| (1) |
Subject to sub-rule (2), the body corporate must hold an annual general meeting within four months of the end of each financial year. |
| (2) |
The body corporate is not obliged to hold an annual general meeting if, before or within one month of the end of a financial year, all members in writing waive the right to the meeting and consent in writing to motions that deal with all the items of business that must be transacted at the annual general meeting; 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 resolutions in writing. |
| (3) |
All general meetings other than the annual general meeting are special general meetings. |
| (4) |
The trustees may by resolution call a general meeting whenever they think fit and must do so if either— |
| (a) |
members entitled to 25 per cent of the total quotas of all sections; or |
| (b) |
the holder of mortgage bonds over not less than 25 per cent in number of all the primary sections, |
deliver to the body corporate a written and signed request for a special general meeting; provided that if the trustees fail to call a meeting thus requested within 14 days of delivery of the request, the members or bondholder concerned are entitled to call the meeting.
| (5) |
Members or a bondholder who request a meeting in terms of sub-rule (4) must include one or more motions or matters for discussion with their request and these motions or matters must be included, without amendment, in the agenda for the meeting. |
| (6) |
The order of business at general meetings is as follows: |
| (a) |
confirm proxies, nominees and other persons representing members and issue voting cards; |
| (b) |
determine that there is a quorum; |
| (c) |
elect a person to chair the meeting, if necessary; |
| (d) |
present to the meeting proof of notice of the meeting or waivers of notice; |
| (f) |
approve minutes from the previous general meeting, if any; |
| (g) |
deal with unfinished business, if any; |
| (h) |
deal with any business referred to in sub-rule (5); |
| (i) |
if the meeting is the first general meeting referred to in section 2(8) of the Act, deal with the business set out in rule 16(2); |
| (j) |
if the meeting is an annual general meeting — |
| (i) |
receive reports of the activities and decisions of trustees since the previous general meeting, including reports of committees; |
| (ii) |
approve the schedules of insurance replacement values referred to in rule 23(3), with or without amendment; |
| (iii) |
determine the extent of the insurance cover by the body corporate in terms of rules 23(6), (7) and (8); |
| (iv) |
approve the budgets for the administrative and reserve funds for the next financial year; |
| (v) |
consider the annual financial statements; |
| (vi) |
appoint an auditor to audit the annual financial statements, unless all the sections in the scheme are registered in the name of one person; |
| (vii) |
if the body corporate has more than four members who are owners of primary sections and is not managed by an executive managing agent in terms of rule 28, determine the number of trustees to be elected to serve during the next financial year; and |
| (viii) |
elect the trustees; |
| (k) |
report on the lodgment of any amendments to the scheme's rules adopted by the body corporate under section 10 of the Act and, if applicable, table a consolidated set of scheme rules; |
| (l) |
deal with any new or further business; |
| (m) |
give directions or impose restrictions referred to in section 7(1) of the Act; and |
| (n) |
dissolve the meeting. |
| (7) |
Subject to sub-rules (5) and (6), the trustees determine the agenda for an annual or special general meeting; provided that the agenda must contain— |
| (a) |
a description of the general nature of all business, and |
| (b) |
a description of the matters that will be voted on at the meeting, including the proposed wording of any special or unanimous resolution. |
| (8) |
If any of the items of business that require member approval are not approved at an annual general meeting or any adjournment of the meeting; the resolution not to approve the relevant document must include the reasons for non-approval and the body corporate must have the document revised and submitted to another general meeting for approval as soon as reasonably possible, until it is approved. |
| (9) |
The 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. |
| (10) |
A body corporate may make arrangements for attendance at an annual or special general meeting by telephone or any other method, if the method— |
| (a) |
is accessible to all members and other persons entitled to attend the meeting; |
| (b) |
permits all persons participating in the meeting to communicate with each other during the meeting; and |
| (c) |
permits the chairperson to confirm, with reasonable certainty, the identity of the participants. |
| (11) |
A person who attends a meeting as provided under sub-rule (10) is considered present in person at the meeting. |
Housing Development Agency Act, 2008
