Constitution & Scheme Rules

Constitution

1. Name

The name of the Club is FunSeekers International.

2. Legal Nature of the Club

The Club is an association not for gain, capable of owning its own property and of suing and being sued in its own name and having perpetual succession, apart from its members and is therefore an association in terms of Section 7 of the Property Timesharing Regulations as contained in the Property Timesharing Control Act 75 of 1983.

3. Objects

The Objects of the Club are to acquire, rent or lease holiday property or movable assets for the use and enjoyment of its members.

4. Powers

Powers of the Club, which shall be exercised by the Trustees, are to perform any legal acts which a natural person of full legal capacity can perform, including the entering into of any agreements or transactions of any kind, whether of a commercial nature or otherwise, subject only to the exclusion of certain powers as set out herein. The Club also has all the powers necessary and/or incidental to the achievement of its objects. The powers of the Trustees, as listed elsewhere herein are merely illustrations of the powers of the Club, and shall not be interpreted as limiting the powers in any way.

5. Funds

The Club shall obtain funds inter alia from members' investments (which may also be referred to as the purchase price of accommodation Points) and the collection of annual subscriptions. Club funds may be used to acquire, rent or lease holiday property or movable assets, and to pay the costs and running expenses of the Club, which includes the reasonable payment to Trustees, employees and agents. Funds may be invested and accumulated for future use, but no portion of the funds or assets of the Club may be transferred by way of profit or dividend to any person. Any surplus funds arising in any year will be carried over towards the funding requirements of the following year.

6. Membership

  1. There shall be Founder members and Ordinary members which Ordinary members shall be made up of Perpetuity members and Term members.
  2. The Founder members are the signatories hereto, and their successors in title.
  3. Founder members may cede, transfer, alienate or otherwise deal in their rights, whether by way of testamentary bequest or in any other manner.
  4. Applicants for membership shall only become members upon written acceptance of their application for membership, and registration of their membership in the register of members. In the event of any reconstruction, arrangement or amalgamation with any other body or club, the Trustees may unanimously authorize other methods of accepting persons or membership.
  5. All members are bound by this Constitution and any amendment thereof, including the Scheme Rules and other documents referred to herein, which shall be deemed to form part of this Constitution.
  6. A register of members shall be kept, and any extract there from certified by any Trustee or nominee of the Managing Agent shall be prima facie proof of the correctness thereof.
  7. If a juristic person becomes a member, it shall nominate a natural person as its representative who shall have the right to exercise its rights and who shall be liable, jointly and severally, as surety and co-principal debtor for the obligations of the member. In the absence of such express nomination, which must be acceptable to the Trustees, the person who signs the application on behalf of such juristic person shall be deemed to be so nominated.
  8. Membership may be transferred and passes to the estate of the member, subject to payment of all outstanding subscriptions and other dues, whether otherwise due and payable or not, and subject to the discretionary consent of the Trustees, which shall not be unreasonably withheld against payment of a transfer fee equal to 5% of the current valuation of the membership Points.

