How an Inner-City Melbourne Mixed-Use Owners Corporation Resolved Complex Governance Disputes

An inner-city Melbourne mixed-use owners corporation (OC) operated across multiple related owners corporations. The site included residential apartments and a hotel. Over time, owners began to question whether governance decisions were being made correctly.

As similar outcomes continued to repeat, owners began to hesitate. Without clear explanation, it became difficult to know which decisions could be relied on or what to do next.

To address this, we were engaged to assess the situation and help establish a clear and structured way forward.

What drove the governance disputes across this mixed-use development

The development operated across multiple related OCs, each with its own Committee and responsibilities. This arrangement created challenges in how decisions were made and applied across the site.

The issues fell into three main areas:

Committee elections and representation

Committee elections were held across several OCs, with the same individuals repeatedly nominated and appointed across multiple Committees.

Owners questioned whether:

• eligibility requirements were applied consistently
• Committee sizes complied with requirements
• Committee composition represented each OC

Voting and proxy outcomes

Voting processes also became a point of concern. Owners raised questions about how votes and proxies were issued, exercised and counted.

In several instances, voting outcomes appeared to repeat across different OCs.

This led owners to wonder whether voting processes were being applied consistently and whether outcomes accurately reflected voting entitlements.

Authority across multiple OCs

As decisions were made, owners observed that outcomes within one OC appeared to affect others. It was not always clear which OC held authority for particular decisions or how those decisions were applied across the site.

This uncertainty made it difficult for owners to understand where responsibility sat or how decisions could be reviewed or challenged.

Management structure and developer involvement

At the time, the OCs were managed by Engine Property Group and 1OC, both associated with Capital Alliance. Capital Alliance was the original developer and a significant lot owner and remained involved after handover.

Where decisions affected more than one OC, this arrangement made it harder for owners to obtain clear and independent confirmation of process and compliance.

Why these issues escalated

As these issues continued, owners struggled to get clear and consistent explanations. Information was spread across different meetings and decisions, making it difficult to confirm whether processes were being followed or what steps could be taken.

Without a clear way to resolve these concerns, uncertainty grew and the disputes escalated.

How Strata Management Consultants supported the OC to resolve the disputes

As governance issues escalated and owners struggled to rely on existing explanations, a group of owners engaged us for independent advice. The focus was to assess compliance and establish a defensible way forward.

Our support addressed the specific issues affecting this development:

• Committee elections: we reviewed nomination processes and Committee appointment outcomes across the related OCs. This included eligibility checks, Committee size requirements and repeated appointments.
• Voting and proxy outcomes: we reviewed meeting records, voting entitlements and proxy use. This allowed us to assess whether outcomes complied with legislative requirements and were applied consistently.
• Decision-making authority across OCs: we clarified which OC held authority for specific decisions. We also explained how decisions affecting multiple OCs should be managed and reviewed.
• Documented records and compliance: we reviewed AGM and EGM minutes, resolutions and correspondence. We helped owners organise and interpret governance documentation.
• VCAT preparation and support: where tribunal proceedings were underway or anticipated, we helped owners identify key issues. We supported them to understand procedures and present concerns in a measured way.

As the matter progressed, we provided guidance to help owners assess next steps, and respond to correspondence rather than escalation.

The outcome once the disputes were addressed

As a result of this work, owners were better able to understand their position and engage with governance matters across the site.

In practical terms, the outcome included:

• Committee position clarified: the owners understood how Committees had been formed across the related OCs, including eligibility, size requirements and the effect of repeated appointments.
• Voting outcomes better understood: they were able to assess how votes and proxies were applied and when outcomes could be relied on or questioned.
• Decision-making responsibility defined: they gained clarity on which OC held authority for specific decisions and how decisions affecting multiple OCs should be managed or reviewed.
• More effective participation: With clearer guidance, they were better equipped to participate in meetings, respond to correspondence and engage with VCAT where required.

Facing a complex strata governance issue?

There is often a point where continuing as before no longer feels workable, but the path forward is unclear. For OCs in that position, independent advice can provide a clearer view of options before decisions become harder to reverse.

Strata Management Consultants offer legislation-based guidance to help owners step back, assess their position and make informed choices with greater confidence.

To discuss your situation, speak with one of our consultants here.