ST MARYS RUGBY LEAGUE CLUB CONTENTS

Notice of Annual General Meeting 1 Board of Directors 2 President’s Report 3 CEO’s Report 4 Chief Operating Officer’s Report 6 Community Engagement 7 Rugby League Manager’s Report 8 Rugby League Administrator’s Report 10 Life Members 12 Nominations 14 Notice of Special Resolutions 16 Notice of Ordinary Resolutions 18 Core & Non-core Property 20 Directors’ Report & Financials 21 2018 Sponsors 45 NOTICE OF ANNUAL GENERAL MEETING

Notice is given that the next Annual General Meeting NOTICE OF QUESTIONS OR REQUESTS FOR DETAILS of St Marys Rugby League Club Limited will be held on Members who wish to raise any queries or seek any Sunday 25th November 2018, commencing at 10am in information, including questions in relation to the accounts the Boronia Showroom at the premises of the Club at the or reports or specific legislative or financial matters, are asked Corner of Forrester & Boronia Roads, St Marys. to provide written notice of the question to the office of the Chief Executive Officer at least 14 days prior to the meeting, BUSINESS so that answers may be researched, if required.

1. Opening ELIGIBILITIY Only Life Members and Financial Football Members have 2. Attendance & quorum the right to attend and vote on all resolutions proposed at the meeting. Staff Members are not entitled to vote atthe 3. Apologies meeting or on the election of the Board of Directors. Under the Registered Clubs Legislation, proxies are not permitted. 4. Receipt of the minutes of the previous Annual General Meeting held Sunday 26th November 2017. Financial Supporting Members are entitled to vote on the election of the Board and all Ordinary Resolutions proposed 5. Receipt and consideration of the Club’s Financial at the meeting. Financial Supporting Members are not Report, the Directors’ Report and the Auditor’s entitled to vote on Special Resolutions pertaining to the Club’s Report for the year ended 30 June 2018. Constitution.

6. Special Resolutions: To consider and if thought fit, Financial Associate Members are entitled to vote on the pass without modification each of the three proposed election of the Board and the three Ordinary Resolutions resolutions which are set out on pages 16-17 of this notice. proposed in relation to honorariums.

7. Ordinary Resolutions: To consider and if thought fit, Notice of the meeting is being given to the Club’s Auditor, who pass with or without modification, each of the seven is entitled to attend. proposed resolutions which are set on out pages 18 to 19 of this notice. Any ordinary resolution must receive votes in favour from not less than 50% + one of the eligible members who cast a valid 8. To consider and if thought fit, pass the vote in person at the meeting. following resolution regarding Life Membership pursuant to Rule 23 of the Club’s Constitution: It is a legal requirement that no resolution may be proposed at the meeting that is not already listed in the notice of meeting. That the following Football Member, having met the requirements set out in the Club’s Constitution By authority of the Board and having been duly approved by the Board, be elected to Life Membership of the Club:

Mr Stewart Jeffery, Membership Number 97 Proposed by Mr Brad Waugh, Membership Rod Desborough Number 71821 and seconded by Mr Clifford Secretary and Chief Executive Officer Cartwright, Membership Number 85. 18 September 2018

Please note that in order to be passed the above resolution must receive votes in favour from not less than 75% of those members who being eligible to do so vote in person on the resolution at the meeting.

9. Elections: Declaration of the results of the election of the nine Directors.

10. General Business

ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 | 1 THE BOARD OF DIRECTORS

FRONT (Left to Right): David Cartwright (Vice President), Rod Desborough (CEO), Warren Smith OAM (President), Ron V Coskerie (Vice President) BACK (Left to Right): Michael Hilton, Joe Borg, Ronald Coskerie, Robert Gorst, Simon Dicker, John Burns

2 | ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 PRESIDENT’S REPORT

great interest from international visitors and Club was established. 2018 marked 110 local businesses alike. The Holiday Inn is a years of rugby league in St Marys and we great asset to our site and it complements celebrated this momentous occasion with the Club’s existing and proposed hospitality a reunion attended by over 300 past and and sporting facilities. present Saints. There were many stories of tries scored and tackles lost, and we paid Although there were significant disruptions tribute to those who have passed since the to the site over the last 12 months with the last reunion. The fantastic attendance really construction of the Holiday Inn, the Club highlighted that the special culture that managed to achieve another successful year began over 100 years ago is still as strong as of financial consolidation. The result is hugely ever and why St Marys is and will continue to attributed to the team work of our current be one of the most respected junior rugby Board of Directors, CEO Rod Desborough and league clubs in NSW. his Management team. I’d like to congratulate Rod, Chief Operating Officer Stewart Graham, I’d like to congratulate our Rugby League Chief Financial Officer Belinda Kay, Property Manager Adam Przybyla, Rugby League Manager Andy Gaunt, HR Manager Angela Administrator Dean Jones and our Junior Trent, Marketing Manager Cathy Rowley, League Committee led by President Peter Functions & Events Manager Deanna Calgaro, Bowler and Secretary Janelle Borg on Hotel General Manager Winston Gong and another successful year. To the Junior of course the Executive Assistant to the League Committee, coaches, players, CEO Donna Bentley, who have all been officials and loyal supporters, thank you outstanding in their Management positions. for your commitment to our Club. It is your

Before I provide the Members with an I’d also like to congratulate all operational commitment and dedication that enables us update on our achievements over the last staff for providing Members and Guests with to continue to propagate the game of rugby 12 months and the exciting plans for the what I believe to be the best service in the league, the reason for which this great Club future, I’d like to take this opportunity to industry. was established. I’d also like to thank the pay thanks to and congratulate former very understanding partners and families of Board of Director and Life Member, Lin The retention of a stable and cohesive Board those dedicated people for allowing them to Falconer. After 15 continuous years on has allowed us to create and implement a do what they do. the Board and with another stage of the strategic plan that will ensure the future Club’s strategic plan now complete, in financial viability of our Club. Whilst another To our Sub Club Committees, Golf, Cricket, March of this year Lin decided that it stage of the plan was completed earlier this Darts, Netball and Masters of Rugby League, was time to step down from the Board year, there is still much more to be done. without your efforts we could not offer the of Directors. On behalf of the Members, The next stage involves the development of Members and their children the opportunity my fellow Board of Directors and the Staff a new Western Foyer and Conference Centre to participate in a social sport outside of I’d like to thank Lin for her outstanding and internal renovations including a new rugby league. On behalf of the Members contribution and the way in which she state of the art sports bar and lounge and and myself, thank you. has represented the Members and St additional food offerings. These changes Marys Rugby League Club. Although Lin will see our Club evolve even further into a I am very proud to be part of such a has resigned from the Board, as a Sydney destination. committed Board of Directors who share Life Member and true Saint she a great passion for our Club. I’d like to continues to share a vested interest As the Club continues to evolve so does thank my fellow Board Members for their and play an active role in our Club and our junior rugby league. In 2017 the Board continued support and for always ensuring our junior league. resolved to field all girls’ sides in the Penrith that decisions are made in the best interests & Districts Junior Rugby League Competition. of the Members and the future of our Club. To fill the vacancy left by Lin, Member In 2018 we had over 90 females take to Simon Dicker was appointed to the Board the field and represent the mighty Saints Last but certainly not least, I’d like to thank of Directors. Simon has a long history with from Under 12’s through to Under 16’s, but the Members for their continued support the Club as a player, manager, junior league we want to see that number grow even and for entrusting the Board to represent committee person, President of the Junior further. We want to provide girls from within them and our great Club. It is a responsibility League and recipient of the prestigious Life our community with every opportunity to that we do not take on lightly and one Members Trophy. Simon is a great addition reach their full potential and a pathway which we do with great honour and pride. to the Board and I hope that the Members beyond the local competition. As such, I am will support him and the existing Board in pleased to advise the Members that the current election. the Club has submitted an expression of interest to the NSW Rugby League What an exciting 12 months it has been, we to enter a team in the 2019 Harvey celebrated 110 years of rugby league in St Norman NSW Women’s Premiership. Warren Smith OAM Marys and completed another stage of the President strategic plan, the opening of the Holiday I have always said that when you drink the Inn Sydney St Marys. With an acute shortage water, remember who dug the well. Whilst of accommodation in the area and being we continue to evolve as a Club we must positioned so close to the Blue Mountains, always remember how we got here and the the 119 room hotel has already received reason for which St Marys Rugby League

ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 | 3 CEO’S REPORT

/ opening budget of $1,000,000 to cover WESTERN FOYER DEVELOPMENT expenses such as wages, training, trial stays, Design and planning for the Western Foyer marketing and promotions, IT connectivity and Conference Centre Development has to the Club and any trading deficits incurred progressed over the last 12 months. The during the first six months of operation. As construction start date will be dependent with any new business, it is expected that upon the firm contract price, which is the Hotel will take 18 - 36 months to build expected prior to Christmas, and Club and a stable customer base and achieve the Hotel trade over the next 12 months. desired occupancy levels. INDEPENDENT LIVING UNITS The Club’s Constitution states our key The development of excess land holdings object as being; to propagate the game of to the east of the Hotel is restricted by rugby league in the St Marys district and zoning conditions. The Board have explored elsewhere. The development of a Hotel on opportunities congruent to those conditions the Club’s site was a key strategy to ensure and the development of Independent Living that we can continue to attract and secure Units presented as a great opportunity. major rugby league events. The strategy has The results of demographic and feasibility already been successful with the Stadium studies commissioned by the Club were and the Hotel hosting the Emerging Nations, extremely positive and highlighted the ISP Warriors, Maori Rugby League, NSW financial and community benefits associated Rugby League Junior Representative Finals, with such a development. As such, the Board NSW Combined Catholic Colleges, Masters resolved to further explore this opportunity of Rugby League, Combined High Schools and progress with the due diligence process Cup and the Australian University Rugby It gives me great pleasure to present my which will be completed early in the new League, to name a few. fourteenth Annual Report and to inform year. the Members that the 2017 / 2018 year was a milestone year for the Club and one of FINANCIAL RESULT CLUB RENOVATIONS Whilst the Club’s trading result is down on financial consolidation and success. A key strategy in our Business Plan is to previous record years, the Club once again continually modernise facilities to provide experienced another good year of financial On the 10th January 2018 the Holiday our Members and the community with consolidation. I am pleased to advise the Inn Sydney St Marys opened its doors facilities that are considered “industry best”. Members that the total cost of the Hotel for business, on time and on budget. The Of note, works that will be undertaken in ($25.3 million) was paid out of existing funds original design for the Hotel was a staged the very near future include a renovation and cash flow with no additional borrowings development with 80 rooms planned of the Members Lounge, Waterstone Grill required. The Hotel development did for Stage 1 and a further 40 rooms with restaurant and kitchen and the Main Foyer. impact on this year’s profitability but the Stage 2. During the due diligence and development is considered an investment planning process the Board acknowledged MANAGEMENT TEAM & STAFF for our future and the Holiday Inn Sydney that in addition to the acute shortage of I am extremely fortunate to be surrounded St Marys will play a significant role in our accommodation in the area there were a and supported by great staff. I would like to continuing financial success. number of major developments planned thank all Administration and Operational for Western Sydney including; Badgerys Staff for their contribution to our continuing Whilst gaming revenue was down and some Creek Airport, Sydney Zoo, Sydney Science success. I am very proud of our reputation expenses up the Club remained committed Park, Western Sydney Performing Arts within the community and the industry to providing members with the very best Centre, Penrith Winter Sports Centre, NSW for being the friendly welcoming club that in member benefits, promotions and Government’s Western Sydney Employment displays exceptional customer service. entertainment. Area, new suburbs and associated Without that reputation the Club would not infrastructure. With that in mind, together be the success that it is. Some of the key figures from the accounts with the Club’s strong financial position are: and the additional cost and inconvenience The opening of the Holiday Inn Sydney St Member Benefits – over $1.7million to Members and Guests to stage the • Marys certainly created challenges and Promotions – over $1 million development, the Board resolved not build • significantly increased the workload of the Free Entertainment – over $300,000 the Hotel in two stages but rather complete • Management Team. I would like to sincerely Community Donations – over $800,000 it as per the masterplan. • thank and congratulate Chief Operating • Rugby League Expenses – over $1.3 Officer, Stewart Graham and all Department million It was absolutely critical that the opening Manager’s for the way in which they tackled of the Hotel was a success in terms of those challenges over the last 12 months and Other factors that impacted on profitability achieving excellence in our standards of for the way in which they have embraced the include significant increases in electricity, operations and levels of customer service. Hotel operation. workers compensation and insurance costs The process began well before the Hotel and a significant decrease in finance income, opened its doors with the General Manager as existing funds were utilised to fund the commencing in June 2017, the Business Hotel development. Development Manager in October 2017 and most operational staff undergoing significant training three months prior to opening. The Hotel had a pre-opening

4 | ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 To Hotel General Manager Winston Gong, I to demonstrate that as a Board they make MEMBERS would like to thank and congratulate you on decisions in the best interests of the Club, its To the Members, thank you for your opening the Hotel on time and the results long-term financial security, Members and unwavering support and loyalty of our Club. achieved so far. Year to date, the Hotel is the Community. I would also like to thank Your patience during construction of the ranked number 1 for ‘Overall Customer the Board for the support and confidence Hotel and the excitement shared when we Experience’ in the IHG Heartbeat Customer afforded to myself, the Management team first opened the doors really highlighted to Survey for all IHG Hotels in the Region which and Staff. me your support of the Board, their Strategic encompasses Australia, New Zealand, PNG Plan and their vision for the Club. and Japan. A remarkable achievement! JUNIOR RUGBY LEAGUE This year the Club celebrated 110 years of To my wife Christine, children and I would also like to thank and make special rugby league in St Marys. The momentous grandchildren, thank you for your continued mention of my Executive Assistant, Donna occasion was celebrated at a reunion support, patience and understanding. Bentley. Regardless of the workload or the attended by over 300 former players, complexity of the task Donna approaches officials, volunteers and supporters. Events her job with the utmost professionalism and such as these ensure that our history and always with a smile, she has the patience of culture is enshrined for future generations a ‘Saint’. and the next 110 years. Rod Desborough Chief Executive Officer BOARD OF DIRECTORS Thank you and congratulations to Junior To Club President, Warren Smith OAM League President Peter Bowler, his and the Board of Directors I would like to Executive and the Junior League Committee congratulate you on achieving what has on another very successful year. St Marys been a long-term dream for the site with the Rugby League Club is one of the largest opening of the Holiday Inn Sydney St Marys. junior rugby league clubs in the world and The Board’s foresight and ability to create a without your professionalism and dedication strategic plan that provides diverse revenue we would not be able to field 54 sides each streams, complements the Club’s core week and provide over 800 Saints with the business and allows the Club to continue opportunity to play the great game of rugby to propagate the game of rugby league is league. On behalf of all the parents, players to be congratulated. We are very fortunate and supporters, Thank you! to have a Board of Directors who continue THE MANAGEMENT TEAM

