Summer 2012 Let’s Talk Condo Pages 319 - 322 Ontario’s Condominium Law Experts Reviewing a Developer’s Standard Unit Schedule by Audrey M. Loeb 416.595.8196 aloeb@millerthomson.com in this issue Reviewing a Developer’s Standard Unit Schedule ........319 CASE COMMENT: Toronto Common Element Condominium Corporation No. 1508 v. William Stasyna et al ............................320 Need Financing? Call us for assistance in contacting knowledgeable lenders who can offer you competitive rates. It is now 11 years since the Condominium Act, 1998 became effective. When it first came in I thought the notion of a Standard Unit By-law was good but not mandatory. Now I have come to a completely different conclusion: No corporation should be without one. This article is intended to tell you why you corporation’s insurance policy, the Standard Unit By-law/schedule answers the question of whose insurance policy should respond and pay for the repair. The Condominium Act, 1998 states that the corporation bears the obligation to insure the unit subject to what is set out below. Condominiums registered after May 5, 2001 are required to receive, from the developer, a Standard Unit Schedule which states what is included in the standard unit. It is important for condominium corporations to recognize that the Standard Unit Schedules, being turned over by most developers, as part of the records of the corporation, are nothing more than the “feature sheet” appended to purchasers’ agreements of purchase and sale. A N N O U N C E M E N T Audrey Loeb was featured on CBC Radio's Metro Morning on June 11, discussing proposed changes to the Condominium Act. To listen: millerthomson.com. Click “News and Events”. should have a Standard Unit By-law and more importantly for those condominiums registered after the Act became effective in 2001 why corporations should not rely on what the developer delivers as the standard unit schedule as part of the turnover documents. There is some confusion over what the Standard Unit By-law/schedule does for condominium corporations. Here is the answer in as simple a manner as I can manage: When damage occurs in the building and the loss is covered by the In our opinion these are not adequate to serve as Standard Unit Schedules. These will typically include appliances, counter tops, flooring, heating and cooling equipment, lighting fixtures and portions of the common elements, because developers are not preparing proper Standard Unit Schedules and there is no prescribed form for their completion. These “Schedules” are not appropriate for this purpose and it is one of the first things boards of directors must address. It is only when damage occurs that a board discovers Continued on page 320 Our Mission Our mission is to provide comprehensive, competitively priced, value-added, community oriented solutions throughout Ontario utilizing the range of knowledge and depth of expertise of a larger firm, while providing professional, friendly and timely service to our clients. With offices in Toronto, Markham, Guelph, London and Kitchener-Waterloo, our Condominium Practice Group is part of a full service law firm which provides us with significant strengths in matching your legal needs to our resources. Our office systems and technology assist us in providing quick turnaround on a cost efficient basis. - 319 - Continued from page 319 that the corporation’s insurance policy has to respond by paying for flooring and other items enumerated in the Standard Unit Schedule prepared by the developer and if there is no appropriate deductible recovery clause the corporations may also be responsible for that as well. Since the developers’ Standard Unit Schedule is what governs corporation’s obligations when there is an insurance loss, corporations that do not have good deductible provisions contained within their by-laws and who have the typical developer prepared Standard Unit Schedule, will find themselves responsible for costs for which they should not be. NEWSLETTER Condominium corporations that have received these schedules from the developer as part of their turnover documents should review them immediately and carefully to determine whether what is listed in the schedule is appropriately part of a Standard Unit Schedule. The more prudent route would be to send them to the corporation’s legal counsel for this purpose. In the meantime we are endeavouring to have developer’s solicitors encourage their clients to do this properly. We are asking them to take the time to prepare them properly and enact them as by-laws. ••• TIP A condominium corporation must apply the following 3-step analysis when it comes to repair of damage to a unit: (1) Is the damage covered by the Corporation's insurance policy (which covers "standard" unit components)? If so, then in most cases the Corporation's insurer or the Corporation itself must cover the repair costs (although the owner may be responsible for the repair costs under the deductible portion); (2) Did the Corporation neglect to carry out reasonable repair and/or maintenance of known common element defects which caused the damage to the unit? In these relatively rare and specific circumstances, the Corporation could be responsible for the unit repair costs; (3) If 1 and 2 (above) do not apply, the unit owner must repair the damage (as per the Declaration), within a reasonable time, failing which the Corporation must carry out the repairs, on the owner's behalf, and add the costs to the owner's common expenses. CASE COMMENT Toronto Common Element Condominium Corporation No.1508 v. William Stasyna et al Respondents—to remove certain alterations to common elements at the Respondents' request. THE FACTS The Respondents owned three parcels of tied land in the residential by housing development comprising TCECC 1508. Between 2004 and Patrick Greco 2007, the Respondents undertook various landscaping to their 416.595.2982 backyards including trees, shrubs, patios and stones. In each case, pgreco@millerthomson.com the landscaping encroached on a common access walkway