2020, and in response to the novel coronavirus outbreak in South Africa, the government, for the first time in our democracy, declared a national state of disaster and gazetted regulations which, inter alia, prohibited gatherings of more than 100 people. Shortly thereafter, the government declared an unprecedented 21 day “lockdown” (which was ultimately extended to 30 April 2020) confining citizens to their houses in an attempt to “flatten the curve” by limiting human to human contact.
In this short article, and given the enactment of the abovementioned regulations, we shall briefly consider two mechanisms available to trustees and members alike to assist them with carrying out the body corporate’s business during these unprecedented times.
Trustees and members may consider holding virtual general meetings using an online video conferencing platform in order to make decisions relevant to the scheme or to debate and consider a particular resolution. Prescribed Management Rule 17(10) stipulates that “a body corporate may make arrangements for attendance at an annual or special general meeting by telephone or any other method, if the method is:
1. accessible to all the members of the body corporate and other persons entitled to attend the meeting;
2. permits or persons participating in the meeting to communicate with each other during the meeting; and
3. permits the chairperson to confirm, with reasonable certainty, the identity of the participants.”
Alternatively, and to the extent that the virtual general meeting solution does not suit a particular body corporate’s needs, Prescribed Management Rule 17(9) allows bodies corporate to adopt resolutions by utilising the round robin method.
Prescribed Management Rule 17(9) stipulates that a “body corporate does not have to hold a special general meeting to consider a resolution if all members waive the right to the meeting and consent to the resolution in writing; provided that if two or more persons are jointly entitled to exercise a vote, all of them must waive the right to the meeting and consent to the resolution in writing.”
Bodies corporate are required to follow due process when calling virtual general meetings and when adopting resolutions utilising the round robin method. We therefore urge trustees to seek proper legal advice prior to making use of the abovementioned methods. As such, we confirm our availability to guide trustees to ensure that virtual meetings are lawfully constituted and/ or to ensure that resolutions are compliant with sectional title legislation the prevailing rules.