Unethical Voting at the AGM on 06 November 2021

Photo: Duncan McNab

Wow! Firstly, let us take this opportunity to thank everyone who has joined our broadcast list on WhatsApp! The response has been overwhelming, and the information provided will be used in our next info flyers.

For all of you who missed out on the shenanigans of the November 2021 AGM, here we go!

It is a fact that the actual voting for directors and the voting on the special resolution was delayed due to the arguments that broke out around the introduction of a special resolution at the AGM. Note that this special resolution was for the implementation of a Stabilisation Fund.

So why was the meeting allowed to almost disintegrate into chaos, especially in view of the expected load shedding that was to occur that afternoon?

Attendance numbers at all the Pecanwood Homeowners Association (PHOA) meetings are generally dismal due to the apathy of the majority of residents. This lack of interest in estate affairs has led to the PHOA implementing various unlawful practices and an excessive levy system.

It is the opinion of the writer that the meeting was delayed because people were being telephoned to remind them of the AGM. A quorum in terms of 14.3 of the Memorandum of Incorporation (MOI) was not present an hour into the meeting. There was a queue forming outside the door for registrations as people arrived who did not register prior to the meeting on Lumi Global.

In addition, there was a delay in processing the proxies who made their appearance while the meeting was taking place. The Estate Manager reportedly went around to collect proxy forms in an attempt to speed up matters.

These proxy forms were being captured manually on an Excel spreadsheet by the Association’s accounting firm Duja, and as such no time stamp would be present to indicate whether they were received prior to the commencement of the meeting, during the meeting, during voting or after voting took place.

Members should note that in terms of the same portion of the Companies Act 2008 quoted by the HOA on the proxy form (Section 58), the proxy remains valid for the duration of the meeting only.

Confirmation of this irregularity in the election process is that voting could take place after the meeting was adjourned due to load shedding and that the chairman cast the 74 proxy votes in the days following on from the meeting.

In this connection members should note that the HOA Directors would have been aware of the voter tally on Lumi Global at any time during the voting process.

According to the HOA’s Auditor NettRand, no attendance register was kept for those present in person at the AGM and no manual voting was allowed for those who could not login to the Lumi Global platform.

As no attendance register was kept how can we be certain that a quorum was present to validate the AGM? Why would a seasoned Board of directors in a long-established HOA not keep an attendance register for a meeting that they themselves called?

As for the electronic voting, the MOI contains no rules for any form of electronic voting, no resolution to adopt alternative methods of voting was introduced at any meeting nor did members vote for such an amendment to the MOI. Currently no amendment to this effect has been lodged with CIPC. The voting that happened on the Lumi Global portal is therefore questionable too.

Up to the present members have not been provided with the Lumi Global audit report itself which should indicate the total votes cast and the number of votes each candidate who stood for election to the board obtained.

Directors of an HOA may not act outside the limitations of the MOI and the relevant sections of the Companies ACT 2008, pertaining to an NPC. If it is not in the MOI, it cannot be implemented. That is the law. An Association is not a private company which sole purpose is to operate for profit and cannot be operated as a business enterprise.

© Pecanwood Corruption Watch