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HOMEOWNERS’ ASSOCIATION Non Profit Company (Registration Number 1992/006841/08) ANNUAL GENERAL MEETING OF MEMBERS OF WHITE RIVER COUNTRY ESTATE HOMEOWNERS ASSOCIATION Notice is hereby given that the Annual General Meeting for 2014 of members of the White River Country Estate Homeowners Association (Association incorporated as Non Profit Company in terms of the Companies Act of 2008) will be held at 08h30 on Saturday, 12 th April 2014 at the White River Country Club, Clubhouse, Pinehurst Drive, White River Country Estate I N D E X of attached documents 1 Explanatory notes 2 Agenda 3 Minutes of the Annual General Meeting held on 13 th April 2013 4 Audited Financial Statements 5 Chairman’s Report 6 Motions 6.1 Revised House Rules 6.2 Fines and Penalties 6.3 Revised Building Regulations 6.4 Maintenance of Grantake Close 6.5 Determination of the number of Directors 7 Proxy Form 9 Resolution for Companies / Close Corporations / Trustees 8 Nomination form for Directors ______________________________________________________________________ A member entitled to attend and vote at the meeting in terms of the Memorandum of Incorporation and the Companies Act of 2008 is entitled to appoint a proxy to attend and vote there at in his stead, and that proxy need not also be a member of the company.

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HOMEOWNERS’ ASSOCIATION

Non Profit Company

(Registration Number 1992/006841/08)

ANNUAL GENERAL MEETING OF MEMBERS OF WHITE RIVER COUNTRY ESTATE

HOMEOWNERS ASSOCIATION Notice is hereby given that the Annual General Meeting for 2014 of members of the White River Country Estate Homeowners Association (Association incorporated as Non Profit Company in terms of the Companies Act of 2008) will be held at 08h30 on Saturday, 12th April 2014 at the White River Country Club, Clubhouse, Pinehurst Drive, White River Country Estate

I N D E X of attached documents

1 Explanatory notes

2 Agenda

3 Minutes of the Annual General Meeting held on 13th April 2013

4 Audited Financial Statements

5 Chairman’s Report

6 Motions

6.1 Revised House Rules

6.2 Fines and Penalties

6.3 Revised Building Regulations

6.4 Maintenance of Grantake Close

6.5 Determination of the number of Directors

7 Proxy Form

9 Resolution for Companies / Close Corporations / Trustees

8 Nomination form for Directors ______________________________________________________________________ A member entitled to attend and vote at the meeting in terms of the Memorandum of Incorporation and the Companies Act of 2008 is entitled to appoint a proxy to attend and vote there at in his stead, and that proxy need not also be a member of the company.

HOMEOWNERS’ ASSOCIATION

ANNUAL GENERAL MEETING

EXPLANATORY NOTES

The Title Deeds of properties in White River Country Estate incorporate a clause to the effect that the property owner is a member of White River Country Estate Homeowners Association, a non-profit company formed under the Companies Act of 2008. (Hereinafter the “Act”) The Memorandum of Incorporation (MoI) of the Association governs owners, which include all Rules, Regulations and Policies adopted from time to time by the Board of Directors.

The Board of Directors manages the operational affairs of the Homeowners Association and is elected annually at the Annual General Meeting. In terms of the MoI and Act, the Homeowners Association shall at an AGM or General Meeting, have the following authority and note should be taken of the following procedures and conditions:

MoI: Section 9.1

A person wishing to attend or participate in a Member’s meeting (whether as a proxy or Member), must present reasonably satisfactory identification to the Secretary of the meeting at least fifteen minutes before the time scheduled for the start of the meeting. The Secretary must be reasonably satisfied that the right of the person to attend and vote has been reasonably verified. For the purposes of this article, the following forms of identification shall be reasonably satisfactory: a valid identity document, driver's license or passport (or a certified copy of any of these documents), accompanied by a Power of Attorney, Letter of Authority or other instrument appointing the proxy or person to attend the meeting on behalf of a Shareholder.

MoI: Section 12.2

The Agenda of an Annual General Meeting must include:

12.2.1 the business prescribed by Section 62 (3) of the Act; 12.2.2 the election of new Directors of the Association; 12.2.3 consideration of the financial statements of the Association; 12.2.4 The appointment of auditors and their fees.

MoI: Section 14.3

Increase or reduce the number of directors.

MoI: Section 14.6

Remove any director, before the expiration of his term of office.

Section 65 of the Act

(3) Any two shareholders of a company—

(a) May propose a resolution concerning any matter in respect of which they are each entitled to exercise voting rights; and…

(4) A proposed resolution is not subject to the requirements of Section 6(4), but must be— (a) Expressed with sufficient clarity and specificity; and

(b) Accompanied by sufficient information or explanatory material to enable a shareholder who is entitled to vote on the resolution to determine whether to participate in the meeting and to seek to influence the outcome of the vote on the resolution.

(7) For an ordinary resolution to be approved by shareholders, it must be supported by more than 50% of the voting rights exercised on the resolution.

(9) For a special resolution to be approved by shareholders, it must be supported by at least 75% of the voting rights exercised on the resolution.

(11) A special resolution is required to— (a) Amend the company’s Memorandum of Incorporation to the extent required by Section 16(1) (c); (b) Approve the voluntary winding-up of the company, as contemplated in Section

80(1); or (c) Approve any proposed fundamental transaction, to the extent required by Part

A of Chapter 5.

Kindly note that in terms of the MoI, only members who have taken transfer of their stands and whose levies have been paid in full will be eligible to participate in and vote at this meeting

Should you be unable to attend the meeting you are entitled to appoint a proxy using the enclosed proxy form. The proxy form should reach either one of the addresses given below, 48 (forty-eight) hours prior to the meeting. For the 2014 Annual General Meeting such proxy form must reach one of the addresses below on or before 08h30 on Thursday, 10th April 2014. A Proxy Form is enclosed with this documentation.

In terms of Section 14.2 of the MoI all the Directors resign at the Annual General Meeting. White River Country Estate Homeowners Association require a minimum of 7 (seven) and a maximum of 15 (fifteen) Directors to serve on the Board of Directors. Accordingly nominations for Directors with the signature of the nominee are requested. A nomination form is enclosed with this documentation and must be submitted no later than 7 (seven) days prior to the meeting to either one of the addresses given below. For the 2014 Annual General Meeting such nomination form must reach one of the addresses below on or before 08h30 on Friday, 4th April 2014

It is further requested for the purpose of Section 65 of the Act that those members wishing to raise any motion or resolution at the 2014 Annual General Meeting should submit such issue(s) in writing to one of the following addresses below on or before 08h30 on Friday, 28th March 2014

Submission addresses:

P O Box 2729 or Estate Office White River 11 Pinehurst Drive 1240 White River Country Estate

E-mail: [email protected]

HOMEOWNERS’ ASSOCIATION

ANNUAL GENERAL MEETING

Saturday, 12th April 2014

A G E N D A

1. Opening, welcome and introduction 2. Constitution of the meeting - Apologies, proxy’s and quorum 3. Consideration of Minutes 3.1 Annual General Meeting held on 13th April 2013 (Attached) 4. Financial Report 4.1 Approval of audited annual financial statements. (Attached) 4.2 To authorise the Directors to appointment Auditors for 2014 and to consider

the remuneration of the Auditors for 2013 Financial Year

5. Chairman’s Report (Attached) 6. Motions 6.1 Revised House Rules (Attached)

6.2 Fines and Penalties (Attached)

6.3 Revised Building Regulations (Attached)

6.4 Maintenance of Grantake Close (Attached)

6.5 Determination of the number of Directors (Attached) 7. Election of Directors 8. General 9. Closure ______________________________________________________________________ A member entitled to attend and vote at the meeting in terms of the Memorandum of Incorporation and the Companies Act of 2008 is entitled to appoint a proxy to attend and vote there at in his stead, and that proxy need not also be a member of the company.