FRONT (Left to Right): Cathy Rowley (Marketing), Rod Desborough (CEO), Stewart Graham (Chief Operating Officer), Belinda Kay (Chief Financial Officer) BACK (Left to Right): Donna Bentley (Executive Assistant to CEO), Deanna Calgaro (Functions & Events), Winston Gong (Hotel GM), Adam Przybyla (Rugby League), Andy Gaunt (Property), Angela Trent (HR)

ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 | 5 CHIEF OPERATING OFFICER’S REPORT

With the aim to cut through the noise and Responsible Gambling management. SMRLC get more engagement and Likes on our is now a member of ClubSAFE Premium, an social pages we now have more ways to enhanced Responsible Gambling program share all the exciting news, community that not only provides our staff with stories and events happening at Saints. advanced Responsible Gambling training but also offers patrons with gambling problems Keep up to date with all our promotions and the following services: special offers through. • Multi Venue Self Exclusion • Face to face counselling

/stmarysrugbyleagueclub Crisis intervention • • Support for family members of problem /stmarysleagues gamblers

stmarysleagues.com.au If gambling isn’t fun anymore it’s OK to ask for help. The Club also provides fantastic and very affordable family entertainment. Keep Think! About your choices an eye out for school holiday shows, Kids Call Gambling Help: 1800 858 858 pizza making, Kids Bingo and long weekend www.gamblinghelp.nsw.gov.au family entertainment with petting zoos, face painters and balloonists on the Ironbark In closing, I’d like to express my appreciation Terrace. to all our combined 200 Club & Hotel employees for their excellent efforts and With the opening of the Holiday Inn Sydney Our fundraising calendar continues to grow, contribution in driving Saints to be the St Marys, and our future growth plans hosting several successful campaigns raising outstanding hospitality precinct that it is. To well underway, it was the perfect time to awareness and funds for many worthy the Duty Managers and Department Heads; explore re-positioning Saints in the hearts charities. Fundraising programs such as Adam Przybyla (Rugby League), Deanna and minds of our Members and potential Pink October featuring Girls Night In and the Calgaro (Functions & Events), Andy Gaunt Members. Saints now has so much to offer, Pink Afternoon Tea raises funds for Cancer (Property), Winston Gong (Hotel), Angela including: Council NSW and the McGrath Foundation. Trent (HR), Belinda Kay (Chief Financial • A great Club Other Member supported initiatives include Officer) and Cathy Rowley (Marketing) • Fabulous dining & bar options the Christmas Toy Drive supporting Ronald congratulations on another outstanding year. It has been an extremely busy year Excellent gaming facilities McDonald House, Do Something Day food • and you have all shown your dedication and A new international standard hotel collection for Christ Mission Possible in • willingness to go above and beyond. • A spectacular stadium Penrith and our Cash Housie contributions to Learning Links, are just to name a Unique promotions & give-aways • few. The Club also supports state-wide • Recognised high standards of customer campaigns such as Jeans for Genes Day, service Daffodil Day, Biggest Morning Tea, Jersey • One of its kind family and adventure Day and Movember. On behalf of the Club facilities I’d like to sincerely thank our Members for Stewart Graham • A proud commitment to propagate the their generosity and support of these events. Chief Operating Officer game of rugby league in the community • AND SO MUCH MORE!!!! At St Marys Rugby League Club, we’ve always taken great pride in the awesome customer As an experience is defined as “an service our team strives to provide Members event or occurrence which leaves an and Guests. In fact, the greatest compliment impression on someone”... Welcome to we can receive is that a Member or guest was impressed with one of our team members.

We call it our 4 Keys Program. If you’re a regular to the Club, you may have noticed more and more staff wearing a collection of coloured pins on their lapels While traditional marketing methods and aprons. These pins are awarded for have a place, Social and Digital Marketing over-achievement in the four areas of the is now a preferred and more effective program being; Friendly, Shine, Safety way to communicate with our Members. and Excellence. Once a team member has been awarded all four pins they are in the Our social media platforms have developed running for the Staff Member of the Year. creating share-worthy and engaging content that Members care about. While the Club continues to provide the latest in gaming machines, we also acknowledge our role in the conduct of

6 | ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 COMMUNITY ENGAGEMENT

While St Marys Rugby League Club has a well children have better attendance, grades are Sparks Netball Club ($3,500) Ropes Crossing established commitment to promoting and up and the child’s behaviours have improved Strikers ($10,000) and the NSW CCC Rugby propagating the game of rugby league, we dramatically. League ($10,000) towards training gear, new also have a very strong focus on meeting the playing strips, sponsorships and scholarship needs of our community. programs to develop and provide growth opportunities for young athletes. It is the St Marys Rugby League Club Mission “to make a significant difference to the social and economic well-being of our community” and the Board is committed to supporting as many charitable, community and sporting organisations as financially viable. This includes funding towards supporting survivors of domestic violence and abuse and support for families with children with disabilities. We are passionate about social justice for all children, helping those children less fortunate to reach their potential and to experience a fulfilling life.

Significant projects and services that received funding under the ClubGRANTS KOKODA YOUTH LEADERSHIP program this year include CareFlight ($5,000), CHALLENGE Variety The Children’s Charity ($55,000), Now in its 7th year, St Marys Rugby NADO ($3,000), Ngroo Education ($18,340), League Club has sponsored 14 St Marys Spring Festival ($1,000), Penrith local students to participate in the Valley Sports Foundation ($6,000), Mt Druitt Kokoda Youth Leadership Challenge. Hospital ($1,100), Kokoda Youth Leadership Challenge ($12,000), Nepean Community As in previous years, last year’s trekkers and Neighbourhood Centre ($1,000), Christ Callum Meney from Penrith Christian School Mission Possible ($35,000), Nth St Marys and Grace Faulder from Penrith Academic Neighbourhood Centre ($18,600), Bridging High School returned from the trek with the Gap ($7,000) and The Haven Women’s a whole new outlook on the day to day Shelter ($20,000). challenges of life. In their words, witnessing children on the trek live with so little and Whilst our monetary donations are evident, yet be filled with such joy has changed their in-kind support in the form of sporting perspective on many things. Callum and gear and equipment, free room hire, Grace have returned with a passion to keep sponsorships, resources and fundraising the history of the Kokoda campaign alive, prizes, has greatly assisted organisations which is the very essence of why St Marys such as Push and Power, Men of League Rugby League Club supports this initiative. Foundation, Mount Druitt Town Rangers Soccer Club, Penrith Touch Association, Penrith Police RLFC, PCYC Mt Druitt, St Marys Indoor Sports, St Marys Baseball Club and the Clontarf Foundation to provide front line services and also make a difference in our community.

This year through the strong support of our Members, community groups and all who utilise the Club’s facilities and services, we were able to give back over $800,000 in funding to the community.

CHRIST MISSION POSSIBLE St Marys Rugby League Club is now the proud sponsor of the Saints Brown Paper Bag project. Christ Mission Possible works with local schools to identify children who do LOCAL SPORTS not have access to a nutritious recess snack In addition to supporting the development and lunch. Over 2,000 home-style lunch of our junior rugby league, significant packs consisting of a sandwich, fruit, muesli sporting contributions were made to the bar and a juice are delivered to schools each St Clair Hawks Cricket Club ($4,000), St week. Reports suggest that participating Marys Soccer Club ($9,000), Glendenning

ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 | 7 RUGBY LEAGUE MANAGER’S REPORT

Womens’ and girls’ competitions are available for U14s, U16s, U18s and open-age divisions in all NSWRL districts and girl’s only competitions facilitated in the Penrith District for U6s to U12s. At Saints, we have 92 female participants playing rugby league. Our current girl’s only teams consist of 2 x U12s teams, 1 x U14s and 1 x U16 team.

SAINTS RISING STARS A number of Saints juniors have been recognised for their outstanding form during the 2018 season. • Christian Chrichton – NRL debut for the Penrith Panthers • Jarome Luai – NRL debut for the Penrith Panthers. • Geoff Daniela – NSWRL Ron Massey Cup • Nathan Smith – NSWRL Ron Massey Cup • Dean Zammit – Malta Test Selection • Maika Sivo – NSWRL Residents • Donovan Boney – NSW Blues U16 • Zion Tauasa – NSW Blues U16

BELIEVE / ACHIEVE PROGRAM The Believe / Achieve program was rolled out again in 2018. The senior players held U6, U7 and U8 group training sessions. The sessions were completed on different nights and involved the mini Rugby League participation at Saints is at an all-time high. In 2018, players rotating through a number of skills and activities run by the we had 830 players registered in 54 teams across all age groups senior players. On the completion of the session, the Ron Massey Cup ranging from Under 6’s through to Ron Massey Cup. players presented each player with a football. The program is another great initiative and way of engaging our junior players. The strength of our Club continues to be recognised with the 33 teams that are eligible to play in finals we had an amazing 29 take part in the semi-final series! “VOICE AGAINST VIOLENCE” CAMPAIGN St Marys Junior Rugby League Club is a strong advocate of the NRL’s The St Marys Ron Massey Cup and Sydney Shield both featured “Voice Against Violence”. The grass-root program was presented again in this year’s final series, with the Ron Massey Cup, finishing to our U16-U19 year old players as we have a responsibility to our the regular season in fourth place and the Saints Sydney Shield Rugby League players, their families and our communities to ensure finishing the regular season in second place. they receive the education, support and resources available to make informed decisions and ultimately, make positive and consistent Unfortunately, our Sydney Shield team were unable to match the behaviour choices. heights of last season and suffered two disappointing losses to be knocked out of the final’s series. The game is strengthening its ongoing work and resolve to stand up, speak out and take action against domestic violence. Our Ron Massey Cup team turned around a slow start to the year and fought extremely hard to remarkably, reach the Ron Massey “CHANGING ROOMS “ CAMPAIGN Cup Grand Final. The Saints played Minor Premiers, Wentworthville The ‘NSWRL Changing Rooms’ program was presented to our U16 to in the decider and after a solid start to the game, Wentworthville Ron Massey Cup players to educate and provide support to the youth were far too good on the day and unfortunately, we were defeated. of our sporting community in dealing with challenges in life off the field when they aren’t dealing with the situations in a positive manner. After five seasons as Head Coach of the Saints, Brad Drew has The support program is offered to all sporting clubs, players, staff, announced that 2018 will be his last. Brad’s knowledge of the volunteers and their families dealing with violence, mental health, game, profile and coaching expertise have been a huge asset to our illness, injury, social inclusion, disabilities and other life challenges of Club. Brad has been instrumental in the Club’s transition from the our youth. Penrith Junior League competition to the NSWRL Competitions of Ron Massey Cup and Sydney Shield. “MINI-FIT” PROGRAM Anthony ‘Mini’ Minichiello was a welcomed guest of the Saints and in In July, the St Marys Rugby League Club Board resolved that the Club partnership, rolled out the “Minifit” Clinic to all Saints players, aged will incorporate a senior women’s rugby league program, the Harvey 5-12 years. Led by Anthony Minichiello himself, Minifit is a great way Norman NSW Women’s Premiership. Women’s Rugby League is the to encourage health, fitness and well-being amongst kids. Minifit is fastest growing segment of the game and the Harvey Norman NSW aimed to improve the growth and development of children, educating Women’s Premiership is the premier open age competition for our young players on the importance of an active and healthy lifestyle. women. The pathway for women and girls has been strengthened with the formation of a complete NSWRL participation and elite The Saints had over 340 players take part in the Minifit program over representative system. the school holiday period.

8 | ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 SCHOOL RUGBY LEAGUE DEVELOPMENT COUNTRY / COASTAL RUGBY LEAGUE DEVELOPMENT We have assisted several Schools with their participation and rugby The St Marys Rugby League Club Board has again continued to league development programs. We have also supported the Schools support rugby league in the country towns of Condobolin, Gundagai with jerseys, equipment and resources. The Schools that have and Mossvale. In 2018, the St Marys Junior Rugby League Executive recently received jerseys and equipment are: resolved to branch the regional rugby league support and form new • Cambridge Park High School relationships with the Ulludulla and Swansea Junior Rugby League • Chifley College Senior Campus Clubs. • Colyton Public School • Hassall Grove Public School Funding is directed towards the Club’s on-field clothing, consisting of • Crawford Public School jerseys, shirts and socks for all teams within each of the country clubs. • Hambledon Public School • Whalan Public School • Plumpton Public School

DISTRICT RUGBY LEAGUE DEVELOPMENT This year the St Marys Rugby League Club Board very kindly created a budget to assist other Rugby League Clubs in the Penrith district with equipment and resources. Adam Przybyla • Colyton Colts: St Marys Rugby League Club purchased training Rugby League Manager and equipment. • NSW Push and Power Rugby League. St Marys Rugby League Club purchased rugby league jerseys for the six-team competition. • Clontarf Foundation: Provided a sporting grant to the students and staff of the Mt Druitt schools sector of the Clontarf Foundation.

ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 | 9 RUGBY LEAGUE ADMINISTRATOR’S REPORT

PREMIERSHIP WINNING SIDES Congratulations to the following premiership winning sides for 2018:

TEAM COACH MANAGER Under 9/1’s Craig White Shane Deane

Under 10/2’s Brett Sharpe Aimee Sharpe Under 12/1’s David McGivern Amanda Heckenberg

Under 12/2’s Jim Creswell Damla Power Under 12/3’s Trent Hayman Kathy Hayman

Girls Under 12/1’s Isabella Lealaiauloto Jasmine Lealaiauloto Girls Under 16’s Letitia Taylor Narelle Taylor

Under 17’s Todd Councillor Raelene McCormick

Well done to every coach, manager, trainer, player and supporter 2018 marks an amazing 110 years of rugby league in St Marys who helped to make 2018 such a success. I truly hope to see each and what a year it was! and every one of you back next season!

