Chua Teng Soon and Others v The Management Corporation Strata Title Plan No 1001 (Registered Strata Title Plan No 1001)

• Jurisdiction: Singapore
• Judge: Choo Han Teck JC
• Judgment Date: 26 March 1999
• Neutral Citation: [1999] SGHC 71
• Court: High Court (Singapore)
• Published date: 05 March 2013
• Year: 1999
• Plaintiff Counsel: Ramesh Appoo and K V Sudeep Kumar [S Narayanan & Partners]
• Defendant Counsel: Leo Cheng Suan and Baltej Kaur [Chu Chan Gan & Ooi]
• Citation: [1999] SGHC 71

Judgment :

Cur Adv Vult

1. This was an appeal against the decision of the Strata Titles Board (the "Board") in respect of a preliminary objection by the respondents in two consolidated applications, namely STB 17 of 1998 and STB 28 of 1998. The applications were made by subsidiary proprietors of a building known as Fortune Centre which is comprised in Strata Title Plan 1001. The respondents were the Management Corporation Strata Title Plan No 1001. On 29 December 1997 the respondents held its 13^th Annual General Meeting (the "Meeting"). It was resolved at the Meeting that, among other things, the building be refurbished. The applicants alleged that they did not receive notice of the Meeting and were opposed to the refurbishment plans. This allegation was disputed by the respondents but the issue remained at large because it was not heard. The applications were filed on 21 May 1998 and 11 September 1998 respectively.

2. The applications before the Board were made under s 97 of the Land Titles (Strata) Act, Cap 158 ("the Act"). The orders sought were stated as follows:

"(1) that the 13^th Annual General Meeting held on 29.12.97 and all resolutions passed at the General Meeting be invalidated.

(2) that the election held by the persons present at the meeting be invalidated."

3. At the hearing before the Board on 15 December 1998 the respondents’ counsel raised a preliminary objection, namely that the applications were wrongly made under s 97 and ought to have been made under s 100 of the Act. Under s 100(2), an application under s 100 may not be made after 21 days after the date of the meeting in question. It was not disputed that the applications here were made outside the 21 days limit. The Board ruled in favour of the respondents and declined to hear the applications on the ground that the applications were out of time. The applicants appealed before me against that decision. An examination of the two provisions is essential to this appeal and, for convenience, I set them out below. S 97 reads as follows:

"97(1) Where pursuant to an application by a subsidiary proprietor or first mortgagee of a lot, a Board considers that the provisions of this Act have not been complied with in relation to a meeting of the management corporation, the Board may, by order –

(a) invalidate any resolution of, or election held by, the persons present at the meeting; or

(b) refuse to invalidate any such resolution or election.

(2) A Board shall not make an order under subsection (1) refusing to invalidate a resolution or election unless it considers –

(a) that compliance with the provisions of this Act would not have resulted in a failure to pass the resolution, or have affected the result of the election, as the case may be."

4. S 100 reads as follows:

"100(1)Where, pursuant to an application by a person under this section, a Board is satisfied that a resolution would not have been passed at a general meeting of a management corporation but for the fact that the applicant –

(a) was improperly denied a vote on the motion for the resolution; or

(b) was not given due notice of the item of business pursuant to which the resolution was passed, the Board may order that the resolution be treated as a nullity on and from the date of the of the order.

(2) An application for an order under subsection (1) may not be made after 21 days after the date of the meeting at which the resolution was passed."

5. In its grounds of decision dated 18 December 1998 the Board concluded that the applications fell within s 100, and were thus out of the 21 days’ limitation imposed by s 100(2). Consequently, it found that the applications were "incorrectly filed". The Board took the view that

"section 100 is intended to deal with applications on the ground that there has been either of the [two] types of non-compliance specified therein only i.e. improper denial of voting and failure to give due notice of the meeting" (my emphasis).

The emphasized words echoes the very complaint of the applicants, but the words in s 100(1)(b) are "not given due notice of the item of business pursuant to which the resolution was passed" (my emphasis), which I thought was obviously a different matter from the notice of the meeting itself. However, the Board took a different view. It said,

"[a]s a matter of ordinary construction of the words of section 100(1)(b), it is difficult to argue that a person who has no notice of a general meeting and is thereby absent from that meeting is not a person who ‘was not given due notice of the item of the business pursuant to which the resolution was passed’."

6. While the Board does not disagree with Applicant’s counsel that an applicant who is present and has a surprise item of business sprung on him at the general meeting could be within the words of s 100(1)(b), it was of the view that "there is nothing preventing the words from being given their ordinary meaning to encompass the situation before...