HOMEOWNERS’ ASSOCIATION

Minutes of an Annual General Meeting of the White River Country Estate Homeowners ‘Association

held on 13th April 2013 at White River Country Club.

1. Notice convening the meeting, opening & welcome

Lance Turvey introduced himself as Chairman of the Board of Directors and Homeowners’ Association. He welcomed all present and in particular welcomed the service providers present, being Pro-Property Management Services, responsible for the HOA accounting and J&M Security Services. The outgoing Board of Directors’ were introduced and thanked for their hard work during the past term of office:

Anderson, Liz

Cullen, Stephen

Davis, Janssen (Co-Opted)

Duncan, Allen (Resigned)

Hemus, Phil

Hooker, Owen (Resigned)

Ilsley, John

Klopper, Tommy

Mittermayer, Henri (Resigned)

Moore, Russell

Nijsse, Martin

Sonnekus, Kenny

Tendaupenyu, Wesley (Resigned)

Turvey, Lance

Valentyn, Rob The notice convening the meeting was taken as read. The Chairman confirmed that the notice and agenda for the meeting was published and delivered on or before 22nd March 2013. The Secretary confirmed that a quorum of 89 members was present, consisting of 45 proxies and 44 members in person. The quorum was further joined by 12 Visitors. The Chairman confirmed that all statutory requirements for the meeting was met and confirmed that the meeting was properly constituted and declared the meeting open.

2. Apologies & meeting procedures

The following apologies were recorded:

Kenny Sonnekus

Stephen Cullen

Phil Hemus

Liz Anderson

John Ilsley

Peter Francois

Hedley Street

Harry Poprawa

Geoff Mossop

Hennie Louw

Keith Rosenbaum

Doreen Kramer

Margret Schwitter The Chairman requested that the following meeting procedures be observed:

The meeting will be conducted in terms of the Memorandum of Incorporation adopted in 2012 for WRCE HOA and registered in terms of the Companies Act 71 of 2008.

A member would be allowed one speaking term per discussion item. Please be concise and brief.

Proceedings of the meeting are recorded and for record purposes, all speakers should state their name and stand number before addressing the meeting.

The procedures and sequence of the meeting is statutory and prescribed by the Memorandum of Incorporation.

In general, voting will be by a show of hands, unless proposed otherwise.

Members were issued with a sticker and are requested to display the sticker when voting.

Opportunity will be given at the end of the meeting to raise general issues, affecting all members, if any.

3. Consideration of Minutes 3.1 General Meeting: 23rd June 2012

The minutes of the General Meeting held on 23rd June 2012, were taken as read. Tommy Klopper (Stand 2251) proposed, seconded by Russell Moore (Stand 1615) that the minutes be accepted and approved. Resolved That the Minutes of the WRCE HOA General Meeting held on 23rd June 2012 be accepted and approved.

3.2 Annual General Meeting: 23rd June 2012

The minutes of the Annual General Meeting held on 23rd June 2012, were taken as read. Janssen Davies (Stand 2076) proposed, seconded by Russell Moore (Stand 1615) that the minutes be accepted and approved. Resolved That the Minutes of the WRCE HOA Annual General Meeting held on 23rd June 2012 be accepted and approved.

4. Financial Report 4.1 Audited Financial Statements

The Chairman presented an abbreviated summary of the Annual Financials, using power-point presentation. John Westoby (Stand 2527) enquired what the revaluation reserve was and confirmed that his question relates to the Estate Office property. (Stand 2062/1) Elmien van Rensburg explained that on advice of the Auditor and in terms of international auditing standards the property is re-valued at market value. John Westoby argues that we can do away with the end-value and requested that the principle be referred to the Auditor. It was proposed by John Westoby (Stand 2527) and seconded by Lionel Lindsay (Stand 2273), and after a show of hands it was Resolved That the Auditor be requested in future to do away with the end value of equipment. Martin Nijsse (Stand 2466) proposed adoption of the Audited Financial Statements of WRCE HOA for the year ended on 31 December 2012. Janssen Davies (Stand 2076) seconded the proposal. Resolved That the Audited Financial Statements of WRCE HOA for the year ended on 31 December 2012 be approved.

4.2 Appointment and Remuneration of Auditors Lionel Lindsay (Stand 2273) proposed that the Board of Directors be authorised to appoint the Auditors for 2013 and to approve their remuneration for 2012. The motion was seconded by Martin Nijsse (Stand 2466).

Resolved That the Board of Directors be authorised to appoint the Auditors for 2013 and to approve their remuneration for 2012.

5. Chairman’s Report

The Chairman noted that his Report had been circulated earlier. However he highlighted and elaborated on the following issues: Strategic Plan The Chairman informed the meeting that the Board of Directors adopted a strategic plan for the following 5 years, which plan is open for comments and suggestions from members. Country Club Relations The Chairman mentioned that the relations between the HOA and Country Club were placed on a formal footing with the creation and acceptance of membership for all homeowners. Owen Hooker (Stand 2077) enquired what the financial relationship is between the HOA and Country Club. The Chairman expressed his surprise with the question and stated that a meeting was conducted with Owen Hooker on 5 March 2013 to address all his concerns regarding the relationship between the HOA and Country Club. Martin Nijsse explained that the HOA collect the membership fees from the levy and pay the aggregate fee monthly to the Country Club. Various questions and answers were posed on the process and the meeting concluded that homeowner membership of the Country Club was debated and adopted at the previous AGM and the debate should move forward. Municipal Services: Water Martin Nijsse, member of the Board of Directors and responsible for the portfolio municipal services addressed the meeting on the status of water provision Martin made use of a power point presentation, which included the following information: Background • The potable water supply of WRCE is sourced from Longmere dam • The water is treated and stored at the treatment works just outside our

maingate • From the treatment works the water is pumped into the supply system of

WRCE • The only other consumer connected to the system is Greenway Woods

Resort • Mbombela Local Municipality (MLM) is owner and operator of the treatment

and supply system • The water service from this system (flow, pressure and colour) has been

inconsistent for years

To improved the reliability and sustainability of this service the WRCE Board of Directors has decided to enter into a dialogue with MLM regarding the ownership,operations and control of the system.