A Club as big as St Marys could not operate as successfully as it GIRLS FOOTY does without the commitment of so many ‘Saints’. I would like to Women’s rugby league is a fast growing competition and I thank all of the Club’s players, officials and committee persons for look forward to seeing more and more girls don the green and their contribution and for the professional manner in which they white jersey in 2019. To the 90 female players who represented conducted themselves this year. When thanking the players, it would Saints in 2018, I am very proud of each and every one of you be remiss of me not to also thank the parents for their unwavering and it is very pleasing to know that you are part of our system support not just during the year but throughout a players’ rugby and the Club’s future. league journey. PENRITH & DISTRICTS JUNIOR RUGBY LEAGUE RELAY Special thanks and recognition must go to our JL Executive; Back to Back Champions! They couldn’t stop the Saints claiming Rugby League Manager Adam Przybyla, President Peter Bowler, another Relay Title. A Huge congratulations to Barry Edwards, Vice President Brad Anderson, Secretary Janelle Borg and Assistant Peter Bowler and Brad Anderson for getting the team to the Secretaries Dani Eldridge and Brett Peaty. It has been a pleasure to final and then coming away with 1st place in front of a full house once again be involved with such a dedicated team of people who at Pepper Stadium. are committed to Saints and the game of rugby league. I would also like to thank St Marys Rugby League Club President Warren Smith Relay Team OAM, the Board of Directors and Management for their continued • Astin Cooper U6/1’s support. • Zane Trindall U7/1’s • Nate Millar U8/1’s TEAM PERFORMANCES • Bryson Brown U9/1’s Although the Under 6’s, Under 7’s and Under 8’s are not classed as • Vailahi Quensell U10/3’s competitive, it doesn’t stop our little Saints from giving it their all • Hunter Bell U11/1’s each and every week. It is great to see over 200 kids wearing the • Izayah Gonzales U12/2’s green and white colours with such pride. I hope that they continue • Zedrick Tupulua U13/1’s to pursue the game of rugby league and represent Saints for many • Malakai Tuipulotu U13/1’s (Ran in the 1st Heat) years to come. • John Mahchong U14/1’s • Maddy Wragg U15/2’s The Club had thirty-one junior league sides eligible to participate in semi-final football this year and with a staggering twenty- PLAYER ACHIEVEMENTS seven sides qualifying, Saints’ presence in the competition was Penrith Panthers Harold Matthews Squad certainly known. Ten of those sides went on to claim the Minor Donovan Boney, Campbell Fisher, Izack Tago, Jai Wynbergen, Malaki Premiership, five of which were Undefeated Minor Premiers. Neiufi, Maxwell Pritchard, Osemen Momoh, Sunia Turuva, Zion Tauasa

Penrith Panthers SG Ball Squad Ethan Clark-Wood, Laisenia Turuva, Lindsay Smith, Logan Cohen, Patrick Naicori, Ryan Eisenhuth, Sadee Sub Laban, Zhivargo Lemasaniai Fa’i

10 | ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 Penrith Panthers Under 15’s Country Championship Side The Jeff Hogan Award (Team Manager of the Year) Bailey Lowe, Jecii Pritchard, Nicholas Lenaz, Sione Neiufi, Tipeni Damla Power Tofilau, Alfred Uelese The Tony Dicker Award (Most outstanding Team in the Club) Penrith Panthers Under 17’s Country Championship Side Ron Massey Cup – Brad Drew Jeffry Sialaoa Ofoia, Xavior Vaoliko Savesi, Ryan Eisenhuth, Sadee Sub Laban The Merv Smart Award (Club Person of the Year) Gary Jeffery Penrith Panthers Tarsha Gale Under 18 Girls Junior Representative Side The Life Members Trophy Courtney Rowe, Emelia Kaafi, Suresa Moana Enese, Juliana Tevaga, Dean Zammit Harmony Matthews LIN FALCONER AWARD Penrith Panthers Lisa Fiaola Under 16 Girls Challenge (Players who have achieved 100 and 200 games with the Club) Tyla Amiatu, Rosemarie Beckett, Faith Nimmo, Paris Makene Stone, Hope Tevaga 100 GAMES U12/1’s Jared Haywood U13/1’s Dwayne Tukala NSWRL UNDER 16’S The Saints duo of Donovan Boney and Zion Tauasa were named U12/1’s Latrell Toby-Smith U14/1’s Pharell Crichton in the NSW Under 16’s side that played against QLD at Suncorp U12/2’s Roxy Paul U14/1’s Zachariah Tupulua stadium on the 15th July. Both players were standouts in their 28-14 win. U12/2’s Preston Scott U14/2’s Lupeni Latu U12/2’s Chase Gosche U14/2’s Kye Eldridge RON MASSEY CUP REPRESENTATIVE SELECTIONS Nathan Smith, Geoff Daniela U13/1’s Jack Leota U16’s Luke Harrison U13/1’s Apiianga Manu U19’s Byron Donovan PENRITH & DISTRICTS JUNIOR RUGBY LEAGUE AWARDS 2018 PDJRL Relay Winners U13/1’s Landen Neiufi U19’s Ben Ernest Under 16’s Player of the Year Winner - Donovan Boney U13/1’s Ky Pule U19’s Mose Feilo Under 19’s Player of the Year Winner - Beau Mackey Coach of the Year - Todd Councillor U13/1’s Malakai Tuipulotu U19’s Dylan McBain Saturday Club Championship U13/1’s Alex Fonoti 1st Division Club Championship Overall Club Championship 200 GAMES ST MARYS JUNIOR RUGBY LEAGUE CLUB MAJOR AWARDS Sydney Shield Ben Cartwright Mini Player of the Year. (Under 6’s – Under 8’s) Hetueni Masi Mod Player of the Year (Under 9’s – Under 12’s) DOUG FALCONER AWARD (Players who have achieved 10 years’ service with the Club) Jared Haywood Merv Cartwright Memorial Trophy (Best and Fairest U15’s Player) U14/1’s Tylor Bunting U15/1’s Jecii Pritchard Tipeni Tofilau U14/1’s Liam Ison U15/2’s Calven George Lance Kneller Award (Best and Fairest U16’s Player) Isaac Papalii U14/1’s Latrelle Leota U15/2’s Jordan Liddiard The Graeme DeLanoue Award (Best and Fairest U17’s Player) U14/1’s Elijah Mataale U15/2’s Jackson Rowe Flynn Isaacs U14/2’s Tyren Ryan U15/2’s Bailey Stivala-Sillis The Tony Mitchell Award (Best and Fairest U19’s Player) U15/1’s Ricky Lotoaniu U16’s Burt Tukala Beau Mackey U15/1’s Izaak Nasio The Bill Webster Perpetual Trophy (Best and Fairest Saturday Player) Bailey Lowe DIRECTORS’ AWARD The Betty Cobb Medal (Female Player of the year) (This award recognises Committee Members and Officials with 10 or Hope Tevaga more years’ service to the Club) The Laurie Barwick Memorial Trophy (Best and Fairest Sydney Shield Player) Tim Grey - 10 years John Tuliatu David Waite - 10 years The Mick Lewis Memorial Trophy (Best and Fairest Ron Massey Cup Player) Atonio Pelesasa The Warren Smith Award (Most Outstanding Saturday Team) Dean Jones Under 9/1’s Rugby League Administrator

ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 | 11 LIFE MEMBERS

BILL WEBSTER TONY DICKER TONY MITCHELL

GRAEME DELANOUE DOUG FALCONER MERV SMART LIN FALCONER

12 | ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 LANCE KNELLER WARREN SMITH OAM GARY SULLIVAN

RON COSKERIE DAVID CARTWRIGHT KEIRAN BABBAGE JOHN BURNS

ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 | 13 NOMINATIONS

Occupation Objective Statement Small Business Owner To bring the Club’s members and With my history, recognised the Community together and dedication and loyal commitment, Club Association be committed to the ongoing it would be an honour to gain the 44 year commitment as a player, expansion of our Club to ensure support of the members and have assistant coach, trainer and that we provide not only an them join me on this journey. Being strapper. Currently on staff for exceptional facility for Members elected as a Director will allow me the Ron Massey Cup and Sydney and the Community, but one which to make a significant contribution Shield teams, Masters of Rugby supports and will ensure that the to the future of our great Club. League Player and Junior League game of rugby league continues Committee Member. Awarded to thrive with its traditions. 2004 Club Person of the Year. STEWART JEFFERY

Occupation Objective Statement Semi Retired / Sales Consultant My objective is to continually With the Members support I will develop the Club’s facilities for continue to build upon the great Club Association members and the community. foundations that the Board have Director 1986 – 1989. President To maintain our strong support laid to ensure that we provide 1989 – present. Afforded Life of sub clubs and maximise the best in club facilities and Membership 1999 member benefits whilst always Member services while continuing . remembering the importance of to support and grow rugby league. Recipient of the Leagues Clubs our junior league to ensure that we I will also aim, with the partnership Australia “Jack Martin Award” remain the best club in the district. of the Board and Management, to for outstanding service and secure a strong and prosperous achievements to the Club industry. future for this great Club. WARREN SMITH OAM

Occupation Statement Currently Retired. Volunteer If given the opportunity to be Patient Transport Bus Driver for 8 elected I will maintain and improve years, Mt Druitt Hospital. Worked facilities for Members, families as a Foreman Stevedore for over and guests. Focus attention on twenty (20) years. Managed our senior patrons and disabled greyhound complex 8 years. Was Members and to keep supporting President of G.B.O.T.A for 12 our junior rugby league and years also M.D.A Delegate 7 years. maintaining community support.

Thank you for your support.

JOHN VELLA

Occupation 2005 and appointed Vice President Statement Construction Supervisor of the Board in 2013. As a current Board Member and Vice President, I am extremely Club Association Objective honoured to represent the Association began in 1969. For To maintain our strength as a Members. I will always put over 45 years I have been actively successful rugby league club and the Members interests at the involved with St Marys Junior licensed venue for our Members forefront and focus on having a Rugby League Club as a player, and the Community. venue that is the envy of other coach and trainer. I have proudly licensed venues and one that represented the Members as a continues to support our sporting Director of the Board since 1997, clubs and the community. was afforded Life Membership in DAVID CARTWRIGHT

Occupation Objective Statement Self Employed Concreter To maintain the Club’s support of With the support of our Members our junior league and ensure that I will continue to provide a Club Association the great traditions and culture fresh perspective to our very Current Board Member. For over of our Club are instilled into our experienced Board and bring the 25 years I have been actively juniors for generations to come. Club’s strategic plan and vision involved in the Club and the Junior To provide high quality facilities to fruition. I will be an honest League as player, coach, trainer, that our Members are proud of representative of the Members team sponsor, member of the and can enjoy with family and and always act in the best Junior League Committee and friends. interests of the club. Board of Director since 2012.

JOE BORG

14 | ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 Occupation Objective Statement Program Manager To ensure past traditions and I would like to continue in values are respected and representing the Members, Club Association adhered to at all times, to provide ensuring that the Club’s values, Current Board Member since a development path for our traditions, benefits & facilities March 2018. Played 270 games juniors to progress and realise are maintained. Along with the for the Club between 1977 & 1994. their dreams and to continually Board and Management I will also Team Manager; 1999 A Grade develop the Club’s facilities for ensure that the Club’s financial Premiership Team, 2014/2015 A members and the community. management is sound, enabling us Reserve Premiers and 2016 Ron to continue to propagate the game of Massey Cup. President of the Junior rugby league and make a significant League October 2016 – March 2018. difference to the social and economic SIMON DICKER wellbeing of our community.

Occupation Objective Statement Retired To continue the Board’s strategy I would like the opportunity to develop our Club and provide to continue on as a Board of Club Association Members and their families Director, represent the interests For 26 years I have been actively with a first class venue that of all Members and continue the involved in the Club as a member offers a safe, enjoyable and traditions of this great Club. Our of the Junior League and Masters memorable experience. To Club has always maintained high of Rugby League Committees, continue the Club’s support of standards and with the Members’ Manager Metropolitan Cup and the community and propagate support I will endeavour to do the A & A Reserve Grade (1992 to the game of rugby league in the same. 2003), 1999 Manager of the Year St Marys district and elsewhere. and Board of Director since 2003. MICHAEL HILTON

Occupation Objective involvement as a coach of the Retired To continue my support of Junior League, Metropolitan Cup rugby league with controlled and Penrith representative squads Club Association management & growth. Ensure I have met many people within Current Board Member since that the Club remains in a sound the community and from all walks 1991, Vice President of the Board financial position whilst supporting of life. I feel that I understand the since 1993, Member of the Junior the Members in their wishes many needs of the community and Rugby League Committee and Life of a Club with quality facilities. with the Members support I will Member of the Club since 2001. assist in maintaining the successful Statement growth of the Club to ensure that it Having resided in the area for is the social club of the district. almost 50 years and through my RON V COSKERIE

Qualifications Club Association Statement Regional Manager Commercial Current serving Board Member I am proud of St Marys’ traditions Banking, Westpac Banking since 2007. Player 1990 – 1996, and honoured to have shared in our Corporation. Master’s degree in recipient of the Life Members history. As a Director my objective Accounting and Finance. Graduate Trophy 1994, Coach 1999, is to ensure that our traditions Diploma from the Australian 2007 & 2015. remain and that the Club’s financial Institute of Company Directors management is sound for many (AICD). Member of the Institute of Objective generations to come, allowing us to Public Accountants and the AICD. To maintain the traditions of our continually add value to Members Club whilst continuing to provide the and the Community and provide an best in club and sporting facilities environment that will enable and to Members and the Community. encourage all our sporting teams and RONALD COSKERIE athletes to excel.

