Flat Chat Forum Company Title Current Page

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  • #53479
    Toto
    Flatchatter

    Situation is a small block of four units, currently Company title. Owners make decisions about maintenance etc, and a book keeper and accountant are employed to pay bills and deal with ASIC and share certificates, etc.

    It’s quite a burden on the owners to organise tradespeople, get quotes for works, deal with architects and council, etc, and I think it would be cheaper and less onerous if we were to convert to strata and have a strata manager do those things.

    I know it will cost approx $10k per unit to convert – and there may be some compliance expenses to consider (although we are currently 90% compliant with strata laws) – but company title is very difficult to sell as most banks won’t mortgage them (CBA is ok) and the value is consequently much lower. Strata, would therefore be more beneficial all round – easier to buy/sell and a better return on our investment.

    Or would it? Is there a reason to be wary of going down this route?

Viewing 9 replies - 1 through 9 (of 9 total)
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  • #53862
    Jimmy-T
    Keymaster
    Accusing someoneof plagiarism for the well-intentioned sharing of information is like accusing someone of trolling for expressing an ill-considered interpretation of someone else’s actions.

    All good, but you brought it up, not me.

    I didn’t mention the P word. Maybe as a journalist and author, I’m oversensitive to accusations of plagiarism.  And in my work as university lecturer, it’s even more of a no-no.

    But there was a valid point to be made about sharing and attributing information.  This is what we do here – share information.  And where we have found useful information elswhere on the net, let’s give credit (or blame?) where it’s due.  FYI, the OP is devastated that she omitted to mention where she got the info, but it’s all okay now.

    Let’s move on.

    #53855
    nemisis
    Flatchatter

    Nemisis said:

    I hope JFM Law don’t see it – plagiarism.

    It’s only plagiarism if it’s not attributed and now it has been, and if it was done to enhance the alleged plagiarists financial gain or reputation, which it wasn’t.

    For the record, the JFM factsheet doesn’t carry a copyright notice (although the copyright is theirs by default) neither does it carry a notice forbidding reproduction without permission. The OP was just trying to convey facts and information for general benefit and not for personal or professional gain.

    Accusing someoneof plagiarism for the well-intentioned sharing of information is like accusing someone of trolling for expressing an ill-considered interpretation of someone else’s actions.

    All good, but you brought it up, not me.

    #53825
    Jimmy-T
    Keymaster

    Nemisis said:

    I hope JFM Law don’t see it – plagiarism.

    It’s only plagiarism if it’s not attributed and now it has been, and if it was done to enhance the alleged plagiarists financial gain or reputation, which it wasn’t.

    For the record, the JFM  factsheet doesn’t carry a copyright notice (although the copyright is theirs by default) neither does it carry a notice forbidding reproduction without permission.  The OP was just trying to convey facts and information for general benefit and not for personal or professional gain.

    Accusing someoneof plagiarism for the well-intentioned sharing of information is like accusing someone of trolling for expressing an ill-considered interpretation of someone else’s actions.

     

    • This reply was modified 1 week, 2 days ago by .
    #53823
    nemisis
    Flatchatter

    I feel I need to point out (having just realised it) that a big chunk of Sujenna’s initial reply is identical to material in a fact sheet offered by JFMLawyers.

    I hope JFM Law don’t see it – plagiarism.

    #53783
    Jimmy-T
    Keymaster

    I feel I need to point out (having just realised it) that a big chunk of Sujenna’s initial reply is identical to material in a fact sheet offered by JFMLawyers.

     

    • This reply was modified 1 week, 5 days ago by .
    #53606
    Sujenna
    Flatchatter

    Since you need a 75% resolution in favour of conversion to strata, theoretically that is 3 out of the 4 units in your block. So if three of you are on board with the conversion you could out vote the one CT protagonist. However, dissension in a small block of units can all sorts of ongoing ramifications which can go on for years. Plus, this may be noted in the minutes kept on file. Perusal of these minutes by a potential buyer could put them off the sale if they become aware of discord and disharmony withing the block. Real estate agents are full of all sorts of ‘fluff’ when it comes to boasting about how they could sell an apartment for more for X,Y and Z reasons.  There are lenders out there who will lend on a Company Title, it is just a matter of shopping around. If your CT block is in a desirable area of the inner west of Sydney, then you need have no concern about ‘protecting your investment’ with the prohibitive cost of real estate living in Sydney in 2020!!. Most CT blocks in Sydney are located in harbour foreshore areas around Manly and the Eastern suburbs and the owners have little to worry about their apartments diminishing in value.

