Managing Agent Fixed Vote?

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    Managing Agent Fixed Vote?

    I have been to a management company AGM tonight, and was rather shocked by the shenanigans. A few days ago I was phoned by the MA and asked to give him my proxy as there was a plan to oust one of the directors. I did not give my proxy, as I intended to attend the meeting.

    Now the director who was ousted was one who had raised the issue of financial control. He was not happy that the MA (who also owns two flats) did a lot of the odd jobs, and insurance work. It turns out that it was the MA who planned to oust this director, (and put in place some dopey young girl who he is on kissing terms with.)

    The MA used his 8 proxies, and two votes of his own to achieve this. (There were only 8 other lessees including 3 directors at the meeting.

    The ousted director was very upset, (as was I), but the MA pointed out he had done everything according to the lease.

    Have any rules been broken?

    #2
    You don't bring easy ones to the forum do you !

    1: use of a proxy vote depends on the Articles and if, when and how it can be used. It is not uncommon for it to be limited to a poll being called.

    2: Conflict of interest that should have been declared.

    3: An AGM is not normally the place to remove a director; was the director required to resign and be reelected? So was the removal correctly drafted as a resolution or the rotation of directors not correctly followed under the articles.


    In both cases it could be expensive to challenge and enforce a revote, if "rules" were broken.

    OR

    Perhaps your best attack is to exercise your rights to getting accounts inspected and certified looking at the vouchers, with professional advice on the costs, perhaps even making a speculative LVT challenge, ensuring the monies are held under section 42, ensuring billing is correct, section 47 etc, and that he is protecting you eg fire risk assessments and common parts risk assessments.

    If any of these do give rise to a breach then you can threaten the appointment of an LVT manager having set out why the current set up is "wrong".
    Based on the information posted, I offer my thoughts.Any action you then take is your liability. While commending individual effort, there is no substitute for a thorough review of documents and facts by paid for professional advisers.

    Comment


      #3
      Thanks LHA.

      Originally posted by leaseholdanswers View Post

      It is not uncommon for it to be limited to a poll being called.
      Can you clarify this?


      Item 6 on the agenda was Appointment of Directors. We were given votes for all people standing. Of course, we were outvoted by the MA.


      The MA is very keen on his fire risk assessments. (I wonder if he gets commission on these also!)

      I can't fault the accounting, or the administration of the block. It is just that last night's events left a bad taste in the mouth.

      Comment


        #4
        Well it depends on the articles, table A and the Act. If votes are taken by a show of hands, it is normal that proxies do not count. These are only used if a poll is called i.e. a formal vote of those present.
        With a small number if those in favour show hands and the minutes say Mrs Smith flat 1 votes yes, Mr Agent exercising proxy for Mrs Jones flat 2 votes no, would count as a poll. Saying 5 in favour 1 against is not a poll.

        There is question of mechanics whether this counts as a company sponsored proxy and whether the proxies were issued correctly submitted correctly and used correctly as to timing of the poll(vote).

        Similarly the item "appointment of Directors" is not helpful. The articles state how and when members are eligible to be appointed resign or rotate. If they were not required to resign and be re appointed, or not yet required to rotate eg longest serving director, then their removal may not be valid.

        The answer is to start with articles and work back through events.
        Based on the information posted, I offer my thoughts.Any action you then take is your liability. While commending individual effort, there is no substitute for a thorough review of documents and facts by paid for professional advisers.

        Comment


          #5
          Thanks. I will send a link to the ousted director.

          Comment

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