Occupation Objective Statement Self employed local business To play a part in the ongoing We have a great history of rugby owner & operator. support of our junior league league, a wonderful club with and help promote pride in our world class facilities, dedicated Club Association Club through our history. To management and staff and a very My association with the Club see the strategic plan realised, bright future. It is an honour to spans over 50 years. I am a whereby creating a club with the represent our Members and I do current Board member, member facilities and atmosphere that the so with humility and pride. of the Junior League Committee, Members will enjoy and enabling sponsor of the annual Under 13’s us to continue to support the Fiji Tour, President and player community of which we are a part. of the Masters of Rugby League. ROBERT GORST

Occupation I have been associated with St Statement Retired Marys Rugby League Club since I have been a member of the 1970 as a player, coach, trainer Board for the past 16 years. Qualifications and President & Secretary of the I would like to continue to Graduate Diploma, Australian Junior League. represent the Members and Institute of Company Directors. progress with the development Objective plans for our great Club. While Club Association To ensure that the Club’s strategic the Club is operating successfully Current Board Member, Life plan is realised, further develop we can provide much needed Member, Chairman Sports facilities for the Members and employment for the area, Committee, President Netball continue the Club’s support of the development and career prospects Club, Masters of Rugby League Community. for staff and opportunities for our JOHN BURNS Foundation Member. up and coming juniors.

ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 | 15 NOTICE OF SPECIAL RESOLUTIONS

PROCEDURAL MATTERS SECOND SPECIAL RESOLUTION (a) must not vote on the matter; and That the Constitution of St Marys Rugby 1. To be passed each Special Resolution League Club Limited be amended by (b) must not be present while the must receive votes in favour from adding the following new Rule 55 (e): matter is being considered at the not less than three quarters (75%) of meeting. those members who being eligible “No member shall issue or distribute within to do so vote in person on the the premises or the surrounding precincts 73B. REGISTERED CLUBS Special Resolution at the meeting. of the Club or on any other core or non-core ACCOUNTABILITY CODE. property of the Club any “how to vote ticket” 2. Only Life Members and financial or any written material advocating either 73B.1. The Club must comply with the Football Members are eligible to for or against the election of any candidate requirements of the Registered vote on the Special Resolutions. or candidates for the Board of the Club. Any Clubs Accountability Code (as breach of this Rule 55(e) shall be deemed to be amended from time to time) and 3. Under the Registered Clubs Act, conduct prejudicial to the interests of the Club the provisions of this Rule 73B. members who are employees of for the purposes of Rule.” the Club are not entitled to vote 73B.2 For the purposes of this Rule and proxy voting is prohibited. Notes to Members on Second Special 73B, the terms “close relative”, Resolution “controlling interest”, “manager”, 4. Amendments to any of the Special “pecuniary interest” and “top Resolutions (other than minor 1. The Second Special Resolution will executive” shall have the typographical corrections which do introduce a new rule which will stop meanings assigned to them by the not change the substance or effect people distributing “How to vote Registered Clubs Act and of the Special Resolution) will not be material” during the Board election Registered Clubs Regulations. permitted from the floor of the meeting. period anywhere within the Club and on any of the Club’s property. CONTRACTS WITH TOP EXECUTIVES 5. The Board of the Club recommends the Special Resolutions to members. 2. The Board feel that that is in the best 73B.3 The Club must ensure that each interests of members and their guests top executive has entered into a FIRST SPECIAL RESOLUTION and will stop any harassment or written employment contract with That the Constitution of St Marys Rugby intimidation during the election period. the Club dealing with: League Club Limited be amended by adding the following new Rule 53 (d); THIRD SPECIAL RESOLUTION (a) the top executive’s terms of That the Constitution of St Marys Rugby employment; and “Any person who is elected or appointed to the League Club Limited be amended by: Board, must, unless exempted, complete such (b) the roles and responsibilities of mandatory training requirements for Directors a. deleting Rule 15 and in lieu thereof the top executive; as required by the Regulations made under the inserting the following new Rule 15: Registered Clubs Act within three (3) months of “15. Intentionally Deleted.” (c) the remuneration (including fees being appointed or elected to the Board.” for service) of the top executive; b. deleting Rules 73A, 73B and 73C and Notes to Members on First Special the headings before those Rules and in (d) the termination of the top Resolution lieu thereof inserting the following new executive’s employment. headings and Rules 73A, 73B and 73C: 1. The First Special Resolution relates 73B.4 Contracts of employment with top to mandatory training for Directors. 73A. MATERIAL PERSONAL executives will not have any INTERESTS OF DIRECTORS effect until they are approved by 2. The Registered Clubs Act / Regulation the Board and they must be mandates that any person who 73A.1 Any Director who has a material reviewed by an independent and becomes a member of a Club Board personal interest in a matter that qualified adviser before they can must complete two Mandatory Training relates to the affairs of the Club be approved by the Board. Modules within twelve months of being must, as soon as practicable elected or appointed to the Board. after the relevant facts have come CONTRACTS WITH DIRECTORS OR to the Director’s knowledge TOP EXECUTIVES 3. In the best interests of the Club and declare the nature of the interest in demonstrating best practice, the at a meeting of the Board and 73B.5 The Club must not enter into a Board propose that Mandatory comply with Rule. commercial arrangement or a Training be completed within three contract with a Director or top months of a Member being appointed 73A.2 Subject to Section 195 of the Act, executive or with a company or elected to the St Marys Rugby a director who has a material or other body in which a League Club Board of Directors. personal interest in a matter that Director or top executive has a is being considered at a meeting pecuniary interest, unless the of the Board, or of the Directors of proposed commercial the Club: arrangement or contract is first approved by the Board.

16 | ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 73B.6 A “pecuniary interest” in a DISCLOSURES BY DIRECTORS AND 73C. “Intentionally Deleted.” company for the purposes of EMPLOYEES OF THE CLUB deleting the words, “or 100 Rule 73B.5 does not include any members of the Club (whichever interest exempted by the 73B.11 A Director, top executive or is the lesser)” from lines 2 and 3 Registered Clubs Act. employee of the Club must of the introduction to Rule 79 so disclose any of the following that the introduction would then CONTRACTS WITH SECRETARY AND matters to the Club to the read as: MANAGERS extent that they relate to the director, top executive or “The Board may whenever it thinks fit convene 73B.7 Unless otherwise permitted by employee: a General Meeting and it must, on the request the Registered Clubs Act, the of not less than 5% of the members of the Club Club must not enter into a (a) any material personal interest that having at the date of the deposit of the request commercial arrangement or the Director has in a matter at the office a right to vote at General Meetings contract with: relating to the affairs of the Club; of the Club………………….” and (a) the Secretary or a manager; or Notes to Members on Third (b) any personal or financial interest Special Resolution (b) any close relative of the Secretary of the Director or top executive or a manager; in a contract relating to the 1. The Third Special Resolution procurement of goods or services proposes three (3) amendments (c) any company or other body in or any major capital works of the to the Club’s Constitution to bring which the Secretary or a manager Club; the Constitution into line with the or a close relative of the Secretary Corporations Act, Registered Clubs or a manager has a controlling (c) any financial interest of the Act and Registered Clubs Regulation. interest. Director or top executive in a hotel situated within forty (40) 2. Paragraph (a) deletes a provision LOANS TO DIRECTORS AND kilometres of the Club’s premises; which is not required. This provision EMPLOYEES is no longer required because the (d) any gift (which includes money, Registered Clubs Act no longer hospitality and discounts) valued prescribes a maximum number 73B.8 The Club must not: at one thousand dollars ($1,000) of members for registered clubs.

or more, or any remuneration (a) lend money to a director of the (including any fees for service) of 3. Paragraph (b) amends existing Club; and an amount of one thousand provisions relating to corporate

dollars ($1,000) or more, received governance and accountability to (b) unless otherwise permitted by by the Director, top executive or bring the Constitution into line the Registered Clubs Act and employee from an affiliated body with the recent and significant Regulations, the Club must not of the Club or from a person or amendments to the corporate lend money to an employee of the body that has entered into a governance and accountability Club unless the amount of the contract with the Club. provisions of the Registered Clubs proposed loan is ten thousand Act and Registered Clubs Regulation. dollars ($10,000) or less and the 73B.12 The Club must keep a register in proposed loan has first been an approved form containing 4. Paragraph (c) amends existing approved by the Board. details of the disclosures made to provisions relating to the calling of the Club in accordance with Rule general meetings on the request of RESTRICTIONS ON THE EMPLOYMENT 73B.11. members to bring the Constitution into OF CLOSE RELATIVES OF DIRECTORS line with the Corporations Act. AND TOP EXECUTIVES PROVISION OF INFORMATION TO MEMBERS 73B.9 A person who is a close relative of a Director or top executive must 73B.13 The Club must: not be employed by the Club unless their employment is (a) make the information required by approved by the Board. the Registered Clubs Regulations available to the members of 73B.10 If a person who is being the Club within four (4) months considered for employment by after the end of each reporting the Club is a close relative of a period to which the information Director of the Club, the Director relate; and must not take part in any decision relating to the person’s (b) indicate, by displaying a notice employment. on the Club’s premises and on the Club’s website (if any), how the members of the Club can access the information.

ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 | 17 NOTICE OF ORDINARY RESOLUTIONS

It is a legal requirement that no resolution members in circumstances which the SECOND RESOLUTION may be proposed at the meeting that is not Board, in its discretion, determine That the members authorise (and already listed in the Notice of Meeting. are special and significant to the Club. declare to be reasonable) the payment or reimbursement by the Club up to a Any ordinary resolution must receive votes h. the reasonable expenses incurred, up maximum not exceeding $50,000 (before in favour from not less than 50% + one of to a maximum amount not exceeding GST) for, or the provision by the Club at the the elgible members who cast a valid vote in $4,000, in relation to providing a Club’s expense of, the following in respect of person at the meeting. wake for departed members in each of the Directors including the President: circumstances which the Board, Ordinary resolutions to be proposed at in its discretion, determine are a. the reasonable cost of the Directors and the meeting. special and significant to the Club. their partners attending the ClubsNSW Annual General Meeting and the Leagues FIRST RESOLUTION i. car parking spaces for their exclusive use. Clubs Australia Annual Conference. That the members authorise (and declare to be reasonable) the payment j. the reasonable cost of Directors b. the reasonable cost of attendance at or reimbursement by the Club up to a and their partners attending the trade shows, conferences and meetings maximum not exceeding $80,000 (before annual dinner and other functions and the reasonable cost of professional GST) for, or the provision by the Club at the as approved by the Board. fees and training in relation to their Club’s expense of, the following in respect of role and responsibilities as a Director. each of the Directors including the President: k. preferential bookings or reservations for Club functions. c. the reasonable cost of Directors a. the reasonable cost of clothing and their partners attending indicative of their position as a Director. Explanatory Note – First Resolution other registered clubs or gaming, It is necessary and appropriate for the entertainment, leisure or recreation b. reasonable expenses incurred by Directors to be active in performing their venues for the purpose of viewing and Directors in travelling to and from duties and pursuing the Club’s success. assessing their facilities and methods Board meetings or other duly of operation, where the attendance constituted Committee meetings, as Directors’ out-of-pocket expenses is approved by the Board as being approved by the Board from time reasonably incurred in the course of carrying necessary for the benefit of the Club. to time on production of invoices, out their duties, can already be authorised receipts or other proper documentary by the Board. However, the proposed Explanatory Note – Second Resolution evidence of such expenditure. resolution, in the interests of transparency, Differing from the First Resolution, this makes disclosure of some of the types of Resolution addresses the costs of matters c. the cost of reasonable food and expenses likely to be incurred. associated with professional development refreshments before, during and at the and information gathering. conclusion of Board and Committee To the extent that the resolution involves the meetings. payment of certain specific out-of-pocket To the extent that the resolution involves the expenses, the resolution will acknowledge payment of certain specific out-of-pocket d. the payment of the premium for that expenses of the types proposed are expenses, the resolution will acknowledge Directors’ and Officers’ insurance cover. reasonable and there is or will be a current that expenses of the types proposed are resolution of the Board authorising the reasonable and there is or will be a current e. reasonable out-of-pocket expenses payment of expenses of the kind listed. resolution of the Board authorising the incurred when carrying out their payment of expenses of the kind listed. duties in relation to the Club including To the extent that the proposed expenses (without limitation) the reasonable involve the provision of benefits not in the To the extent that the proposed expenses costs of the entertainment of special form of money or a cheque being provided involve the provision of benefits not in guests of the Club and participation to a specific class of member, that is the form of money or a cheque being in Club promotional activities permissible with a current authorisation provided to a specific class of member, (whether at the Club’s premises from a General Meeting. that is permissible with a current or elsewhere), where such out-of- authorisation from a General Meeting. pocket expenses are approved by To the extent that the proposed expenses a current resolution of the Board. might otherwise be regarded as a profit, To the extent that the proposed expenses benefit or advantage is not offered equally to might otherwise be regarded as a profit, f. the reasonable cost of Directors every full member and able to be authorised benefit or advantage that is not offered and their partners or invited guests as above, they are still permissible if the Court equally to every full member and able attending functions (in respect of a is of the opinion that they are reasonable to be authorised as above, they are still football game or otherwise) at the St in the circumstances. The resolution seeks permissible if the Court is of the opinion that Marys Leagues Stadium Corporate to acknowledge certain types of Directors’ they are reasonable in the circumstances. Hospitality Area whilst representing expenses that are regarded by the members The resolution seeks to acknowledge the Club in its corporate capacity. as being reasonable in the circumstances. other types of Directors’ expenses that are regarded by the members as being g. the reasonable expenses incurred, The present Board unanimously recommend reasonable in the circumstances. up to a maximum amount not the proposed resolution. exceeding $4,000, in relation to The present Board unanimously recommend providing a funeral for departed the proposed resolution.

18 | ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 THIRD RESOLUTION Explanatory Note – Fifth Resolution Under the Registered Clubs Legislation, That the members authorise (and An honorarium may only be paid where the only members entitled to vote on this declare to be reasonable the payment approved by a resolution passed at a resolution are the members who are entitled or reimbursement by the Club) up to a General Meeting. to vote on the election of the Board. maximum amount of $25,000 (before GST) for, or the provision by the Club at the Under the Registered Clubs Legislation, The present Board unanimously recommend Club’s expense of, the reasonable costs for the only members entitled to vote on this the proposed resolution. Directors and other members, who the Board resolution are the members who are entitled requests to accompany rugby league teams to vote on the election of the Board. from the Club when travelling, including airfares, accommodation, meals, beverages, Amendments to the Superannuation travelling and incidental expenses. Guarantee (Administration) Amendment Bill 2011 came into effect on 1 July 2013. Explanatory Note – Third Resolution Under the changes superannuation is The context of this proposed resolution is payable on all earnings over $450 per month similar to the previous resolutions. including honorariums.