    #53558
    Toto
    Flatchatter
    Chat-starter

    Thanks Sujenna, that’s a very comprehensive reply!

    We are a small block of four units, 50% owner-occupied. I too don’t know why we are self-managing but the system was already in place when I bought 7 years ago. One of the owners runs his own company and it would appear that he thinks the building is his personal company as well, to run as he sees fit. He is incredibly anti strata title even though he has never owned a strata property (unlike the rest of us). So yes, a control freak. However, I and the other owners live in hope that we can make him see the plus side of strata: ie we don’t have any of the day-to-day running or dealing with ASIC, we still make all the important decisions, can change strata managers if we don’t like them and our properties will be easier to sell and fetch a better price.

    The building is compliant with fire regulations, there are no stamp duty issues and we recently had a survey done for a DA application relating to replacing existing laundries. So the main complication in submitting a DA to convert will be the Sydney Water metering requirements.

    The property is in inner west Sydney and one of the units which recently sold had all sorts of complications (which dragged the process out for months) to do with share certificate and other demands from the CBA. The selling agent told me he could have sold it a lot more quickly and for a lot more money if it had not been Company title.

    Time consuming, yes; expensive, yes; but do you think it’s worth it in the long run? Or should we just let things be. I just want to protect my investment.

    Thanks again.

    #53494
    Jimmy-T
    Keymaster

    Huge thanks to Sujenna for her thorough outline of the process of converting from company title to strata (below).  That is the most comprehensive outline of the process that I have seen in the 15 years that I’ve been writing and editing Flat Chat.

    I did reorganise the information a little to get the answer to the question – should they convert to strata so they can have a strata manager – up to the top.  The rest, howver, shows how daunting that prospect can be and raises the question of whether or not the benefits are worth the money or the hassle.

    #53488
    Sujenna
    Flatchatter

    It is going to cost a LOT more than $10,000 per unit. The apartment block has to be surveyed, legal papers drafted and meetings held and resolutions voted upon.

    Are all owners on board with the conversion? I can’t actually understand why you are self managing. If dealing with tradespeople, council etc. is the issue, then have a Directors meeting and appoint a strata manager to take over the management of the block!

    It doesn’t matter that you are Company Title. Strata managers service Company Title also! The manager will be responsible for the account keeping, ASIC notifications and the holding of the AGM every year. Call a few up and ask them to provide you with a quote and a spec on the service they will provide before deciding who to go with.

    If it doesn’t work out with the chosen one, then you can vote to change at a subsequent AGM. You no longer have to pay the bookeeper and accountant as the strata manager should be performing these functions. At the last Company Title unit block I owned a unit in, finance for a mortgage wasn’t an issue for anyone and the units were selling for a mint (even unrenovated).

    If you do go ahead with conversion, be aware that it is a long, complicated and expensive process.

    To start with, you should take the time to ensure that each of the shareholders is able to establish that stamp duty was paid on the contract by which they acquired their shares. Without this proof, stamp duty can be payable on the historical share transfers prior to the conversion being able to take place.

    The first step is to ensure that enough of the owners are onboard with the idea to convert to strata title.

    You will need to get at least 75% of the shareholders (or, if a poll is called, 75% of the shares) to vote in favour of the conversion.

    That said, in reality, you really need all of the shareholders to be behind the conversion. If one or more shareholders hold out against the conversion, the costs involved will significantly increase. Formal conversion is a two-step process:

    1. First the members must resolve to convert from company title to strata title; and
    2. Secondly, the members must lodge a strata plan at the Land and Property Information (LPI).

    Before you can lodge a strata plan at the Land and Property Information, the Council needs to give a development approval to the conversion of the property from company title to strata title. It is important to have an understanding of the development process. Importantly, you will need to satisfy the following minimum criteria:

    1. Does the building comply with the relevant Building Code of Australia? Note that most buildings do not but there may be certain exemptions available.
    2. Is the building compliant with fire regulations?
    3. If the building has any tenants, are the tenant arrangements regulated low income housing? Low income housing is regulated by State Environmental Planning laws, which requires landlords not to convert properties from low income housing. This policy includes the conversion from company title to strata title. It is important that you understand what rentals are being paid at the time the DA is submitted.
    4. Sydney Water requires each lot in a strata plan to be separately metered. This may require the installation of either separate metering for each lot, or auto metering for each lot. Someone needs to manage this project as well as; a fire consultant;A hydraulic consultant in relation to the water metering;A surveyor to prepare the survey; and If necessary, a town player may be required in relation to the development application.

