WATERKLOOF VILLAGE HOME OWNERS ASSOCIATION

Transcription

1 WATERKLOOF VILLAGE HOME OWNERS ASSOCIATION ANNUAL REPORT/ JAARVERSLAG 2013

2 WATERKLOOF VILLAGE HOME OWNERS ASSOCIATION ANNUAL REPORT/ JAARVERSLAG Annual General Meeting Thursday 12 September 2013 at 18:00 Pretoria Country Club Algemene Jaarvergadering Donderdag 12 September 2013 om 18:00 Pretoria Buiteklub INDEX PAGE 1. Chairman s Annual Report Notice of Annual General Meeting and Agenda 5 3. Minutes of Annual General Meeting - 6 September Form of Proxy Letter of Representation Annual Financial Statements at 28 February 2013 Attached 7. Budget for Year End February 2014 Attached 8. Memorandum of Incorporation Attached All members are invited to enjoy a glass of wine and snacks after the meeting. Alle lede word uitgenooi om n glasie wyn en versnaperinge te geniet na die vergadering. 1

3 Waterkloof Village Home Owners` Association Chairman s Annual Report It gives me great pleasure to report on the activities of the past year. Your board has had a busy year tackling numerous challenges and working on projects to deliver an improved living environment for our home owners. Heather Maizey was the only new member elected to the Board last year and has become an important member of the team, taking responsibility for the gardens and social activities. Finance Our finances are in the able hands of Gerrit Worst who continues to keep a tight hand on the purse and does an excellent job of guiding the Board on financial matters. Your attention is drawn to the attached Annual Financial Statements for the year ended 28 February This detailed income statement shows a small operating surplus for the year. We continue to focus on tight control of expenditure and have thus managed to keep annual levy adjustments at very reasonable levels. Capital expenditure is reflected seperately and represents remaining garden improvements completed in terms of the comprehensive upgrade project.the balance of these funds raised in previous periods are reflected in reserves and will continue to be used for carefully planned projects or for emergency expenditure. At year end, the association had cash on hand of R which is slightly down from the previous year.. The additional special levy on sales agreed to at the previous meeting will take many years to supplement our reserves and continued vigilance is required with regards to our financial situation in particular in the event of any unforseen expediture. Security This important portfolio was taken over by Johan van den Bergh from Holger Morhart, whose extensive business commitments did not allow him sufficient time to manage the multitude of problems that surfaced from time to time. The main event during the year under review, was the appointment of a new security service provider. After some years with STI we became concerned with their ability to continue providing a secure and effective service. After extensive negotiations with a number of service providers, it was decided not to re-appoint STI and to enter into a new contract with Fidelity Security Services, a large and established company with some employees throughout the country. Fidelity was requested to interview the security guards employed by STI and to employ them if they met the requirements of Fidelity. 2

4 The response services for panic alarm buttons and armed response was transferred from ADT to Fidelity Security Services effecting a substantial saving in cost. The Board also concluded a contract with Fidelity for the upkeep and maintenance of the entire security infrastructure. This change was accompanied by ongoing upgrading of the security infrastructure. In terms of the agreement with Fidelity, the grade of the guards to be employed was raised from the previous requirement of three grade D guards per shift to one grade B and two grade C guards. In addition, Fidelity is required to give all the guards the opportunity to improve their qualifications (grading) so as to give them more opportunities in their careers. Residents may also have noticed that Fidelity provides their teams with transport to and from the Village. Gardens The standard of our gardens has, of late, been in decline. Various meetings have been held with representatives of our service provider, Topturf. A number of their employees are of a very poor standard and poorly trained. Topturf alleges that they are not able to replace these workers with more competent people as the financial packages in the Village make these people unemployable on Topturf s other sites. Topturf s control and supervision of the work and teh attendance of their workers also leaves much to be desired. Our Estate Manager has had to take over the management of attendance records. Ms Heather Maizey has started negotiations with possible new service providers for our gardening services. Infrastructure During the year under review, it became apparent the the canteen and change room facilities used by our gardening and security service providers have been allowed to deteriorate to such an extent that they were in a disgusting condition and, in many respects, unusable. Whilst the deterioration can be directly attributed to the users of these facilities, the Village employees should have noticed this deterioration. Immediate steps were taken to improve the situation and to provide facilities of an accepatable standard for thees workers. Maintenance of our infrastructure remains a problem with the Estate Manager and his two workers falling behind on a number of essential tasks. Aesthetics Apart from the successful completion of the renewal of Villa 48, which now adds to the overall appeal of the Village, we have had a relatively quiet year from a redevelopment point of view although numerous minor projects/works have been ongoing throughout the village. The Waterkloof Village Rules and Guidelines for Home Maintenance, Redevelopment and Landscaping, as approved during the 2010 AGM, is used at all times to ensure owners doing redevelopment conform to a set of standards approved by all village residents. The task of managing this portfolio is done very efficiently by Ronan Oelofsen. 3

