Juristic Person

[samtam]

Can a non-Thai be a "Juristic Person" for a condo?

Is it normal for the Juristic Person to be the chairman of the committee? Is it possible that he/she has no other role?

We have a Juristic Person who has been in the post for eons and seems to view the condo as "his" own, sometimes vetoing the views of the majority on the committee. He is from a wealthy and well known Thai family, so the others on the committee are reluctant to challenge him, but when they have he apparently behaves in a dictatorial manner.

He seems to overlook that the fact that he serves at our pleasure, but maybe this is the way things are done in Thailand.

Edited April 7, 2009 by samtam

[trogers]

This is not just a problem in Thailand. A similar problem occurs in some condo/apartment projects in Singapore as well. Only way to solve the problem is either call an EGM and elect a new person or to take the offending one to court for non-compliance of comittee's resolutions.

Juristic members and manager in quite a few projects seems to have lost their focus. What are primary objectives do unit owners what to achieve in a target time period? They should choose a committee and manager that focus on these objectives.

[mark5335]

The Juristic Person can be a non-Thai, however, in that case they would need a work permit. As the JP is required, inter alia, to represent the condo when signing official documents they should be skilled in reading and writing Thai script, and in most cases then they would be a Thai, which also eleviates the need for a work permit.

I recall reading in the Condominium Act 2551 that a JP cannot be a member of the condo committee. Therefore, it seems that your JP may be contravening the laws.

[Junglejumbo]

Under the Condo Act, the jurisdic person can't be the Chairman of the committee. Even if the management company is made up of condo owners, which is unusual here, the management company must still be a separate entity and pick others outside of it to be on the committee. The Chairman or vice chairman has the authority to call a meeting.

Sounds like you have a local style condo. Thai committees usually do nothing, being scarred that the management company might shoot them or something. They have a reputation for being corrupt which is one reason why older buildings sell for such a discount to newer ones. However, this may change if the new Condo Act is properly understood and acted upon. Much easier to replace a bad management company than in the past. Have a read of it. It's worth it otherwise all kind of things can happen.

[thaiwanderer]

no real person can be the condominium juristic person

people can be the Manager, Committe Chairman, Vice Chairman, Commitee Member, Representative or Employee of the 'Condominium Juristic Person'

the 'Condominium Juristic Person' is the legal identity of the condominium owned by all the joint owners and administered according to Condominium Acts

I assume you mean that the dictatorial chap is the Manager as well as being the Chairman?

You should consult the condominium acts to ensure you aren't allowing him to veto you on issues he does not actually have the power to do so

There is no prohibition of an alien being the Manager, however you might want to take a look at this thread (where it appears Mr Nixon was not even the Manager and yet still got into hassle over no work permit)

http://www.thaivisa.com/forum/Canadian-Con...-A-t252387.html

- especially as appears in your case the manager is from family carrying more influence than you and other joint owners

Edited April 7, 2009 by thaiwanderer

[trajan]

no real person can be the condominium juristic person

people can be the Manager, Committee Chairman, Vice Chairman, Commitee Member, Representative or Employee of the 'Condominium Juristic Person'

the 'Condominium Juristic Person' is the legal identity of the condominium owned by all the joint owners and administered according to Condominium Acts

absolutely right....a "juristic person" is not a "natural person", just a fictitious legal entity (such as a company or a condominium juristic person) .......... the relevant "natural persons" like you and me would be the Manager and each of the 3 to 9 Co-Owner Committee Members (of which there could be one Chairman and one Vice Chairman)......

however, not sure what you mean by others holding titles of "Representative or Employee"? ..... Section 36(4) of the Condo Act states that the Manager is the "representative" of the condominium juristic person...I also saw no reference to "Employees" of a condominium juristic person other than "Manager" or others designated by Manager to carry out activities on behalf of Manager (see Section 49(2))

I assume you mean that the dictatorial chap is the Manager as well as being the Chairman?

You should consult the condominium acts to ensure you aren't allowing him to veto you on issues he does not actually have the power to do so

If this dictatorial chap is merely a committee member (or even the elected Chairman or Vice Chairman of the committee), he doesnt have any special real powers other than technically presiding at Committee meetings (and general co-owner meetings) and possibly holding a tie-breaking vote...

