Trustee duties under the STSMA, explained
Becoming a trustee is usually an act of goodwill. But the law treats trustees seriously, and it helps to know what is expected before problems arise. This guide summarises the main duties under the Sectional Titles Schemes Management Act 8 of 2011 (STSMA) and its Prescribed Management Rules (PMRs).
1. Your fiduciary duty
Section 8 of the STSMA places trustees in a fiduciary relationship with the body corporate, much like company directors. In practice that means you must:
- Act honestly and in good faith
- Act in the interests of the body corporate as a whole, not of yourself or a particular group of owners
- Stay within your powers
- Avoid material conflicts of interest, declare any interest you have, and step out of decisions where you are conflicted
- Never take a personal benefit from your position
A trustee who breaches these duties can be held personally liable for the loss caused to the body corporate.
2. How trustees are elected
Trustees are elected at the annual general meeting and must be re-elected at each AGM. Nominations must be in writing, with the nominee's consent. A person who is in breach of the scheme's rules may be disqualified from standing.
3. Meetings and decisions
- Trustees' meetings normally need at least seven days' notice.
- The quorum is 50% of the trustees, and never fewer than two.
- Each trustee has one vote, and the chairperson has a casting vote in a tie.
- Routine decisions can also be taken by written resolution signed by the required number of trustees.
- Bigger decisions, such as changing the rules, need a special or unanimous resolution of the owners, not just the trustees.
4. Records
Keep proper minutes of every meeting and every resolution. Missing or unsigned minutes are one of the most common reasons trustee decisions are later challenged.
5. Enforcing the rules
The body corporate has a duty to enforce its conduct rules, and the trustees carry that out. Rules must be applied consistently, and owners must be given a fair hearing before any penalty. See our guide on handling conduct-rule complaints.
6. Getting help
You do not have to do this alone. Your managing agent advises on finances and compliance, and an estate manager can take the daily running of the complex off your hands while you keep control of the decisions.
This article is general information, not legal advice. For a specific dispute, speak to a sectional title attorney or the Community Schemes Ombud Service (CSOS).