7. Trustees

  1. The affairs of the Club shall be controlled by the Trustees, of whom there shall be at least three.
  2. The Trustees shall include at least one attorney or accountant, at least one bona fide businessman with experience in the property industry, and the Founder members or person nominated by the Founder members and/or person nominated by the Ordinary members.
  3. The Trustees shall not be required to give security to the High Court or to any other person for the due performance of their duties.
  4. Any act/s performed by the Trustees in the name of and on behalf of the Club shall be valid and binding on the Club.
  5. The Trustees are indemnified by the Club against any claim arising from the bona fide exercise of their powers.
  6. At every annual general meeting all the Trustees shall retire but shall all be eligible for re-election.
  7. Any casual vacancy shall be filled by a person as appointed by the remaining Trustees, and such person shall hold office until the next annual general meeting.
  8. If ever there are no Trustees, the Managing Agent or auditors shall convene a special general meeting for the purpose of electing Trustees. If no such meeting is called within 10 days of a written request by any member, any member may convene such a meeting. The Club shall repay the reasonable costs relating thereto.
  9. Any Trustee may nominate an alternate, who must be acceptable to the other Trustees, to act in his stead during his absence or inability to act.
  10. A Trustee shall cease to hold office if he dies, resigns, is sequestrated, is disqualified from acting as a director of a company in terms of Section 218 of the Companies' Act, or if a resolution is passed dismissing him.
  11. There shall be paid a reasonable remuneration for their services, which shall be approved annually at the Annual General Meeting under the financial report and budget vote.
  12. The Trustees shall determine the procedure at and relating to their meetings, provided that a quorum shall be two and the chairman shall have a casting vote to avoid deadlock.
  13. Any resolution signed by all the Trustees, even if at different times and at different places shall be as valid and effective as a resolution passed at a meeting duly called.
  14. If any law requires a management association, the Board of Trustees shall be the management association representing members.
  15. The Trustees shall keep minutes of the meetings in accordance with section 242 of the Companies' Act.

8. Powers of Trustees

The powers of the Trustees include the following:-

  1. To invest and apply Club funds as they deem in the best interests of the Club.
  2. To acquire, rent or lease holiday property.
  3. To acquire movable assets.
  4. To alienate and encumber the assets of the Club subject to a special resolution being passed if a substantial portion of the assets will be alienated or encumbered.
  5. To delegate their powers.
  6. To enter into any agreement or arrangement of any kind, with anybody or person, whether in the holiday industry or otherwise.
  7. To determine and amend the Scheme Rules from time to time.
  8. To establish an annual subscription fund and determine what amounts and on what basis the members shall contribute to it.
  9. To bring or defend any legal or other proceedings.
  10. To increase the number of Trustees, and to co-opt additional Trustees until the next general meeting.
  11. To determine the number of additional holiday Points of various classes that may be issued at any time, regard being had to prevailing circumstances.
  12. To authorize the use of a shortened name of the Club, or any alternative trading name, for the purposes of marketing, banking and otherwise.
  13. To authorize the release and use of funds.
  14. To determine the subscription fees for membership Points from time to time.
  15. To pay the establishment costs.
  16. To appoint an honorary patron or president or other such titular head as they may decide.
  17. To invite such authority as may be charged with consumer protection, to nominate a person who shall be appointed as an additional Trustee.
  18. To engage the services of professional people, agents and brokers and pay their fees and remuneration.
  19. To allow members the gratuitous use of uncertified property, and to allow the gratuitous use of any holiday property to any person whom in their opinion has contributed or will contribute in any way to the advancement of the interests of the Club.
  20. To appoint a Managing Agent or agents on such terms as they approve.
  21. To let holiday property or assets to non-members.
  22. To operate banking and similar accounts.
  23. To exercise their powers and duties in terms of Section 8 and 9 of the Property Timesharing Regulations as contained in the Property Timesharing Control Act 75 of 1983.

9. Accounts

  1. Proper books and records shall be kept reflecting the affairs of the Club in accordance with Generally Accepted Accounting Principles.
  2. At the inception of the Club, the Trustees shall cause to appoint an auditor registered in accordance with the Public Accountants and Auditors Act, to audit the books of the Club. Such auditor shall hold office until the first general meeting of the Club, and an auditor shall be appointed at each general meeting thereafter.
  3. As far as is practical, the annual financial statements of the Club shall be prepared in accordance with the Fourth Schedule of the Companies Act.
  4. The Club's financial year shall end on the last day of December each year.

10. Disclosure and Right to Inspect Record

  1. Members shall be entitled to full disclosure of the affairs of the Club at any general meeting.
  2. Any member may at any reasonable time and for any bona fide reason inspect the books and records of the Club, including the audited financial statements and approved budgets, with or without a professional representative. If the Trustees or Managing Agent are not satisfied as to the bona fides of the request, permission may be refused, in which event the dispute may be referred to arbitration in terms of clause 17(f).
  3. In order to protect the confidentiality of the Club's affairs, members may not make or receive copies of the books and records, except for bona fide judicial purposes.