5 Communication Johan van den Bergh s has handled the communication portfolio very well and kept residents informed of developments in teh Village. Please make sure you visit the Village website at There is wealth of information including a blog facility for members to share their views. Please visit the site where, for example, you can find out more about the recycling project. Legal The (Memorandum of Incorporation) MOI of Waterkloof Village Home Owners Association signed at the AGM of 6 September 2012 was found to be not acceptable to the Companies and Intellectual Property Commission (CIPC). A revised edition to comply in all respects with the new requirements of CIPC will be tabled at the AGM of 12 September Estate Management During the year, John Makhubela retired after receiving a genourous retirement pacakage that was negotiated with the help of a CCMA Commisioner. He was replaced by William. Manie Nothnagel concluded an agreement with the Board, represented by Michael Hurley and André du Plessis, to retire when he reaches the age of 75, which will be in March With the ageing of the Village infrastructure, it is becoming more and more difficult to keep up with required maintenance work. A number of these items had to be outscourced during the year and it is anticipated that this will become more necessary in future. I want to express my personal thanks to the Board of Directors who give freely of their time and energy to keep the wheels of the Village running smoothly. Your efforts and contributions on behalf of all the residents of Waterkloof Village are greatly appreciated. We hope that you will join us the Annual General Meeting on 12 September 2013 at the Pretoria Country Club Laszlo Mihalik Chairman of the Board of Directors Waterkloof Village Home Owners Association 4

6 WATERKLOOF VILLAGE HOME OWNERS ASSOCIATION (Reg No 1995/000684/08) An Association incorporated under Section 21. NOTICE OF ANNUAL GENERAL MEETING Notice is hereby given of the Annual General meeting of the members to be held on Wednesday, 12 September 2013 at 18h00 at the Pretoria Country Club. 1. Attendance and Constitution A G E N D A 2. Approval of Minutes of AGM 6 September Resolution 1. To accept the Annual Financial Statements and Auditors Report for the year ended 28 February Resolution 2. To re-appoint Geyser & du Plessis as auditors of the company for the year ending 28 February 2014 and to authorize the directors to settle their fees. 5. Noting of the budget for year ending 28 February Resolution 3. To prepare and adopt a special resolution wherein the former MEMORANDUM AND ARTICLES OF ASSOCIATION in terms of the Companies Act of 1973 are replaced in their entirety and are replaced by the MEMORANDUM OF INCORPORATION in accordance with the Companies Act of Resolution 4. To elect a maximum of Directors for the ensuing year. The following retiring directors being eligible, are available for re-election: Gerrit Worst Ronan Oelofsen - Conditional Heather Maizey No further nominations have been received at this time. Properly completed nomination forms will be accepted up to 30 minutes before the scheduled start of the AGM. 8. General. Members are requested to give notice of any items to be raised at the AGM under General to Laszlo Mihalik or Manie Nothnagel by Tuesday 12 September Any member entitled to attend and vote is entitled to appoint a proxy to attend, vote and speak in his/her behalf and the holder of such proxy need not be a member of the association. All proxy forms must be handed in before the meeting. 5

7 Date: 29 August BY ORDER OF THE BOARD WATERKLOOF VILLAGE WATERKLOOF VILLAGE HOME OWNERS ASSOCIATION HUISEIENAARSVERENIGING Artikel 21 maatskappy Reg No 1995/000684/08 ALGEMENE JAARVERGADERING/ ANNUAL GENERAL MEETING 6 September h 00 PRETORIA COUNTRY CLUB NOTULE/MINUTES 1. ATTENDANCE AND CONSTITUTION 1.1 The chairman has resigned from the Board and immigrated to America. At the Board meeting held before this AGM, André du Plessis was nominated to chair this meeting. 1.2 The chairman welcomed all on behalf of the Board and thanked them for their presence. n Spesiale woord van welkom aan André Robberts en sy gesien, die nuwe eienaars van Villa 48. Aangesien almal nie Afrikaans magtig is nie, is die verrigtinge soos gebruiklik hoofsaaklik in Engels. Dit staan lede egter vry om Afrikaans te praat. He requested members to sign the attendance register and to enter their addresses. 1.3 The following members tendered their apologies: C Khonje (V00); J vd Bergh (V3); MC de Klerk (V6); J Davidtz (V7B); J Brink (V8); F Botha (V9); E Eksteen (V17); P de Jager (V18); R vd Westhuizen (V19); N v Tonder (V21); M Hough (V26); G v Huysteen (V39A); H v Duyn (V45); A Bosman (V46); C Blignaut (V55) and M Hurly (V57). 1.4 The chairman declared the meeting properly constituted as proper notice had been given of the meeting and the required quorum of members are present. 1.5 From M Hurly s annual report, the chairman pointed out some highlights of the year under review, specifically the following: * Finances were strictly controlled and almost broke even. * The gardens with its colourful display of which the Silver award from the South African Landscaper s Institute speaks for itself. 6

