The yearly general meeting of the owners association

An owner of an apartment complex or a housing resort, has the right (and in a way the duty) to attend the yearly meeting of the Homeowners association and to use his vote in favor or against the made decisions.

A lot can be written about the rights and the obligations of the owners association, but in this article I want to focus – without giving a comprehensive overview – on a few common mistakes or administrative measures during the meetings.

A Homeowners’ association consists out of three bodies:

• the General Meeting of the Members,
• the Board,
• the Financial Controller (Audit Committee).

The Board can consist out of one or three members and is responsible for the general daily management and for the execution of the decisions of the members (owners). Often the owners are not aware of this rule and have appointed too many or too few Board members. The appointment of two Board members is a valid reason to declare the meeting void.

The members should also appoint a financial supervisor or an Audit Committee. Legally the supervisor/Audit Committee should consist out of one or three members and controls the yearly revenues and expenditures made by the Board. The Audit Committee has to be accountable for this at the time of the meeting. If no supervisor/Audit Committee has been appointed, the members have the own right to check the yearly finances of the Board. You can imagine that this is unfeasible in case of very large apartment complexes.

The Board should assemble the members at least once a year. This meeting is called the Annual General Meeting Homeowners Association. All other meetings will be regarded as Exceptional Meetings Homeowners Association. Before the meeting takes place, the votes are counted by means of an attendance list. Subsequently a chairman and a minutes secretary are appointed. The chairman of the Board is not necessarily the chairman of the meeting. The meeting chairman will lead the meeting following the agenda that is been received by the members, at least 15 days prior to the meeting taking place. The secretary records the minutes of the meeting in the desired language. The minutes are not to be confused with the decisions that must be written in the decision book.

Every Homeowners Association has to have a decision book as well as a cash book, of which all pages are notarized. The revenues and expenditures of the Board must be recorded in a cash book. All decisions taken during the meeting, as well as decisions taken by the board outside these meetings, are to be recorded in a decision book. The decisions taken at the meeting should be signed by the present members. Preferably after the meeting these decisions are recorded in the book by hand, but it is also possible to record a printed version as long as everyone who was present initialed the print out of the decision. It is very important for the execution of the decisions to record the decisions correctly in the decision book, for example the collection of the monthly contribution fees of the owners.  

A common misconception is that signing the attendance list equals the approval of the decisions that are taken during the meeting. Every member should sign the decisions individually and, if applicable, comment next to the signature why he does not approve the decision.

Power of Proxy
When an owner cannot be present at the General Meeting, his vote can be cast with a simple power handed over to a third party. This person does not need to be an owner. The power should mention the name of proxy holder and should mention the meeting details. The power has to be signed. The power is personal, you don’t have to give a power for each residential unit. Once a power of attorney is given, the proxy holder can vote on behalf of the principal for each residential unit of the principal. (Sample of powers are available on this website)

In case that a unit is jointly owned (as by spouses), the owner who is present at the meeting needs to be given power of attorney in writing by the other owner. Usually this is executed quite well, it is just very important to hand over an original of the power of attorney in writing to the proxy holder or the board. A copy is not a legally binding document.