How to conduct an AGM

Quick links

• BC Strata Housing: Conducting an annual or special general meeting in a strata
• Video: Best practices for strata meeting minutes
• Book: Democratic rules of order
• Video: Online voting platform for strata AGMs

Can we hold an AGM or SGM electronically?

Strata Property Act (SPA) s. 49 allows all strata corporations to hold annual general meetings (AGMs) and special general meetings (SGMs) by “electronic means”. Attendance could be by phone, Zoom, Microsoft Teams, or other electronic method as long as it enables all persons attending the meeting to communicate with each other.

• The electronic means must enable the chair of the meeting to identify whether a person attending by electronic means is an eligible voter (the strata should establish a method for registering attendees in a way that identifies them)
• A voting card is not required to be issued to an eligible voter attending an annual or special general meeting by electronic means
• A person who attends an annual or special general meeting as provided for under subsection (1) is deemed to be present in person at the meeting

If the meeting is held electronically or as a hybrid meeting (in-person and electronic means) the notice of the AGM or SGM must include instructions for attending the meeting by electronic means. Learn more about giving notice of an AGM or SGM.

Who chairs the meeting?

Standard Bylaw 25 says that AGMs and SGMs must be chaired by the president of the council. If the president is unwilling or unable to act, the meeting must be chaired by the vice president. If neither the president nor the vice president of the council chairs the meeting, a chair must be elected by the eligible voters present in person or by proxy from among those persons “who are present” at the meeting.

This means that a strata manager, lawyer, or anyone present at the meeting could be elected to chair the meeting.

However the Standard Bylaws can be amended. Some stratas have changed the bylaw to only allow an eligible voter to be elected to chair the meeting.

Can non-voters attend the meeting?

If Standard Bylaw 26 hasn’t been amended, tenants and occupants may attend AGMs and SGMS, whether or not they are eligible to vote. Attendees may also include a strata manager and guests such as a lawyer or contractor. Persons who are not eligible to vote may participate in the discussion at the meeting, but only if permitted to do so by the chair of the meeting and must leave the meeting if requested to do so by a resolution passed by a majority vote at the meeting.

What is quorum?

Quorum means that a certain number of eligible voters must be present in person or by proxy for the AGM or SGM to take place. SPA s. 48 permits the strata to create a bylaw about this. If no bylaw exists, under SPA s. 48 the minimum is 1/3 of the strata corporation’s votes. If there are fewer than 4 strata lots or fewer than 4 owners, the minimum is 2/3 of the strata corporation’s votes.

What happens if there aren’t enough voters present in person or by proxy? Under SPA s. 48(3), unless otherwise provided in the bylaws, if within 1/2 hour from the time appointed for an AGM or SGM a quorum is not present, the meeting stands adjourned to the same day in the next week at the same time and, if applicable, place, but if on the day to which the meeting is adjourned a quorum described in subsection (2) is not present within 1/2 hour from the time appointed for the meeting, the eligible voters present in person or by proxy constitute a quorum.

Example: The AGM is scheduled for Wednesday June 26 at 7:00 pm. There are 20 strata lots on the strata plan. 18 are condos with one vote each and there are 2 commercial strata lots with 1.8 and 3.2 votes respectively  for a total of 23 votes. At 7:00 pm on the evening of the AGM, 4 condo owners are present in person or by proxy and the commercial owner with 1.8 votes is present for a total of 5.8 votes. Quorum is 7.7 (1/3 of 23 votes). They wait 30 minutes. No other voters arrive at the meeting. The meeting is adjourned until Wednesday July 3 at 7:00 pm. That evening 5 condo owners are present in person or by proxy and the commercial owner with 1.8 votes is present for a total of 6.8 votes. They wait 30 minutes. The meeting may now proceed with only 6.8 of the strata corporation’s votes.

Rescheduling an AGM or SGM for the following week can be inconvenient for many strata owners and strata managers. As permitted by SPA s. 48(3) some stratas pass a bylaw to allow the first meeting to proceed. If quorum is not met after waiting a specified amount of time (such as 30 minutes), the eligible voters present in person or by proxy shall constitute a quorum and the meeting can proceed.

Who sets the agenda?

The strata council determines the agenda of an AGM or SGM (SPA s. 46). However SPA s. 46(2) has a process for owners to add something to the agenda. It says that persons holding at least 20% of the strata corporation’s votes may, by written demand (petition), propose a resolution or raise a matter specified in the demand. It must be in the notice given about the “next” AGM or SGM and be on the agenda of that meeting.