Conclusions of the assessment

Independently both VEI and Sembcorp came to the following conclusions:

• The treatment works and quality of the water supply are seriously jeopardised by a general lack of preventative maintenance, and long delays in corrective maintenance of failing parts. At critical parts in the process there are no standby parts. It is therefore not surprising that this is leading to the series of disruptions in water supply and many cases of brown water recently experienced at the WRCE.

• The main reason for current poor plant condition is lack of management, knowledge and controls, that can be dealt with by automating the plant completely and monitor via scada remotely and a proper alarm system.

Actions agreed upon with MLM These conclusions where shared with MLM who embraced the offered support and suggestions to correct the situation. Pumps have been fixed, adjustments where done to the dosing and operating procedures but? Will this be sufficient to provide us a consistent reliable water supply in the future? Some facts • Capacity of the treatment works is 36 m3/h • Current Daily average demand is 520 m3 • Current Peak day demand is 760 m3 • Average consumption per stand is 2.3 m3/day • Total reservoir capacity is 1430 m3

The capacity of the system is adequate for the current demand, including peak days but might not be sufficient to meet the demand on peak days once the estate is fully occupied. Assuming of course that the plant is well maintained and operated So how to gain control over this? Strategically the board has decided that WRCE should become more self-reliant in respect of municipal services. • We have considered the options and asked the residents for inputs in this

process • In the process 4 main subjects are to be considered:

• Legislation • Costs • Funding • Expertise

Thank you for giving us input and questions!

Legislation • To become more self-reliant the Home Owners association will have to

register as a water service provider under the Water Act • The right to use the raw water abstraction license from the irrigation board

can be transferred from MLM to the WRCE HOA

• There are different supply options that would require different agreements with MLM

• A bulk water connection from the White River town system at the south side of the estate,

• Continue to get supplied from the long mere water treatment works,

• A combination of both. • WRCE or MLM could appoint a service provider like Sembcorp • WRCE or MLM could enter in service contracts with suppliers

We approached MLM without a fixed legal solution and intend to work this out jointly

Costs • The assessment revealed that it would cost about ZAR 800,000 to bring the

treatment works back to a reliable state • The operating costs (staff, electricity, chemicals, and maintenance) of this

system are about ZAR 5 per m3

The municipal services committee will conduct a detailed cost analysis that includes all operational, investment and license costs before submitting a final proposal the board of directors of the HOA.

Funding • The service provision should be funded from the rates paid (about ZAR 9 per

m3) by the homeowners for the usage of their water and sanitation services • The WRCE HOA would charge the same rate as the municipality, but could

bill the homeowners directly • The surplus of funds after deducting the costs to provide reliable services

would still need to flow back to Mbombela local municipality

In the discussions with Mbombela Local Municipality the board of directors of the HOA will require a full due diligence on the potential revenue and will have to negotiate with MLM about the terms and conditions to have this revenue stream administered under the responsibility of the HOA.

Expertise • We recognize that the estate would have to invest in getting the right skills at

the right place. This can be done by direct appointment of qualified staff, outsourcing of services to reputable contractors/providers, or training management and control of available staff and service providers.

• The municipal services committee believes that within the HOA and amongst reputable suppliers in the municipality we can find enough skills and motivation to address the issues with more purpose.

• We expect that the operation and maintenance of the sewer lines and pump stations on the estate would be part of the “deal’. This needs some more analysis of the current state of the system, which can best be done in cooperation with MLM.

The skills and expertise need to be long term locally available.

Other issues raised • There are always unforeseen consequences, and therefore a risk analysis will

be put forward to the board of directors of the HOA, before a final decision is taken on how to proceed with the ownership and operations of municipal services

• The behavior of water users concerns all that depend on the water system. There is a finite availability of raw water and the system is designed with certain demand patterns in mind. When the average usage of all consumers or the peak usage of some users is too big, it leaves others to suffer. Hence water restrictions are sometimes imposed and consumers are sometimes asked to manage their water demand. As HOA we are living amongst the users and, compared to the officials of MLM are in a much better position to communicate with our neighbors about water demand management and the need to treat this scarce source of life with care

The presentation was followed by comments, question and answer session, which included the following topics:

Water restrictions

Maintenance and quality of pipelines / reticulation

Sewerage

Finance: Expenditure: Repair / Upgrade costs (To be paid by whom?)

Finance: Control over Income (Payment into a Trust Account?)

“De-register” from MLM, becoming rural area again? (Regional Council area)

Risk assessment must be undertaken.

The meeting in general supported the strategy of the Board of Directors and the intended way forward with the provision of water services, as presented in the above presentation. Tommy Klopper (Stand 2251) proposed, seconded by Joy Gulle (Stand 2498) that the Chairman’s report for the 2012/13 corporate year be accepted. Resolved That the Chairman’s report for the 2012/13 corporate year be accepted.

6. Motions 6.1 Ratification of Revised House Rules

The Chairman invited Janssen Davies responsible for the Legal Portfolio to speak on the motion and chair the meeting during the duration of discussions on the matter. Janssen Davies explained the process and procedures followed to revise the House Rules of which copies were electronically mailed to all members and members were invited to collect a hard copy from the Estate Office. Subsequent to the circulation of the revised House Rules for comments, the Board of Directors received the following proposed amendments, which were approved by the Board of Directors:

That proposed Rule 3.6 be deleted and NOT be included in the House Rules:

3.6 “No person shall ride a quad bike or other unlicensed motorcycle or motorized or battery powered scooters in the Estate other than for the purpose of entry or exit from the Estate. The baffles of quad bikes / motorcycles may not be moved and the noise levels must be kept below what is determined by the Estate Manager to be acceptable.”

Lionel Lindsay (Stand 2273) proposed, seconded by Garth Cook (Stand 2136) that Rule 3.6 be deleted and excluded from the House Rules. Comments, questions and answers included the following:

How would the rule be enforced?

All laws and regulations are recognised and respected.