11. Members Accommodation Rights

Members are entitled to the use of the Club's property portfolio ninety (90) days after being accepted as a member of the Club, such use to be subject to the terms and conditions of the Constitution and Scheme Rules of the Club. At an Annual General Meeting of the members held on 18 October 2008 the members decided to change the Constitution to show that: The Club will only carry enough stock for paying members. At present only 80% of members are paid up per annum and the Club will therefore only carry stock for these members. This decision was taken in order to limit the risk to paying members and the Club will therefore keep 20% less stock than required, in order to accommodate the said decision.

12. Release of Funds

Subscriptions by members shall be held in the Club's investment account until the Trustees consent to the release thereof. In deciding whether to consent, the Trustees shall have regard to the total accommodation rights of members, as represented by paid up Points and the property portfolio and whether the property portfolio is sufficient to satisfy the accommodation rights represented by such Points, but disregarding time or location preferences. If the Trustees are not satisfied that the accommodation rights can be met, they shall only consent to the release of such funds for the purpose of acquiring further holiday property.

13. Contracts with the Club

Any member, Founder member or Trustee may enter into any contract with the Club and/or perform professional services for reward.

14. Members Meetings

  1. Within one (1) month of the completion of the audited financial statements of the Club, the Trustees shall call an Annual General Meeting to :-
    1. Receive a report from the Chairman of the Board of Trustees.
    2. Approve the minutes of the previous Annual General Meeting.
    3. Consider the audited Annual Financial Statements for the previous year.
    4. Appoint auditors for the ensuing year and to approve the auditors' remuneration.
    5. Receive a report from the Managing Agent.
    6. Determine and approve the Trustees' remuneration.
    7. Determine the number of Trustees to hold office for the ensuing year.
    8. Appoint Trustees for the ensuing year.
    9. Consider any other business that the Trustees may consider necessary.
  2. Meetings shall be held at such places as the Trustees shall nominate, failing which they shall be at the main offices of the Club.
  3. Special General Meetings may be called at any time by the Trustees, and shall be so called on the request of a fully paid member, provided that he submits a petition for such a meeting signed by twenty (20) paid up members. In such event the member calling for the meeting shall be liable to pay in advance to the Club the reasonable costs of convening such a meeting, as shall be determined by the Trustees, and at the meeting a resolution will be put to the vote on the question of whether the Club shall reimburse such costs.
  4. At least twenty one (21) days' written notice shall be given of all General Meetings, including the content of any special resolutions, which will be proposed.
  5. The members present in person or by proxy at the appointed place and time shall constitute a quorum.
  6. The Chairman of the Board of Trustees shall preside as Chairman at all meetings. In his absence the Trustees present shall nominate one of them as Chairman. If no Trustee is present the Managing Agent shall nominate a Chairman, and failing that the person present may elect a Chairman.
  7. A Special Resolution shall be required :-
    1. To amend the Constitution
    2. To dismiss a Trustee
    3. To reduce a major portion of the Club's assets
    4. To terminate the Club
  8. A Special Resolution requires the supporting votes of seventy five percent (75%) of the membership Points.
  9. Resolutions shall be determined by a show of hands unless a poll is demanded, in which event every fully paid up membership point shall represent one vote provided that the member in question is not in arrears of any obligation to the Club.
  10. In the case of joint members, the person whose name appears first in the register shall have a vote.
  11. A member may be represented at any meeting by a proxy, who need not be a member. The form of proxy must be in the approved form which shall be annexed to the notice convening the meeting, and shall only be recognized if it is delivered to the Trustees or Managing Agent at least forty eight (48) hours before the start of the meeting. In the absence of express written instructions as to how the proxy should vote, he may vote in his discretion after considering what is said at the meeting.

