All Singapore laws are written in English

6. All Singapore laws are written in English But the English language is the most ambiguous language resulting in confusion and mis-interpretations

7. for example: • “I failed to contact Jenny”

8. What did I mean? • I did all I could to contact Jenny, e.g. telephoned her, SMSed her, emailed her, sent her letters and postcards, but could not contact her? OR: • I simply forgot to contact Jenny?

9. And laws are even worse..... • Why? • Because those who drafted the laws are not the same people as the proponents or users of the laws. • Law draftsmen cannot read what were in the minds of the proponents or users and in order to camouflage possible errors, used superfluous language with multiple meanings.

10. The training of lawyers.... • the law degree (LL B) at NUS allows the undergraduate to major in Constitutional Law, Criminal Law, Family Law, Construction Law, Company Law, etc., but NOT Strata Laws. • Thus, a lawyer who specialises in Company Law would use the Companies Act as the template for interpreting the Strata Law ..... as in the case of..

11. STB No. 31 of 1994 • Issue: • Council passed resolutions by “circular motion” without convening a council meeting. • Rational: • Under the Companies Act, the Board of Directors can pass resolutions by passing around for other directors to sign (circular motion).

12. Ruling? Not Allowed. • A Management Council (MC) is different from a company’s Board of Directors (BOD) in that the directors need not own shares of the company, but Council members must be home owners or SPs. • Shareholders are not allowed to attend meetings of the BOD, BUT • SPs are allowed to attend meetings of the MC.

13. New Provision (2nd Schedule) • Many councils have difficulty getting the quorum and passing resolutions. Hence, the law has been amended to provide for the passing of resolutions in writing (similar to the circular motion mentioned earlier), so long as the necessary requirements under the Second Schedule, Section 7, are complied with.

14. How are laws made or amended? • Problems in society surfaced as in the Bukit Timah Plaza water contamination case and others. • Stakeholders (affected parties) petitioned the government. • Working committee is formed. • Views, suggestions and proposals are made. Draft provisions are formulated and various parties negotiate their differences.

15. Drafting the law.... • Laws are drafted by legal draftsmen at the Attorney General’s Chambers (AGC) who did not participate in the industry’s deliberations and did not know what were the exact intention of each issue. • Thus, in many cases, the legal draftsmen “second guess” the intention or simply used general terms which could be ambiguous.

16. So who should interpret the law? • For Strata Laws, the most suitable authority is the BCA because they are involved in all the negotiations and deliberations, and even the preliminary drafting work. • Unfortunately, they cannot entertain the individual council member or even the management corporations

17. WHY? • Because there are more than 3,000 MCs in Singapore and more are being formed. • BCA would need an army to entertain the thousands of council members, managing agents, housing developers and the inquisitive SPs. • So their standard reply is “consult your lawyer”

18. How about FAQs and Guide Books? • Yes, there are FAQs in BCA’s website • And they have published a laymen’s guide called “Strata Living in Singapore” BUT “Sorry, I can’t understand the explanation in the FAQ or guide book. Can you please clarify......”

19. So what’s the solution? • Join AMCIS --- WHY? • Firstly, there is one and only one AMCIS. So BCA need not deal with the huge population of council members, etc. • Secondly, AMCIS has a panel of legal advisers to clear the more common problems and reduce duplication

20. and MOST IMPORTANT.... • AMCIS contributed almost all the new provisions and amendments and has details of the numerous events that lead to each amendment or new provision, • for example, take the new definition of council members

21. Section 53 of the BMSMA • specifies that all council members shall be natural persons but this definition does not exist in the LTSA Why and who is a natural person?

22. Definition of a natural person... • You and I are natural persons – homo sapiens – whether male or female, heterosexual or homosexual. • Animals are not; aliens from outer space are not, and companies are not natural persons. • While a company is a legal entity in that it can sue and be sued, it is not a natural person

23. How to apply the new definition? • So what is the difference with and without this new inclusion of a natural person? • Under what circumstances do we invoke or apply this new definition and what results do we expect?

24. BCA or AMCIS -- • Now you can see why other than BCA, AMCIS is the only authority on the BMSMA and the LTSA • Especially so when we are non-profit and we are formed BY management cor-porations FOR management corporations.

25. BMSMA & LTSA for MCs • the Strata Laws are for Management Corporations to manage their estates • not for the housing developers which is the Building Control Act (except the initial period) • not for the managing agents (except the hiring and firing)

26. Analysis and Application Effects of the BMSMA on:- • the Management Council • the Management Corporation • the Subsidiary Proprietors • the Managing Agent • the Housing Developer

27. Another definition..... • the new BMSMA defines -- • "immediate family member" , in relation to any person, means a spouse, child, adopted child, step-child, sibling or parent of that person; • this definition was not given in the LTSA. Why?

28. Proportional representation.... • the original LTSA allowed an investor owning more units to have more seats in the council • this privilege was removed because of complaints that big investors such as housing developers could effectively control the council with more council members

29. Why the change?? • the BMSMA now allows more than one seat (S. 53 (12)(b) – the 49% rule) • How will this affect the council? Are we not going backwards? • What precautions should MCs take?

30. Back to Exclusive Use..... • the most common problem is on special car park lots.... • others are generally those corner units where the staircases lead to only one unit.....