Alan Matus (Stand 2212) proposed as an addition to the first proposal that we replace Rule 3.6 with a rule which states that we shall abide to the By-Laws and other legislation applicable to roads and traffic. The proposal was seconded by Wesley Tendaupenyu (Stand 2537). After a show of hands it was Resolved That Rule 3.6 as original proposed in the House Rules be deleted and be replaced with a rule which states that all residents shall abide to the by-laws and other legislation applicable to roads and traffic. That proposed Rule 7.2.6 be amended as follows: 7.2.6 Cats can hardly be contained to a property and could cause huge damage to the fauna and wild life in the open spaces. Residents are therefore discouraged from bringing any cats onto the Estate. Should they wish to do so, no No more than one two cats will be permitted per household and prior approval in writing from the Association is required. Alan Matus (Stand 2212) proposed, seconded by Jan Jensen (Stand 2518) that Rule 7.2.6 be amended as reflected above. After a show of hands it was Resolved That Rule 7.2.6 as original proposed in the House Rules be amended as follows: “No more than two cats will be permitted per household and prior approval in writing from the Association is required.” Morag McLaren (Stand 2126) referred to Rule 10.3 and wants to know why only electrical lawn mowers may be used should a member choose to cut his / her own grass. It was explained that the only reason for the stipulation was to limit the noise factor. Morag McLaren (Stand 2126) proposed, seconded by Tommy Rogers (Stand 2473) that Rule 10.3 be amended and the following words be deleted; “and shall use only electrical machines.” A debate ensued if members should be allowed to use petrol lawn mowers and if so, on weekends or not. Various suggestions were raised, including a proposal not to become an isolated community, but to accept the general municipal rules as guide to be abided by. After further discussions Janssen Davies ruled that the principle be accepted to follow the municipal rules as guide in respect of the days and hours lawnmowers should be used, accepting the principal that the wording

“only electrical machines” will be deleted and that the House Rules be amended accordingly by the Board of Directors. After a show of hands it was Resolved

That the principle be accepted to follow the municipal rules as guide in respect of the days and hours lawnmowers should be used, accepting the principal that the wording “only electrical machines” will be deleted and that the House Rules be amended accordingly by the Board of Directors.

Ute Schneider (Stand 2187) enquired if other rules such as the Economic Activity

Policy, Building Regulations, etc. would also be included in this adoption process. The General Manager explained that all Policies of the HOA were already adopted in terms of and form part of the Memorandum of Incorporation (MoI) by the HOA at its AGM in 2012.

The meeting was requested to indicate if they wish to ratify the Revised House

Rules as presented by the Board of Directors and amended. Jan Jensen (Stand 2518) proposed and seconded by Martin Nijsse (Stand 2466) that the Revised House Rules as presented by the Board of Directors and amended be ratified and accepted as House Rules for the HOA.

After a show of hands it was Resolved That the Revised House Rules as presented by the Board of Directors and

amended be ratified and accepted as House Rules for the White River Country Estate Homeowners Association with effect from the 1st July 2013.

Janssen Davies continued and explained to the meeting that the Board of

Directors intends to follow a thorough process with the implementation of the revised House Rules, which process will entail the setting of a transitional period during which members would be given the opportunity to apply to the Board for condonation of any rule they think they might be in breach of. A Committee appointed by the Board of Directors will then consider the applications received and the procedures will include an appeal process. The details and time frames of the process would be published in a News Bulletin to all members. The meeting were requested to indicate their acceptance and approval of the proposed implementation procedures.

With a show of hands the meeting accepted the proposed procedures and it was Resolved That it be accepted that members will be given the opportunity to apply for

condonation to the Board of Directors for any rule such member think he might be in breach of during a transitional period and the detail and time frames for such process would be published in a News Bulletin to all members.

6.2 Fines and Penalties Janssen Davies informed the meeting that it would be of no use to have House

Rules without any clout and therefore section 12.1 of the House Rules makes provision for fines and penalties to be implemented for any contravention. This section also provides for the HOA to consider annually the fines and penalties to be raised and therefore the Board of Directors present the following recommendation to the meeting:

“That the following maximum fines be imposed for any first offence:

1.1 for any traffic/driving/use of street violation: R 2 500 1.2 for any architectural standard violation: R 1 000

1.3 for any environmental management violation: R 1 000 1.4 for any security violation: R 5 000 1.5 for any pet violation: R 1 000 1.6 for any other violation: R 1 000

2 That the fine for any second or subsequent similar offence by any person for whom a Homeowner is liable shall be the amount set out above plus 20% compounded for each subsequent offence.

3 That the above fines represent the maximum penalty per offence and a

fine may be repeated for every day the offence continues, which fine shall be regarded as one offence in the interpretation of 2 above.”

The General Manager pointed out that should a fine be issued and a Resident is

in disagreement, the matter may be referred to the Dispute Committee in terms of section 14.4 of the House Rules, read in conjunction with the MoI.

John Westoby (Stand 2527) wanted to know if a non-registered law enforcement

officer could issue fines. Janssen Davies undertook to obtain legal precedence on the matter and will ensure that the Board of Directors is clear on their actions before embarking on a certain procedure.

Simon Smith (Stand 2431) stated that if a warning is to be given before the issue

of a fine, such process should be in writing and should be included in the Rules. He further suggested that a committee of 6 to 8 members be compiled to consider such process and to reduce it to writing for inclusion in the House Rules.

Janssen Davies requested a seconder for the proposal as well as nominations for

6 to 8 members to serve on such investigation committee. Penny Robinson (Stand 1623) proposed instead that the fines and penalties as

presented be adopted and implemented. Janssen Davies attempted to marry the proposals and suggested that the

principle be adopted that fines and penalties should be raised and it be delegated to the Board of Directors to develop and document a process, be it outside or incorporated in the House Rules, to be followed with the implementation of a fine and that members be given the opportunity to submit comments and proposals to the Board on the process.

With a show of hands the meeting accepted unanimously the proposed procedures and it was

Resolved 6.2.1 That the principle be accepted and adopted that fines should be raised and

issued for contraventions of the House Rules. 6.2.2 That the Board of Directors be requested to develop and document a

process, be it outside or incorporated in the House Rules, to be followed with the implementation of a fine and penalty and that members be given the opportunity to submit comments and proposals to the Board on the process before its next meeting.

Lance Turvey thanked Janssen Davies for handling the matter and proceeds to

chair the meeting.

7. Board of Directors

The Chairman informed the meeting that 7 nominations were received for Directorship. The General Manager pointed out that the MoI provides that nominations close seven days prior to the AGM and that the nominations received were all in good standing. It was Resolved That the following members are elected Directors for WRCE HOA BOD for the 2013 / 2014 term of office:

Anderson, Liz

Cullen, Stephen

Davies, Janssen

Klopper, Tommy

Nijsse, Martin

Turvey, Lance

Van Der Westhuizen, Conroy

The Chairman thanked the members for the trust put in them as Board of Directors and mentioned that members such as Phil Hemus, Russell Moore and Rob Valentyn has indicated that they might be available to be co-opted onto the Board of Directors.

9. Closure

The Chairman confirmed that as there was no further business he thanked all members for their attendance, and declared the meeting closed.

_____________________________

HOMEOWNERS’ ASSOCIATION

AUDITED FINANCIAL STATEMENTS

Kindly find the Audited Financial Statements for the year ended on 31st December 2013 attached in a separate PDF file format.

Please continue.

HOMEOWNERS’ ASSOCIATION

CHAIRMAN’S REPORT

2013 - 2014

1. Introduction

The past year has had its challenges, but I am indebted to a very supportive Board who dealt with each issue with such purpose. The Directors who have served during the past year are:

Liz Anderson Steve Cullen Janssen Davies Tommy Klopper Russell Moore (Co-opted on 13 April 2013) Martin Nijsse (Resigned on 22 November 2013) Lance Turvey Conroy van der Westhuizen (Resigned on 17 October 2013) Clive Worthington (Co-opted on 4 October 2013)

At its meeting on 13 April 2013 the Board of Directors elected, Lance Turvey Chairman and Janssen Davies Vice Chairman. The Board of Directors (BoD) held 6 ordinary meetings and 1 special meeting during the year. A General Residents meeting was also held. All the Board Committees met a number of times during the year. This report outlines activities during the past year and sets out our goals and plans for the future.