It deals with expenditure to be incurred The present Board unanimously recommend in connection with individual Directors or the proposed resolution. other members who the Board requests to accompany rugby league teams from the SIXTH RESOLUTION Club when travelling. That the members approve the payment of an honorarium at the monthly rate of $400 The present Board unanimously recommend in arrears, and prorated on a daily basis for the proposed resolution. any broken period of less than a calendar month at the start or end of their term, to FOURTH RESOLUTION each Director of the Club in respect of their That the members authorise (and service on the Board until the next Annual declare to be reasonable) the payment General Meeting. or reimbursement by the Club up to a maximum amount of $110,000 (before Explanatory Note – Sixth Resolution GST) for, or the provision by the Club at As noted above, an honorarium may only be the Club’s expense of, reasonable costs paid where approved by a resolution passed for Directors to travel overseas including at a General Meeting. airfares, accommodation, meals, beverages, travelling and incidental expenses, where Under the Registered Clubs Legislation, approved by the Board for the purposes of the only members entitled to vote on research of the design and development of this resolution are the members who are the Club and its premises and operations entitled to vote on the election of the Board. and the conduct of its sporting activities. The present Board unanimously Explanatory Note – Fourth Resolution recommend the proposed resolution. The context of this proposed resolution is similar to the previous resolutions. SEVENTH RESOLUTION That the members approve the payment It deals specifically with expenditure to of an honorarium at the monthly rates set be incurred in connection with Directors out below and in arrears, and prorated on a undertaking overseas travel in the interests daily basis for any broken period of less than of Club development with the approval of a calendar month at the start or end of their the Board. term, to each of the members of the rugby league subcommittee identified below in The present Board unanimously recommend respect of their service on that committee the proposed resolution. until the next Annual General Meeting.

FIFTH RESOLUTION Secretary $120.00 per month That the members approve the payment of President $100.00 per month an honorarium at the monthly rate of $550 Vice President $100.00 per month in arrears, and prorated on a daily basis for Assistant Secretary $100.00 per month any broken period of less than a calendar Assistant Secretary $100.00 per month month at the start or end of their term, to the President of the Club in respect of his Explanatory Note – Seventh Resolution service on the Board until the next Annual As noted above, an honorarium may only be General Meeting. paid where approved by a resolution passed at a General Meeting.

ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 | 19 CORE & NON-CORE PROPERTY

The Registered Clubs Act requires the annual report to specify the core and non core property of the Club. The following site master plan identifies all of the Club’s land holdings and clearly identifies what is deemed ‘core’ and ‘non core’.

AREA 1 CORE

ST MARYS LEAGUES STADIUM WIDE WILDLIFE CORRIDOR

AREA 4 NON CORE AREA 2 FORRESTER RD NON CORE CAR PARK EXISTING CLUB BUILDING AREA 1 CORE CAR PARK

BORONIA RD AREA 3 NON CORE

AREA 1 (CORE) AREA 3 (NON CORE) Area 1 which is deemed as the Club’s core property consists The site marked Area 3 on the above plan is the site where of the Club building, Club car parking and St Marys Leagues Stadium. McDonalds is located.

AREA 2 (NON CORE) AREA 4 (NON CORE) Area 2 is located to the east of the Club’s boundary along This area is to be used for future Club extensions and is deemed Boronia Road. It is zoned as a ‘SP1 Special Activities’ zone non core to permit long term leases associated with joint ventures with ‘Registered Club’. Permitted uses are limited to land eg. Go Bananas Family Entertainment Centre, Skypeak Adventures ancillary to the Club operation. The Board resolved to explore and catering licences. development opportunities congruent with the zoning of the land.

20 | ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 DIRECTORS’ REPORT FOR THE YEAR ENDED 30 JUNE 2018

The directors present their report together with the financial statements of St Marys Rugby League Club Limited (the Company or the Club) comprising the Company and its subsidiaries (together referred to as the Consolidated entity) for the financial year ended 30 June 2018 and the auditor’s report thereon.

1.DIRECTORS The directors of the Club at any time during or since the end of the financial year are:

NAME, QUALIFICATIONS EXPERIENCE POSITION Warren Earl Smith OAM Sales Consultant / Semi Retired Director since 1986 David Cartwright Construction Supervisor Director since 1997 Ronald Vincent Coskerie Painting Contractor (Retired) Director since 1991 Linette Falconer Cleaner (Retired) Resigned as of 1 March 2018 William John Burns Driver Co-ordinator (Retired) Director since 2002 Michael Hilton Transport Supervisor (Retired) Director since 2003 Ronald James Coskerie Bank Executive Director since 2007 Joseph Borg Self Employed Concreter Director since 2012 Robert Lindsay Gorst Small Business Owner Director since 2014 Simon Dicker Program Manager Appointed as of 1 March 2018

Unless otherwise stated, the directors held office for the entire period.

2. DIRECTOR’S MEETINGS 3. OBJECTIVES AND STRATEGY The number of directors’ meetings attended by each of the The short-term strategic objectives for the year were: directors and number of meetings of the Company during the • Uphold the objects listed in the Constitution with a commitment financial year are: to rugby league being foremost; • Financial consolidation to ensure the Club maintains a strong financial position; DIRECTOR BOARD MEETINGS • Ensure that the Club continues to meet the needs of members A B and the community; • Enhance the Club’s reputation as being an integral part of the Warren Earl Smith OAM 13 13 community and contribute to the economic and social well- David Cartwright 13 13 being of the community; • Professional corporate governance; Ronald Vincent Coskerie 13 13 • Providing excellence in customer service, facilities and member Linette Falconer 6 9 benefits; • Completion of building and renovation programs. William John Burns 13 13 Michael Hilton 12 13 The long-term strategic objectives for the year were: • Uphold the objects listed in the Constitution with the commitment Ronald James Coskerie 13 13 to rugby league being foremost; Joseph Borg 13 13 • Progression of the Strategic Plan; Formalise priorities, plans and building programs for Club Robert Lindsay Gorst 13 13 • development; Simon Dicker 4 4 • Professional corporate governance and fiscal management; • Ensure that the Club is able to continue to meet the needs of members and a rapidly growing community; A- Number of meetings attended • Develop strategies to address industry challenges and threats to B- Number of meetings held during the time the director held office continued financial viability; and during the year. • Investigate other business opportunities for the Club’s excess land holdings.

The Board conducts Strategic Planning Sessions to ensure the future of St Marys Junior Rugby League and rugby league in the district through the long-term financial viability of the Club. Through these methods the Board ensures the Club can continue to meet its objects, the needs of members and the community and successfully manage future industry challenges.

ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 | 21 DIRECTORS’ REPORT FOR THE YEAR ENDED 30 JUNE 2018 (CONTINUED)

4. PRINCIPLE ACTIVITIES 6. MEMBERSHIP The principle activities of the Consolidated entity during the course The Company is a public company limited by guarantee and without of the financial year included promoting the game of rugby league share capital. In accordance with the constitution of the Company, in the Penrith district and elsewhere, improving existing Club every member of the Company undertakes to contribute an facilities, providing and enhancing member benefits and ensuring amount limited to $4 per member in the event of the winding up of that the Consolidated entity is able to meet the needs of members the Company during the time he or she is a member or within one and the community. The Board’s commitment to the principal year thereafter. The total amount that members of the Company activities and the social well-being of the community has enhanced are liable to contribute if the Company is wound up is $186,556 the Consolidated entity’s reputation in the community and its (2017: $192,176). financial success. The number of members as at 30 June 2018 and the comparison Apart from the above, there were no significant changes in the with the prior year is as follows: nature of the activities of the Consolidated entity during the year. IN NUMBER OF MEMBERS 2018 2017 5. PERFORMANCE Rugby League Members 3,065 3,502 The profit after tax of the Consolidated entity for the year ended 30 June 2018 was $1,256,859 (2017: $4,065,711), after charging Supporting members 2,079 3,064 $4,976,928 (2017: $4,616,571) for depreciation and $402,753 Associate members 39,840 39,843 (2017: $138,771) for net financing costs. In January 2018, the Club opened the Holiday Inn Sydney St Marys. The performance of Life members 14 14 the consolidated entity for the year has been impacted by the Permanent members 1,641 1,621 establishment of this facility and time taken to achieve increased 46,639 48,044 occupancy levels.

THE NET OPERATING RESULT COMPRISED OF: 7. SUBSEQUENT EVENTS CLUB OPERATIONS 2018 2017 There has not arisen in the interval between the end of the financial year and the date of this report any item, transaction or event of a Revenue 38,939,572 39,749,011 material and unusual nature likely, in the opinion of the directors Expenses (36,698,440) (35,683,300) of the Club, to affect significantly the operations of the entity, the results of those operations, or the state of affairs of the club in Net Profit 2,241,132 4,065,711 future financial years. EBITDA * 7,211,305 8,821,053 8. LEAD AUDITOR’S INDEPENDENCE DECLARATION The Lead auditor’s independence declaration is set out on page 23 HOTEL OPERATIONS 2018 2017 and forms part of the directors’ report for the financial year ended 30 June 2018. Revenue 1,431,258 - This report is made in accordance with a resolution of the Directors: Expenses (2,412,828) - Net Profit (981,571) - EBITDA * (572,063) -

* Earnings before interest, tax, depreciation and amortisation Warren Earl Smith OAM Director The Consolidated entity’s performance is constantly measured against internally set KPI’s in core business activities being Dated at Sydney this 17th day of September 2018. determined by the Board as beverage, gaming and commercial rental. Additionally, industry benchmarks are used when setting internal KPI’s as well as monitoring industry trends.

The Board sets an annual budget which incorporate operational KPI’s, and the financial results are analysed and compared to the budget on a monthly basis. However the success of the Consolidated entity is not judged by financial performance alone. The reputation, professionalism and standing of the Consolidated entity in the community and industry are paramount and is a key factor in determining the Consolidated entity’s success.

22 | ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 In connection with our audit of the Financial Report, our responsibility is to read the Other Information. In doing so, we consider whether the Other Information is materially inconsistent with the Financial Report or our knowledge obtained in the audit, or otherwise appears to be materially misstated. We are required to report if we conclude that there is a material misstatement of this Other Information, and based on the work we have performed on the Other Information that we obtained prior to the date of this Auditor’s Report we have nothing to report.

Responsibilities of the Directors for the Financial Report

The Directors are responsible for: • preparing the Financial Report that gives a true and fair view in accordance with Australian Accounting Standards - Reduced Disclosure Requirements and the Corporations Act 2001 • implementing necessary internal control to enable the preparation of a Financial Report that gives a true and fair view and is free from material misstatement, whether due to fraud or error • assessing the Group and Company's ability to continue as a going concern and whether the use of the going concern basis of accounting is appropriate. This includes disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless they either intend to liquidate the Group and Company or to cease operations, or have no realistic alternative but to do so.

LEADAuditor’s responsibilities AUDITOR’S for the audit of the Financial Report INDEPENDENCEOur objective is: DECLARATION UNDER• to obtain reasonable SECTION assurance about 307C whether OF the Financial THE Report CORPORATIONS as a whole is free from material ACT 2001 misstatement, whether due to fraud or error; and • to issue an Auditor’s Report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with Australian Auditing Standards will always detect a material misstatement when it exists. MisstatementsTO: THE DIRECTORS can arise OF ST from MARYS fraud RUGBY or error. LEAGUE They are CLUB considered LIMITED material AND ITS if, CONTROLLEDindividually or inENTITIES the aggregate,I declare that, they to the could best reasonablyof my knowledge be expected and belief, to in influence relation to the the economicaudit for the decisions financial ofyear users ended taken 30 June on 2018,the there have been: basis of the Financial Report. no contraventions of the auditor independence requirements as set out in the Corporations Act 2001 in relation to the audit; and A further description of our responsibilities for the audit of the Financial Report is located at the Auditing andno contraventions Assurance Standards of any applicable Board codewebsite of professional at: http://www.auasb.gov.au/auditors_responsibilities/ar3.pdf. conduct in relation to the audit. This description forms part of our Auditor’s Report.

KPMKPMGG Cameron Roan Cameron Roan Partner Partner Sydney Sydney 17th September 201817 September 2018

30

ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 | 23 CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME

For the year ended 30 June 2018.

IN AUD NOTE 2018 2017 Revenue from club operations 4a 38,939,572 39,749,011 Revenue from hotel operations 4b 1,431,258 - Other income 5 (149,612) 36,687

Change in inventories of finished goods (40,430) (9,541) Raw materials and consumables used (2,688,023) (2,677,055) Gaming taxes (8,206,937) (8,532,676) Personnel expenses 6 (9,645,103) (9,408,352) Entertainment and members amenities (2,383,003) (2,342,425) Occupancy expenses (4,333,894) (3,896,975) Rugby League expenses (including Rugby League personnel expenses) (1,373,296) (1,379,131) Hotel expenses (including Hotel personnel expenses) (2,006,026) - Direct gaming expenses (980,278) (822,372) Administration costs (1,036,508) (1,019,876) Advertising and marketing expenses (559,453) (536,186) Insurance expense (236,414) (216,164) Consulting and professional fees (95,313) (123,892) Profit before depreciation and finance costs 6,636,540 8,821,053

Depreciation expense (4,976,928) (4,616,571) Results from operating activities 1,659,612 4,204,482

Finance income 91,720 414,165 Finance costs (494,473) (552,936) Net finance costs 7 (402,753) (138,771)

Profit for the year 1,256,859 4,065,711

Other comprehensive income 1,900 1,100 Total comprehensive income for the year 1,258,759 4,066,811

The notes on pages 28 to 41 are an integral part of these financial statements.

24 | ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 CONSOLIDATED STATEMENT CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME OF FINANCIAL POSITION

As at 30 June 2018.

