Amendments to the Land Titles (Strata) Act for the conduct of collective sale-related meetings through virtual means

26 JUN 2023

26 June 2023 Posted in Announcements

The COVID-19 (Temporary Measures) (Alternative Arrangements for Meetings) Orders (the “Meetings Orders”), which enable entities (including management corporations) to convene, hold or conduct meetings through virtual means, will cease on 1 July 2023 ¹.

The Ministry of Law has since amended the Second and Third Schedules to the Land Titles (Strata) Act (“LTSA”) to facilitate the conduct of general meetings for the purpose of a collective sale and meetings of the collective sale committee (“CSCs”) by virtual means from 1 July 2023 onwards.

The amendments will provide more flexibility to the management corporations (“MCSTs”) and CSCs in conducting such meetings to facilitate greater participation by the owners. It will provide guidelines for MCSTs and CSCs on how to hold the meetings governed by these schedules through partial or wholly virtual means, including matters such as the modes of meeting allowed, how attendance and quorum will be determined, guidance on electronic voting systems and the electronic submission of proxy forms.

When deciding the preferred mode for conducting these meetings, MCSTs and CSCs should consider the needs and circumstances of the owners or subsidiary proprietors (“SPs”). MCSTs and CSCs may wish to solicit feedback or conduct a survey among the owners or SPs, before deciding the most appropriate mode of conducting the meeting. MCSTs and CSCs should conduct meetings using a mode that would enable as many participants to attend the meeting as practicable.

Key Changes

The majority of the new requirements, including those on the voting by electronic means, the recognition of virtual attendance and meeting quorum, as well as the electronic submission of proxy forms and relevant documents, are largely similar to the prevailing requirements under the Meetings Order.

However, while MCSTs and CSCs will continue to be allowed to convene the meetings governed by the LTSA as fully in-person, fully virtual or partial virtual meetings by default, owners or SPs will now also have the option to pass a resolution at a general meeting for the purpose of a collective sale to prevent future meetings from being held in a fully virtual manner. This provides owners or SPs the opportunity to determine if there is a need for such meetings to cater for those that prefer attending physically.

Further refinements have also been made to the requirements for notices issued for the general meetings for the purpose of a collective sale, as well as the information to be recorded in the minutes for such meetings. Further details can be found in Annex A and Annex B.

Transitional Arrangements for Meetings Scheduled Before 26 June 2023

To note, for a general meeting in which a notice of meeting has been sent prior to today [26 June 2023], no new meeting notice is required to be issued if there are no changes to the meeting, even if the scheduled meeting takes place after 1 July 2023.

However, where an MCST or CSC has made adjustments to such a meeting held after 1 July 2023 which results in changes to the key information required to be captured in the meeting notices, a new meeting notice will be required to be served. The new meeting notice will need to meet the requirements under the amended schedules to the LTSA as of 1 July 2023.

In addition, where these meetings have originally been scheduled as fully physical meetings, an MCST or CSC that wishes to change the mode of meeting may only convert them to partial virtual meetings. These meetings would be subject to the new requirements under the amended schedules to the LTSA as of 1 July 2023. This ensures that owners who prefer physical meeting options have access to them during the transition period.

Further information

MINISTRY OF LAW
26 JUNE 2023

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Last updated on 26 June 2023