In this third article on the topic of divided co-ownership we will examine some of the characteristics of the syndicate of co-ownership and its decision making bodies.
The Syndicate of co-ownership is a distinct legal entity. Within its powers, its liability is distinct from that of the members of its Board of Directors and from that of its co-owners, in a manner similar to that of a corporation.
From the moment of its creation, the syndicate of co-ownership exists for the purpose of the conservation of the building, the maintenance and management of the common portions, the safeguarding of the rights related to the building or to the co-ownership, as well as all operations of common interest. The syndicate can become liable towards the co-owners as well as its employees or to the third parties. The syndicate can thus be sued for a harm caused to another person resulting from its fault, or for damage caused to a person or legal entity with whom it signs contracts.
The syndicate can also be held liable when a co-owner is harmed as a result of work ordered by the syndicate, due to a permanent reduction in the value of his fraction, a serious, even temporary disturbance of enjoyment of the premises, or through deterioration. The syndicate is also liable for the harm caused to the co-owners or to third parties due to faulty design, construction defects, or the lack of maintenance of the common portions. However, the syndicate can in turn sue the persons responsible for the faulty design or construction defects.
Every syndicate of co-ownership has two decision-making bodies: the general meeting of co-owners and the Board of Directors. The powers and duties of each are specified in law, as well as by the declaration of co-ownership of the building.
As one of these decision-making bodies, the general meeting of the co-owners acts according to the powers attributed to it by the law (Québec Civil Code) and the declaration of co-ownership. One of the principal powers of the general meeting of the co-owners is to elect the directors who will sit on the Board of Directors for the upcoming year. Its other powers are outlined in the declaration of co-ownership, as well as by articles 1096, 1097, 1098 and 1108 of the Quebec Civil Code. A general meeting of the co-owners must be held at least once a year.
The Board of Directors is the syndicate's other decision-making body. The Board of Directors makes decisions regarding the day to day management of the co-ownership on matters other than those specifically attributed to the general meeting of co-owners. The Board of Directors makes management decisions on matters which it is empowered by law and the declaration of co-ownership, and also ensures that the decisions of general meeting of the co-owners are carried out.
The members of the Board of Directors and the co-owners are not personally obliged to carry out work required to maintain the building. In practical terms, the Board of Directors take the necessary steps to sign service agreements with contractors and specialized professionals in order to ensure the good management of the building and the fulfillment of the syndicate's duties and those of the Board of Directors.
We will continue our look at this this aspect of co-ownership in a forthcoming issue.