area BACKGROUND that abutted the rear of their parcels and which was part of the The unit owners of a condominium corporation share a legal interest common elements. in the corporation's common elements. As such, section 98 of the In each case, shortly after the landscaping was installed, TCECC Condominium Act, 1998 (the “Act”) provides that an owner may not 1508 sent a demand letter to the respective owners requiring them make an addition, alteration or improvement to the common elements to remove the landscaping within approximately one month's time. unless the corporation’s Board of Directors has approved the change The Respondents did not take any steps to comply and did not hear by resolution and the owner and the corporation have entered into from TCECC 1508 until August 2009. During that time, however, other an agreement (commonly referred to as a “section 98 agreement”) owners received similar notices and complied with them. At TCECC allocating the cost, maintenance, repair and insurance obligations 1508's annual general meeting in September 2009, the owners as between the owner and the corporation. decided that all common elements had to be returned to their original In Toronto Common Element Condominium Corporation No. 1508 form by August 2010. The Respondents received written notice from (“TCECC 1508”) v. William Stasyna et al (the “Respondents”), TCECC the board of TCECC 1508 advising of this one-year grace period. 1508 made an application to the Ontario Superior Court of Justice After the Respondents failed to remove the offending landscaping by seeking a compliance order requiring certain unit owners—the Continued on page 321 - 320 40 King Street West Suite 5800, P.O. Box 1011, Toronto, ON, Canada M5H 3S1 Tel. 416.595.8500 • Toll Free 1.888.762.5559 ext.2968 • Fax 416.595.8695 • www.millerthomson.com NEWSLETTER TIP Is your condominium corporation considering investing money from its reserve fund account? We recommend that a letter be sent to the investment advisor handling the corporation’s investments confirming that the corporation is relying on his knowledge and compliance with the investment provisions of the Condominium Act, 1998 and the regulations passed pursuant to the Act. Continued from page 320 the August 2010 deadline, the parties’ lawyers made modest efforts to settle the matter. Thereafter, instead of proceeding with mediation, TCECC 1508's lawyer brought a court application seeking a compliance order against the Respondents pursuant to section 134 of the Act. The court examined four specific issues. ISSUE 1: LIMITATION PERIOD The Respondents took the position that the application was statuebarred as it was commenced after the two-year limitation period following discovery of the landscaping by TCECC 1508. The court rejected this argument for a number of reasons, including: (i) TCECC 1508 sought compliance with the Act not merely with its governing documents; (ii) TCECC 1508 had never changed its position as to noncompliance but had simply attempted less drastic means of resolution; and (iii) the Declaration of TCECC 1508 contained an article stating that any failure to seek enforcement would not constitute a waiver of TCECC 1508's rights. Secondly, the Respondents asked the court to apply the doctrine de minimis non curat lex (“the law does not concern itself with trifles”) on the basis that the changes to the common access walkway were insignificant in nature. The court again disagreed, finding that the changes were not of a minor or merely decorative nature but were instead incorporated into the land and affected access to the walkway. Finally, the court noted that equitable remedies are discretionary and required the Respondents to come to court with clean hands. This was simply not the case where the Respondents had first chosen to ignore TCECC 1508's good faith notices demanding compliance. ISSUE 4: COSTS OF REMEDIATION AND OF THE APPLICATION On finding that the Respondents would be required to comply with section 98 and therefore restore the common elements appurtenant to their units to their original state, the court then turned his mind to the costs of the remediation and of the application itself. The Respondents were made to pay for the restoration of the common elements which they had altered without the consent of TCECC 1508. ISSUE 2: APPLICABILITY OF MEDIATION/ARBITRATION The court found that this was only fair given that other unit owners The Respondents also argued that the court had no jurisdiction to hear who had received notices had done the same at their own expense. the application because TCECC 1508 failed to first pursue mediation As the successful party, TCECC 1508 sought its costs on a substantial and/or arbitration pursuant to sections 132 and 134 of the Act. These indemnity basis based on the indemnity provision of its Declaration. sections require that, where there is a disagreement between a In clearly seeking to craft a less onerous costs award against the condominium corporation and an owner as to the declaration, by-laws Respondents, the court found that the “costs” mentioned in the or rules of the corporation, the parties agree to submit the dispute Declaration do not specifically discuss legal costs arising out of a to mediation and arbitration and that doing so is a pre-condition to proceeding. The court held that even where there is a contractual bringing an application to the court. right to recover legal fees, the right is still subject to the court’s The court held that the mediation/arbitration provisions of the Act do discretion under the Courts of Justice Act. It was the court’s opinion not apply to an application seeking compliance with the Act itself. More that there was no entitlement to substantial indemnity costs as the practically, mediation would not remedy the fact that the Respondents Respondents’ conduct was no worse than that of TCECC 1508. were not in compliance with section 98. TCECC 1508 was found to Although the court held that TCECC 1508 had a clear legal right to be entitled to bring its application