The Board elected the following Directors’ responsible for the various Portfolios’:

Portfolio

Responsible Director

Architectural Lance Turvey

Communications Russell Moore

Development Lance Turvey

Environmental Liz Anderson

Finance Stephen Cullen

Golf Relations Janssen Davies

Legal Janssen Davies

Municipal Services Martin Nijsse

Security Tommy Klopper

3. Portfolio Activities

The following is a summary of the activities of each Portfolio Committee: 3.1 Architectural 3.1.1 Building Statistics

During the past year the following building plans were reviewed:

2012 2013

Number of plans reviewed. 13 19

Number of plans approved 12 16

Number of plans referred for resubmission

1 3

The table below is a summary of the existing development status on the Estate:

2012 2013

Total number of Stands 322 324

Consolidated Stands 9 7

Number of completed houses 262 266

Number of houses under construction

4 7

Number of vacant Stands 47 44

Members would note that the number of stands on the Estate did increase from 322 to 324 and this was due to the approval of the subdivision of 2 consolidated stands in St Augusta National -and -Long cove Close respectively by the Board. Members may take note that the Board is at present engaged in discussions with Oliver’s Restaurant & Lodge regarding service delivery & membership benefits which would lead to the further increase in membership numbers.

3.1.2 Building Regulations & Procedures

During the past year the BoD made some significant changes in the building operation procedures pertaining to building plan approval and building inspection procedures. As for building plan approvals an Advisory Architect in the person of Jacques Terblanche was appointed. The role and function of the Advisory Architect is to guide prospective homeowners through the building process and to consider building plans and making a final recommendation to the Architectural Committee on approval or not. A number of homeowners questioned the wisdom to appoint an Advisory Architect whilst only 14 % of land is still vacant on the Estate. The answer lies in the fact that approximately 75 % of new home buyers do undertake alterations and / or additions to a house within the first 6 months of purchase. With 38 transfers taking place in 2013 of which 29 included dwellings one could assume that the number of building operations being undertaken besides the construction of new houses will be quite substantial. We are also at an advanced stage of the development on WRCE that some member’s -try to push the boundaries in respect of Building Regulations and more specifically in respect of the architectural theme that is already established on the Estate.

The BoD also decided to contractually appoint a Building Inspector. The functions of the Building Inspector are supportive of the Advisory Architect and the Building Inspector will address the technical issues on a building site which fall outside the GM’s management field. All costs relating to the Advisory Architect and Building Inspector is covered by a fee imposed on the users of the service.

3.1.3 Building Regulations

The BoD is in the process to revise the Building Regulations and a motion in this regard would serve at the AGM.

3.1.4 St Augusta National Close

Some confusion might exist amongst Residents as to the new house been constructed at the end of St Augusta National Close. This property is 1 ha in extend and is privately owned. The property stretches from the perimeter fence to the golf course and as such made St Augusta Close a cul-de-sac. This does not present in change in the Estate’s layout plans and the property was established as such. With no house in place Residents just became complacent with the idea that St Augusta National Close is a walk-through passage to the Club House. We request all Residents to please respect the privacy of the Residents of this property and to use Pebble Beach Close as thoroughfare to the Club House.

3.2 Communications 3.2.1 Publications

We published 11 News and 17 Special News Bulletins during the year. The Special News Bulletins were mainly “Your Golfing Week” from the White River Golf Club. We still plan to publish a News Letter in glossy format and keep looking for an affordable publisher. We encourage members who are in the publication or advertising industry to contact us.

3.2.2 Website

The website was redesigned in 2007 and is updated on a regular basis. We intend to re-design the site in due course. The latest News Bulletin and other information are published on the website. The homeowner section hosts internal information and documents, whereas the rest of the website serves as a marketing tool for the Estate. The website can be viewed at: www.wrce.co.za

3.2.3 Bulk Electronic Communication

Our electronic communication system includes News Bulletins, statutory information, levy accounts and meeting notices, etc. A bulk sms message service has also been introduced. This service is used to advise Residents of service delivery interruptions and security situations. Members are requested to ensure that we have their correct e-mail address.

Another form of electronic communication to be introduced by the Board is a Portal or so-called “cloud”. The portal will bring communication closer to all Residents. Most importantly, Residents would my means of the portal be able to update their own individual information on the HOA system for communication and access control purposes. This will make all communication with residents considerably easier.

3.2.4 Registration of Estate Agents

The following Estate Agencies are registered with the HOA: ► Aida ► Chas Everitt ► Fine & Country ► Gillian Kruger Real Estate ► Pam Golding ► RE/MAX ► Realty 1 Elk White River ► Telios ► White River Property Sales

3.2.5 Service Provider Board From time-to-time members call the Estate Office for contact details of service providers such as electricians, plumbers, estate agents, etc. It is difficult to provide an unbiased recommendation without appearing to favour one over the other. The Board solved this problem by erecting a Service Provider Board at the Estate Office, which lists the contact details of service providers. The service providers are listed at an annual fee and when asked for information, the Estate Office refers the enquirer to the board or e-mails a copy of the board to the enquirer. Should two or more justified complaints be received regarding a service provider, the Board will contact the service provider and if the complaint is justified the name of the service provider will be removed from the board.

3.3 Development

3.3.1 Neighbouring Developments

Following our report in 2012 / 2013 in respect of the possible development of surrounding property and more likely the portion of land at the back of Bay Hill Drive and the portion of land across the river from the golf course (Oliver’s Restaurant & Lodge side), the Board did not agree with the contents of the draft Memorandum of Understanding proposed between WRCE and Artic Sun, a Mondi affiliate, and did not sign the Understanding. The Board clarified its role and informed Artic Sun that the Board is looking forward to surrounding development and willing to co-operate with the developer. The Board believes that it has some expertise to offer and some cost benefits could be achieved by the sharing of certain security infrastructure. The Board has to date not received any further communication or response and will continue to keep Members fully informed of any new developments.

The Board has a taken proactive role upon hearing of the sale of a portion of land, directly south of Oliver’s’ Restaurant & Lodge by the White River Country Club to Oliver’s’. It is understood that Oliver’s intend extending their facilities. The Board entered into discussions with Oliver’s who is already a member of the HOA and agreed in principle that the extended portion should be incorporated into the Estate, The terms and conditions are in progress and still need to be finalised.

3.4 Environmental

Members are encouraged to discuss any environmental matters directly with Eddie de Kock our Manager: Garden & Maintenance. Eddie can be reached at: 082 3860 529.

