422. Contracts not attached to agendas | carpet uninsured | cash levy payments

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1. I have had a second look at the Meriton case. There are a number of comments that should be made.
   First and foremost is how is Slattery’s form dealing with Strata matters, just how good is his track record on strata? Let’s not go soft on him just because he holds a position of significance. Still a person, still capable of error and noise and in a job where strata matters are far from the norm and his decisions matter on a State wide level.

   Does Meriton really set a precedent you can take to the bank?
   In the case there is nothing detailed about the provisions of the Act surrounding notice and what constitutes “proper” notice of an agenda item.
   Where Slattery fails strata owners is he does not really investigate this aspect of the motion in question. It seems he is just OK with the attachment not being there.

   What world does he come from; anytime his people would like to call my people and tee up a “play date” I am happy to make this aspect of his decision look foolish if the general model is you do not need to attach important information.
   The cost of attachment is too much? I find this hilarious because we are talking about World Towers here. These are not some group of 9- 5 working class plebs living in Cabramatta; they can’t afford to attach the agreement is as laughable as it is just plain sloppy management.

   It isn’t hard to find some nice company law analogy that makes it very clear that an agenda item is not up to scratch if it does not fully and fairly inform the “shareholder”.

   Henderson v Bank of Australasia (1890) 45 Ch D 330.
   Ryan v Edna May junction Gold Mining Co (NL) (1916) 21 CLR 487; 22 ALR 222.
   And very clearly expressed:
   The test is to ask whether the information, if provided to an ordinary shareholder who scanned or read the document quickly, not as a lawyer, but as an ordinary person in commerce or as an ordinary investor, would fully and fairly inform and instruct the shareholder about the matter on which he or she would have to vote: Devereaux Holdings Pty Ltd v Pelsart Resources NL (No 2) (1985) 9 ACLR 956.

   Let’s consider what it means if this is Meriton position is exchangeable with other things we often see attached.
   Strata agent agreement, Licence, Lease, details of a special privilege by-law, perhaps an auditors report for a large SP and so on.

   If Meriton is good law then welcome to a world of darkness where your agenda no longer needs to fully and fairly inform you.

   And for fun; if you do not need to attach “stuff” to a general meeting agenda then you probably do not need to attach such things to a SC meeting agenda.
   Good luck with the veto clause (Sch 2 cl 9(3)) if you don’t have detail.
   The Act requires a detailed agenda for a SC meeting but “detail” goes AWOL on a GM agenda? Sloppy work down in Macquarie St if that is how they are rolling.

   One of the best things about not being a strata lawyer is one can take the gloves off with decisions like this and call “bullshit” and not be afraid the Bar might not be impressed. Non-lawyers do not have to protect the public perception of the quality of a system that at times lacks quality. The interesting part of that is lawyers are best place to know when the system fails but are the most muzzled.

   Solutions to the problem:
   Have a Chair who will bury (rule out of order) motions that do not have their attachments in the notice.
   Vote NO to any motion that fails the Devereaux test.
   Vote NO to any motion that does not have an attachment when it seems appropriate an attachment should be there.
   Never accept the half baked “tabled at the meeting or available on request” nonsense.
   Never vote for either major party because these are the smug organisations that are truly letting owners down.

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