IN AUD NOTE 2018 2017 Assets Cash and cash equivalents 8 10,019,674 19,575,576 Trade receivables 9 532,052 405,491 Inventories 10 279,251 319,681 Prepayments 496,256 405,425 Other investments 11 165,000 165,000 Total current assets 11,492,233 20,871,173

Investment property 13 1,033,877 1,049,655 Property, plant and equipment 12 78,731,684 70,546,820 Intangible assets 14 42,644 42,644 Total non-current assets 79,808,205 71,639,119 Total assets 91,300,438 92,510,292

Liabilities Trade and other payables 15 2,693,920 4,855,342 Loans and borrowings 16 361,462 641,816 Employee benefits 17 1,455,709 1,426,464 Revenue received in advance 165,407 158,134 Provisions 18 232,670 303,391 Total current liabilities 4,909,168 7,385,147

Loans and borrowings 16 10,096,888 10,064,840 Employee benefits 17 197,630 221,579 Revenue received in advance 372,648 373,381 Total non-current liabilities 10,667,166 10,659,800 Total liabilities 15,576,334 18,044,947 Net assets 75,724,104 74,465,345

Members’ funds Permanent membership reserve 19 164,000 162,100 General funds 75,560,104 74,303,245 Total members’ funds 75,724,104 74,465,345

The notes on pages 28 to 41 are an integral part of these financial statements.

ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 | 25 CONSOLIDATED STATEMENT OF CHANGES IN MEMBERS’ FUNDS

For the year ended 30 June 2018.

IN AUD PERMANENT GENERAL FUNDS TOTAL EQUITY MEMBERSHIP RESERVE Balance at 1 July 2016 161,000 70,237,534 70,398,534

Total comprehensive income for the year Profit for the year - 4,065,711 4,065,711 Other comprehensive income - - -

Transactions with members, recorded directly in members funds Additions to permanent membership 1,100 - 1,100

Balance at 30 June 2017 162,100 74,303,245 74,465,345

Balance at 1 July 2017 162,100 74,303,245 74,465,345

Total comprehensive income for the year Profit for the year - 1,256,859 1,256,859 Other comprehensive income - - -

Transactions with members, recorded directly in members funds Additions to permanent membership 1,900 - 1,900

Balance at 30 June 2018 164,000 74,560,104 75,724,104

The notes on pages 28 to 41 are an integral part of these financial statements.

26 | ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 CONSOLIDATED STATEMENT OF CASH FLOWS

For the year ended 30 June 2018.

IN AUD NOTE 2018 2017 Cash Flows from operating activities Cash receipts from customers 44,268,454 43,919,848 Cash paid to suppliers and employees (39,798,827) (32,631,268) Cash generated from operating activities 4,469,627 11,288,580 Finance costs paid 7 (494,473) (552,936) Net cash from operating activities 3,975,154 10,735,644

Cash flows from investing activities Proceeds from sale of property, plant and equipment - 74,108 Acquisition of property, plant and equipment (13,376,370) (18,572,208) Transfer of cash to other investments - 9,960,000 Interest received 7 91,720 414,165 Net cash used in investing activities (13,284,650) (8,123,935)

Cash flows from financing activities Proceeds from hire purchases 952,769 655,088 Hire purchase payments (1,201,075) (298,753) Proceeds from permanent membership 1,900 1,100 Net cash (used in)/ from financing activities (246,406) 357,435

Net (decrease)/ increase in cash and cash equivalents (9,555,902) 2,969,144 Cash and cash equivalents at beginning of year 19,575,576 16,606,432 Cash and cash equivalents at end of year 8 10,019,674 19,575,576

The notes on pages 28 to 41 are an integral part of these financial statements.

ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 | 27 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

For the year ended 30 June 2018.

1. REPORTING ENTITY St Marys Rugby League Club Limited (the Company or the Club) is incorporated and domiciled in Australia as a public company limited by guarantee. The address of the Company’s registered office is Corner Forrester & Boronia Roads St Marys NSW 2760. The consolidated financial statements of the Company as at and for the year ended 30 June 2018 comprise of the Company and its subsidiaries (together referred to as the Consolidated entity and individually as Group entities).

The Consolidated entity is primarily involved in promoting the game of rugby league in the Penrith district and elsewhere, improving existing Club facilities, providing and enhancing member benefits and ensuring that the Consolidated entity is able to meet the needs of members and the community.

2. BASIS OF PREPARATION (a) Statement of compliance In the opinion of the directors, the Company is not publicly accountable. The financial statements are Tier 2 general purpose financial statements which have been prepared in accordance with Australian Accounting Standards - Reduced Disclosure Requirements adopted by the Australian Accounting Standards Board and the Corporations Act 2001. These financial statements comply with Australian Accounting Standards - Reduced Disclosure Requirements.

The financial statements were authorised for issue by the Board of Directors on 17th September 2018.

(b) Basis of measurement The consolidated financial statements have been prepared on the historical cost basis.

(c) Functional and presentation currency These consolidated financial statements are presented in Australian dollars, which is the Company’s functional currency.

(d) Use of estimates and judgements The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.

Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised and in any future periods affected.

There are no judgements made by management in the application of Australian Accounting Standards that have a significant effect on the financial report or estimates with a significant risk of material adjustment in the next year.

(e) Removal of parent entity financial statement The Consolidated entity has applied amendments to the Corporations Act (2001) that remove the requirement for the Consolidated entity to lodge parent entity financial statements. Parent entity financial statements have been replaced by the specific parent entity disclosures in note 25.

3. SIGNIFICANT ACCOUNTING POLICIES The accounting policies set out below have been applied consistently to all periods presented in these consolidated financial statements. Certain comparative amounts have been reclassified to conform with the current year’s presentation.

(a) Basis of consolidation (i) Subsidiaries Subsidiaries are entities controlled by the consolidated entity. The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases. The accounting policies of subsidiaries have been changed when necessary to align them with the policies adopted by the Consolidated entity. (ii) Transactions eliminated on consolidation Intra-group balances and transactions, and any unrealised income and expenses arising from intra-group transactions are eliminated in preparing the consolidated financial statements.

(b) Financial instruments (i) Non-derivative financial assets Financial assets are recognised initially on the date at which the Consolidated entity becomes a party to the contractual provisions of the instrument.

The Consolidated entity derecognises a financial asset when the contractual rights to the cash flows from the asset expire, or it transfers the rights to receive the contractual cash flows on the financial asset in a transaction in which substantially all the risks and rewards of ownership of the financial asset are transferred. Any interest in transferred financial assets that is created or retained by the Consolidated entity is recognised as a separate asset or liability.

The Consolidated entity has the following non-derivative financial assets: loans and receivables.

28 | ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 NOTES TO THE NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

For the year ended 30 June 2018.

3. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Financial instruments (continued)

Loans and receivables Loans and receivables are financial assets with fixed or determinable payments that are not quoted in an active market. Such assets are recognised initially at fair value plus any directly attributable transaction costs. Subsequent to initial recognition loans and receivable are measured at amortised cost using the effective interest method, less any impairment losses.

Loans and receivables comprise cash and cash equivalents and trade receivables.

Cash and cash equivalents Cash and cash equivalents comprise cash balances and call deposits with original maturities of three months or less.

(ii) Non-derivative financial liabilities Financial liabilities are recognised initially on the date at which The Consolidated entity becomes a party to the contractual provisions of the instrument. The Consolidated entity derecognises a financial liability when its contractual obligations are discharged or cancelled or expire. Financial assets and liabilities are offset and the net amount presented in the statement of financial position when, and only when, the Consolidated entity as a legal right to offset the amounts and intends either to settle on a net basis or to realise the asset and settle the liability simultaneously.

The Consolidated entity classified non-derivative financial liabilities into the other financial liabilities category which comprise trade and other payables and loans and borrowings. Such financial liabilities are recognised initially at fair value plus any directly attributable transaction costs. Subsequent to initial recognition, these financial liabilities are measured at amortised cost using the effective interest method.

(c) Property, plant and equipment (i) Recognition and measurement Items of property, plant and equipment are measured at cost less accumulated depreciation and accumulated impairment losses.

Cost includes expenditure that is directly attributable to the acquisition of the asset. The cost of self-constructed assets includes the cost of materials and direct labour, any other costs directly attributable to bringing the assets to a working condition for their intended use, the costs of dismantling and removing the items and restoring the site on which they are located, and capitalised borrowing costs. Purchased software that is integral to the functionality of the related equipment is capitalised as part of that equipment.

When parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items (major components) of property, plant and equipment.

Gain and loss on disposal of an item of property, plant and equipment are determined by comparing the proceeds from disposal with the carrying amount of the property, plant and equipment, and are recognised net in profit or loss.

(ii) Subsequent costs The cost of replacing a component of an item of property, plant and equipment is recognised in the carrying amount of the item if it is probable that the future economic benefits embodied within the component will flow to the Consolidated entity, and its cost can be measured reliably. The carrying amount of the replaced part is derecognised. The costs of the day-to-day servicing of property, plant and equipment are recognised in profit or loss as incurred.

(iii) Depreciation Depreciation is based on the cost of an asset less its residual value. Significant components of individual assets are assessed and if a component has a useful life that is different from the remainder of that asset, that component is depreciated separately.

Depreciation is recognised in profit or loss on a straight-line basis over the estimated useful lives of each component of an item of property, plant and equipment. Leased assets are depreciated over the shorter of the lease term and their useful lives unless it is reasonably certain that the Consolidated entity will obtain ownership by the end of the lease term. Land is not depreciated.

The estimated useful lives for the current and comparative years are as follows: • Buildings 40 years • Grandstand and playing fields 40 years • Plant and equipment 4-10 years • Grandstand plant and equipment 10 years • Hotel 40 years

Depreciation methods, useful lives and residual values are reviewed at each financial year-end and adjusted if appropriate

ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 | 29 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

For the year ended 30 June 2018.

3. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) (d) Intangible assets Intangible assets that are acquired by the Consolidated entities, which have indefinite useful lives, are measured at cost less accumulated impairment losses.

Subsequent expenditure Subsequent expenditure is capitalised only when it increases the future economic benefits embodied in the specific asset to which it relates. All other expenditure is recognised in profit or loss as incurred.

Impairment Poker machine game licenses and Hotel licenses have indefinite useful lives as they have no expiry date. Accordingly, such intangible assets are not amortised but are systematically tested for impairment.

(e) Investment property Investment property is property held either to earn rental income or for capital appreciation or for both, but not for sale in the ordinary course of business, use in the production or supply of goods or services or for administrative purposes.

Investment properties are stated at cost less accumulated depreciation and impairments losses. Depreciation is charged to profit or loss on a straight-line basis over the estimated useful lives of each part of the property. Land is not depreciated. The estimated useful life of buildings in the current and comparative years is 40 years.

Cost includes expenditure that is directly attributable to the acquisition of the investment property. Subsequent cost is recognised in the carrying amount of the investment property.

An external, independent valuation company, having appropriate recognised professional qualifications and recent experience in the location and category of property being valued, values the Consolidated entities’ investment property portfolio every three years. The fair values are based on market values, being the estimated amount for which a property could be exchanged on the date of the valuation between a willing buyer and willing seller in an arm’s length transaction after proper marketing wherein the parties had each acted knowledgeably.

(f) Non-current assets held for sale Non-current assets that are expected to be recovered primarily through sale rather than through continuing use, are classified as held for sale. Immediately before classification as held for sale, the assets are remeasured in accordance with the Consolidated entity’s accounting policies. Thereafter generally the assets are measured at the lower of their carrying amount and fair value less cost to sell.

Impairment losses on initial classification as held for sale and subsequent gains or losses on remeasurement are recognised in profit or loss. Gains are not recognised in excess of any cumulative impairment loss.

Property, plant and equipment once classified as held for sale are not amortised or depreciated.

(g) Leased assets Leases in terms of which the Consolidated entity assumes substantially all the risks and rewards of ownership are classified as finance leases. Upon initial recognition the leased asset is measured at an amount equal to the lower of its fair value and the present value of the minimum lease payments. Subsequent to initial recognition, the asset is accounted for in accordance with the accounting policy applicable to that asset.

Other leases are operating leases and are not recognised in the Consolidated Entity’s statement of financial position.

(h) Inventories Inventories are measured at the lower of cost and net realisable value. The cost of inventories is based on the weighted average principle, and includes expenditure incurred in acquiring the inventories and other costs incurred in bringing them to their existing location and condition.

Net realisable value is the estimated selling price in the ordinary course of business, less the estimated costs of completion and selling expenses.

30 | ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 NOTES TO THE NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

For the year ended 30 June 2018.

3. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

(i) Impairment (i) Non-derivative financial assets A financial asset is assessed at each reporting date to determine whether there is objective evidence that it is impaired. A financial asset is impaired if objective evidence indicates that a loss event has occurred after the initial recognition of the asset, and that the loss event had a negative effect on the estimated future cash flows of that asset that can be estimated reliably.

Objective evidence that financial assets are impaired can include default or delinquency by a debtor, restructuring of an amount due to the Consolidated entity on terms that the Consolidated entity would not consider otherwise, indications that a debtor or issuer will enter bankruptcy, or economic conditions that correlate with defaults.

The Consolidated entity considers evidence of impairment for receivables at both a specific asset and collective level. All individually significant receivables are assessed for specific impairment. All individually significant receivables found not to be specifically impaired are then collectively assessed for any impairment that has been incurred but not yet identified. Receivables that are not individually significant are collectively assessed for impairment by grouping together loans and receivables with similar risk characteristics.

In assessing collective impairment the Club uses historical trends of the probability of default, timing of recoveries and the amount of loss incurred, adjusted for management’s judgement as to whether current economic and credit conditions are such that the actual losses are likely to be greater or less than suggested by historical trends.

An impairment loss in respect of a financial asset measured at amortised cost is calculated as the difference between its carrying amount and the present value of the estimated future cash flows discounted at the asset’s original effective interest rate. Losses are recognised in profit or loss and reflected in an allowance account against receivables. Interest on the impaired asset continues to be recognised through the unwinding of the discount. When a subsequent event causes the amount of impairment loss to decrease, the decrease in impairment loss is reversed through profit or loss.