Owners often do this too late to get their matter in the notice of an upcoming agenda or bring their petition to the meeting. That is too late. Notice of an AGM or SGM must be given at least 20 days before the meeting and all matters that will be voted on must be in the notice. So owners who want a matter on the agenda should give their written demand (petition) to the strata corporation at least a month before the meeting so that council can get it into the notice. Consider giving notice 2 or 3 months in advance to allow council time to gather any necessary information or quotes.

There is a similar process for owners to call an SGM by written demand (SPA s. 43).

Learn more about calling a general meeting and giving notice in getting ready for an AGM or SGM.

What is the order of business?

Standard Bylaw 28 sets out the order of business. Stratas may amend these bylaws.

• Certify proxies and corporate representatives and issue voting cards
• Determine that there is a quorum
• Elect a person to chair the meeting, if necessary
• Present to the meeting proof of notice of meeting or waiver of notice
• Approve the agenda
• Approve minutes from the last annual or special general meeting
• Deal with unfinished business
• Receive reports of council activities and decisions since the previous annual general meeting, including reports of committees, if the meeting is an annual general meeting
• Ratify any new rules made by the strata corporation under section 125 of the Act
• Report on insurance coverage in accordance with section 154 of the Act, if the meeting is an annual general meeting
• Approve the budget for the coming year in accordance with section 103 of the Act, if the meeting is an annual general meeting
• Deal with new business, including any matters about which notice has been given under section 45 of the Act
• Elect a council, if the meeting is an annual general meeting
• Terminate the meeting

How does voting work?

Learn about about voting at general meetings including:

• Who can vote
• Majority, 3/4, 80%, unanimous votes
• Methods of voting
• Secret ballots
• Proxies, and more

Moving and amending motions

Strata corporations are not required to use Robert’s Rules or any other Rules of Order. However it’s helpful to set out the basics: for each item that requires a vote, the chair calls for a mover and seconder. Discussion takes place, amendments (if any) are voted on, and a final vote is called. The outcome of each vote is announced by the chair and recorded in the minutes of the meeting.

For example:

• Susan: I move to approve the budget as presented.
• Harjot: I second the motion.
• Chair: I’ll now open the floor for discussion.
• Niko: We’re spending too much money on window washing. I move to amend the budget to reduce the window washing budget from $2,000 to $1,000.
• Chen: I agree with Niko. I second that motion.
• Chair: (After discussion about window washing) I call the vote to amend the budget to reduce the window washing budget from $2,000 to $1,000. All in favour…all opposed… The motion passes.
• Chair: (After discussion about the budget concludes) I call the vote on the budget as amended. All in favour…all opposed… The motion passes. Following the meeting the treasurer will recalculate the schedule of strata fees to reflect the budget as amended.

If no one seconds a motion to amend, the motion fails.

The notice of the AGM or SGM must include the proposed wording of any resolution requiring a 3/4 vote (SPA s. 45). For 3/4 vote resolutions, amendments from the floor are only permitted if they do not substantially change the resolution, and the amendments are approved by a 3/4 vote before the vote on the resolution (SPA s. 50). The chair is responsible for deciding whether an amendment is substantial.

Approving the budget

SPA s. 103 says the strata corporation must prepare “a budget” for the coming fiscal year for approval by a resolution to be passed by a majority vote at each AGM. Often referred to as the operating budget, it is for “operating fund” expenses that usually occur either once a year or more often than once a year. It also includes the amount that will be contributed to the contingency reserve fund (CRF). The proposed budget must include a schedule of strata fees and be distributed with the meeting notice (SPA s. 45, 103, Regulation 6.6). The schedule of strata fees shows each strata lot’s monthly contribution to the operating fund and the CRF. Learn more about the operating fund and budget.

SPA s. 103 says “the proposed budget may be amended by a majority vote at the AGM before the budget itself is put to a vote.” While council does its best to reasonably estimate the amount needed to cover operating expenses such as utilities, waste removal, and services such as landscaping, elevator maintenance and strata management, owners can make motions from the floor to increase or decrease these amounts. An amendment could be made to increase or decrease the amount of the contribution to the contingency reserve fund (CRF) as long as it meets the minimum requirement.

What happens if the budget isn’t approved? If a budget is not approved at an AGM, the strata must hold a SGM within 30 days to present a new budget (SPA s. 104). Owners must pay the same strata fees until a new budget is approved. During this period council has limited spending powers. Until a new budget is approved, council may only spend money on the type of expenses that are set out in the previous budget and only up to the maximum amount set out in the previous budget for each category of expense.

