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					Minutes of Annual General Meeting No. 1/2009 Of Phuket Palace Condominium Juristic Person _____________________________

The Annual General Meeting of the Phuket Palace Condominium Juristic Person was convened on Sunday, April 26th, 2009 at 11.00 a.m. at Phuket Palace Condominium Juristic Person, Phuket, Thailand. Due to the late arrival of some owners with proxies, the meeting started at 11.45 a.m. There were co-owners of 71 units present and by proxy, representing 42.6511% votes of the total votes of the Condominium Juristic Person, which satisfied to quorum of the Annual General Meeting in accordance with the Articles of Association of the Condominium Juristic Person. N.B.: Two co-owners who were present (Mr. Peter Bierwolf, and B.M Overland Trading Co Ltd) were not able to vote at the meeting because their Common Area Management Fees are still outstanding. Mr. William Boyd chaired the meeting and welcomed the co-owners and introduced the Condominium Manager. The Chairman then proceeded with the following agenda:

___________________________________________________________________________ Agenda 1 Matters Arising

The Chairman requested the Condominium Manger to address the Matters Arising as follows:

Paul Anderson addressed the meeting on the following matters: Evidence by the Action Group witnesses against the 2007 AGM has just been completed and the defense is scheduled to start in May, 2009. We hope it is decided within a month or two with a decision in our favour. There was general discussion of the above with some heated debate between some owners, the action group members and their lawyer who was present. In answer to a query from the floor, Paul Anderson informed the meeting that the action group lawyer was present at the meeting as a proxy for an owner, so was able to attend the meeting. The action group lawyer, Khun Siripong interjected to address the meeting and criticized the management of Phuket Palace Condominium. He then announced at 12:07pm. that he was withdrawing (voluntarily) from the meeting and that he would be filing criminal charges. He then walked out.

___________________________________________________________________________ Agenda 2 To consider and approve the Minutes of Annual General Meeting No. 1/2008

The Chairman presented the meeting the Minutes of Annual General Meeting No. 1/2008 held on April 27, 2008 for approval.

After some discussion the meeting agreed to conduct all votes by “secret ballot”. The secret ballot was taken and while the votes were being counted, the meeting continued on to the subsequent items of business. The result would be announced once known. The Chairman asked for two co-owner volunteers to serve as scrutineers to count the votes, and owners Mr. Andrew Milsom and Mr. Peter Robinson were confirmed by voice vote as scrutineers.

-2_________________________________________________________________________________ The meeting duly considered and resolved to adopt and approve the Minutes of Annual General Meeting No. 1/2008 held on April 27, 2008 with the following votes, which was in accordance with the Articles of Association: Approved: 38.5037 votes representing 93.82% Not Approved: 1.0150 votes representing 2.47% Abstain: 1.0150 votes representing 2.47% Invalid: 0.5075 votes representing 1.23%

__________________________________________________________________________ Agenda 3 To consider and approve the financial statement ended as of December 31, 2008 and appointment of auditor.

The Chairman presented the unaudited and brief financial statement of 2008, pending the audited 2008 financial statement of the Phuket Palace Condominium Juristic Person ended as of December 31, 2008 to the meeting and then proposed to appoint Khun Ahree Wilaiwan, Licence No. 863, as the auditor of the Phuket Palace Condominium Juristic Person for the fiscal year ending December 31, 2009 with the remuneration to be further negotiated by the Condominium Manager. Upon having considered and seconded, the meeting then agreed to consider and approve the unaudited and brief financial statement of 2009, pending the audited 2009 financial statement of the Condominium Juristic Person ended as of December 31, 2009 and also approved the appointment of Khun Ahree Wilaiwan, Licence No. 863, as the auditor of the Phuket Palace Condominium Juristic Person for the fiscal year ended December 31, 2009 with the remuneration to be negotiated by the Condominium Manager as proposed by the Chairman with the following votes, which is satisfied in accordance with the Articles of Association: Approved: 37.2958 votes representing 90.87% Not approved: 3.7454 votes representing 9.13%

_________________________________________________________________________________ Agenda 4 To consider and acknowledge the operation of the Juristic Condominium for the year 2008.

The Chairman informed the meeting about the operation of the Juristic Condominium for the year 2008 for acknowledgement. Upon having considered and seconded, the meeting then acknowledged the operation of the Juristic Condominium for the year 2008. Approved: Not Approved: 41.0412 votes representing 97.58% 1.015 votes representing 2.42%

_________________________________________________________________________________ Agenda 5 To consider and approve the budget for the period May 1, 2009 to April 30, 2010.

The Chairman proposed the meeting to consider and approve the budget for the period May 1, 2009 to April 30, 2010 of the Condominium Juristic Person, details of the budget for the period May 1, 2009 to April 30, 2010 were circulated to all the co-owners.