15. Managing Agent

The terms of appointment and remuneration shall be determined by the Trustees.

16. Termination

  1. The Club may be terminated by Special Resolution or by a Winding Up Order by a Court of a competent jurisdiction.
  2. Upon the termination of the Club, the net assets if any remaining after payment of all debts and costs of the winding up shall be distributed to the members in proportion to their paid up holiday Points.

17. Miscellaneous

  1. All members shall be bound by the Constitution and any documents created under the powers of the Constitution, including the Scheme Rules, and also any amendments thereof.
  2. All subscriptions (and/or payments for Points) shall form part of the capital of the Club, and no member shall under any circumstances be entitled to a refund of his subscriptions or the return of anything else, unless the Trustees in their discretion consent thereto. The rights of the members are limited to their rights as determined by this Constitution.
  3. In the Constitution or any other documents issued by the Club, unless inconsistent with or otherwise indicated by the context, defined words have the meaning ascribed to them in the Constitution. Any reference to the singular includes the plural and vice versa. Any reference to a gender includes the other genders. Where appropriate, meanings ascribed to defined words and expressions shall impose substantive obligations on the parties. Headings have been inserted for convenience only and shall not be taken into account in interpretation. Words and expressions defined in any sub-clause shall, for the purposes of the clause in which that sub-clause forms part, bear the meaning assigned to such words and expressions in that sub-clause. This Constitution shall be governed and interpreted in accordance with the laws of the Republic of South Africa.
  4. The member chooses the address appearing in the records of the Club as his domicillium citandi et executandi for all purposes arising out of or in connection with the membership or Constitution, at which addresses all purposes and notices arising out of or in connection with the membership or Constitution may validly be served. Any notice given in terms of this Constitution shall be in writing and shall : if delivered by hand be deemed to have been duly received by the addressee on the date of delivery ; if posted by prepaid registered post be deemed to have been received by the addressee on the fourth (4th) day following the date of such posting ; if given by telegram be deemed to have been received by the addressee one (1) day after dispatch ; if transmitted by telex or facsimile be deemed to have been received by the addressee one (1) day after dispatch. Notwithstanding anything to the contrary contained in this Agreement, a written notice or communication actually received by the member or the Club including by way of telex or facsimile transmission shall be adequate written notice or communication to such party. It will be the responsibility of the member to inform the Club of any change of address by pre-paid registered post.
  5. This Constitution constitutes the entire legal relationship between the Club and the member who acknowledges that he has not been induced to subscribe for membership or become a member by any representation or warranty or conduct or promise not set out in the Constitution, and have been no other representations or warranties or conduct or promises, that he knows that he is entitled to ask to inspect various documents and that the Club is willing to allow such inspection, and that he has had access to all relevant information and documents, and that there are no oral collateral agreements and no understandings not set out in this Constitution. The content of any promotional material, whether in writing or otherwise, shall not constitute and did not constitute any representations or promises or obligations by the Club, but constitutes at most a statement of intent and/or unauthorized sales talk without imposing any substantive obligations on the Club.
  6. Any dispute between the Club and any member shall be referred to and be decided by arbitration before an arbitrator who shall be an attorney of at least fifteen (15) years standing if the dispute be a legal one or an accountant of at least fifteen (15) years standing if the dispute be an accounting one, who shall be appointed by the Chairman for the time being of the South African Law Society. The arbitrator shall determine his own procedure and his decision shall be final and binding on the member and on the Club. He shall have the power to make an award as to costs, and the Club or the member may apply to the magistrate's court for the district where the Club has its main office, for judgment in terms of the award of the arbitrators. The arbitrator shall make such award as he considers just and equitable in the circumstances.
  7. No waiver of any right arising from this Constitution of the member's membership shall be of any force or effect unless reduced to writing and signed by all Trustees. All debts by members to the Club bear interest at the maximum rate allowed by law and shall be calculated in the same manner as interest accrues on overdrafts granted by commercial banks. The Trustees may, in their discretion, charge lower rates. The rate of interest applicable to any member, or obligation, shall be proved by a certificate, as provided for elsewhere herein. No latitude, extension of time or other indulgence, which may be given or allowed by the Club to any member in respect of the performance of any obligation hereunder, or the enforcement of any right arising from this Constitution and/or the membership in question and no single or partial exercise of any right by the Club, shall under any circumstances be construed to be an implied consent or operate as a waiver or a notation or otherwise affect any of the rights of the Club or Applicants for membership may offer trade-ins.
  8. In such event, every such applicant by filling in details of a trade-in on the application form thereby gives a special power of attorney to any Trustee and/or nominee of the Managing Agent to sign all and any documents which are or may be necessary to effect transfer of the holiday property in question to the Club. In addition, such applicants warrant that the trade-in is fully paid for and that there are no outstanding obligations, whether for levies or otherwise, and that the trade-in is transferable to the Club or its nominees, and that it will upon transfer to the Club become part of the property portfolio. In addition, such applicant shall be liable for all costs of transfer to effect transfer thereof to the Club.
  9. If transfer is, for whatever reason, not passed to the Club within sixty (60) days of the Club accepting the offer of trade-in, the member shall be liable to make payment to the Club of the Club's valuation of the trade-in as per the accepted value on the certificate of purchase.
  10. Each of the clauses and sub-clauses contained in this Constitution shall, notwithstanding that they have been grouped together or linked grammatically, be separate, divisible and severable from each other so that, if any such clause or sub-clause is or becomes unenforceable for any reason whatsoever, then that clause or sub-clause shall be severable and shall not affect the validity of any other clause or sub-clause contained in this Constitution.
  11. This Constitution shall be binding upon the Club and the members, and their successors in title, administrators and heirs.
  12. As part of the Scheme Rules, the Trustees may from time to time create different classes of Points. The Trustees may at their discretion declare a differentiation between paid up Points and other Points. Points of one class may be converted to another class by the Trustees.