31. New provision to allow short-term exclusive parking... • As the result of the above and other similar instances where it becomes necessary for short-term exclusive use to be granted, the new BMSMA allows the MC to pass an ordinary resolution under a By Law for that purpose if the term is not more than 1 year (S. 33(1)(a) • And for more than 1 but less than 3 years, a special resolution is needed (S33 (1)(b), while for longer terms, a 90% resolution is required (S.33 (1)(c).

33. New share value scale • Existing share values for residential properties are in 100 m2 intervals which makes it unfair for properties just 1 or 2 sq. m. larger and having to pay the full share for the next 98 or 99 m2 of space. • New scale is in 50m2 intervals and reduces the inequality .

34. Example: • Old formula: up to 100m2 .... 3 shares and 4 shares between 101m2 and 200 m2, an increase of 33% if your area is merely a few sq. m. more • New formula: up to 100m2 , the share value is 6, and for 101 to 150 m2 , the share value is 7, or an increase of 16.6%, half the previous case. Only when your area exceeds 150 m2 will you need to pay the full 33% increase to 8 shares (2/6 = 1/3)

35. Share value cannot be changed • but contribution rates can be changed – Manhattan House’s case. • For example – in an estate with two blocks, one high rise of 20 storeys with lifts and roof top water tanks, and one walk-up apartment of 3 storeys without the lifts and water tanks.

36. Varying contribution rates... • Assuming all units are of the same size and are allotted the same share value of 6 shares, the contribution rate for the walk-up apartments could be, say, $60 per share value, while the rate for the high rise block could be, say, $80 per share value, to take into account the additional costs of maintaining the lifts and water tanks [resolution by consensus, S. 41 (8)]

37. Alternative solution.... • An alternative way to overcome the disparity is for this estate to adopt the multi-tier MC scheme in which each block forms its own MC and a master MC is formed to take care of the shared common properties such as the swimming pool, car parks, garden, etc. • But a multi-tier MC has its difficulties as would be discussed later.

38. Rebates on maintenance fund • GIRO, prompt or early payment rebates now made possible after 12 years of debate! • Only a special resolution is needed under Section 41 (9)

39. Term of office for council members • No change, except for the Hon Treasurer similar to the Societies Act, but small estates with less than 10 units can seek exemption from this rule; others can play “musical chairs” • Chairman, secretary and treasurer can now resign and land the estate in anarchy – we’ll wait and see .......

40. Disqualification of council members • SPs disqualified from voting can no longer be voted to office (case: Peoples’ Park) • SPs convicted of fraud or dishonesty [Section 54 (j)] • Council members elected, but are in arrears of contributions for more than a quarter (3 months) can be removed [S. 54 (2)(a)]

41. FREEZE the Council – S54 (4).. • 4) The members for the time being of the council shall, notwithstanding anything in the Second Schedule, constitute a quorum at a meeting of the council for the purpose only of • (a) appointing a person under subsection (3) to fill a vacancy in the office of the chairperson, secretary, treasurer or other member of a council; or • (b) convening a general meeting of the management corporation for that purpose.

42. Disclosure of interests...... • in addition to disclosure, council members -- • (b) not take part in the consideration or discussion of, or vote on any question with respect to, that contract or proposed contract or other matter; and • (c) if the chairman or the person presiding at that meeting so directs, withdraw from the meeting during the consideration or discussion unless asked by the council to be present to provide information. (Sect. 60)

43. Penalties for dishonesty.... • (a) be liable to the management corporation for any profit made by him or for any damage suffered by the management corporation as a result of the breach of any such provision; and • (b) be guilty of an offence and shall be liable on conviction to a fine not exceeding $5,000 or to imprisonment for a term not exceeding 12 months or to both – Section 61

44. Power to convene EOGM... • Council is now empowered to convene extra-ordinary general meetings [Section 27 (2)] with the half-hour rule applicable as in an ordinary general meeting.

45. All about resolutions.... • Need to introduce three new types of resolutions – by consensus, comprehensive and 90%.

46. Counting of votes.... • Case of counting the positive votes for a special resolution (covered walk way) instead of the objections under old LTSA • Example: Total 1000 shares, 400 shares attended the meeting (including proxies) • 280 shares or 70% voted in favour; • 80 shares or 20% objected; • rest either abstained or spoilt votes

47. Si liau..... • MA declared special resolution defeated because less than 75% voted in favour. He assumed that if more than 25% objected (as per LTSA), then more than 75% must support the motion. • Group of SPs took MC to court for a judiciary declaration to reverse the decision because only 25% objected, not more. LTSA did not say you count the “yes” votes

48. New way of counting..... • the BMSMA removes this problem by counting the “yes” votes like all the other resolutions – at least 75% in favour. • Warning….. This may lead to more trouble!

49. Greater transparency? • Minutes of council meetings must now be posted on the notice board within seven (7) days of the meeting and remain on the notice board for 14 days (Second Schedule, S.3) • Problem: minutes are normally prepared by managing agents......how to comply ....

50. Hire an APMA • APMA stands for Accredited Professional Managing Agent and are required to comply with the industry standards of performance for managing agents approved by AMCIS as per PMR 2. • Penalties are prescribed for failure and disciplinary action, including removal from the accreditation status can be imposed....