If you are on the condo committee (of between 3 or 9 members) and he is outvoted by the other committee members on a particular resolution (the general rule is majority vote wins) then the committee should politely but firmly put him in his place (or otherwise not complain and accept the bullying personality)....

on the other hand, if he controls an unusually large chunk of condo co-owner votes (and has multiple proxys because one proxy now has a limit of votes on behalf of three condo units) he might have disproportionate voting power at general co-owner meetings (plus disproportionate voting power in appointing compliant committee members themselves)....the new condo law is rather feeble in countering this kind of situation by only cutting him down in votes if he has more than 1/2 of the total votes (in which case his votes are reduced to equal the aggregate number of votes of all other co-owners)---see Section 45 (2nd paragraph)).... in such case, his dictatorial powers are actually pretty much vested by law...(just like a super-majority 75% shareholder having dictatorial powers in a regular Thai limited company).....

however, I believe that this kind of extreme technical legal scenaro is pretty rare in any larger-sized higher quality level condo building (with developer out of the picture)....(I suspect that the dictatorial behavior is more the "Im entitled by senority and status" attitude (with deference (and vote following) by the needed majority), rather than any technical legal basis....

There is no prohibition of an alien being the Manager, however you might want to take a look at this thread (where it appears Mr Nixon was not even the Manager and yet still got into hassle over no work permit)

http://www.thaivisa.com/forum/Canadian-Con...-A-t252387.html

- especially as appears in your case the manager is from family carrying more influence than you and other joint owners

there is nothing in the Condo Act prohibiting a foreigner from being on the committee (or being the Manager), but the Work Permit laws are vague enough to arguably technically require a work permit if a foreigner does any kind of "work" (paid or unpaid).....therefore, if anyone kicks up a complaint (in a business or other dispute), the matter is a grey area at best..

. in any event, not sure how a condominium juristic person would even go about applying for a work permit (for a foreigner to just sit on the committee).....however the Managers of the condominium juristic persons (in which I own units) are foreigners (but they hold work permits under their own professional international (and in one case a local) property management companies, not under the condominium juristic person of which they manage as Manager).

[trajan]

Can a non-Thai be a "Juristic Person" for a condo?

Is it normal for the Juristic Person to be the chairman of the committee? Is it possible that he/she has no other role?

We have a Juristic Person who has been in the post for eons and seems to view the condo as "his" own, sometimes vetoing the views of the majority on the committee. He is from a wealthy and well known Thai family, so the others on the committee are reluctant to challenge him, but when they have he apparently behaves in a dictatorial manner.

He seems to overlook that the fact that he serves at our pleasure, but maybe this is the way things are done in Thailand.

if this person is the retained "Manager" of the condominium juristic person, then under Section 49(1), the co-owners (in a general meeting) can vote to remove him with not less than 1/4 of the total votes of co-owners....(the committee can call the general meeting or the co-owners (minimum 20% of all co-owner votes) can call a general meeting themselves without cooperation from the committee (Section 42/2).....

if this person is just the chairman of the committee or just a committee member, then the majority committee vote carries the resolution (Section 37/6)...there is no "veto" power unless the committee voluntarily submits to that ....however, the Chairman has a tie-breaking vote in case of a tie vote (same Section)....therefore, if the committee feels strongly about something important, then have a vote....majority wins in such circumstance..... (BTW, a committee member is limited to two terms of 2 years each, unless no one else wants to take his place)....Section 37.....

[Maestro]

...Is it normal for the Juristic Person to be the chairman of the committee? ...

We have a Juristic Person who has been in the post for eons...

The Juristic Person Manager is appointed by a vote of a General Meeting¹ of the co-owners and remains in office until his contract term expires or he is dismissed at a General Meeting².

The Committee is appointed by a resolution of a General Meeting and has a two-year term. A committee may be re-elected to be the committee for a second term, but shall not be entitled to be the committee longer than two consecutive terms except when no replacement can be recruited.³

I recently updated the English Translation of the Condominium Act with the latest amendment, the Condominium Act (No. 4) B.E. 2551 (2008) dated 27 February 2008. It is not a particularly good translation, and because it is a collation of of the translation of four laws, ie the original Act and three subsequent Acts amending the original Act and previous amendments, the terminology is not consistent but it is better than having no translation at all. A copy is attached.

--

Maestro

¹ Section 35/2 of Condominium Act

² Section 35/3 of Condominium Act

³ Section 37 of Condominium Act

Condominium_Act___2522_1979___updated_until_2008.pdf

[Maestro]

...I recall reading in the Condominium Act 2551 that a JP cannot be a member of the condo committee...

I have the same impression but cannot find it explicitly stated in the English translation of Condominium Act, as amended. From the context, however, it seems clear that the Jurist Person Manager cannot be a member of the Juristic Person Committee.

--

Maestro

[trajan]

under Section 38(2), the Committee can appoint one of its members to be the Manager if the appointed (third party) Manager is not available, or is unable to perform her duties for over 7 days.....

