The information provided in this guide is not intended to amount to legal advice. Professional assistance may be required to determine the most appropriate action to protect your legal rights. Please read our Terms of Use on the Land Titles Registration policy and procedure guides web page. Landgate accepts no responsibility where parties print this guide and seek to rely on information that is out of date.
1. Overview
Under the Strata Titles Act 1985 (STA) section 118(3), a document is duly executed by a strata company if:
- the common seal of the strata company is applied to it in accordance with section 118(1);
OR
- the document is signed on behalf of the strata company by a person or persons in accordance with an authority conferred under section 118(2).
Some things to note are:
- A common seal is optional for strata companies and may be electronic.
- If a common seal is used it must be attested (witnessed) by any 2 members of council.
- An ordinary resolution is necessary to determine when the strata company may use the common seal (if it has one).
- An ordinary resolution must authorise which persons can sign documents on behalf of the strata company (without a common seal).
2. Execution Requirements2
A strata company can execute a document:
- With common seal, by applying the strata company’s common seal to the document as authorised by ordinary resolution of the strata company and attesting use of the seal by the signatures of two council members of the strata company;
OR
- Without common seal, by having the document signed by a person or persons authorised by an ordinary resolution of the strata company to sign documents on behalf of the strata company. Under STA section 118(2), the person or persons must be a member of the council, members of the council acting jointly (this could be more than two members of council) or a strata manager of the strata company.
Be aware that section 118(1) requires 2 members of council to witness the affixing of the common seal, regardless of how many owners are in the scheme. If there is a sole owner of all the lots and therefore only one member of council, the strata company could execute the document under the signature of the sole council member under section 118(2 ) (without common seal) provided the strata company has passed an ordinary resolution authorising its sole council member to sign documents on its behalf.
If only 1 member of council has witnessed affixing the seal to a document, this is contrary to the requirements of the STA. Landgate will requisition the document.
An attorney of a council member does not have authority to sign documents on behalf of the strata company or witness the affixing of the common seal.
If you are purchasing a common seal, it must contain the name of the strata company. See STA section 14(2).
The name of the strata company is made up of:
- the words “The Owners of”; and
- the scheme name; and
- the scheme type (i.e. strata scheme or survey-strata scheme); and
- the scheme number.
For plans registered before 1 May 2020 – the scheme name, scheme type and scheme number are shown on the scheme plan or Amendment of Scheme Notice where an amendment has been registered.
For schemes registered on or after 1 May 2020 – the scheme name, scheme type and scheme number are shown on the Scheme Notice or Amendment of Scheme Notice where an amendment has been registered.
2Section updated 03/11/2022
3. Examples of Signing/Execution Clauses
3.1. Common Seal
The common seal of The Owners of 20 Perfect Place Pleasantville Strata Scheme 999999 is fixed to this document in accordance with the Strata Titles Act 1985 section 118(1) in the presence of:
3.2. No Common Seal
Signed for and on behalf of The Owners of 20 Perfect Place Pleasantville Strata Scheme 999999 in accordance with the Strata Titles Act 1985 section 118(2):
1Select the applicable option.