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Strata Property Act

[SBC 1998] CHAPTER 43

Part 16 — Cancellation of Strata Plan and Winding Up of Strata Corporation

Division 1 — Voluntary Winding Up Without Liquidator

Vote to cancel strata plan and become tenants in common

272  (1) To apply to the registrar to cancel a strata plan and become tenants in common of

(a) land shown on the strata plan,

(b) land held in the name of or on behalf of the strata corporation, but not shown on the strata plan, and

(c) personal property held by or on behalf of the strata corporation,

a resolution must be passed by a unanimous vote at an annual or special general meeting.

(2) The resolution must approve all of the following:

(a) the cancellation of the strata plan;

(b) the dissolution of the strata corporation;

(c) the conversion schedule referred to in section 273;

(d) the conversion of each owner's interest, in the owner's strata lot and in the common property and common assets of the strata corporation, to an interest as a tenant in common in the shares set out in the conversion schedule in

(i)   land that was shown on the strata plan immediately before it was cancelled,

(ii)   land held in the name of or on behalf of the strata corporation, but not shown on the strata plan, and

(iii)   personal property held by or on behalf of the strata corporation.

Conversion schedule

273  (1) The conversion schedule must meet any requirements as to form and content that are required by this Act and the regulations, and must do all of the following:

(a) state whether the strata corporation holds land in its name, or has land held on its behalf, that is not shown on the strata plan;

(b) identify land shown on the strata plan and land held in the name of or on behalf of the strata corporation, but not shown on the strata plan, by legal description sufficient to allow the registrar to identify it in the records of the land title office;

(c) list the name and postal address of each owner and registered charge holder of the land;

(d) list all registered interests in the land

(i)   as they exist at the time of the resolution, and

(ii)   as they will exist if the registrar grants an order and the owners become tenants in common in shares calculated according to the following formula:

(2) If there is no assessed value for the owner's strata lot or for any strata lot in the strata plan, an appraised value

(a) that has been determined by an independent appraiser, and

(b) that is approved by a resolution passed by a 3/4 vote at an annual or special general meeting

may be used in place of the assessed value for the purposes of the formula in subsection (1) (d) (ii).

(3) If a strata corporation has a schedule of interest on destruction that was required under section 4 (g) of the Condominium Act, R.S.B.C. 1996, c. 64, or a similar schedule that was required under any former Act, that schedule determines the owner's interests in the land and personal property on the winding up of the strata corporation and for that purpose replaces the formula in subsection (1) (d) (ii).

Application to registrar

274  To cancel a strata plan under section 272, an application, in a form satisfactory to the registrar, must be made to the registrar accompanied by

(a) the conversion schedule,

(b) the written consent to the winding up signed by all holders of registered charges against land shown on the strata plan and land held in the name of or on behalf of the strata corporation, but not shown on the strata plan,

(c) a Certificate of Strata Corporation in the prescribed form stating that

(i)   the unanimous resolution referred to in section 272 (1) has been passed and the conversion schedule conforms to the resolution, and

(ii)   the strata corporation has no debts other than debts held by persons who have consented in writing, under paragraph (b), to the winding up of the strata corporation,

(d) a reference plan, in a form required under the Land Title Act, that shows

(i)   the land shown on the strata plan, and

(ii)   the land held in the name of or on behalf of the strata corporation, but not shown on the strata plan, and

(e) any document required by the registrar

(i)   to resolve the priority of interests of any registered charges against the land shown on the strata plan or held in the name of or on behalf of the strata corporation, but not shown on the strata plan, or

(ii)   to transfer title.

Registrar's order

275  (1) If the registrar is satisfied that the requirements of section 274 are met, the registrar may order that

(a) the strata plan is cancelled, and

(b) land that was shown on the strata plan or held in the name of or on behalf of the strata corporation, but not shown on the strata plan, vests in the owners as tenants in common in the shares set out in the conversion schedule.

(2) An order of the registrar

(a) may be made on terms the registrar considers necessary,

(b) may be made conditional on the creation, enlargement, extension, cancellation or registration of any interest that the registrar considers necessary to give effect to a term of the order, and

(c) may be made without a hearing.

(3) When the order is made, the registrar must

(a) file the order,

(b) register indefeasible titles to the land referred to in the order in accordance with the order, and

(c) give a copy of the order to each owner and registered charge holder shown on the conversion schedule by sending it by registered mail to the address shown on that schedule.