18. Definitions

Establishment Costs

The reasonable costs and expenses including professional fees and retainers, relating to the establishment of the Club.

Architect's Certificate

A certificate by the architect of the property or resort in question that it has been properly completed.

Attorney

Any person enrolled as an attorney and registered as such with a recognized law society.

Holiday Property

Any interest which the Club has in any property timesharing scheme or holiday property or accommodation, regardless of whether such interest is temporary or permanent, owned or rented, registered in its name or not, share block or sectional title, or otherwise.

Completed Holiday Property

Holiday property in respect of which an architect's certificate has been produced to the Club.

Uncertified Holiday Property

Holiday property other than completed holiday property.

Property Portfolio

The total of the Club's completed holiday property as it may change from time to time.

Members

Ordinary members.

Scheme Rules

Such rules as shall be determined by the Trustees from time to time relating inter alia to the Points system, the rights attaching to various classes of Points, annual subscriptions, contributions to be paid by members toward the expenses of the Club, reservations, special offers, guest certificates, occupation rules and related matters affecting the day to day running of the Club and the achievement of its objectives.

Trade-in

Holiday property offered by any applicant or member to the Club as payment in full or in part for any obligation to the Club whether for subscriptions for Points or otherwise as per the trading list.

Movable assets

These movable assets include yachts, boats, trucks, busses, and any other commodity that may be used by Club members as per the Points tables.

