Tuesday, November 15, 2016

Full and accurate minutes of Meetings? Don’t worry about it.

The BCCM Act requires that full and accurate minutes be kept of Body Corporate meetings. However, an Adjudicator has cast some doubt on the definition of the words full and accurate minutes in a recent decision.

In Coomera on the Park [2013] QBCCMCmr 204 (14 May 2013), the Adjudicator ordered that the Application be dismissed. In Point 1 of the Outcomes Sought the Applicant had asked:
“That all committee meetings as well as AGM meetings held by the committee be recorded to ensure that the final minutes actually reflect the decisions and points made by committee members...”
To the layman, it follows that by dismissing the Application, the Adjudicator appears to be saying that there is no need to “ensure that the final minutes actually reflect the decisions and points made by committee members”.

From the Adjudicator’s comments, it appears that the minutes of one of the meetings in question were certainly short on substance.

He quotes a couple of examples:
“There are a number of instances where “...” appear.
Item q) “Pest control quotations for Common Property” is followed by “????”.
Although the Adjudicator states that “I would encourage the minute taker to refrain from using “...”, he goes on to say “they are not inaccurate in any significant way in the areas they are required to be accurate by the legislation.”

He points out that, in the legislation, full and accurate means minutes including each of the following:
(a) the date, time and place of the meeting;
(b) the names of persons present and details of the capacity in which they attended the meeting;
(c) details of proxies tabled;
(d) for each motion voted on at the meeting—
(i) the words of the motion; and
(ii) the number of votes for and against the motion;
(e) details of correspondence, reports, notices or other documents tabled;
(f) the time the meeting closed;
(g) details of the next scheduled meeting;
(h) the secretary’s name and contact address.

I disagree with the Adjudicator's comments in this case. He appears to be saying that the minutes only need to include points a – h to be considered accurate. I feel that he is misinterpreting the definition of the word “including” as in “minutes including each of the following”. My reading of this is that the phrase means that the minutes should include all of those points from a – h but “including” does not mean that the minutes should include ONLY those points.

The definition of include means "Comprise or contain as part of a whole". In other words Full and Accurate minutes should certainly include points a – h, but that is just a part of what forms an accurate representation of what was determined at the meeting. To suggest otherwise is just playing with semantics.

In this case, the Applicant also wanted to be able to voice record the meetings. He raised the fact that threats had been made at the meetings but that there was no record of that in the minutes. The Adjudicator also dismissed that part of the Application and suggested that he could take his own notes of the meeting but that would not be of much help if they differed significantly from the “official” minutes.

I am not aware of any legislation that prevents anyone from making a personal record a meeting albeit that the recording may not be able to be used for any purpose.

In looking at the Dispute in its entirety, it seems to me that the Applicant in this case was not being unreasonable in asking that “full and accurate” minutes be taken for all meetings. I think that it is a pity that his Application was not upheld, at least in part. The penalty to the Body Corporate would have been minimal and an order might have ensured that future communication was improved.
I feel that this ruling gives Committees the opportunity to keep minutes to the absolute minimum as long as they include points a – h.

Despte that, an honest Committee will always try to keep owners informed by providing full and accurate minutes. Part of that role is to ensure the minutes of all meetings that are sent to owners are accurate and detailed to the point where nothing can be considered to be hidden.
The opinions expressed in this blog are personal and not intended in to be advice in any way. I have spent many years participating on a number of different Body Corporate Committees. I am a dealer in Vintage Movie Memorabilia specialising in original movie posters and movie art. www.moviemem.com

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