    When the DA is obtained, the members will need to vote to approve the lodgement of the strata plan. The strata plan only needs to be signed by the company, as it is the company that still owns the property at this point.

    If the company has any mortgages or charges over its shares, or has provided any mortgages over the property, the security holders will need to be informed and approve of the proposed conversion from company title to strata title. Bear in mind the company will need to supply the certificate of title for the land to obtain the strata titles. Without the certificate of title the strata plan cannot be lodged at the Land and Property Information (LPI).

    As the property is currently owned by the company, the company needs to transfer the property to a strata plan. A transfer will need to be prepared. The transfer is from the company to the Owners Strata Plan.

    The strata plan should be lodged with the Land and Property Information for a pre-inspection. This will ensure so requisitions are raised.

    Upon registration of the strata plan, the titles to all the lots will be issued by the LPI. This means that the owner of each lot will still be the company in the first instance. There will then need to be a separate transfer from the company to each individual lot owner.

    If an owner has a mortgage over their shares, the mortgage will need to be noted on each strata title.

    1. All owners should inform the mortgagee that the company is converting from company title to strata and should arrange to have new mortgage documents prepared and signed. Those mortgage documents would then be lodged with the transfer from the company to the owner of the shares and the mortgage would be noted.
    2. Stamp duty on the transfers from the company to the owner needs to be considered. If the individual owner can show that they have a contract to purchase these shares that has been stamped, there should then be no stamp duty payable. However some owners may have owned their shares for many years and the contract of even the stamp duty evidence may not be available. If they are unable to produce their contract, a separate application has to be made to the Office of State Revenue confirming that the owner has exclusive use and rights to occupy the unit and that there is no charge in the beneficial ownership of the shares compared to beneficial ownership of the strata title lodged at the start. Statutory declarations are usually required in this regard.
    3. The timing for the transfer for the lots into the individual owners’ names will depend upon the provision of the stamp duty declarations and the marking of the transfers from the company to the owner.

    It is in all owners’ best interests to have the one firm of solicitors advising all of the owners in relation to the transfer from the company to ensure that the transfers are effected correctly, i.e. that their name is put on the correct title for the unit and any mortgages are recorded correctly for the unit.

    The Land Title Office (LPI) charges for registering a strata plan $298.30 per unit. While the cost of preparing the strata plan is subject to a surveyor quoting on the work.

    Once the strata plan has been registered and the company has transferred all the lots into individual owners’ name, the company has no need to exist.

    Most company title buildings will not have any capital gains tax issues as the assets were acquired prior to the introduction of capital gains tax.

    An accountant needs to be engaged with the aid of your company manager to take steps to wind up the company or to dissolve the company. This would require the following:

    • A resolution of all the shareholders;
    • A cancellation of all the relevant shares;
    • The allotment of one share to one Board member; and
    • The Board member taking steps to wind the company up.

    The company may either be would up or dissolved, but more likely than not it would be dissolved.

    Activity relating to the company’s resolution usually requires a solicitor experienced in company title matters;

    A project manager should be engaged with the Board to do all the things associated with obtaining the development approval for the strata plan;

    Managing the relationship with the Office of State Revenue in respect of stamp duty usually requires the company to engage its solicitors to manage the stamp duty obligations;

    Managing the transfer of the land from the Owners Corporation to the individual owners is usually done by the same solicitor as it will be a cost saving;

    Dissolving the company can be done in conjunction with the company’s accountant and/or the company manager.

    Usually the timing in these matters will take approximately twelve months. The Board of the company should obtain an appraisal from a reputable real estate agent of valuer to confirm that the conversion will increase value to individual shareholders. A cost benefit analysis needs to be prepared as to the other costs associated with the conversion as to how the conversion will increase the value of the shareholders’ units. Solicitors will need to be engaged to advise the Board and the company in relation to:

    • The meetings of the members;
    • Submitting of forms to the Office of State Revenue and the payment of stamp duty;
    • Submitting of the documentation to the Land and Property Information;
    • Liaising with each individual shareholder about the status of the stamp duty on their contract to purchase the property;
    • Liaising with shareholders who have mortgages over their shares to ensure the mortgage in correctly on the correct title of the lot.

     

    • This reply was modified 1 month, 1 week ago by .
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Flat Chat Forum Company Title Current Page