8 * Our website contains important information and members must please use our blog to share their views. 2. APPROVAL of the MINUTES of the AGM of 27 OCTOBER The meeting decided that the minutes as circulated may be taken as read. 2.2 The minutes of the AGM of 27 October 2011 were approved. 3 ACCEPTANCE OF THE ANNUAL FINANCIAL STATEMENTS AND THE AUDITORS' REPORT FOR THE FINANCIAL YEAR ENDED 29 FEBRUARY Our financial position is healthy with expenditure under control. The capital reserve is in the order of R There were no questions 3.3 The financial statements and auditor's report were put to the meeting (proposed by W Krige and seconded by S Weddell): Resolution 1: The meeting accepted the financial statements and auditor's report. 4. RATIFICATION OF THE RE-APPOINTMENT OF AUDITORS FOR THE YEAR ENDING 28 FEBRUARY The chairman pointed out that the financial statements prepared by the auditors, Geyser and du Plessis, for the year ended 29 February 2012 were satisfactory and on time. 4.2 The re-appointment of the auditors are put to the meeting (proposed by C Rauch and seconded by B Stocks): Resolution 2: The meeting approves the re-appointment of the auditors, Geyser and du Plessis, until the next AGM and authorised the directors to settle their fees. 5. NOTING OF THE BUDGET FOR YEAR ENDING 28 FEBRUARY The chairman pointed out that the two main items of expenditure were security and gardens. Other items of significant expenditure are property management, repairs and maintenance and electricity and water. 5.2 The meeting noted the budget for the year ending 28 February APPOINTMENT OF DIRECTORS 7

9 6.1 The chairman expressed his thanks towards the outgoing board members for their unfailing dedication to the business of the Village during the past year. 6.2 The chairman noted that all the Directors retire at this meeting, but being eligible, the following Directors have made themselves available for re-election: Andre du Plessis Gerrit Worst Holger Morhart Ronan Oelofsen Johan van den Bergh Laszlo Mihalik 6.3 A further nomination was received for: Heather Maizey 6.4 The maximum number of directors to be appointed is seven and as no further nominations were received, all seven nominations are put to the meeting for voting. 6.5 The meeting voted separately for each board member with the show of hands. Resolution 3: The meeting appoints the nominees as Directors to serve until the next annual general meeting by voting separately for each board member with the show of hands. 7. SPECIAL RESOLUTION 7.1 Waterkloof Village Home Owners Association is an association registered as a Section 21 company under The Companies Act 61 of The Companies Act 71 of 2007 superseded the old act, which requires Waterkloof Village Home Owners Association to be registered as a Not for Profit Company (NPC). 7.2 The Companies Act 71 of 2007 further requires that a Memorandum of Incorporation (MOI) replace the previous Articles of Association (AOA) and the Certificate of Incorporation (COI). 7.3 Because the previous two documents are now combined into one document, it is necessary that the members of the Waterkloof Village Home Owners Association pass a resolution to adopt the new MOI. No further changes have been made which alters in any way the previous documents other than incorporating the resolutions passed at previous Annual General Meetings. 7.4 This resolution requires acceptance in order for the new company to be registered with The Companies and Intellectual Property Commission of South Africa (CIPC). 7.5 There were no questions. 7.6 The acceptance of the Memorandum of Incorporation (MOI) is put to the meeting (proposed by L Harms and seconded by A Geldenhuys): Resolution 4: 8

