Carrying out meeting resolutions step by step

The starting point: the approved minutes

Executing a resolution presupposes that valid minutes exist. Before taking any step, the manager checks that the minutes have been drafted, signed by the chair and the secretary of the meeting and recorded in the minutes register that Article 1130, number 7, of the Italian Civil Code requires be kept. The minutes are the legal title from which the power to act arises: without them there is no resolution to carry out.

It is good practice to re-read the wording adopted, so as to understand precisely what the meeting decided, by what majority and under what conditions. A resolution that awards an assignment but defers the choice of the estimate to a later meeting does not yet authorise signing the contract: it authorises only the preparatory stage.

Step 1: read the mandate without widening it

The manager carries out what the meeting decided, no more and no less. If the resolution approves work up to a certain amount, the manager cannot order additional works simply because they seem advisable: the matter should be taken back to the meeting. The limit of the mandate protects both the owners and the manager, who would be liable for expenses decided on their own initiative.

An exception applies to ordinary maintenance and urgent conservation acts that already fall within the manager's own powers under Article 1130, for which no specific resolution is needed. Distinguishing what is already within the ordinary mandate from what requires a meeting decision is the first judgment to make.

Step 2: implement within the correct timeframe

Once the subject is clear, the manager proceeds: requests or confirms the estimates already chosen, signs contracts within the limits authorised, gives contractors the go-ahead, and handles the related formalities. Resolutions must be carried out with the diligence of an agent, that is promptly and carefully, avoiding delays that could cause harm or let favourable economic terms lapse.

Many decisions involve a chain of acts: awarding work also means checking the firm's requirements, applying the 4 per cent withholding on payments when due, updating the allocation plan and telling the owners about the related instalments. Keeping a record of each step makes it possible to demonstrate, in the event of a dispute, that the meeting's will was faithfully followed.

Step 3: handle the challenged resolution

Article 1137 of the Italian Civil Code provides that resolutions are binding on all owners and that a challenge before the court, to be brought within thirty days, does not in itself suspend execution. Suspension can be ordered only by the judge. This means that, unless the court rules otherwise, the manager must carry out even a challenged resolution.

In practice it helps to distinguish: if the challenge concerns a decision with irreversible effects, such as a demolition, prudence suggests waiting for the outcome of the suspension proceedings before taking definitive acts; if it concerns a recoverable expense, execution continues. A void resolution, by contrast, produces no effect from the outset and must not be carried out: void cases include, for example, decisions taken without the majorities required by law on matters that call for them, or ones that harm individual rights.

Step 4: account for the execution

Executing a resolution does not end with the act: the manager must be able to account for it. The related payments flow into the accounting register, the supporting documents are kept as Article 1130-bis requires, and at the annual report the meeting verifies that every decision was implemented consistently with what was established.

A management tool helps close the loop. AmministraPro links the minutes, the assignment awarded, the expenses incurred and the instalments charged, so that the manager can show at any time the progress of what the meeting has resolved. The available features are described on the /funzioni page, while the plans for practices of different sizes are on /prezzi.

Frequently asked questions