Scheme Rules

1. Points System

  1. The Club has prepared a Holiday Points chart, which lists the weeks of each year and the accommodation units available for occupation by members. Each time module in holiday property is allocated a specific number of POINTS.
  2. From time to time the Club shall update the Points allocated to the various time modules, but the total number of Points which are owned by the Club, may not be varied.
  3. Valuation of the Club's holiday property shall be determined, from time to time, by an independent valuator.
  4. Time modules shall be allocated to members on a first-come, first-served basis. Once a member has had the use of a time module, his Points account shall be debited with the number of Points pertaining to such time module.
  5. If a member does not utilize all the Points in his Points account during any (12) twelve month period, the unused Points may be accumulated for 2 (two) years. After 2 (two) years any unused Points accumulated from the first year will be forfeited.
  6. With the consent of the Club the member shall be entitled to use in advance up to 100% of the Points account of the following year, provided he pays the subscription fee for the following year.
  7. Upon allocation by the Club of a time module, a member shall be entitled to the exclusive use, occupation and enjoyment of the specific accommodation unit for the specific unit of time relating to that module. The member shall also be entitled to all ancillary rights of use and enjoyment attaching to the accommodation unit such as the use of the common property attached thereto.
  8. The decision of the Club in determining the allocation of time modules to members shall be final and binding upon the members.
  9. A member may purchase additional Points in the Club at any time upon such terms and conditions as may be agreed upon with the Club.
  10. Ordinary members shall consist of Perpetuity members, Term members and Exclusive Use members which memberships will be as follows :-

    Perpetuity Membership

    This membership will be referred to as "Diamond and/or Tanzanite Membership" and will be valid in perpetuity and in accordance with the Scheme Rules. The minimum Points thresholds for these Memberships are more than one hundred (100) Points.

    Term Membership

    This membership will be referred to as "Gold Membership" and for all Points sold before 1 January 2006 will lapse ten (10) years after date of purchase, and for all Points sold after this date will lapse after a period of use as indicated in the Application for Membership to FunSeekers. It shall be subject to the same Scheme Rules as Diamond Membership. Term members will be eligible for such discount as may be decided from time to time by the Trustees in respect of the upgrading of their Points to Diamond Membership, such upgrading to be done exclusively by the Club.

    Exclusive Use Membership

    This membership will be valid for the term specified in the contract and in terms of the Scheme Rules. Exclusive use members will be eligible for such discount on their subscription fees as may be decided from time to time by the Trustees. They may be charged Exchange fees and/or such other fees required to facilitate an exchange into other accommodation.

    Fractional Membership

    Fractional Memberships will be a term or perpetuity membership, where the members will have the right to change their membership to a share in a Share Block. All rules for Share Block and Fractional contracts will be applicable to this membership.

2. Members' Obligation

  1. The member's right to any specific time module allocated to him shall be subject always to the rules, regulations and other conditions governing such timesharing scheme and the member undertakes to abide by all rules and regulations governing such scheme.
  2. The member shall be bound by the Club's Standard Conditions of Occupation set out hereunder and shall at all times adhere to such conditions when occupying the Club's holiday property. The member shall:-
    1. Use accommodation allocated to the member for residential purposes only and not more than the maximum number of persons specified by the particular resort may occupy the accommodation.
    2. Keep the accommodation in a clean and tidy condition and leave the accommodation in the same condition in which it was when first occupied by the member or guest.
    3. Comply with and observe all house rules applicable to the resort in which the accommodation is situated.
    4. Not cause or permit any nuisance whatsoever to the other occupiers, or the management or owners of the resort and to immediately comply with any requests from management relating to the occupation and enjoyment of the amenities of the resort.
    5. Ensure that the accommodation unit is vacated by the time stipulated by the management of the resort and that payment is made for all expenses incurred by the member during his stay and that the Club is not rendered liable for any expenses, breakage or debts whatsoever.
    6. Upon taking occupation, the member shall acquaint himself with the rules and regulations governing the use and occupation of the facilities in the resort and the member shall ensure that all movables listed in the inventory of the accommodation unit are in place.
    7. Only allow a third party to occupy an accommodation unit in place of the member provided that prior written consent of the Club is obtained and provided further that the member shall remain liable for the due performance of all obligations assumed by a person occupying an accommodation unit in a resort.
    The foregoing conditions may be amended or updated by the Trustees of the Club from time to time.
  3. The member indemnifies and holds the Club, its Trustees, officers, officials and the Managing Agent harmless against any claim or claims which may be brought against the Club arising from the member's use and occupation of any timesharing interest owned by the Club. The Club shall not be liable for any loss or injury suffered by the member or his family and persons occupying through him as a result of the member's use of and occupation of an accommodation unit owned or leased by the Club.
  4. The Club shall do everything possible to ensure that the member enjoys the use of quality vacation modules but the Club shall not be responsible or liable for any deficiency in service or facilities or the failure of any timesharing scheme to provide promised or advertised facilities to such members.