3.4.2 Garden Refuse Removal

The Board manages the garden refuse removal service to ensure that the Estate is kept neat and tidy. We wish to refresh the memory of Residents and inform newcomers of the following procedures for the removal of garden refuse: Domestic refuse is removed by Mbombela Local Municipality (MLM) twice per week Mondays and Fridays. A maximum of 5 (five) bags of domestic refuse will be removed by MLM and provided your garden refuse is bagged, a maximum of 7 (seven) bags of garden refuse will be removed by MLM. Garden refuse not removed by MLM will be removed by the HOA contractor on Monday and Friday afternoons, after the removal by MLM. The HOA contractor will only remove garden refuse and will take a maximum of 4 (four) bags per house. (This equals about 1 m³). We urge Residents to bag garden refuse whenever possible and to cut and bind twigs / branches / shrubs in parcels not exceeding 1m in length. The cost of garden refuse (4 bags) removed by the HOA on Mondays and Fridays is already included in your monthly levy payment. Please note that the House Rules prohibit you from placing garden refuse out on non-removal days (i.e. Tuesday, Wednesday or Thursday). Should you do so, the HOA will remove the refuse and debit your levy account accordingly.. Please take note that no separate invoice will be provided for this service. Garden refuse removed on a Tuesday, Wednesday or Thursday will be charged at R25 (Twenty Five Rand) per black bag. Any garden refuse in excess of 1m³ will not be removed and you will receive an advice to remove it within 24 hours or the HOA Contractor will remove it, at your cost. You may also contact the HOA contractor for a quotation to remove loads of garden refuse in excess of 1m³ at a time convenient to you. The contact detail for the HOA Garden Refuse Contractor is: Andre Norval: 076-947-7132

3.4.3 Environmental Plan

LTLA Landscape Architect’s prepared an Environmental Management Plan for WRCE. The broad guidelines addressed in the plan included upgrading and / or maintenance proposals relating to the following:

Natural-scape

Streetscape

Cultivated areas

Recreation areas

Entrance points

Focal & high focal points

Bearing the vast areas in mind which the plan addresses the BoD decided to embark on the areas prioritised in the plan one at a time The Board is currently concentrating on the entrances and associated signage at the entrances.

3.4.4 Erosion Control

We have experimented throughout the year with various ways and means to control the erosion along our perimeter fence and have been proactive in this regard. For example, we have stopped the usage of weed-killer which has helped contribute to the return of the natural vegetation. At certain areas grass was successfully planted which contributed to the natural rehabilitation of these areas.

Our biggest challenge remains at Tee 8 river-crossing along the golf course and we are investigating a number of options of embankment support and erosion control.

3.5 Finance

3.5.1 Annual Budget

In terms of MoI and the Companies Act of 2008, the Board is required to prepare an estimate of the income and expenditure for the following financial year. The Board held an Informal General Meeting on 24th October 2013 to present the 2014 Budget. In the face of on-going cost pressures the Board announced a 10.88 % increase in the monthly levy. The estimated income and expenditure for 2014 can be summarised as follows:

Income

INCOME

Source 2013

Budget

2013 Estimated

YTD

2014 Budget

Difference 2013 YTD

/ 2014

Levy 6,501 6,542 7,208 10.2 %

Less: Levy Rebate 15 15 10 -33.3 %

Sub-Total 6,486 6,527 7,198 10.3 %

Other Income 153 141 333 135.8 %

TOTAL 6,639 6,668 7,531 13.0 %

Expenditure

EXPENDITURE SUMMARY

Portfolio 2013

Budget

2013 Estimated

YTD

2014 Budget

Difference 2013 YTD /

2014

Administration 1,024 978 1,052 7.6 %

♦ Communication 449 386 399 3.4 %

Environmental 1,412 1,310 1,579 20.5 %

Finance 257 248 268 8.3 %

Security 2,829 2,987 3,502 17.3 %

TOTAL 5,970 5,907 6,799 15.1 %

♦ The Communication Portfolio include the aggregate membership fee to the Country Club.

Capital Projects

CAPITAL PROJECTS

PROJECT Estimated

Cost

Perimeter Cameras 250

Environmental Upgrades 100

Erosion Control: Perimeter Fence 50

New Lawn Mowers 100

Bio-Metric Scanners 250

Upgrade: Grantake Close 100

Total 850

The following services are covered by your monthly levy: Security Service

- Electronic Access Control; Estate and Perimeter Patrols - Alarm Monitoring (Perimeter Fence & House Alarms) - Perimeter protection; Armed Response

Environmental Service

- Maintenance of public parks/areas; - Cutting grass on private properties;

- Pruning trees on public areas and sidewalks - Sweeping streets and cutting grass on sidewalks;

- Removal of garden refuse;

Architectural Service

- Building plan approval; Building control. * - Capital improvement projects; Land usage administration

Financial Service

- Income and expense management; - Property transfer administration; - Observance of accepted financial management principles.

Administration Service

- Good governance principles; Management of House Rules - General management of the Estate’s affairs - Secretarial services to BoD & HOA - Liaison with the Municipality.

Communication Service

- Publication of News Bulletins; Estate agents management - Website management; Classified advertisements

* Kindly note that building plan approval & building control is a “user pay” service and the cost do not derive from the levy.

3.5.2 Financial Control: Arrear Levies

The Board is mindful of the economic pressures that currently prevail, and will try to assist Homeowners where possible. However we follow a strict legal process to collect arrear levies. The Board encourages Members to sign a debit order for the payment of monthly levies.

3.4.5 Clearance Certificates

In terms of the Memorandum of Incorporation no property may be transferred from one legal entity to another unless the HOA has issued a Clearance Certificate. The HOA issues a Clearance Certificate at the request of the transferring attorney when the seller is in good standing as far as the HOA is concerned. Thirty-Eight (38) Clearance Certificates were issued in 2013 compared to 29 in 2012. This figure represents some interesting reading, given the apparent national and global decline in property sales.

3.4.6 Value Added Tax

Section 12 of the VAT Act of 1991 was amended on 12th December 2013 and it was determined that with effect from 1st April 2014 all Homeowner Associations will cease charging VAT on homeowner levies. The BoD resolved that WRCE HOA needs to de-register as VAT vendor and in line with this decision the budget for 2014 was amended from 1st April to make provision for an increase in expenses. As a result of the increased expenses the non-vatable levy remained at R2 140 pm. The reality of the situation and the effect of the legislation means that the budget of an individual homeowner remains unchanged.

3.6 Golf Club Relations

Following the resolution passed by the members at the General Meeting on 23rd June 2012, the Homeowners became “Homeowner Members” of the Country Club. The Board elected Janssen Davies as your representative on the Management Committee of the Club. Substantial and positive progress was made with the relationship between the HOA and Club. One of the more significant issues addressed was the role and responsibility each party -has with regard to security. A Memorandum of Agreement was concluded between the HOA and Club regarding security issues and more specifically relating to access control at Club Gate and the maintenance of the perimeter fence. As a Homeowner member you and your family are subject to the Club’s constitution and rules and for example need to dress and behave accordingly when the Club is visited.