What is new business?

As explained above the bylaws set out the order of business such as approving the agenda, minutes and budget, ratifying new rules, and electing a council. All other agenda items in the meeting notice are “new business” such as amending a bylaw or voting to approve a project funded by the CRF or by special levy.

Frequently owners assume they can raise a new resolution from the floor if it only requires a majority vote. However, the purpose of the notice is to let all eligible voters know what will be voted on at the meeting. As an owner’s decision whether to attend the meeting will be based on the matters in the notice, it would be unfair to vote on matters that they had no prior notice of. According to the Strata Property Practice Manual, the BC Supreme Court stated in passing that SPA s. 43 to 46 do not permit resolutions from the floor. However, a majority vote resolution from the floor under SPA s.
27 (directing or restricting the council in its exercise of powers and performance of duties) might be permitted if it properly relates to an item of business included in the meeting notice. For example, during discussion to approve the operating budget, an owner might make a resolution from the floor to increase the budget for insurance and to direct council to purchase earthquake coverage.

As part of the preparation process for an AGM, many councils hold a town hall to discuss projects, concerns, and suggested resolutions. This helps identify new business that could be included in the AGM Notice.

What is the process for council elections?

SPA s. 25 says “At each annual general meeting the eligible voters who are present in person or by proxy at the meeting must elect a council”. SPA s. 50, states that “at an annual or special general meeting, matters are decided by majority vote unless a different voting threshold is required or permitted by the Act or the regulations”. For elections, it is not clear whether a single majority vote can be conducted to elect a slate of candidates, or whether each individual candidate must receive a majority of votes.

There is no specified procedure in the Act, the Regulations, or the Standard Bylaws as to exactly how the election should be conducted. Strata corporations may pass a bylaw setting out the process for elections. This is permitted as long as the method specified is legal, fair and reasonable.

If there is no bylaw setting out the procedure for elections, the owners at the AGM could decide on a process at the AGM before the election takes place. They could pass a motion by majority vote that sets out a fair and lawful procedure. Agreeing on a process before the election takes place helps all eligible voters understand how their votes could affect the outcome.

One concern with a single vote to elect a slate is that a person could be elected to council even if the majority of owners do not think the person would be a good council member.

The following articles in VISOA Bulletins set out views and possible processes:

Condominium Law – Election of Council by lawyer, Matthew Fischer

Meeting Procedures – Election of Council by lawyer Shawn M. Smith

Electing Council Members by property manager, Gerry Fanaken

Who takes minutes of the meeting?

Usually the secretary or strata manager takes minutes of the meeting however any person can be designated to do this task.

The minutes must include the results of all votes. It is not necessary to include details of discussion leading up to any votes.

The Office of the Information and Privacy Commissioner’s (OIPC) publication Privacy guidelines for strata corporations and strata agents says a person attending an AGM or SGM has provided implied consent to have their name, strata lot number and/or unit number recorded in the minutes. If they make or second a motion, then the individual has provided implied consent to have their name recorded in the minutes.

It is a good practice to use the minimum amount of personal information necessary. In most cases it is sufficient to identify persons by the unit number or strata lot number (not the name of an owner or tenant).

What happens after the AGM?

The new council must hold a council meeting to elect the following officers, from among its council members: a president, a vice president, a secretary and a treasurer (Standard Bylaw 13). Learn more about strata councils and duties.

• Within 2 weeks following the AGM or SGM at which a budget is passed, the strata corporation must inform owners of any changes to their strata fees resulting from the new budget (SPA s. 106). A best practice is to inform owners of their new fee under the approved budget and a payment schedule.
• Review draft minutes and inform owners of the minutes (check your bylaws for time frame, if any)
• If not already completed, within 8 weeks after the end of its fiscal year, the strata corporation must prepare a financial statement updated to the end of the fiscal year (Regulation 6.7)

Member-only resources

Log in to your account to access the following resources. *Indicates a resource for corporate members only.

• Sample minutes of an AGM or SGM*
• Notice of general meeting template*
• Preparing for your strata AGM (slides)*
• Preparing for your strata AGM (webinar Q&A)*
• Worksheet for creating a budget and calculating strata fees by unit entitlement (Excel)*
• Sample form for authorizing delivery of notices by email*
• Sample proxy appointment form (2 versions)
• Petition (written demand) for a SGM
• Coming soon: Templates for an AGM or SGM registration sheet, secret ballot, and election ballot*
• Coming soon: Template for waiver of an AGM or SGM*