3. Annual Fees

Annual fees include, Subscription fees, Membership fees, Reservation fees, Exclusive Use levies, Fractional levies, etc. (this is subject to the contract signed). Each member shall pay an annual subscription annually in advance fixed by the Trustees for the member's membership thereof, in proportion to the Points owned by the member. Annual subscriptions do not include petrol, food, beverages, travelling to holiday destinations, medical insurance, personal liability or any other personal costs incurred by the member in the process of travel to the holiday destination or during the holiday period. The subscription fee for utilizing an Exclusive Use week may be different from the annual subscription fee applicable to the use of the allocated FunSeekers points. An annual increase in fees will be applicable.

4. Reservations Rules

4.1. Ordinary Members

  1. All bookings and reservations shall be subject to availability, and must be requested or confirmed in writing by the member.
  2. All bookings and reservations shall be made through the Managing Agent on a first-come first-served basis.
  3. The Trustees may from time-to-time declare new rules and procedures regarding the collection of subscription fees and for bookings, reservations and cancellation policies for the different categories of ownership. These rules will apply to all Club members alike.
  4. Members shall be entitled to make a forward reservation for a particular week in respect of a particular resort not exceeding twelve (12) months and not less than sixty (60) days prior to occupation dates required. However, every effort will be made to accommodate the last-minute holidaymaker (up to four (4) days prior to occupancy date) strictly subject to availability.
  5. Each booking shall be by reference to the Points chart current at the time of booking, and it shall be deemed that the member has sufficient Points credited to his Points account at the time of making the booking. On confirmation of any bookings the member's Points account shall be debited accordingly. Bookings may only be made three (3) months after the acceptance of the member's application.
  6. Cancellation of a reservation will only be accepted four (4) weeks or more prior to occupation without the loss of Points, otherwise only if and when booked by another member. All cancellations must be made or confirmed in writing and the members stays liable for the exchange fee costs incurred by the club.
  7. The Managing Agents shall be entitled to cancel bookings and reservations in respect of any property that shall cease to belong to the Club. In such event, as much notice as possible will be given to members affected. The Managing Agents will do their best to offer suitable alternative accommodation, failing which the member may carry forward his full allocation of Points for that year, to the next holiday year.
  8. The Trustees may at their discretion impose a reservation fee, as in the Tanzanite Membership, as well as International fees or External Exchange Company fees. These fees will increase annually.

4.2 Rental

The Managing Agent shall have the right to rent out any holiday property as defined in the Scheme Rules herein that has not been allocated for usage by a member six (6) weeks prior to the utilization date of such week at such cost as the Managing Agent shall deem fit and shall be entitled to charge and receive a twenty five per cent (25%) rental commission from the Club for such service. The proceeds of such rental shall be utilized by the Managing Agent to rent any holiday property as defined in the Scheme Rules herein for the use of members.

5. Guest Certificate

The member may nominate any other person to occupy a Club property that he shall have reserved. The member must notify the Managing Agents in writing and supply the full names and addresses of the nominees, for whom he shall be liable for all damage or loss to the property or its contents, as if the damage or loss had been caused by the member himself.

