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AGM Matters Print E-mail
What is a Proxy?    A proxy is a person who is designated in a written Instrument (or form) by a unit owner to represent the owner and to cast the owner’s vote at a meeting.

What is a written Instrument?    A written Instrument of proxy (commonly called Proxy)    is the form that is used to appoint a Proxy to represent the owner at the Annual General Meeting (AGM) or other meetings.

What is a Ballot?    A Ballot  is given to an owner who attends the meeting. An owner who attends the AGM and receives a Ballot cannot also appoint a Proxy.. Should the Instruments appointing a Proxies be destroyed at the end of the meeting?   
The act requires that the condominium corporation retain all Instruments appointing proxies as a record for a period of 90 days following the AGM. Ontario Condominium Act section 52(7).

Are unit owners entitled to view or demand copies of the Instruments appointing proxies?
The Instruments  appointing proxies become a record of the corporation. All records of the corporation with the exception of employee, actual/pending litigation and records relating to specific unit owners are subject to being viewed by unit owners or their agents. Section 55

What happens if a condominium corporation does not permit unit owner or agent to inspect or copy the Instruments appointing proxies or for that matter any other record? 
If without reasonable excuse, the condominium corporation must pay $500 to the owner on receiving a written request for payment from the owner and the owner may sue for this amount in Small Claims Court-section 55(8),(9).

Proxy overview
A proxy need not be an owner.
An Instrument appointing a proxy must be in writing signed by the owner/mortgagee or pursuant to a power of attorney granted by the owner/mortgagee. The proxy Instrument can only be for a specific singular meeting of owners. This means that a general power of attorney for a number of meetings can no longer be given. There must be a proxy appointment for each meeting.

An Instrument appointing a proxy for the election or removal of a director at a meeting of owners shall state the name of the directors for and against whom the proxy is to vote. This prevents a Proxy from voting for someone who is not named on the proxy instrument. For example the Proxy could not vote for someone nominated from the floor unless the owner granting the Proxy knew this was going to happen and had the foresight to include that person's name in the proxy Instrument as someone for whom the Proxy could vote.

Proxy Instruments lodged at a meeting must be held for at least 90 days after the meeting.
Another concern arises in how to "control" the proxy voting. If a Proxy may only vote for or against candidates listed in the proxy Instrument there should be a procedure in place to prove which candidates were voted for (or against) by the Proxy.
It is not enough to simply add up how many owners are present at a meeting in person or by proxy and pass out ballots on the basis of one per unit. The meeting must be able to determine that the Proxy did not vote outside the ambit of the proxy Instrument. This could be accomplished by the use of the recorded vote procedure set out in Section 52(2) of the Act.

Alternatively, the by-laws could establish a procedure whereby a ballot must indicate if the ballot is being voted by a Proxy and if so for which unit it is being voted. This would allow the scrutineer's to check to ensure the Proxy voted in accordance with the proxy Instrument. It must also be noted that the regulations prescribe a proxy form that contemplates there being "instructions" to the Proxy. It may be prudent to be able to monitor how a proxy votes to ensure the "instructions" are not contravened. There appears to be no requirement that voting at owners' meetings be by secret ballot especially in light of the "recorded vote" provisions of section 52.

Can owners request for a recorded vote?
A person entitled to vote at the meeting may request that a recorded vote be held on any item scheduled for a vote either before or promptly after the vote.

What is a Scrutineer?    A Scrutineer’s  duty is to assist in taking attendance, counting and reviewing the Instruments  appointing proxies and control of Ballots.

What is the Owner Occupied position?
If at least 15 per cent of the units of a Condominium are owner-occupied units, there must be one position on the Board which is elected by only the owners of owner-occupied units.


How do owners get more say in the running of their condominium corporation?
Voting for members of the board of directors is based on the number of units in a building, not the number of owners. The more units you own, the more votes you have. This has sometimes resulted in owner-occupants having no representation on the board of directors. However, the new Act will reserve one position on the board for election by owner-occupants if at least 15 per cent of all the units are owner-occupied. This will ensure they do have a voice on the board, even when most of the units in their condominium are owned by a small number of owners.