-3Upon having considered and seconded, the meeting then approved the budget for the period May 1, 2009 to April 30, 2010 of the Condominium Juristic Person as proposed by the Chairman with the following votes, which was in accordance with the Articles of Association: Approved: Not Approved: 38.3108 votes representing 89.82% 1.7304 votes representing 10.18%

___________________________________________________________________________ Agenda 5 To consider and acknowledge the operation of the Juristic Condominium for the year 2008.

The Chairman informed the meeting about the operation of the Juristic Condominium for the year 2008 for acknowledgement. Upon having considered and seconded, the meeting then acknowledged the operation of the Juristic Condominium for the year 2008. Approved: Not Approved: 41.0412 votes representing 97.58% 1.015 votes representing 2.42%

___________________________________________________________________________ Agenda 6. To elect the Condominium Committee members due to retirement.

The Chairman informed the meeting that Mr. William Boyd, Mr. Bob Sween, Mr. Tony Beale and Mr. David Mann are retired as the Condominium Committee (EXCOM) members in this year and proposed the meeting to elect new Co-owners Committee members, noting that Mr. David Mann was eligible for re-selection. Currently serving member, Mr. Paul Sindlen, has one more year of his term. Upon having considered and seconded, the meeting then approved the election of Mr. David Mann, Mr. Brian Moore, Mrs. Rebecca Boyd (whose Chinese name is Lau Kit Chu), and Mr. Peter Robinson as the new Co-Owner's Committee members as proposed, with the following votes, which was in accordance with the Articles of Association: David Mann: Rebecca Boyd: Brian Moore: Peter Robinson: John Seymour: 57 votes 55 votes 58 Votes 54 votes 3 votes

Note: As Mr. Peter Robinson was a nominee for the Co-owners Committee, he stood down as scrutineer for this agenda item, and he was replaced by co-owner Kerena Hendrie ___________________________________________________________________________ Agenda 7. To amend the Articles of Association.

The Chairman proposed the meeting to amend the Articles of Association of the Phuket Palace Condominium Juristic Person by using the proposed Articles of Association as circulated to all the coowners as the replacement Articles to comply with the Condo Act of 2008. The meeting also authorized the Condominium Juristic Person manager to register the new Articles of Association, including to amend the provision of the Articles of Association, to meet the requirement of the authorities. Upon having considered and seconded, the meeting then approved the amendment to the Articles of Association of the Phuket Palace Condominium Juristic Person and the above authorization as proposed by the Chairman, with the following votes, which was in accordance with the Articles of Association:

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Approved 37.8033 votes representing 94.44% Not approved 2.2229 votes representing 5.56% ___________________________________________________________________________

Agenda 8:

To elect new juristic manager due to the retirement.

The Chairman informed the meeting that Mr. Paul William Anderson was retired as the condominium juristic person’s manager in this year and proposed that Mr. Paul William Anderson be re-elected as the condominium juristic person’s manager for another term. There were no other nominations for the position. Upon having considered and seconded, the meeting then approved the election of Mr. Paul Anderson as the condominium juristic person’s manager for another term as proposed by the Chairman, with the following votes, which was in accordance with the Articles of Association: Approved Not Approved Abstain 38.3108 votes representing 93.34% 1.0150 votes representing 2.47% 1.7154 votes representing 4.18%

_________________________________________________________________________________

Agenda 9. i)

To consider and approve other business matters, if any.

Payment of legal fees to defend Condo Manager and Paul Anderson in person Paul Anderson suggested that action on this proposal should be delayed until the conclusion of the current legal cases, which are expected to be completed within a few months. Such a delay can still be accepted if we approve the above proposal. Approved: Not Approved: Invalid: 37.332 votes representing 90.96% 2.6939 votes representing 6.56% 1.0150 votes representing 2.47%

ii)

That a new “Phuket Palace Condominium” sign be erected. Some discussion ensued. It was noted that the proposer was not present at the meeting and the general consensus was that we should not support this proposal. Approved: Not Approved: Invalid: 1.0150 votes representing 2.50% 39.0112 votes representing 96.24% 0.5075 votes representing 1.25%

iii)

That owners be allowed to install new air conditioning compressors high on the wall of the walkway (on common area) outside their units. This was proposed by Andre Marciniak (Room 1005). Currently these compressors sit out on the balcony. General discussion ensued and most speakers expressed concerns at the visual impact of doing this and also the potential impediments on passing owners (warm air blowing out and possible dripping of compressors). Approved: Not Approved: Abstain Invalid: 0.5075 votes representing 1.23% 38.9604 votes representing 94.93% 0.5583 votes representing 1.36% 1.0150 votes representing 2.47%

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1.

Decision of Dates for 2010 AGM: The meeting discussed options and, by a show of hands, agreed on Sunday 25 April, 2010 as the date for the 2010 AGM.

MEETING CLOSED: 4.55 P.M.

Signed by: ………………………………………………(AGM Chairman) (William R. Boyd) Date: ……………………………..


				
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