(4) When the order is filed

(a) the strata corporation is dissolved,

(b) the owners are owners, as tenants in common, of

(i)   the land in accordance with the titles registered by the registrar, and

(ii)   the personal property in shares equal to their shares of the land as set out in the conversion schedule,

(c) any encumbrances against each strata lot and the common property are claims against the interest of each owner in the land and interests appurtenant to the land in the strata plan, and have the same priority they had before the registrar's order,

(d) all claims against the property created after the deposit of the strata plan, other than the encumbrances mentioned in paragraph (c), are extinguished, and

(e) owners are jointly and individually liable for the debts of the strata corporation to the creditors who do not have claims against the property of the strata corporation.

Division 2 — Voluntary Winding Up With Liquidator

Application of Business Corporations Act to voluntary winding up of strata corporation

276  (1) Except as otherwise provided in this Act and the regulations, the provisions of the Business Corporations Act that apply to a voluntary liquidation of a company apply to the voluntary winding up of a strata corporation with a liquidator and, for that purpose,

(a) a reference to "registrar" in the Business Corporations Act as it applies for the purposes of this Act must be read as a reference to the registrar as defined in this Act,

(b) a reference to "commencement of the liquidation" in the Business Corporations Act as it applies for the purposes of this Act must be read as a reference to the date on which the unanimous resolution referred to in section 277 of this Act is passed, and

(c) a requirement in the Business Corporations Act as it applies for the purposes of this Act that documents must be filed with the registrar must be read as a requirement that the documents must be filed in the land title office.

(2) Division 10 of Part 10 and section 324 of the Business Corporations Act do not apply to the voluntary winding up of a strata corporation with a liquidator.

(3) A person commits an offence who contravenes section 327 (2) or 335 of the Business Corporations Act as it applies for the purposes of this Act and sections 428 to 430 of the Business Corporations Act apply in relation to those offences.

Disposal of books and papers of strata corporation

276.1  If a strata corporation has been wound up under this Division, the liquidator is responsible for the care and custody of the strata corporation's records and documents for 2 years after the date of cancellation of the strata plan, but not longer.

Appointment of liquidator

277  (1) To appoint a liquidator to wind up the strata corporation, a resolution to cancel the strata plan and appoint a liquidator must be passed by a unanimous vote at an annual or special general meeting.

(2) A liquidator must have the qualifications of a liquidator that are required by the Business Corporations Act.

(3) The resolution must give the name and address of the liquidator and approve all of the following:

(a) the cancellation of the strata plan;

(b) the dissolution of the strata corporation;

(c) the surrender to the liquidator of each owner's interest in

(i)   land shown on the strata plan,

(ii)   land held in the name of or on behalf of the strata corporation, but not shown on the strata plan, and

(iii)   personal property held by or on behalf of the strata corporation;

(d) an estimate of the costs of winding up;

(e) the interest schedule referred to in section 278.

Interest schedule

278  (1) The interest schedule must meet any requirements as to form and content that are required by this Act and the regulations, and must do all of the following:

(a) state whether the strata corporation holds land in its name, or has land held on its behalf, that is not shown on the strata plan;

(b) identify land shown on the strata plan and land held in the name of or on behalf of the strata corporation, but not shown on the strata plan, by legal description sufficient to allow the registrar to identify it in the records of the land title office;

(c) list the name and postal address of each owner;

(d) list the name, postal address and the estimated value of the interest of each holder of a registered charge against the land;

(e) list the name, postal address and interest of each creditor of the strata corporation who is not a holder of a registered charge against the land;

(f) list each owner's share of the proceeds of distribution in accordance with the following formula:

(2) If there is no assessed value for the owner's strata lot or for any strata lot in the strata plan, an appraised value

(a) that has been determined by an independent appraiser, and

(b) that is approved by a resolution passed by a 3/4 vote at an annual or special general meeting

may be used in place of the assessed value for the purposes of the formula in subsection (1) (f).

(3) If a strata corporation has a schedule of interest on destruction that was required under section 4 (g) of the Condominium Act, R.S.B.C. 1996, c. 64, or a similar schedule that was required under any former Act, that schedule determines the owner's share of the proceeds of distribution on the winding up of the strata corporation and for that purpose replaces the formula in subsection (1) (f).

Vesting order

279  (1) Within 30 days of being appointed, the liquidator must apply to the Supreme Court for an order confirming the appointment of the liquidator and vesting in the liquidator

(a) land shown on the strata plan,

(b) land held in the name of or on behalf of the strata corporation, but not shown on the strata plan, and

(c) personal property held by or on behalf of the strata corporation

for the purpose of selling the land and personal property and distributing the proceeds as set out in the interest schedule.