6. Breach

Should the member fail to pay any one instalment, annual subscription or other amount due in terms of this Agreement or should the member breach any of the other terms and conditions of this Agreement and remain in breach after having received fourteen (14) days' written notice to remedy such breach, the Club shall have the right (without prejudice to any other right available to it) to declare all amounts owing to the Club by the member to be immediately due and payable and to:-

  1. Institute legal proceedings for the full balance then outstanding; or
  2. Suspend the member's rights to use and occupation of any time module until all amounts due to the Club have been paid in full - no Points will be carried forward to a following period where the client has been in arrears during such previous period; or
  3. Release the member from any further obligations of payment apart from the liability to pay outstanding annual subscriptions. The Points account would then be reduced to a number of Points equivalent in value to the amount paid to the Club by the member; or
  4. Cancel the member's membership, which will result in the forfeiture by the member of his Points account and his right to the use and enjoyment of time modules. The member shall not be entitled to any refund or compensation whatsoever.

THE CLUB'S CONSTITUTION AND SCHEME RULES WERE ADOPTED BY THE FOUNDER MEMBERS ON THIS THE 17th DAY OF SEPTEMBER 2011

I J van Rensburg
FOUNDER MEMBER

N Haarhoff
FOUNDER MEMBER

Statutory Information Schedule

Act No.75 of 1983 and Regulations

Section No. Regulation
4(1)(a) The Parties to the Membership Agreement, being respectively the Club and the Purchaser and their respective residential or business addresses are contained in the Membership Agreement.
4(1)(b) 4(e) The legal basis of the scheme is the contractual relationship between the Club as holder of title to, or use rights in, the accommodation to which the occupancy rights relate, and the Purchaser.
4(1)(c) 4(g) The scheme relates to the immovable property defined as "holiday property" in the Index of Definitions.

The accommodation, in respect of which the scheme is operated, comprises Units or Use Rights in units in certain of the Resorts referred to in the Resort Points Values Guide.
4(1)(d) 4(f) The Accommodation comprises: -

1. Units, in respect of which title vests in the Club in accordance with the provisions of the Constitution. Title may comprise registered title in terms of the Deeds Registries Act, 1937, or the Sectional Title Act, 1986, or may comprise the holding of shares in a Share Block Company as defined in Act 59 of 1980, or lease (whether registered or not), or contractual rights to a timeshare interest in immovable property in terms of the provision of the Property Timesharing Control Act 75 of 1983.
4(1)a(e) 4(i) Title to the Units and the Use Rights vest in the Club, whose full name and address appear in the Membership Agreement.
4(1)(f) 4(k) Details of any mortgage bond encumbering any of the units are disclosed in the Schedule Stock Tables relating to the particular units.
4(1)(g) 4(l) The total consideration payable by the Purchaser in respect of the purchase of the Points is reflected in the Membership Agreement.
4(1)(h) 4(m) Interest is payable on any balance of the consideration at the annual rate reflected in the Finance Agreement.
4(1)(i) 4(n) If any portion of the consideration is payable in instalments, the amount and due date of each instalment is reflected in the Membership Agreement.
4(1)(j) 4(o) The due date of each such instalment is contained in the Membership Agreement.
4(1)(k) 4(p) Copies of the architect's certificates in respect of the Units are available for inspection at the offices of the Managing Agents at point of sale.
4(1)(l) 4(v) Written details of the property scheme and Scheme Rules are issued to the member.
4(1)(m) 4(q) An inventory of movables available for use in relation to each Accommodation Unit is available at each Resort.
4(1)(n) The Membership Agreement is drawn in English.
4(d) The sport, recreational or other facilities available for the use of the Purchaser in common with other occupants of each resort, are reflected in the Resort Guide Book or are available from the offices of the Managing Agent of each resort.
4(j) The Club does not have an interest in the current Managing Agent.
4(n) The year of completion of the units in each resort is disclosed in the documents relating to the Resort and held by the Managing Agents of the Resort.