[samtam]

Thanks everyone, but I'm confused by all the replies.

In my case the Juristic Person Manager is the chairman of the Committee, comprised of himself and other co-owners. He has been Juristic Person for many years.

The condo also has a management company, Savills, which plays no part in the Committee, except the building manager, (from Savills), writes up the minutes of the committee meetings.

Edited April 8, 2009 by samtam

[trajan]

Thanks everyone, but I'm confused by all the replies.

In my case the Juristic Person Manager is the chairman of the Committee, comprised of himself and other co-owners. He has been Juristic Person for many years.

The condo also has a management company, Savills, which plays no part in the Committee, except the building manager, (from Savills), writes up the minutes of the committee meetings.

are you sure you have it right? normally, the hired outside professional Manager company (such as Savills) would appoint a natural person within its own organization (and employment control) as the Manager person (see Section 35 2nd para of the Condo Act). The outside hired Manager company would not logically designate a stranger (e.g., a condo co-owner) as the natural person Manager and at the same time be responsible for such stranger's actions (or omissions)....

therefore, I suspect the person you are speaking of is just the Chairman of the Co-Owner Committee (not also the Manager)...in such capacity, technically, he can only serve two terms (of 2 years each) unless no one else can be solicited to take on a Committee member role....

in addition, that person (as Chairman of the Committee) serves at the pleasure of the Committee (and ultimately at the pleasure of the Co-Owners General Meeting)......just like in a regular company, the Chairman of the Board serves at the pleasure of the Board of Directors (and ultimately at the pleasure of the Shareholders General Meeting)......

in your case, if the Committee (and/or the Co-Owners) are somehow cowed or browbeaten into compliance with that person's wishes, then the Committee and/or Co-Owners have no one to blame but themselves...

[samtam]

Sadly, it is as I have stated - viz the Juristic Person Manager is a co-owner and also chairman of the committee. Savills, (or any of our previous management companies, including CBRE and Plus Property) have no role in the Juristic Person Manager, or in the committee.

Your last sentence: in your case, if the Committee (and/or the Co-Owners) are somehow cowed or browbeaten into compliance with that person's wishes, then the Committee and/or Co-Owners have no one to blame but themselves... is the correct interpretaton, although obviously my views and concerns are now more widely shared because of the obstacles that are being thrown up by this individual, and I am hoping that we might garner furthe support for much needed change.

But it's difficult to understate the politics invloved in this scenario, because of the importance of the Thai family, and the unwillingness to upset the applecart.

Edited April 8, 2009 by samtam

[trajan]

Sadly, it is as I have stated - viz the Juristic Person Manager is a co-owner and also chairman of the committee. Savills, (or any of our previous management companies, including CBRE and Plus Property) have no role in the Juristic Person Manager, or in the committee.

Your last sentence: in your case, if the Committee (and/or the Co-Owners) are somehow cowed or browbeaten into compliance with that person's wishes, then the Committee and/or Co-Owners have no one to blame but themselves... is the correct interpretaton, although obviously my views and concerns are now more widely shared because of the obstacles that are being thrown up by this individual, and I am hoping that we might garner furthe support for much needed change.

But it's difficult to understate the politics invloved in this scenario, because of the importance of the Thai family, and the unwillingness to upset the applecart.

if thats the case, and the issues for management of the common property are really critical (and are being illogically obstructed by a "phu yai" to the detriment of the quality upkeep or running of the condo building), then the only suggestion would be to quietly lobby the co-owners (and/or committee members) if that is all possible and have a meeting with the said issues as agenda points....

.....under the new Condo law, an ad hoc band of 20% of the votes of condo co-owners can petition to force a general meeting (see new Section 42/2(3)), but in anticipation of that meeting you should be sure to have in advance the required number of unwaivering votes to counter any possible opposition from the "phu yai" or otherwise..... that might be easier said than done in light of "kreng chai" culture here....

otherwise, if the issues are that important and the situation intransigent, the only avenue would be to sell....

[samtam]

Can anyone with experience in these matters tell me whether it is true that new committee members can only be proposed once at year at an AGM. (We held our last AGM in September, and are holding another tomorrow to properly reinstate a member who's qualification was in doubt). I have taken the oppotunity to request whether it would be possible to submit myself as a committee member, (as we only have 6 out of a potential 9), but I have been told that "Thai law prevents this happening", and I will have to wait until September 2009, (one year after that last committee was voted in). I'm not clear what part of Thai law is so specific, (Condominuim Act?) or whether it is a line of b.s.