The following Code of Conduct needs to be observed at all times by Homeowners:

“The golf course is generally for the use of fee paying golfers, and unless you have paid the appropriate fee you may not practice or play on the golf course. Walking is discouraged whilst golf is underway. In other words whilst active golfers are visible

You may cross the course using the path from the Clubhouse to the 10th tee that leads to Pebble Beach Close. Please note that no jogging, cycling, roller blading or the use of any motorised vehicle other than a golf cart is permitted on the course. No dogs are permitted on the Golf Course.

Please remember that golfers have the right of way on the course at all times and you are requested not to disturb play.”

3.7 Municipal Services

The Board values its relationship with Mbombela Local Municipality (MLM) and strive at every opportunity to strengthen this relationship.

3.7.1 Roads

The roads on the Estate require continual maintenance. The Municipal budget for road repairs on the Estate is inadequate and most recently your Board has had to purchase steel grids to ensure the stormwater drains in the roads could be repaired and the road be made user-friendly.

3.7.2 Street Lights

The outage of streetlights is both inconvenient as well as being a security risk. The vandalism of street lights seems to have stopped, as reported earlier. The Municipality continues to repair street lights and faulty lights are reported weekly

to the Municipality. Residents are requested to report faulty street lights to Security, who will notify the Municipality of faults each week.

3.7.4 Water

The water supply situation in WRCE remains unpredictable and unchanged. The crisis of water supply requires the full cooperation of each and every one of us. It is important that we all recognise the need for us to continuously conserve water.. There is also the need to recognise the fact that the filtration plant and its storage reservoir have a limited capacity and that we have a limited allocation of water quota. When we exceed this, we simply run out of water. That is now almost a regular occurrence and as more houses are completed and the demand increases and the problem is exacerbated. It is important that we all work together to please support this effort.

Since our last AGM the Municipal Serves Committee have met twice with officials of MLM and on numerous occasions with individual officials regarding the supply of water. We can report that MLM has made money available for the refurbishment of the Longmere Purification plant and the progress is being followed and continuously monitored.

3.8 Legal 3.8.1 Transfer of Parklands and portions of golf course to the HOA

Various portions of parklands were transferred and registered into the name of White River Country Estate Homeowners Association, but the transfer of the section of the golf course west of the river is taking a little longer than we had hoped. . The hold-up in this regard is due mainly to the value MLM has attached to the land., The initial extraordinary high valuation would have resulted in substantially higher property rates being paid on an on-going bases, into the future. The Board is in the process of re-negotiating the land values with MLM and is confident that the matter will be amicably resolved.

3.9 Security 3.9.1 Security Service Provider

J & M Security was offered the contract to provide security services on the Estate for a period of 3 years after winning the bid through a tender process during October 2013.

3.9.2 Security Incidents

We are fortunate to report that no house break-ins or serious security incidents occurred during the past corporate year. Security is aware of the poor security record presently being experienced in White River Town and remains alert and pro-active not to become complacent. J & M Security are committed to build a record for no-incidents on the Estate and they enjoy the full support of the Security Committee. With the involvement of Residents this target is attainable and so we encourage everyone to follow the security protocol.

3.9.3 Security Capital Projects

The Security Committee recently completed a security risk analysis which provided valuable input on future planning. Perhaps one of the more interesting conclusions arising from the analysis is the following: “The risk factor between access and the perimeter is not comparable and each one attracts its own type of criminal. The petty thief tries entering via the perimeter fence and the sophisticated criminal will probably try to enter by vehicle or as pedestrian.”

The above statement together with legislation recently passed regarding electrical fencing and taking the lifespan of the existing electrical fence into account, called for a re-investigation of priorities. The fact of the matter is that the continued and simple maintenance and replacement of the existing electrical fence would not be legal and the replacement of thereof with a non-electrical fence and/or re-positioning of the electrical fence would need to be investigated. Some of the latest fencing products like Clear-View fencing could be one of the possible solutions. . The Committee will investigate all possibilities and various alternative methods. The remainder of the capital projects for security includes bio-metric readers and the increase in the number of perimeter cameras.

4. Closure

I would like to take this opportunity to acknowledge and thank the on-going commitment and hard work of the entire team that makes living on this estate the pleasure that it is. In particular I want to thank all the Members of the Board and its Committees who give freely of their valuable time and expertise, our General Manager Andre Coleske who somehow manages to achieve much under the stress of multiple and sometimes contradictory demands and all our service providers and also all the employees of the HOA. I also want to thank the Management Committee and the management of the WRCC for their cooperation and their continued commitment to make the Club our social centre. Finally I would like to remind you of the AGM, which will take place on Saturday 12 April, 2014 at the WRCC. Please attend the meeting if at all possible or least send us a signed proxy form.

Lance Turvey

Chairman

HOMEOWNERS’ ASSOCIATION

ANNUAL GENERAL MEETING

Saturday, 12th April 2014

MOTION

RATIFICATION OF HOUSE RULES

Background Section 6.11 of the Memorandum of Incorporation (MoI) of White River Country Estate Homeowners Association stipulates that a rule made by the Directors is binding in the interim and permanently once it has been ratified by an ordinary resolution of the Association. The Board of Directors announced on 6th December 2013 that they have revised the House Rules in Section 3.1 to make provision to increase the speed limit on the Estate in certain areas to 35 km/h and wish to implement the revised rule with effect from 15th December 2013. The revised rule 3.1 read as follows: “3.1 The Estate is a residential neighbourhood and golfing estate and therefore pedestrians, animals and golfers shall have the right of way at all places and roads at all times within the Estate. Vehicles shall be brought to a stop whenever necessary to enable such pedestrians, animals or golfers to enjoy right of way. Equally pedestrians should be sensitive to traffic, and shall be responsible for their own safety. No person shall drive any vehicle on any side road within the Estate at a speed in excess of 25 (twenty-five) kilometres per hour, or such slower speed as hereinafter provided and no person shall drive any vehicle on Bay Hill Drive and Pine Hurst Drive, from its intersection with Bay Hill Drive to its intersection with St Andrews Close, at a speed in excess of 35 (thirty five) kilometres per hour.”

Recommendation That the revision of Section 3.1 of the House Rules for White River Country Estate Homeowners’ Association as adopted by the Board of Directors be ratified and implemented with effect from 15th December 2013.

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HOMEOWNERS’ ASSOCIATION

ANNUAL GENERAL MEETING

Saturday, 12th April 2014

MOTION

FINES and PENALTIES

Background Section 6.11 of the Memorandum of Incorporation (MoI) of White River Country Estate Homeowners Association stipulates that for the enforcement of any of the rules made by the Directors in terms of Section 6.5 of the MoI, the Directors may impose a system of fines or other penalties. The amount of such fines needs to be reviewed and confirmed at each Annual General Meeting of the Association. Recommendation 1 That the following maximum fines be imposed for any first offence: 1.1 for any traffic/driving/use of street violation: R 2 500 1.2 for any architectural standard violation: R 1 000 1.3 for any environmental management violation: R 1 000 1.4 for any security violation: R 5 000 1.5 for any pet violation: R 1 000 1.6 for any other violation: R 1 000 2 That the fine for any second or subsequent similar offence by any person

for whom a Homeowner is liable shall be the amount set out above plus 20% compounded for each subsequent offence.

