sec.42Constitution of committees

### sec.42 Constitution of committees After the first annual general meeting of a body corporate, there shall be a committee consisting of a chairperson, secretary and treasurer and such other members as may be elected or appointed pursuant to this section. The chairperson, secretary and treasurer of the body corporate shall be members of, and be also respectively the chairperson, secretary and treasurer of, the committee. However, a person may be elected to 1 or more of those offices. Where there are not more than 3 proprietors, the committee shall consist of each proprietor (if any) who is an individual or the proprietor’s nominee, together with the company nominee of each proprietor (if any) which is a corporation. Where there is 1 proprietor only, the proprietor may make any decision that a duly convened committee may make under this Act and such decision shall be deemed to be a decision of the committee. Where there are more than 3 proprietors, the body corporate shall determine the number of persons, being not less than 3 nor more than the number of proprietors or 7, whichever is the less, to be members of the committee including the chairperson, secretary and treasurer of the body corporate. The committee shall consist of such members as for the time being hold office not exceeding in number the number determined by the body corporate under subsection (4) . The members of a committee referred to in subsection (4) (if any) and the chairperson, secretary and treasurer— shall, upon the number of proprietors increasing to more than 3, be first elected— at an extraordinary general meeting convened for the purpose and held forthwith after notice thereof has been duly given but not later than 3 months before the anniversary date of the annual general meeting of the body corporate first occurring after that increase or, if requested, in writing addressed to the secretary of the body corporate, by a proprietor, at any time before that anniversary date; or at the annual general meeting of the body corporate first held after that increase; whichever shall first occur; and shall be elected at each annual general meeting of the body corporate held after the first such election. A person is eligible for election as chairperson, secretary or treasurer of the body corporate or as a member of a committee of the body corporate only if the person is an electable person for the body corporate at the time of the meeting of the body corporate at which the person’s election is proposed. Notwithstanding the provisions of this section, the body corporate may determine that the holder of the office of secretary or treasurer of the body corporate shall not be a member of the committee whereupon, upon election to that office a person shall be the secretary or, as the case may be, treasurer of the body corporate and of the committee but shall not be a member of the committee. A member of a committee may, with the consent of the committee, appoint a proprietor or company nominee of a corporation which is a proprietor to act in the member’s place as a member of the committee at any meeting of the committee and any proprietor or company nominee of a corporation which is a proprietor so appointed shall, when the member is so acting, be deemed to be a member of the committee. A proprietor or company nominee of a corporation may be appointed under subsection (7) whether or not he or she is a member of the committee. If a person appointed under subsection (7) is a member of the committee the person may, at any meeting of the committee, separately vote in the person’s capacity as such a member and on behalf of the member in whose place the person has been appointed to act. Notwithstanding any other provision of this section, a committee may be constituted before the first annual general meeting of the body corporate. The members of a committee constituted under subsection (10) (if any) and the chairperson, secretary and treasurer of a body corporate shall be elected at a general meeting of the body corporate and the provisions of subsections (6) and (6A) and such of the provisions of schedule 2 , part 1 as relate to the election of the chairperson, secretary and treasurer of a body corporate and of members of a committee apply to and in respect of the election of the chairperson, secretary and treasurer and of those members of a committee to be so constituted. Schedule 2 , part 2 (other than section 16 (1) ) does not apply to or in respect of the election of the chairperson, secretary and treasurer of a body corporate and the members of a committee to be constituted under subsection (10) . The provisions of this division (other than subsections (1) to (3) and (5) of this section) apply to and in respect of a committee constituted under subsection (10) and the members thereof. Where there is no committee of a body corporate, the body corporate shall exercise and perform the powers, authorities, duties and functions of the committee but nothing in this subsection prevents a body corporate manager appointed under this Act from exercising or performing any powers, authorities, duties or functions conferred or imposed upon the manager. The election of the members of a committee and the chairperson, secretary and treasurer of a body corporate shall be by secret ballot unless the body corporate resolves otherwise. s 42 amd 1988 No. 23 ss 33 , 84 ; 1990 No. 87 s 17 ; 2022 No. 28 s 11 (sec.42-ssec.1) After the first annual general meeting of a body corporate, there shall be a committee consisting of a chairperson, secretary and treasurer and such other members as may be elected or appointed pursuant to this section. (sec.42-ssec.2) The chairperson, secretary and treasurer of the body corporate shall be members of, and be also respectively the chairperson, secretary and treasurer of, the committee. (sec.42-ssec.2A) However, a person may be elected to 1 or more of those offices. (sec.42-ssec.3) Where there are not more than 3 proprietors, the committee shall consist of each proprietor (if any) who is an individual or the proprietor’s nominee, together with the company nominee of each proprietor (if any) which is a corporation. (sec.42-ssec.3A) Where there is 1 proprietor only, the proprietor may make any decision that a duly convened committee may make under this Act and such decision shall be deemed to be a decision of the