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Joshua
Joshua, Lawyer
Category: Law
Satisfied Customers: 25951
Experience:  LL.B (Hons), Higher Prof. Dip. Law & Practice
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Block of 18 flats with in-house management committee, each

Resolved Question:

Block of 18 flats with in-house management committee, each resident is a director. We have a committee of four. A non-committee member has written to residents inviting them to volunteer for a new committee which he will set up, ignoring the existing committee and before the AGM in April. He proposes to start the new committee March 1st This seems totally wrong, can he do this??
Submitted: 3 years ago.
Category: Law
Expert:  Joshua replied 3 years ago.

Joshua :

Hello and thank you for your question. I will be very pleased to assist you. I'm a practicing lawyer in England with over 10 years experience.

Joshua :

May I ask if the official committee has a formal role in the lease please - e.g. a limited company manages the freehold property under the same?

Customer:

the limited company manages the property but I'm not sure who holds the freehold. I suspect the company who built the flats

Joshua :

Thanks. The official committee to which you refer is from what you say the directors that meet to make decisions about management?

Customer:

Yes that's right.

Joshua :

Sorry for the delay in reverting to you. Would you like to continue?


Customer:

Yes please

Joshua :

Thanks.

Joshua :

From what you say the "official committee" is in fact the board of directors that meet periodically to decide company resolutions on how to manage the building and the companies rights to manage are enshrined in the lease.

Joshua :

There is nothing preventing any resident setting up some informal or alternative committee but that committee would have no formal or legal status. Only meetings held by the directors in an official capacity where there is a quorum (minimum number of attendees as required by the company constitution) can make votes as to company business.

Joshua :

As there is a freedom of assembly in this country you cannot prevent another resident holding meetings or forming an ad hoc committee but you may consider writing to that resident reminding him that such a committee would have no legal standing and that whilst you welcome any feedback that he may have if he wishes to have an active voice in management of the building it is important that he raises issues in good time so that such issues can be placed on the agenda of any company meeting and discussed there.

Joshua :

In addition it is important he does not attempt to pass off his committee as having any official role and if you find that this is occuring you may consider writing to all residents reminding them that the new committee has no official standing and that any issues must be raised through the official management company if they are to be acted upon.

Customer:

Thank you. XXXXX right in thinking the 'official committee' can only be replaced at the AGM when existing officers may stand down and those names nominated will be voted on at the meeting? This man is inviting residents to p.

Joshua :

The "official committee" as we have been referring to it to give it its correct title if the management company is a limited company is the board. The Board consists of the directors and a chairman who can either be different meeting to meeting or the same person until replaced. Directors can only be replaced under the terms of the constitution.

Joshua :

Normally a constitution will either provide that all residents can be directors or that they can be voted in as directors by a majority vote.

Customer:

sorry pressed the wrong button! ........... is inviting residents to tell him what position they want on his committee, again surely this is a matter for the AGM when all present may cast their vote

Joshua :

The company constitution can only be changed by a 75% vote unless the constitution says otherwise. .

Joshua :

From what you say he appears to under some illusions about how he can seek to influence management of the building. It may be worth considering a corrective notice reminding all residents that whilst of course they are free to form any associations or committees they wish in order to make actual decisions about the property, business must be conducted through the official channels at an AGM or if necessary a special meeting of the company directors so residents are not confused about the role of the new committee which appears to be in practice a form of loose association of some kind.

Joshua :

Is there anything above I can clarify for you any further?

Customer:

No thank you, XXXXX XXXXX is clearer now. Thanks for your help. 2 residents have asked if they may nominate me for committee at the AGM in April and I have agreed, so I shall 'politely' refuse this resident's invitation. I have only been here 6 months and I understand there is some 'history' of friction between a couple of residents before my time. I served on a charity committee as secretary for 14 years and only want to be involved in correct procedures, that way everyone knows where they stand.

Customer:

Again many thanks.

Joshua :

A pleasure.

Joshua :

In general terms it strikes me that it complicates matters potentially at least on presentation grounds, to have two bodies (one official one unofficial). It may be better if residents feel they want to have unofficial meetings if these were just described as residents meetings rather than establishing committees but ultimately it is the residents in question' decision.

Joshua :

If you have no further questions for now I should be very grateful if you would kindly take a moment to rate my service to you today. Your feedback is important to me. If there is anything else I can help with though please reply back to me though.

Customer:

Thank you for your time and expertise in clearing 'the mist'!!!! I'll proceed to the 'rating' bit!!

Joshua :

Many thanks. Best wishes

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