When will I receive a Notice of Meeting?
The notice of meeting must be in writing and must be given at least 15 days before the day of the meeting. This means the day of the notice and the day of the meeting are not considered in the calculation. This results in a minimum 17 day notice requirement (including the day of the giving of the notice and the day of the meeting itself in the calculation of the 17-day period).
From a practical point of view, if the notice is given 17, 18 or 19 days before the meeting, there should be no dispute about whether the proper number of days notice was given. There are reasons relating to the "record date" that lead to suggesting notice should not be given more than 19 days before the meeting.


Will the names of candidates for Board positions be on the “Notice Of Meeting”?
For meetings that will elect directors, the Notice of Meeting must include the names of persons who are willing to stand as directors and who have give written notification to the Board of their intention to be a candidate.
Only those persons who have given notice to the Board on or before the fourth day before the notice is sent are entitled to have their names appear on the notice of meeting as candidates for regular Board positions.
If there is an owner-occupant position on the Board to be filled, the notice of meeting must include a list of all candidates who have provided written notification of their intention to be a candidate for the owner-occupant position.
Only those persons who have given notice to the Board on or before the day before the notice is sent are entitled to have their names appear on the notice of meeting as candidates for owner/occupant Board position.

Who is entitled to get the Notice of Meeting?
Written Notice of Meetings must be given to:
•    Every owner whose name appears in the Record;
•    Every mortgagee of a unit who; under the terms of the unit mortgage has the right to exercise the owner's vote; and, whose name appears in the Record.
•    The auditor.


What are the contents of the Notice of Meeting?
A notice of meeting of owners shall:
  •  specify the place, the date and the hour of the meeting;
  • set out the nature of the business to be presented at the meeting; and
  • be accompanied by, a copy of all proposed changes to the declaration, by-laws, rules or agreements that are to be discussed at the meeting, and a copy of the requisition of meeting if the meeting is a requisitioned meeting.
  • include the names of persons who are willing to stand as directors and who have give written notification to the Board of their intention to be a candidate in the election as of the fourth day before the notice is sent;
  • include the names of persons who are willing to stand for the position of owner/occupant director and have provided written notification of their intention to be a candidate for the owner/occupant position as of the day before the notice is sent.
  • include with the notice of the annual general meeting, a copy of the financial statements and the auditor's report.

 
Can we vote on matters that are not on the Notice Of Meeting?
There can be no vote taken at a meeting on other than routine procedural matters if the matter was not clearly shown as an agenda item in the notice of the meeting.


Can owners raise matters for discussion at the AGM?
An owner can raise any matter relevant to the affairs and business of the corporation at the annual meeting. However, the matter can only be the subject of a vote at the meeting if it is shown on the agenda of the meeting. Otherwise, the matter can only be raised for discussion purposes at the meeting.


About the Annual General Meeting (AGM)
The Corporation has scheduled the AGM for Thursday May 18, 2006 at 7 pm. It is very important that every owner makes every effort to attend the meeting. A quorum of 33 1/3% of the owners is required to transact business at the meeting and a quorum of 50% of the owners is required to make by-law changes. A number of significant issues will be addressed at the meeting including: a report by our Treasurer and our Accountant on the audited financial statements of the Corporation; an election for three positions on the Board of Directors; and an update from the Board of Directors with respect to the business of the Corporation. There also will an opportunity for owners to raise issues of concern during the meeting. At last year’s meeting, four people were elected to the Board of Directors. Three Board members were re-elected to serve three-year terms and one person to the Owner Occupied Position to serve a two-year term. At this Annual General Meeting, three positions on the Board are open for election / re-election. The positions have a 3-yea-term. If you, as an owner, are unable to attend the Annual General Meeting, you can give your proxy to a fellow owner who can vote on your behalf. Proxies can be given for quorum purposes or for quorum and voting purposes. Individuals who are acting as proxies must bring a completed proxy form to the Annual General Meeting to be registered to vote. A package of information will be mailed to all owners 15 days before the Annual General Meeting. The package will contain the audited financial statements, a proxy form, and other relevant material. If you have recently become an owner, you must notify the Property Manager of the change of ownership so that you can receive the information package.