10 The meeting accepts the Article of the Memorandum of Incorporation of the Waterkloof Village Home Owners Association NPC. Registration Number 1995/000684/08 8 GENERAL 8.1 Martin Brink s request to increase the salaries of gardeners M Brink (V8) requested an agenda item at the AGM of 6 September 2012 to discuss the salaries of the gardeners. He has placed a letter in this regard in the post boxes of members. His letter states- - The average salary of the gardeners is R1 450 per month. - The Village contributes a further R1 000 travel allowance per month to each. - The allowance should be increased with a further R1 000 per month. - John and Albert should also receive a similar allowance Further information by the Board - The salaries of the gardeners range from R2 450 to R3 252 pm, including the allowance. Only new appointees receive the lower scales - The average basic net salaries of the guards including the R800 allowance are R3 442 to R4 479 as per their latest annual increase. - The Board has agreed to increase the salaries of John and Albert with the same amount as that of the security guards but that their working hours be brought in line with that of the gardeners Remarks from the floor - W Krige: The gardeners are employees of a contractor who tendered for the job and it is bad practice for the Village to interfere with their salary structures. This also goes for the security guards. - A Geldenhuys: We should consider reasonable salaries of full time workers in the Village. - I Krige: The salaries of TopTurf gardeners working in the Village is already considerably higher than that of their gardeners working on other sites. This makes the movement and relieve of staff for absenteeism very difficult and it is not in line with industry norms. - B Stocks: In industry, the salaries of employees is the business of the employer and not of the person for whom they contract to do a job. Salaries are part of financial management of a company and not a separate issue. - F Venter: We morally have to consider the take-home pay of all persons working full time in the Village to be comparable with one another. - C Kruger: Although we should not ignore the market forces, we should not exploit the workers with underrated salaries. - L Harms: Proposed that the salary issues be managed by the Board (seconded by C Rauch) The meeting approved that the Board must manage all salary issues. 8.2 A Geldenhuys: The Park outside the gate is littered with plastic and papers. Please arrange to clean it on a regular basis. 8.3 C Kruger: Due to the lack of traffic signs at the fountain circle, he was nearly in an accident in his golf cart with another vehicle. He had an investigation done and was informed that clear traffic signs are required at the intersections in the Village, specifically in lieu of insurance claims which may follow. He requests the Board to address the matter. 9

11 8.4 H Maizey: ADT has posted up a large sign on the wall of Villa 19 of R vd Westhuizen. This is unsightly and against the Village rules and she wants it removed. 9 CLOSURE 9.1 Ingrid Krige bedank die voorsitter vir sy jarelange betrokkenheid by die Village en die tyd en aandag wat hy aan Village sake gee. 9.2 Willem Krige thanks the outgoing Board on behalf of the attendees for their dedication to a job well done and wished the incoming board success. 9.3 The chairman thanked all Villagers for their support and assistance during the past year. All are thanked for their presence and participation in the meeting and are invited to enjoy refreshments and a glass of wine. The meeting adjourn at 19:30. (Chairman) Signed 10

12 WATERKLOOF VILLAGE HOME OWNERS ASSOCIATION P O Box Registration Number 95/00684/08 Waterkloof Village ( the Association ) 0145 Fax No (012) Form of Proxy for use by members at the Annual General Meeting of the Association to be held at the Pretoria Country Club, on Thursday 12 September 2013 at 18h00. FORM OF PROXY I/We, being registered owner of unit no., appoint: 1., or failing him/her 2. 3., or failing him/her 4. the Chairman of the annual general meeting as my/our proxy to vote for me/us on my/our behalf at the Annual General Meeting of the Company, to be held on the abovementioned date and at any adjournment thereof as follows: In Favour of Against Abstain Resolution 1* - Financial Statements Resolution 2* - Re-appoint Auditors Resolution 3 - Directors Appointment Resolution 4 Memorandum of Incorporation Signed at this day of Signature Assisted by (where applicable) Unless otherwise instructed, specifically, as above, the proxy will vote as he/she thinks fit on all matters. Any alteration or correction made to this form of proxy (excluding the deletion of alternatives, and excluding the deletion of singular/plural alternatives) must be initialed by the signatory/ies. Documentary evidence establishing the authority of a person signing this form of proxy in a representative capacity must be attached to this form. The completion and lodging of this form of proxy will not preclude the relevant member from attending the meeting and speaking and voting in person thereat to the exclusion of any proxy appointed in terms thereof, should such member wish to do so. Any member entitled to attend and vote is entitled to appoint a proxy to attend, vote and speak in his/her stead and such proxy need not also be a member of the Association. Proxy forms should be forwarded to reach the chairman before the start of the meeting. 11

13 WATERKLOOF VILLAGE HOME OWNERS ASSOCIATION/ HUISEIENAARSVERENIGING LETTER OF REPRESENTATION I/We, as directors/trustees/members of.... hereby authorize. to attend and vote at the Annual General Meeting of members of Waterkloof Village Home Owners Association on 12 September Signature Date VOLMAG Ek/Ons, as direkteure/trustees/lede van... magtig hiermee vir... om die Algemene Jaarvergadering van Waterkloof Village Huiseienaarsvereniging op 12 September 2013 by te woon en daar te stem... Handtekening Datum 12