committee. (sec.42-ssec.4) Where there are more than 3 proprietors, the body corporate shall determine the number of persons, being not less than 3 nor more than the number of proprietors or 7, whichever is the less, to be members of the committee including the chairperson, secretary and treasurer of the body corporate. (sec.42-ssec.4A) The committee shall consist of such members as for the time being hold office not exceeding in number the number determined by the body corporate under subsection (4) . (sec.42-ssec.5) The members of a committee referred to in subsection (4) (if any) and the chairperson, secretary and treasurer— shall, upon the number of proprietors increasing to more than 3, be first elected— at an extraordinary general meeting convened for the purpose and held forthwith after notice thereof has been duly given but not later than 3 months before the anniversary date of the annual general meeting of the body corporate first occurring after that increase or, if requested, in writing addressed to the secretary of the body corporate, by a proprietor, at any time before that anniversary date; or at the annual general meeting of the body corporate first held after that increase; whichever shall first occur; and shall be elected at each annual general meeting of the body corporate held after the first such election. (sec.42-ssec.6) A person is eligible for election as chairperson, secretary or treasurer of the body corporate or as a member of a committee of the body corporate only if the person is an electable person for the body corporate at the time of the meeting of the body corporate at which the person’s election is proposed. (sec.42-ssec.6A) Notwithstanding the provisions of this section, the body corporate may determine that the holder of the office of secretary or treasurer of the body corporate shall not be a member of the committee whereupon, upon election to that office a person shall be the secretary or, as the case may be, treasurer of the body corporate and of the committee but shall not be a member of the committee. (sec.42-ssec.7) A member of a committee may, with the consent of the committee, appoint a proprietor or company nominee of a corporation which is a proprietor to act in the member’s place as a member of the committee at any meeting of the committee and any proprietor or company nominee of a corporation which is a proprietor so appointed shall, when the member is so acting, be deemed to be a member of the committee. (sec.42-ssec.8) A proprietor or company nominee of a corporation may be appointed under subsection (7) whether or not he or she is a member of the committee. (sec.42-ssec.9) If a person appointed under subsection (7) is a member of the committee the person may, at any meeting of the committee, separately vote in the person’s capacity as such a member and on behalf of the member in whose place the person has been appointed to act. (sec.42-ssec.10) Notwithstanding any other provision of this section, a committee may be constituted before the first annual general meeting of the body corporate. (sec.42-ssec.11) The members of a committee constituted under subsection (10) (if any) and the chairperson, secretary and treasurer of a body corporate shall be elected at a general meeting of the body corporate and the provisions of subsections (6) and (6A) and such of the provisions of schedule 2 , part 1 as relate to the election of the chairperson, secretary and treasurer of a body corporate and of members of a committee apply to and in respect of the election of the chairperson, secretary and treasurer and of those members of a committee to be so constituted. (sec.42-ssec.12) Schedule 2 , part 2 (other than section 16 (1) ) does not apply to or in respect of the election of the chairperson, secretary and treasurer of a body corporate and the members of a committee to be constituted under subsection (10) . (sec.42-ssec.13) The provisions of this division (other than subsections (1) to (3) and (5) of this section) apply to and in respect of a committee constituted under subsection (10) and the members thereof. (sec.42-ssec.14) Where there is no committee of a body corporate, the body corporate shall exercise and perform the powers, authorities, duties and functions of the committee but nothing in this subsection prevents a body corporate manager appointed under this Act from exercising or performing any powers, authorities, duties or functions conferred or imposed upon the manager. (sec.42-ssec.15) The election of the members of a committee and the chairperson, secretary and treasurer of a body corporate shall be by secret ballot unless the body corporate resolves otherwise. - (a) shall, upon the number of proprietors increasing to more than 3, be first elected— (i) at an extraordinary general meeting convened for the purpose and held forthwith after notice thereof has been duly given but not later than 3 months before the anniversary date of the annual general meeting of the body corporate first occurring after that increase or, if requested, in writing addressed to the secretary of the body corporate, by a proprietor, at any time before that anniversary date; or (ii) at the annual general meeting of the body corporate first held after that increase; whichever shall first occur; and - (i) at an extraordinary general meeting convened for the purpose and held forthwith after notice thereof has been duly given but not later than 3 months before the anniversary date of the annual general meeting of the body corporate first occurring after that increase or, if requested, in writing addressed to the secretary of the body corporate, by a proprietor, at any time before that anniversary date; or - (ii) at the annual general meeting of the body corporate first held after that increase; - (b) shall be elected at each annual general meeting of the body corporate held after the first such election. - (i) at an extraordinary general meeting convened for the purpose and held forthwith after notice thereof has been duly given but not later than 3 months before the anniversary date of the annual general meeting of the body corporate first occurring after that increase or, if requested, in writing addressed to the secretary of the body corporate, by a proprietor, at any time before that anniversary date; or - (ii) at the annual general meeting of the body corporate first held after that increase;