The changes to the Body Corporate and Community Management Act 1997 (Qld) (the Act) have now been in place since 1 May 2024. While there were some more publicised changes to the Act (such as pets, smoking and towing), one of the less widely known changes was the removal of the requirement to execute documents under seal.
We wrote about this issue in our article of 12 May 2024 which can be accessed here.
Despite this change coming into effect on 1 May 2024, Titles Queensland did not provide any guidance on how documents should be executed by bodies corporate.
Titles Queensland has now published its “Interim Guidance for Executions of Titles Instruments by a Body Corporate” (interim guideline). The interim guideline can be accessed in full here.
We anticipate that the Titles Office will incorporate some or all of the interim guidelines into the next version of the Land Titles Practice Manual once it is published. Titles Queensland anticipates that the relevant updates to the practice manual will be published in late June or early July.
So what has changed?
For documents executed prior to 1 May 2024 – nothing, bodies corporate were still required to comply with the previous requirements for executing and witnessing the application of the seal.
For documents executed after 1 May 2024
As was outlined in our 12 May 2024 article, the 1 May 2024 amendments required certain titles documents (i.e. easements, leases, licences and transfers) to have the resolution or “relevant certificate” executed in the same manner as previously, but without the need for the seal (i.e. execution by at least two committee members, one of whom is the Chairperson or Secretary), or otherwise in accordance with the terms of the resolution.
Other Land Titles Documents (including Community Management Statements):
By the interim guideline, Titles Queensland has directed bodies corporate to the same requirements where certain instruments (i.e. those above) are to have a “relevant certificate” deposited alongside the instrument. In other words, the interim guideline adopts the same execution requirements for all titles documents (including CMS’s) as those dispositions of common property outlined above – i.e. execution by at least two committee members, one of whom is the Chairperson or Secretary (but without the seal).
The interim guideline further clarifies that, because there is in fact no prescribed forms or specific Titles Queensland requirements for what constitutes a “relevant certificate”, the “relevant certificate” is taken to be the instrument itself. In other words, the execution panel on the instrument is all that bodies corporate are required to execute, and there are no additional documents required to accompany the lodgement (easements and surrenders still require a signed copy of the resolution authorising them).
The interim guideline means, if a body corporate needs to execute a new CMS (for example, to update the by-laws) then it will be sufficient for:
the chairperson or secretary to sign and date the CMS;
another member of the committee to sign and date the CMS; and
the signatories’ full names and positions on the committee, and reference to the body corporate scheme, being included in the signature panel.
It should be noted that the last of these requirements (i.e. including the scheme name, including CTS number in the execution panel, and setting out the full name of the signatories (not just their positions)) is in fact a new requirement, and was not previously required by Titles Queensland.
As we indicated in our earlier article, it has always been an option for bodies corporate to specify a different person or persons who are authorised to execute documents, including instruments lodged for registration with Titles Queensland. That option continues to be available to bodies corporate, provided a signed copy of the relevantresolution authorising execution in that manner is deposited with the instrument. The above requirements simply set out the new ‘default rule’ under the interim guideline where there is no authority for execution in a different manner and/or a signed copy of the resolution authorising same is not deposited with the instrument.
Conclusion
Bodies corporate now have some guidance on how to execute certain instruments for lodgement with Titles Queensland following the legislative amendments on 1 May 2024 abandoning the concept of body corporate seals.
While the way the interim guideline is presented may be slightly confusing, the main takeaway point is that the previous methods of execution will be accepted, albeit now without the requirement to apply the seal (and certain other minor new requirements – i.e. including the scheme details and signatory names in the execution panel).
We sincerely thank our Platinum Partners Grace Lawyers for this editorial.
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