directly to court. bring the court application, and regardless of the court’s prior finding ISSUE 3: EQUITABLE DEFENCES that mediation prior to the application would have been of little value, The Respondents asked the court to exercise its equitable jurisdiction when it came to costs the court put a great deal of importance on to find that TCECC 1508's application was precluded by the doctrine TCECC 1508’s failure to mediate the matter. The court found that of laches, that is, that TCECC 1508's delay in prosecuting the non- “mediation, though not mandatory, could have resolved this conflict compliance created an implied acquiescence to the landscaping in a more cost-effective manner” and TCECC 1508 “unnecessarily such that it was unreasonable to prosecute the application. The court wasted time and expense by insisting on bringing these proceedings”. found that TCECC 1508 did not “sleep on its rights” and had sought It is difficult to reconcile these comments of the court with the compliance from the Respondents as early as 2005. Continued onpage 322 NEWSLETTER TIP If your condominium corporation is in the process of passing new by-laws, we recommend that before holding a meeting to vote on the by-laws, an owners information meeting be held to discuss the purpose and objectives of the new by-laws and to give owners the opportunity to provide feedback. - 321 40 King Street West Suite 5800, P.O. Box 1011, Toronto, ON, Canada M5H 3S1 Tel. 416.595.8500 • Toll Free 1.888.762.5559 ext.2968 • Fax 416.595.8695 • www.millerthomson.com NEWSLETTER TIP The Notice of the Annual General Meeting should contain a section setting out the criteria for being able to run for a position on the board of directors. The eligibility criteria can be found in the condominium corporation’s General Operating By-law and should be reviewed for compliance with the Condominium Act, 1998. Continued from page 321 corporation’s absolute right and obligation to enforce the Act vis-àvis unit owners coupled with the Respondents recalcitrance over the years leading up to the application. TCECC 1508 was awarded costs on a partial indemnity basis discounted by 20 percent to take into account the court’s displeasure with TCECC 1508’s failure to attempt to mediate. LESSONS TO TAKE AWAY FROM THE DECISION A corporation’s Board of Directors finds itself in a tough spot when unit owners demand compliance from a non-compliant owner in an environment where the courts have issued a number of recent decisions expressing their displeasure at such issues working their way through to the courts. The key is to manage these situations with a consistent and reasonably swift hand. Warning notices and demand letters should go out as soon as possible after discovery of non-compliance. If the offending unit owner fails to comply, a reasonable attempt at negotiation or mediation should be offered, where sensible. A well drafted mediation and arbitration by-law, with clear and firm deadlines, is essential. Even if such steps are sure to be a failure, a condominium corporation must be able to show an application judge that it made good faith efforts to resolve the issue prior to bringing it to court. Doing so will assist the corporation in recovering a greater portion of its legal fees through a costs award. While timely and thought-out enforcement can be difficult in condominiums – where the Board of Directors can always change – it is crucial in ensuring a fast and satisfactory resolution to compliance issues while at the same time keeping costs down. ••• A N N O U N C E M E N T We are proud to announce that Audrey Loeb recently received the Alumni Gold Key Award from Osgoode Hall Law School. This award recognizes exceptional professional achievement, leadership in legal practice, and contribution to the community. Another remarkable achievement for Audrey’s mantle. Congratulations, Audrey! OUR CONDOMINIUM PRACTICE GROUP Audrey M. Loeb General aloeb@millerthomson.com 416.595.8196 Marko Djurdjevac General mdjurdjevac@millerthomson.com 416.595.8517 Jeffrey Lem General jlem@millerthomson.com 905.415.6715 Patricia M. Conway Litigation pconway@millerthomson.com 416.595.8507 Luxmen Aloysius General laloysius@millerthomson.com 416.595.8181 Odysseas Papadimitriou General opapadimitriou@millerthomson.com 416.595.8559 Dražen Bulat Construction dbulat@millerthomson.com 416.595.8613 Patrick Greco Litigation pgreco@millerthomson.com 416.595.2982 André Nowakowski Employment anowakowski@millerthomson.com 416.595.2986 Tamara Farber Environmental tfarber@millerthomson.com 416.595.8520 Megan Mackey Litigation mmackey@millerthomson.com 416.595.8623 Lizann McInnes Liens condoliens@millerthomson.com 416.597.4370 Ontario’s Condominium Law Experts This newsletter is provided as an information service to our clients and is a summary of current legal issues. These articles are not meant as legal opinions and readers are cautioned not to act on information provided in this newsletter without seeking specific legal advice with respect to their unique circumstances. Miller Thomson LLP uses your contact information to send you information on legal topics that may be of interest to you. It does not share your personal information outside the firm, except with sub-contractors who have agreed to abide by its privacy policy and other rules. If you would like to receive our newsletter, please email bdworatschek@millerthomson.com Miller Thomson LLP, 2011 All Rights Reserved. All Intellectual Property Rights including copyright in this publication are owned by Miller Thomson LLP. This publication may be reproduced and distributed in its entirety provided no alterations are made to the form or content. Any other form of reproduction or distribution requires the prior written consent of Miller Thomson LLP which may be requested from Betty Dworatschek Tel: 416.595.2968 Email: bdworatschek@millerthomson.com - 322 40 King Street West Suite 5800, P.O. Box 1011, Toronto, ON, Canada M5H 3S1 Tel. 416.595.8500 • Toll Free 1.888.762.5559 ext.2968 • Fax 416.595.8695 • www.millerthomson.com