(2) The court may grant the order if satisfied that the requirements of section 277 have been met.

Filing vesting order

280  (1) The liquidator must deliver a certified copy of the vesting order under section 279, accompanied by the interest schedule, to the registrar.

(2) The registrar must file the order and interest schedule if satisfied that

(a) the legal description of the land in the interest schedule is sufficient to allow the registrar to identify it in the records of the land title office, and

(b) the liquidator will have a good, safeholding and marketable title to the land.

(3) When the order is filed, the liquidator must notify the owners, registered charge holders and other creditors identified in the interest schedule by registered mail to their addresses given in that schedule.

Effect of filing vesting order

281  When the vesting order is filed

(a) the strata plan is cancelled,

(b) the registrar must register indefeasible title in the name of the liquidator to

(i)   the land that was shown on the strata plan immediately before it was cancelled, and

(ii)   the land held in the name of or on behalf of the strata corporation, but not shown on the strata plan, and

(c) the personal property of the strata corporation vests in the liquidator.

Approval of disposition

282  (1) Before any land or personal property is disposed of, the liquidator must obtain the approval of the disposition by a resolution passed by a 3/4 vote at an annual or special general meeting, or the disposition is void.

(2) The resolution may specify the conditions under which a disposition may be made.

Filing of application for dissolution

283  The registrar must not file the application for dissolution referred to in section 343 (1) of the Business Corporations Act as it applies for the purposes of this Act unless that application is accompanied by a Certificate of Strata Corporation in the prescribed form stating that the final accounts referred to in the application have been approved by a resolution passed by a 3/4 vote at an annual or special general meeting.

Division 3 — Court Ordered Winding Up

Application for court order to wind up strata corporation

284  (1) An owner, a mortgagee of a strata lot or any other person the Supreme Court considers appropriate may apply to the Supreme Court for an order winding up the strata corporation.

(2) On application by a person referred to in subsection (1), the court may order that a liquidator be appointed if the court is of the opinion that the winding up would be in the best interests of the owners, registered charge holders and other creditors.

(3) In determining whether the winding up would be in the best interests of the owners, registered charge holders and other creditors, the court must consider

(a) the scheme and intent of this Act,

(b) the probability of unfairness to one or more owners, registered charge holders or other creditors, if winding up is not ordered, and

(c) the probability of confusion and uncertainty in the affairs of the strata corporation or the owners if winding up is not ordered.

Winding up

285  Division 2 applies to a winding up under this Division except that the Supreme Court

(a) may vary or dispense with any of the provisions in Division 2,

(b) may impose any conditions and give any directions that it thinks fit for the purpose of the winding up,

(c) has for the purposes of this Division the powers referred to in section 160, and

(d) may vary its order.

Division 4 — General

Application

286  This Part applies to bare land strata plans except to the extent set out in the regulations.

Plan cancellation provisions of Land Title Act do not apply

287  The plan cancellation provisions of the Land Title Act do not apply to a strata plan deposited under this Act.

Delivery of duplicate title

288  (1) A strata plan must not be cancelled unless all of the duplicate indefeasible titles, if any, of the strata lots included in the strata plan have been cancelled under the Land Title Act or are deemed to be cancelled under subsection (4).

(2) On application to the registrar to cancel a strata plan, the registrar may, by a written demand to the owner of a strata lot in the strata plan and to anyone to whom a duplicate indefeasible title was issued, require that a duplicate indefeasible title be delivered to the registrar for cancellation.

(3) A person who receives the written demand for the duplicate indefeasible title must deliver it to the registrar within 30 days after receiving the demand.

(4) If the person fails to deliver the duplicate indefeasible title to the registrar as required under subsection (3), the duplicate indefeasible title is deemed to be cancelled and the registrar may cancel the existing indefeasible title.

Priorities must be resolved

289  A strata plan may be cancelled under Division 1 or 2 only if the priorities of all registered charges against the strata lots and the common property, as they are to apply to the land included in the strata plan after the strata plan has been cancelled, have been resolved to the satisfaction of the registrar.

Contents  |  Part 1  |  Part 2  |  Part 3  |  Part 4  |  Part 5  |  Part 6  |  Part 7  |  Part 8  |  Part 9  |  Part 10  |  Part 11  |  Part 12  |  Part 13  |  Part 14  |  Part 15  |  Part 16  |  Part 17  |  Schedule of Standard Bylaws