(ii) Non-financial assets The carrying amounts of the Consolidated entity’s non-financial assets, other than inventories, are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated. For intangible assets that have indefinite useful lives, the recoverable amount is estimated each year at the same time. An impairment loss is recognised if the carrying amount of an asset or its related cash-generating unit (CGU) exceeds its estimated recoverable amount.

The recoverable amount of an asset or CGU is the greater of its value in use and its fair value less costs to sell. Depreciated replacement cost is used to determine value in use. Depreciated replacement cost is the current replacement cost of an asset less, where applicable, accumulated depreciation to date, calculated on the basis of such cost. For the purpose of impairment testing, assets that cannot be tested individually are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or groups of assets namely the CGUs.

The Consolidated entity’s corporate assets do not generate separate cash inflows. If there is an indication that a corporate asset may be impaired, then the recoverable amount is determined for the CGU to which the corporate asset belongs.

Impairment losses are recognised in profit or loss. Impairment losses recognised in respect of CGUs are allocated to reduce the carrying amounts of the other assets in the CGU (group of CGUs) on a pro rata basis.

Impairment losses recognised in prior periods are assessed at each reporting date for any indications that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount. An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised.

(j) Employee benefits (i) Defined contribution plans A defined contribution plan is a post-employment benefit plan under which an entity pays fixed contributions into a separate entity and will have no legal or constructive obligation to pay further amounts. Obligations for contributions to defined contribution pension plans are recognised as an employee benefit expense in profit or loss in the periods during which services are rendered by employees.

ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 | 31 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

For the year ended 30 June 2018.

3. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) (j) Employee benefits (continued) (ii) Other long-term employee benefits The Consolidated entity’s net obligation in respect of long-term employee benefits is the amount of future benefit that employees have earned in return for their service in the current and prior periods plus related on-costs; that benefit is discounted to determine its present value, and the fair value of any related assets is deducted. The benefit is discounted to determine its present value, and the fair value of any related assets is deducted. The discount rate is the yield at the reporting date on government bonds that have maturity dates approximating the terms of the Consolidated entity’s obligations.

(iii) Short-term employee benefits Short-term employee benefit obligations are measured on an undiscounted basis and are expensed as the related service is provided.

(k) Provisions A provision is recognised if, as a result of a past event, the Consolidated entity has a present legal or constructive obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are determined by discounting the expected future cash flows at a rate that reflects current market assessments of the time value of money and the risks specific to the liability.

Poker machine links The provision for poker machine links represent the Consolidated entity’s estimated present obligation to members and visitors in respect of poker machine link payouts promotions. The provisions are expected to be realised within 12 months of the reporting date.

(l) Revenue (i) Goods sold and services rendered Revenue from the sale of goods comprises revenue earned from the provision of food, beverage and other goods. It is measured at the fair value of the consideration received or receivable and is recognised in the profit or loss when the significant risks and rewards of ownership have been transferred to the buyer. Revenue from services rendered comprises revenue from gaming facilities together with other services to members and patrons of the Consolidated entity. It is measured at the fair value of the consideration received or receivable and is recognised in profit or loss as the services are provided. No revenue is recognised if there are significant uncertainties regarding recovery of the consideration due, the costs incurred or to be incurred cannot be measured reliably, there is risk of return of goods or there is continuing management involvement with the goods.

(ii) Commissions When the Consolidated entity acts in the capacity of an agent rather than as the principal in a transaction, the revenue recognised is the net amount of commission made by the Consolidated entity.

(iii) Membership subscriptions Membership subscriptions represents annual membership fees paid by the Consolidated entity’s members. The Consolidated entity recognises membership subscriptions over the term of the membership and any unearned portion is included in revenue received in advance.

(iv) Rental income Rental income from investment property is recognised in profit or loss on a straight-line basis over the term of the lease. Lease incentives granted are recognised as an integral part of the total rental income, over the term of the lease.

(m) Lease payments Payments made under operating leases are recognised in profit or loss on a straight-line basis over the term of the lease. Lease incentives received are recognised as an integral part of the total lease expense, over the term of the lease.

Minimum lease payments made under finance leases are apportioned between the finance expense and the reduction of the outstanding liability. The finance expense is allocated to each period during the lease term so as to produce a constant periodic rate of interest on the remaining balance of the liability.

(n) Finance income and finance costs Finance income comprises interest income on cash at bank. Interest income is recognised as it accrues in profit or loss, using the effective interest method.

Finance costs comprise interest expense on borrowings and hire purchase liabilities. Borrowing costs are recognised in profit or loss using the effective interest method.

32 | ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 NOTES TO THE NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

For the year ended 30 June 2018.

(o) Income tax The Consolidated entity is exempt under section 50-45 of the Income Tax Assessment Act 1997. Accordingly tax effect accounting does not apply to the Company. The current subsidiaries of the Company are assessable under the Income tax Assessment Act 1997. Deferred tax benefits have not been recognised by the subsidiaries due to uncertainty whether the subsidiaries will have future taxable profits against which temporary differences can be utilised.

(p) Goods and services tax Revenue, expenses and assets are recognised net of the amount of goods and services tax (GST), except where the amount of GST incurred is not recoverable from the taxation authority. In these circumstances, the GST is recognised as part of the cost of acquisition of the asset or as part of the expense.

Receivables and payables are stated with the amount of GST included. The net amount of GST recoverable from, or payable to, the ATO is included as a current asset or liability in the statement of financial position.

Cash flows are included in the statement of cash flows on a gross basis. The GST components of cash flows arising from investing and financing activities which are recoverable from, or payable to, the ATO are classified as operating cash flows.

(q) Expenses All expenses are recognised on an accruals basis in the period in which they are incurred and are measured at fair value, which is the contractual outflow of economic benefits and are disclosed by function.

(r) New standards and interpretations not yet adopted A number of new standards and amendments to standards are effective for annual periods beginning after 1 January 2016, and have not been applied in preparing these financial statements. The Company does not plan to adopt these standards early.

(i) AASB 9 Financial Instruments (2014) AASB 9, approved in December 2014, replaces the existing guidance in AASB 139 Financial Instruments: Recognition and Measurement. AASB 9 includes revised guidance on the classification and measurement of financial instruments, including a new expected credit loss model for calculating impairment on financial assets, and the new general hedge accounting requirements. It also carries forward the guidance on recognition and de-recognition of financial instruments from AASB 139. AASB 9 is effective for annual reporting periods beginning on or after 1 January 2018. The Club is assessing the potential impact on its financial statements resulting from the application of AASB 9.

(ii) AASB 15 Revenue from Contracts with Customers AASB 15 establishes a comprehensive framework for determining whether, how much and when revenue is recognised. It replaces existing revenue recognition guidance, including AASB 118 Revenue, AASB 111 Construction Contracts and IFRIC 13 Customer Loyalty Programmes. AASB 15 is effective for annual reporting periods beginning on or after 1 January 2018. Given the nature of the Club’s material revenue streams are predominantly cash-based, and recognised at the point of sale, with limited residual performance obligations, the Club does not anticipate a material impact on it’s financial statements.

(iii) AASB 16 Leases AASB 16 introduces a single, on-balance lease sheet accounting model for lessees. A lessee recognises a right-of-use asset representing its right to use the underlying asset and a lease liability representing its obligation to make lease payments. There are optional exemptions for short-term leases and leases of low value items. Lessor accounting remains similar to the current standard - i.e. lessors continue to classify leases as finance or operating leases. AASB 16 is effective for annual reporting period beginning on or after 1 January 2019. The Club has limited arrangements which meet the definition of an operating lease and would require recognition under the new AASB 16 Leases standard. The Club will continue to monitor the arrangements in place and any new arrangements entered into to ensure they are accounted for in accordance with the new accounting standard from the effective date.

ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 | 33 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

For the year ended 30 June 2018.

4. REVENUE 4a. Revenue from club operations IN AUD 2018 2017 Revenue from gaming 31,463,451 32,408,521 Loyalty points issued (489,640) (385,787) 30,973,811 32,022,734

Revenue from beverages 4,496,750 4,434,850 Loyalty points issued (62,687) (47,332) Redemption of complimentary and discount drinks (949,479) (974,137) 3,484,584 3,413,381

Revenue from bottleshop 439,048 530,571 Loyalty points issued (6,151) (5,690) Redemption of complimentary and discount purchases (55,861) (50,504) 377,036 474,377

Revenue from raffle, bingo and entertainment 939,350 948,416 Loyalty points issued (12,280) (13,242) Redemption of complimentary and discount purchases (357,252) (386,724) 569,818 548,450

Revenue from food 1,946,890 1,873,570 Loyalty points issued (27,273) (20,093) Redemption of complimentary and discount purchases (339,186) (371,736) 1,580,431 1,481,741

Rent and commissions 874,525 914,233 Sponsorship and advertising income 307,318 194,339 Membership subscriptions and player registrations 196,326 169,316 Other revenue 575,723 530,439

Revenue from club operations - Total 38,939,572 39,749,010

4b. Revenue from hotel operations Revenue from accomodation 1,360,040 - Revenue from food 71,218 - 1,431,258 -

34 | ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 NOTES TO THE NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

For the year ended 30 June 2018.

5. OTHER INCOME IN AUD 2018 2017 Net gain/(loss) on sale of property, plant and equipment (160,634) 36,687 Other Income 11,022 - (149,612) 36,687

6. PERSONNEL EXPENSES IN AUD 2018 2017 Wages and salaries 7,406,133 7,090,964 Contributions to defined contribution superannuation funds 748,522 746,038 Other associated employee expenses 1,490,448 1,571,350 9,645,103 9,408,352 Rugby League Wages and salaries 349,707 328,153 Hotel Wages and salaries 825,829 - 10,820,639 9,736,505

7. FINANCE INCOME AND FINANCE COSTS IN AUD 2018 2017 Interest income 91,720 414,165 Finance income 91,720 414,165

Borrowing expense (69,254) (61,005) Interest expense (424,876) (480,190) Hire purchase charges (343) (11,741) Finance costs (494,473) (552,936) Net finance costs recognised in profit or loss (402,753) (138,771)

8. CASH AND CASH EQUIVALENTS IN AUD 2018 2017 Cash on hand and at bank 10,019,674 19,575,576 Cash and cash equivalents in the statement of cash flows 10,019,674 19,575,576

9. TRADE RECEIVABLES IN AUD 2018 2017 Current Trade receivables 532,052 405,491 532,052 405,491

10. INVENTORIES IN AUD 2018 2017 Finished goods - as cost 279,251 319,681

ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 | 35 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

For the year ended 30 June 2018.

11. OTHER INVESTMENTS IN AUD 2018 2017 Current Term deposits (maturity greater than 3 months) 165,000 165,000 165,000 165,000

12. PROPERTY, PLANT AND EQUIPMENT IN AUD NOTE LAND BUILDINGS GRANDSTAND PLANT AND GRANDSTAND HOTEL CAPITALISED TOTAL AND PLAYING EQUIPMENT PLANT AND WORK IN FIELDS EQUIPMENT PROGRESS Cost Balance at 4,607,764 43,263,009 6,803,047 36,116,734 1,425,842 - 16,312,294 108,528,690 1 July 2017

Additions - 11,476 252,861 2,706,030 102,519 - 10,303,482 13,376,368

Disposals - - - (2,598,432) (8,217) - - (2,606,649) Reclassification ------to assets held for sale Transfers from - - - - 25,331,750 (25,331,750) - capitalised work in progress Balance at 30 4,607,764 43,274,485 7,055,908 36,224,332 1,520,144 25,331,750 1,284,026 119,298,409 June 2018

Depreciation Balance at - 11,301,412 2,146,178 23,834,881 699,398 - - 37,981,869 1 July 2017 Depreciation - 1,131,615 181,887 3,080,491 160,355 406,802 - 4,961,150 for the year Disposals - - - (2,368,230) (8,064) - - (2,376,294) Impairment ------losses Adjustments of ------accumulated depreciation on buildings Transfers ------Balance at - 12,433,027 2,328,065 24,547,142 851,689 406,802 - 40,566,725 30 June 2018

Carrying amounts At 1 July 2017 4,607,764 31,961,597 4,656,869 12,281,853 726,444 - 16,312,294 70,546,820 At 30 June 2018 4,607,764 30,841,458 4,727,843 11,677,190 668,455 24,924,948 1,284,026 78,731,684

Independent valuation An independent valuation was carried out as at 30 June 2018 on the basis of open market values of existing use resulted in a valuation of $85,200,000, which includes club land and building, newly established Holiday Inn Sydney St Marys and rugby league playing fields. Con- sequently, as the net carrying amount of these classes of assets do not exceed their recoverable amount, no impairment loss has been recognised.

Leased plant and equipment At 30 June 2018 the net carrying amount of leased plant and equipment was $834,497 (2017: $655,667).

36 | ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 NOTES TO THE NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

For the year ended 30 June 2018.

13. INVESTMENT PROPERTY IN AUD 2018 2017 At cost 1,365,000 1,365,000 Accumulated depreciation (331,123) (315,345) 1,033,877 1,049,655

Reconciliation of carrying amount at the beginning and end of the year IN AUD 2018 2017 Balance at 1 July 1,049,655 1,065,432 Depreciation (15,778) (15,777) Balance at 30 June 1,033,877 1,049,655

The Consolidated entity leases out its investment property held under cancellable operating leases arrangements.

During the year $152,510 was recognised as rental income in profit or loss (2017: $147,667). Repairs and maintenance expenses in respect to investment properties were borne by the lessee.

Independent valuation The independent valuation of the Consolidated entity’s investment properties carried out as at 30 June 2018 on the basis of open market values of existing use resulted in a valuation of $2,300,000, which is considered to be approximately its fair value.

14. INTANGIBLE ASSETS IN AUD POKER MACHINE FORMATION COST HOTEL LICENCES TOTAL LICENCES Cost Balance at 1 July 2016 22,644 975 226,960 250,579 Additions - - - - Balance at 30 June 2017 22,644 975 226,960 250,579 Balance at 1 July 2017 22,644 975 226,960 250,579 Additions - - - - Balance at 30 June 2018 22,644 975 226,960 250,579

Amortisation and impairment losses Balance at 1 July 2016 - 975 206,960 207,935 Balance at 30 June 2017 - 975 206,960 207,935 Balance at 1 July 2017 - 975 206,960 207,935 Balance at 30 June 2018 - 975 206,960 207,935

Carrying amounts Balance at 1 July 2016 22,644 - 20,000 42,644 Balance at 30 June 2017 22,644 - 20,000 42,644 Balance at 1 July 2017 22,644 - 20,000 42,644 Balance at 30 June 2018 22,644 - 20,000 42,644

ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 | 37 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

For the year ended 30 June 2018.