3 That the above fines represent the maximum penalty per offence and a fine

may be repeated for every day the offence continues, which fine shall be regarded as one offence in the interpretation of 2 above.

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HOMEOWNERS’ ASSOCIATION

ANNUAL GENERAL MEETING

Saturday, 12th April 2014

MOTION

REVISED BUILDING REGULATIONS

Background Section 6.11 of the Memorandum of Incorporation (MoI) of White River Country Estate Homeowners Association stipulates that a rule made by the Directors in terms of Section 6.5 of the MoI, is binding in the interim as specified in Section 15 (4) (c) (i) of the Companies Act of 2008 and permanently once it has been ratified by an ordinary resolution of the Association. The Board of Directors adopted a resolution on 14th March 2013 to revise the Building Regulations and wish to implement the revised regulations with effect from 1st May 2014. Members are requested to comment on the revisions. A copy of the revised Building Regulations is attached herewith under separate cover or can be obtained on the website at www.wrce.co.za in the Homeowners’ section (login password “homebuzz”) or a hard copy may be collected at the Estate Office. Recommendation That the Building Regulations for White River Country Estate Homeowners’ Association as adopted by the Board of Directors be ratified and implemented with effect from 1st May 2014.

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HOMEOWNERS’ ASSOCIATION

ANNUAL GENERAL MEETING

Saturday, 12th April 2014

MOTION

MAINTENANCE of GRANTAKE CLOSE

Background Grantake Close serves as the only link road between South Gate and Danie Joubert Road. MLM refused to classify Grantake Close as municipal road due to its width and ownership. Grantake Close was constructed by WRCE HOA in co-operation with the surrounding landowners on land owned by these surrounding owners. The process was never formalised and the Board should now proceed with the registration of this road. This process would include all users of the road and a financial contribution should be raised for the maintenance of the road which is becoming more crucial annually. Section 17.6 of the Memorandum of Incorporation (MoI) of White River Country Estate Homeowners Association stipulates that the income of the Association shall be applied solely toward the achievement of its main objectives. Section 6.3 of the MoI states the main business of the Association is to promote, advance and protect the common interest of its members and property in the Township. The Association therefore needs to authorise the Board of Directors to incur expenditure outside the Estate, whilst Grantake Close would be an asset situated outside the Estate. Recommendation That the White River Country Estate Homeowners’ Association do hereby authorise the Board of Directors to proceed with the required actions to manage and maintain Grantake Close outside the Estate and that money budgeted for may be spend on this road, provided a “users –pay” system is created for Grantake Close.

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HOMEOWNERS’ ASSOCIATION

ANNUAL GENERAL MEETING

Saturday, 12th April 2014

MOTION

DETERMINATION of NUMBER of DIRECTORS

Background Section 13.1of the Memorandum of Incorporation (MoI) of White River Country Estate Homeowners Association stipulates that the Board of Directors may have a minimum of 7 (seven) and a maximum of 15 (Fifthteen) members serving on the Board. Section 14.3 of the MoI stipulates the Members of the Association must fill the vacant offices at its AGM for Directors and may decide to maintain, increase or decrease the number of Directors. The BoD in 2013 / 2014 operated with an average of 7 Directors. The HOA however needs to determine the number of Directors. Note should be taken that an un-even number favour the operations of the Board, particularly when difficulties are experienced to obtain a quorum. Recommendation That the number of Directors to serve on the Board of Directors for White River Country Estate Homeowners’ Association for 2014 / 2015 be set at 15 Directors.

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HOMEOWNERS’ ASSOCIATION

ANNUAL GENERAL MEETING

Saturday, 12th April 2014 White River Country Estate

PROXY FORM I,………………………………….………………….… owner of Stand ………………………….. being a member of the White River Country Estate Homeowners Association hereby appoint: ………………………………………..……. of ……………………………………….. or failing him the Chairman of the meeting as my proxy to vote for me and on my behalf at the Annual General Meeting of White River Country Estate Homeowners Association to be held on the 12th day of April 2014 and at any adjournment thereof as follows:

In favour of Against Abstain

Resolution adopting the Minutes of the Annual General Meeting held on 13

th April 2013

Resolution to approve of the Annual Financial Statements for the year ended 31 December 2013

Resolution regarding the appointment and remuneration of Auditors

Resolution to accept the Chairman and Directors Report for the 2013 / 2014 term of office.

Resolution in terms of the MoI to ratify the revision of the House Rules

Resolution in terms of the MoI to confirm the fines and penalties for any contravention in terms of the House Rules

Resolution in terms of the MoI to ratify the revision of the Building Regulations

Resolution to authorise the BoD to manage and incur expenditure maintaining Grantake Close

Resolution to determine the number of Directors to serve for 2014/15 on the BoD

(Indicate instruction to proxy by way of a cross in space provided above). Unless otherwise instructed, my proxy may vote as he thinks fit.

Signed this ……………………. day of ………..………………………… 2014 ………………………. SIGNATURE (Note: A member entitled to attend and vote is entitled to appoint a proxy to attend, speak and on a poll vote in his stead, and such proxy need not also be a member of the company.)

Proxy Forms are to be submitted to: The General Manager, White River Country Estate Homeowners Association

at [email protected] or faxed to 086 295 4498 or handed to him before 08h30 on Thursday, 10

th April 2014

__________________________________________________________________

COMPANY NAME

RESOLUTION OF THE BOARD OF DIRECTORS / MEMBERS / TRUSTEES

Whereas the Company / Close Corporation / Trust is a member of White River Country Estate Homeowners Association, by virtue of ownership of Stand ……………….. it is accordingly RESOLVED THAT ______________________________________________ (FULL NAME) Be and is hereby appointed to represent the Company / Close Corporation / Trust at the Annual General Meeting of White River Country Estate Homeowners Association to be held on Saturday, 12th April 2014, or any adjournment of such meeting. _________________________ ___________________ Confirmed a true copy (Date) CHAIRMAN / SECRETARY

HOMEOWNERS’ ASSOCIATION

ANNUAL GENERAL MEETING

to be held on Saturday, 12th April 2014 at the White River Country Club, Clubhouse,

White River Country Estate

DIRECTORS’ NOMINATION FORM I, ___________________________ the registered owner of Stand ___________ White River Country Estate, do hereby nominate the following person/s for election to the position of Director of the White River Country Estate Homeowners Association for the period from the 2014 Annual General Meeting, until the Annual General Meeting to be held in 2015.

NAME OF NOMINEE

STAND

NO.

SIGNATURE AS ACCEPTANCE

BY NOMINEE

_____________________ _______________ Signature of Member Date

Nomination forms are to be submitted to:

The General Manager, White River Country Estate Homeowners Association

at [email protected] or faxed to 086 295 4498 or handed to him before 08h30 on

Friday, 4th April 2014