Two Interesting Recent CAT Decisions about Board Meetings

In the case of Bashir v. Toronto Standard Condominium Corporation No. 1821, the CAT held that Board minutes do not become records of the condominium corporation until they are approved by the Board.  In other words, draft minutes are not records.  The CAT said:

The minutes were not a record of the Respondent before they were approved and certified as stated in the by-law.

In the case of Comtois v. Ottawa-Carleton Standard Condominium Corporation No. 783, the CAT held that email messages (setting out Board decisions) do not satisfy the requirement to keep “Minutes” and that Board decisions must be made (or at least confirmed) at Board Meetings and then recorded in Minutes of those meetings.  The CAT said:

Based on OCSCC783’s submissions, it is conducting the business of the corporation without holding meetings and without creating minutes of its decisions. This is clearly contrary to the requirements of the Act.

This decision is consistent with our long-standing advice on this issue.   In our view, an email exchange is not a meeting.  That said, email exchanges between Board members can be an excellent and practical way to get things done between meetings.  However:

• As confirmed in this case, decisions made by email need to be ratified at a Board Meeting (and confirmed in the Meeting Minutes).
• If there is ever any doubt or concern, including any concern expressed by any Board member, about the “email decision-making process”, it is always best to stop the process and convene a meeting.

Stay tuned to Condo Law News to keep up to date on the latest developments on board meetings!