15. TRADE AND OTHER PAYABLES IN AUD 2018 2017 Current Trade payables 1,003,364 3,726,044 Other payables and accrued expenses 1,690,556 1,129,298 2,693,920 4,855,342

16. LOANS AND BORROWINGS This note provides information about the contractual terms of the Consolidated entity’s interest-bearing loans and borrowings which are measured at amortised cost. IN AUD 2018 2017 Current liabilities Hire purchase liabilities 361,462 641,816

Non-current liabilities Bank bill acceptance facility 10,000,000 10,000,000 Hire purchase liabilities 96,888 64,840 10,096,888 10,064,840

Financing facilities IN AUD Facilities available Hire purchase facilities 6,600,000 6,600,000 Bank bill acceptance facility 15,000,000 15,000,000 21,600,000 21,600,000

Facilities utilised at reporting date Hire purchase facilities 458,350 706,656 Bank bill acceptance facility 10,000,000 10,000,000 10,458,350 10,706,656

Facilities not utilised at reporting date Hire purchase facilities 6,141,650 5,893,344 Bank bill acceptance facility 5,000,000 5,000,000 11,141,650 10,893,344

Security The hire purchase liabilities are secured by the underlying leased assets to which the liability relates to.

The bank loan is secured by registered first mortgages over the assets of the Consolidated entity as follows: • A Registered Mortgage by St Marys Rugby League Club Limited over the commercial property situated at Corner Forrester & Boronia Road, St Marys NSW but excluding Lots 311, 183-197 Boronia Road, St Marys. • A Registered Equitable Mortgage by St Marys Rugby League Club Limited over the whole of its assets and undertakings including un- called capital. • A Guarantee unlimited as to the amount by SMRLC Investments Pty Ltd.

38 | ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 NOTES TO THE NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

For the year ended 30 June 2018.

16. LOANS AND BORROWINGS (CONTINUED)

Hire purchase liabilities During the financial year the Consolidated entity acquired plant and equipment with an aggregate fair value of $nil (2016: nil) by means of commercial hire purchase agreements.

FUTURE MINIMUM INTEREST PRESENT VALUE FUTURE MINIMUM INTEREST PRESENT VALUE LEASE PAYMENTS OF MINIMUM LEASE PAYMENTS OF MINIMUM LEASE PAYMENTS LEASE PAYMENTS IN AUD 2018 2018 2018 2017 2017 2017

Less than one year 361,462 - 361,462 642,158 342 641,816 Between one 96,888 - 96,888 64,840 - 64,840 and five years 458,350 - 458,350 706,998 342 706,656

17. EMPLOYEE BENEFITS IN AUD 2018 2017 Current Liability for long service leave 481,507 479,779 Liability for annual leave and sick leave 704,684 685,323 Liability for sick leave 269,518 261,362 1,455,709 1,426,464

Non-current Liability for long-service leave 197,630 221,579 197,630 221,579

18. PROVISIONS IN AUD POKER MACHINE POKER MACHINE TOTAL POINTS LINKS Balance at 1 July 2017 147,783 155,608 303,391 Provisions used during the year (10,693) (60,028) (70,721) Balance at 30 June 2018 137,090 95,580 232,670

Poker machine links The provision for poker machines links represent the Consolidate entity’s estimated present obligation to members and visitors in respect of poker machine link payouts promotions. The provisions are expected to be realised within 12 months of reporting date.

19. PERMANENT MEMBERSHIP RESERVE The permanent membership reserve represents fees received for permanent memberships. On death of the member these membership fees are refundable to the members’ estate upon request.

20. OPERATING LEASES Leases as leasee Non-cancellable operating lease rentals are payable as follows:

IN AUD 2018 2017 Less than one year 716,992 632,283 Between one and five years 181,286 547,207 898,278 1,179,490

ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 | 39 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

For the year ended 30 June 2018.

20. OPERATING LEASES (CONTINUED) Leases as leasee (continued) The Consolidated entity leases plant and equipment under non-cancellable operating leases expiring from one to five years with an option to renew the lease after that date.

During the year ended 30 June 2018, $614,734 was recognised as an expense in profit or loss in respect of operating leases (2017: $567,526).

21. CAPITAL COMMITMENTS IN AUD 2018 2017 Property, plant and equipment Contracted but not provided for and payable: Within one year 1,244,360 8,284,364

22. CONTINGENCIES Contingent liabilities considered remote The Consolidated entity is on occasion party to disputes with third parties claiming loss or injury, If any such claims are in existence at the end of the financial year, the directors are of the opinion that provisions are not required in respect of these matters, as it is not probable that a future sacrifice of economic benefits will be required or the amount is not capable of reliable measurement.

23. RELATED PARTIES Key management personnel compensation Amounts paid to non-executive directors during the year were as follows: IN AUD 2018 2017 Director honorariums and other related expenses 45,000 45,000

The key management personnel compensation included in ‘personnel expenses’ are as follows: IN AUD 2018 2017 Short-term employee benefits 890,321 886,283 Other long-term benefits 5,590 4,548 895,911 890,831

Key management personnel transactions with the Club The aggregate amounts recognised during the year relating to directors and their director-related entities were as follows:

Ben Cartwright, a son of David Cartwright, was employed as a casual employee from 16th May 2017, and was remunerated on normal terms and conditions.

Brittany Borg, daughter of Joe Borg, was awarded the renewal of the contract to run the Canteen at Kingsway under the same terms and conditions as previous contract.

From time to time, directors of the Company, or their director-related entities, may purchase goods or services from the Consolidated entity. These purchases are on the same terms and conditions as those entered into by other employees or customers and are trivial or domestic in nature.

24. GROUP ENTITIES 2018 2017 PARENT ENTITY COUNTRY OF INCORPORATION % % St Marys Rugby League Club Limited Australia SUBSIDIARIES SMRLC Investments Pty Ltd Australia 100 100 SMRLC Pty Limited Australia 100 100

40 | ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 NOTES TO THE NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

For the year ended 30 June 2018.

25. PARENT ENTITY DISCLOSURES As at, and throughout, the financial year ending 30 June 2018 the parent entity of the Consolidated entity was St Marys Rugby League Club Limited. IN AUD 2018 2017 Result of parent entity

Profit for the year 2,228,186 4,065,711 Other comprehensive income 1,900 1,100 Total comprehensive income for the year 2,230,086 4,066,811

Financial position of parent entity at year end Current assets 11,886,103 20,871,173 Total assets 92,101,110 92,510,292

Current liabilities 4,736,896 7,385,147 Total liabilities 15,403,676 18,044,947

Total members’ funds of the parent entity comprising of: Reserve 164,000 162,100 General funds 76,533,434 74,303,245 Total members’ funds 76,697,434 74,465,345

Parent entity contingencies The Company is on occasion party to disputes with third parties claiming loss or injury. If any such claims are in existence at the end of the financial year, the directors are of the opinion that provisions are not required in respect of these matters, as it is not probable that a future sacrifice of economic benefits will be required or the amount is not capable of reliable measurement.

Parent entity capital commitments

IN AUD Plant and equipment Contracted but not provided for and payable: Within one year 1,244,360 8,284,364 1,244,360 8,284,364

There have been no events subsequent to reporting date which would have a material effect on the Consolidated entity’s financial statements at 30 June 2018.

26. COMPANY DETAILS The Company is incorporate and domiciled in Australia as a public company limited by guarantee. In accordance with the constitution of the Company, every member of the Company undertakes to contribute an amount limited to $4 per member in the event of the winding up of the Company during the time he or she is a member or within one year thereafter. At 30 June 2018 there were 46,639 members (2017: 48,044).

27. SUBSEQUENT EVENTS There have been no events subsequent to reporting date which would have a material effect on the Consolidated entity’s financial statements at 30 June 2018.

ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 | 41 DIRECTORS’ DECLARATION

In the opinion of the directors of St Marys Rugby League Club Limited and its controlled entities (the Club):

(a) the Club is not publicly accountable;

(b) the financial statements and notes, set out on pages 24 to 41 are in accordance with the Corporations Act 2001, including:

(i) giving a true and fair view of the Group’s financial position as at 30 June 2018 and of its performance for the financial year ended on that date; and

(ii) complying with Australian Accounting Standards - Reduced Disclosure Requirements and the Corporations Regulations 2001; and

(c) there are reasonable grounds to believe that the Club will be able to pay its debts as and when they become due and payable.

This report is made in accordance with a resolution of the Board:

Warren Smith OAM President Dated at Sydney this 17th day of Septmeber 2018.

42 | ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 INDEPENDENT DIRECTORS’ DECLARATION AUDITOR’S REPORT

To the members of St Marys Rugby League Club Limited and its controlled entities

OPINION We have audited the Financial Report of St Marys Rugby League The Financial Report comprises: Club Limited and its controlled entities (the Consolidated Entity). • Consolidated statement of financial position as at 30 June 2018 • Consolidated statement of profit or loss and other In our opinion, the accompanying Financial Report of the Company comprehensive income, Consolidated statement of changes in is in accordance with the Corporations Act 2001, including: equity and Consolidated statement of cash flows for the year • giving a true and fair view of the Group’s financial position as then ended at 30 June 2018 and of its financial performance for the year • Notes including a summary of significant accounting policies ended on that date; and • Directors’ Declaration. • complying with Australian Accounting Standards - Reduced Disclosure Requirements and the Corporations Regulations The Group consists of the St Marys Rugby League Club Limited (the 2001. Company) and the entities it controlled at the year end or from time to time during the financial year.

BASIS FOR OPINION We conducted our audit in accordance with Australian Auditing Standards. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the Financial Report section of our report.

We are independent of the Group in accordance with the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (the Code) that are relevant to our audit of the Financial Report in Australia. We have fulfilled our other ethical responsibilities in accordance with the Code.

OTHER INFORMATION Other Information is financial and non-financial information in St Marys Rugby League Club Limited’s annual reporting which is provided in addition to the Financial Report and the Auditor’s Report. The Directors are responsible for the Other Information.

Our opinion on the Financial Report does not cover the Other Information and, accordingly, we do not express an audit opinion or any form of assurance conclusion thereon.

In connection with our audit of the Financial Report, our responsibility is to read the Other Information. In doing so, we consider whether the Other Information is materially inconsistent with the Financial Report or our knowledge obtained in the audit, or otherwise appears to be materially misstated.

We are required to report if we conclude that there is a material misstatement of this Other Information, and based on the work we have performed on the Other Information that we obtained prior to the date of this Auditor’s Report we have nothing to report.

RESPONSIBILITIES OF THE DIRECTORS FOR THE FINANCIAL REPORT The Directors are responsible for: • preparing the Financial Report that gives a true and fair view in accordance with Australian Accounting Standards - Reduced Disclosure Requirements and the Corporations Act 2001. • implementing necessary internal control to enable the preparation of a Financial Report that gives a true and fair view and is free from material misstatement, whether due to fraud or error. • assessing the Group and Company’s ability to continue as a going concern and whether the use of the going concern basis of accounting is appropriate. This includes disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless they either intend to liquidate the Group and Company or to cease operations, or have no realistic alternative but to do so.

ST MARYS RUGBY LEAGUE LIMITED & ITS CONTROLLED ENTITIES | ABN 77 000 518 089 | 43 In connection with our audit of the Financial Report, our responsibility is to read the Other Information. In doing so, we consider whether the Other Information is materially inconsistent with the Financial Report or our knowledge obtained in the audit, or otherwise appears to be materially misstated. We are required to report if we conclude that there is a material misstatement of this Other Information, and based on the work we have performed on the Other Information that we obtained prior to the date of this Auditor’s Report we have nothing to report.

Responsibilities of the Directors for the Financial Report

The Directors are responsible for: • preparing the Financial Report that gives a true and fair view in accordance with Australian Accounting Standards - Reduced Disclosure Requirements and the Corporations Act 2001 • implementing necessary internal control to enable the preparation of a Financial Report that gives a true and fair view and is free from material misstatement, whether due to fraud or error • assessingINDEPENDENT the Group and Company's ability to continue as a going conc ern and whether the use of the going concern basis of accounting is appropriate. This includes disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless they either intend to liquidate the GroupAUDITOR’S and Company or to cease operations, or have noREPORT realistic alternative but to do so. (CONTINUED)

Auditor’s responsibilities for the audit of the Financial Report

Our objective is: • to obtain reasonable assurance about whether the Financial Report as a whole is free from material misstatement, whether due to fraud or error; and AUDITOR’S RESPONSIBILITIES FOR THE AUDIT OF THE FINANCIAL REPORT • toOur issue objective an Auditor’s is: Report that includes our opinion. • to obtain reasonable assurance about whether the Financial Report as a whole is free from material misstatement, whether due to Reasonablefraud orassurance error; and is a high level of assurance, but is not a guarantee that an audit conducted in accordance• to issue with an Auditor’sAustralian Report Auditing that includes Standards our willopinion. always detect a material misstatement when it exists. MisstatementsReasonable assurance can arise is afrom high levelfraud of or assurance, error. They but areis not considered a guarantee material that an auditif, individually conducted orin accordancein the with Australian Auditing Standards will always detect a material misstatement when it exists. aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basisMisstatements of the Financial can arise Report. from fraud or error. They are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the Financial Report. A further description of our responsibilities for the audit of the Financial Report is located at the Auditing andA furtherAssurance description Standards of our Board responsibilities website forat: thehttp://www.auasb.gov.au/auditors_responsibilities/ar3.pdf. audit of the Financial Report is located at the Auditing and Assurance Standards Board Thiswebsite description at: http://www.auasb.gov.au/auditors_responsibilities/ar3.pdf. forms part of our Auditor’s Report. This description forms part of our Auditor’s Report.

KPMKPMGG Cameron Roan Cameron Roan Partner Partner Sydney Sydney 17th September 201817 September 2018

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