Convening a Condominium AGM Amid Concerns Over COVID-19?

March 18, 2020

Convening a Condominium AGM Amid Concerns Over COVID-19?

Spring is typically
Annual General Meeting (AGM) season for condominium corporations and with the
COVID-19 virus having been declared a pandemic last week, condo boards should consider
whether or not to proceed with scheduled AGMs. For many condo corporations, an
AGM will be a “mass gathering” that corrals hundreds of unit owners together in
one room, sitting in close proximity, often for several hours.

While Alberta’s
Condominium Property Act requires
condominium corporations to convene the next AGM no later than fifteen (15)
months after the immediately preceding AGM, this is a unique situation in which
common sense must be applied. It is highly unlikely that a condominium
corporation will be penalized for a failure to strictly follow the legislated
timeline in these circumstances.

If your
condominium corporation has not already provided notice to unit owners of an
upcoming AGM, it may be advisable to delay doing so until the COVID-19 pandemic
is better controlled, and the infection spread curve has been “flattened”. If
notices have already been sent out, those condominium boards should ask the
following questions to help them determine whether to proceed:

  1. Have any owners/tenants or other residents in the corporation tested positive for COVID-19? What about property managers or other service providers?
  2. Have any owners/residents recently travelled outside of the country?
  3. What is the average age of residents in the condominium corporation? Could they be at a greater risk if they contract COVID-19 (e.g. older individuals)?
  4. How many units are in the corporation, and how many of those are generally represented at the AGM from year to year (i.e. how many individuals are actually expected to attend the AGM)?
  5. Where is the AGM being held, on-site or somewhere else, like a community centre, hotel or church?
  6. How large is the room/space for the meeting? Can individuals be sufficiently spread out so as to ensure the recommended social distancing of 2 metres?

If your
condominium corporation contains more than 40-50 units, prevailing wisdom would
strongly caution against proceeding with an AGM at this time. For condominium
corporations that choose to proceed with an already-scheduled AGM, here are
some precautions that can and should be taken:

  1. Owners should be encouraged to
    submit proxies rather than attending the AGM in person. Anyone who is feeling
    sick or displaying symptoms should be advised to stay home, and to assign their
    proxy to a board member or a neighbour who can represent them at the meeting.
  2. Limit attendees by requesting
    that only one (1) owner attend per unit, for units with multiple owners.
  3. Unit owners that will not be in
    attendance but wish to raise issues at the meeting, or nominate individuals for
    board elections, should be permitted to submit these items to the board and/or
    property manager electronically in advance.
  4. Consider conducting any
    ordinary or special resolution votes in writing, or electronically if your
    bylaws so allow.
  5. Some condominium corporations
    lack sufficient space on their properties to host AGMs, and often rent space at
    community centres, churches, hotels and even public schools. Many of these
    locations may already have been affected, such that they are now closed to the
    public, closed to large gatherings, or have reduced hours. Contact the location
    to confirm any bookings that have already been made and find out what pandemic
    plans are in place. You should anticipate any arrangements having to change, or
    even being cancelled with little to no advance notice.
  6. Stagger registration times to
    minimize line-ups when owners check-in for the AGM, and try to have access to
    hand sanitizer.
  7. Advise attendees to bring their
    own copies of materials that were provided along with notice to the AGM, and to
    bring their own pens/pencils for signing in and casting any votes.

Most condo
bylaws likely do not contain provisions for cancelling an AGM once notice has
been sent out to unit owners. In these circumstances, the Board should call an
emergency meeting for the purpose of deciding whether a meeting will proceed as
scheduled, or in a modified format, or if it should be adjourned indefinitely.
Once a decision has been made, this can be communicated to unit owners to provide
them with as much notice as possible.

In my view, due
to the unprecedented nature of the current public health emergency, the board
of directors has the right to cancel an already-convened AGM, or to allow unit
owners to attend the AGM electronically (even in the absence of a bylaw
authorizing this measure). In light of the advice being given by public health
officials to limit social contact as much as possible, my recommendation would be
to cancel and/or suspend all owner meetings indefinitely.

As the
situation evolves, new information about the COVID-19 virus is being constantly
updated. Condominium corporations should consult government and public health
websites to stay informed on the latest facts, advice and requirements.

Erin Berney

Erin Berney

Erin Berney possesses extensive experience in all manner of residential and commercial condominiums, from traditional, bare land and phased-style development, to “barely blended”, duplex, mixed use, and rural developments. She has been a condo owner in downtown Edmonton since 2005, and has served on the Board of Directors as Treasurer, Secretary and Chair of the Bylaw Review Committee. This gives her unique insight and invaluable knowledge and experience that she brings to her clients.

4 thoughts to “Convening a Condominium AGM Amid Concerns Over COVID-19?”

  1. Excellent blog/Article.

    Perhaps you could let me know if a condominium corporation should obtain an indemnity from meeting participants due to the Covid-19 Pandemic

    1. I have been considering whether condominium corporations should obtain indemnities, releases or some form of waiver from meeting participants, and discussing the matter with other lawyers who practise in the area of condominium law. There appear to be differing perspectives. Alberta’s condominium legislation requires the corporation to convene a physical meeting, regardless of concerns over COVID-19, and as such this might provide some liability protection in the event someone contracts the virus, traces it back to the meeting and decides to blame the corporation. In light of this, I tend toward simply recommending that the corporation include some language in the AGM notice itself, to the effect that, by attending the meeting, the owner assumes his or her own risk. The alternative is sending a proxy, or assigning a proxy to a board member. While all members of the corporation have a right to attend, there is no requirement that they do so at all, let alone in person.

      1. Hi Erin,

        Do condo boards have to hold an AGM this year or can they wait until next year. If they did decide to skip it what could the possible consequences be. Thanks

        1. That depends on when the 15-month deadline expires for each particular condo corporation. If the deadline is this year, and it would have been reasonable to hold the AGM (for example, a smaller corporation with fewer than 50 units, that could hold an in-person AGM in compliance with public health restrictions), and the board chose not to do so, then it would be in violation of the Act. An owner could bring a court application against the board citing improper conduct, to compel the board to convene the AGM. In that case, the corporation may be ordered to pay some or all of the owner’s legal costs in making the application.

Leave a Reply

Your email address will not be published. Required fields are marked *