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BAROOGA SPORTS CLUB LTD ABN 96 001 757 491 CLUB OFFICERS 2009

Greg Ryan Ray Nye Chief Executive Officer President

Glen Brooks Stephen Brooks Rob Jones Darren Nolan Director Director Director Director

Barrie Quinane Brendan Ryan Vin Toohey Norm Watt Director Director Director Director

LIFE MEMBERS

1981 Mr R.R. Brooks 1991 Mr R.C. Nye 1991 Mr T.S. O’Dwyer* 1991 Mr V. Toohey 1991 Mr W.J. Yates 1993 Mr L.P. Brinkkotter 1993 Mr C.I. McCartney* 1994 Mr S.P. Brooks 1996 Mr B.J. Quinane 1999 Mr N.A. Watt 2007 Mr R.T. Jones

*denotes deceased Life Member BAROOGA SPORTS CLUB LIMITED

A.C.N. 001 757 491 Incorporated in N.S.W Licensed under N.S.W Liquor Act.

NOTICE OF THE THIRTIETH ANNUAL GENERAL MEETING OF MEMBERS WILL BE HELD AT THE CLUB ON WEDNESDAY 21ST OCTOBER, 2009 at 7.30pm.

Business

Item 1. To confirm Minutes of the Annual General Meeting held on Wednesday 15th October 2008.

Item 2. To receive and consider the report of the Board of Directors.

Item 3. To receive and consider the Financial Statements of the Company and the Report of the Auditor for the year ended 30th June 2008. (It would be appreciated if all questions relating to Financial Reporting be submitted in writing to the Chief Executive Officer 7 days prior to the Annual General Meeting). The Barooga Sports Club Annual Report is available on the Sporties website: www.baroogasports.com.au

Item 4. Approval of the Board recommendation of Life Membership for Barry Brown and Michael Bush. To be approved the recommendation require two thirds majority of voting Members present.

Item 5. Declaration of the Ballot for the election of three Directors.

Item 6. To deal with any other business of which proper notice has been given – Ordinary Resolutions 1 and 2.

Item 7. To deal with any other business that the meeting may approve, of which due notice has not been given.

G.J. Ryan Chief Executive Officer BAROOGA SPORTS CLUB LIMITED

Page 1 Barooga Sports Club Limited ABN 96 001 757 491 A.G.M. INFORMATION FOR 2009 RESOLUTION 1. FIRST ORDINARY RESOLUTION That pursuant to the Registered Club Act; (a) The members hereby approve expenditure by the club in a sum not exceeding $30,000 (exclusive of GST) over the following 12 months for the following activities of Directors in their service as members of the Club’s Board of Directors. (i) The reasonable cost of a meal and beverage for each Director before or immediately after a Board or Committee Meeting on the day of that meeting. (ii) Reasonable expenses incurred by Directors for travel to and from Directors meetings or other duly constituted meetings as approved by the Board from time to time on production of invoices, receipts or other proper documentation as evidence of such expenditure. (iii) Reasonable expenses incurred by Directors in relation to other events including entertainment of special guests of the Club and promotional activities in relation to the club for which expenses are approved by the Board before payment is made, on production of invoices, receipts or other proper documentary evidence of such expenditure. (b) The provision and marking out of car parking spaces for the exclusive use of Directors, and such other persons as the Directors shall from time to time approve. (c) The professional development and education of directors over the following twelve months including: (i) The reasonable cost of directors and their partners attending at the Registered Clubs Association Annual General Meeting. (ii) The reasonable cost of directors attending seminars, lectures, trade displays and other similar events as may be determined by the Board from time to time. (iii) The reasonable costs of directors attending other Clubs throughout the State or relevant overseas venues for the purpose of observing their facilities and methods of operation (d) The members acknowledge that the benefits in paragraphs (a), (b) and (c) above are not available to members generally but only for those who are Directors of the club.

2. SECOND ORDINARY RESOLUTION “That pursuant to the Registered Clubs Act 1976, as amended, The members hereby authorise for the period preceding the next Annual General Meeting, payment of a total sum, as honoraria, for the positions named and for the net sums referred to below (exclusive of any statutory deductions) in respect of services rendered to the Club. The members further acknowledge that the honoraria are not available to members generally but only those members who are elected to the Board of Directors of the Club: President: $6,000 Director: $3,000

Dated : 11th September, 2009 Signed G Ryan, CHIEF EXECUTIVE OFFICER By Resolution and Direction of the Board

NOTICE TO MEMBERS Explanation notes to be read in conjunction with the proposed resolutions. 1. Ordinary Resolution No. 1 (a) and (c) is to have the members in General Meeting approve an amount no greater than $25,000 of expenditure by the Clubs Directors in relation of duties performed by the Clubs Directors and to attend seminars, lectures, trade display and other similar events including Registered Clubs Association of Annual General Meeting and to visit other Clubs or related venues to enable the Clubs governing body to be kept abreast of current trends and developments which have a significant bearing on the nature and way in which our Club conducts its business. Ordinary Resolution No. 1 (b) is to have members in General Meeting approve the provision of exclusive car parking spaces for the Directors of the Club and such other members of the Club as the Directors from time to time approve. The objective of Ordinary Resolution No. 1 by members will confirm and set an upper limit on the amount to be expended and other additional benefits directly related to activities of the Club and meet disclosure requirements of the Corporations Act 2001 and the Registered Clubs Act 1976 as amended. 2. Ordinary Resolution No. 2 is to have the members in the general meeting approve the amount (specified next to each position) as honoraria for the positions named, in respect of services rendered to the Club. The adoption of Ordinary Resolution No 2 by members will confirm the amount to be paid to each of the directors as honorarium and meet the disclosure requirements of the Corporations Act 2001 and the Registered Clubs Act 1976 as amended. 3. Each Ordinary Resolution must be passed as a whole and cannot be amended by motions from the floor of the meeting or divided into two or more separate resolutions. 4. To be passed, each Ordinary Resolution must receive votes in its favor from not less than a simple majority of those members, who, being entitled to do so, vote in person at the meeting.

G Ryan Chief Executive Officer Page 2 Barooga Sports Club Limited ABN 96 001 757 491

NOTICE TO MEMBERS Pursuant to Section 41J(2) of the Registered Clubs Act for the financial year ended 30 June, 2009: (a) the following properties are Core property of the Club: (i) Barooga Sports Club clubhouse and car park (ii) Club Barooga Health and Fitness centre and carpark (iii) Barooga Sports Club clubhouse and greens (iv) Berrigan Sports Club clubhouse, bowling greens and golf course (v) Barooga Golf Club clubhouse and Golf Course and carpark

(b) the following properties are Non-Core property of the Club: (i) Unit 16, 48-50 Bank Street, Port Fairy (ii) Property: 37 Apricot Circuit, Cobram (iii) Property: Lot 171, Snell Road, Barooga (iv) Land: Lot 1, Snell Road, Barooga (v) Land: Lot 2,3,4 / 13 Burkinshaw Street, Barooga (vi) Land: Lot156, Stubberfield’s paddock 4.1758ha (vii) Land: Part Lots 172,175,176,242 Bowling Green Site 1.37ha (viii) Land: Lot 2, Golf Course Road, Barooga 1.372ha

NOTES TO MEMBERS

1. Section 41J(2) of the Registered Clubs Act requires the annual report to specify the core property and non- core property of the Club as at the end of the financial year to which the report relates. 2. Core property is any real property owned or occupied by the Club that comprises: (a) the defined premises of the Club; or (b) any facility provided by the Club for use of its members and their guests; or (c) any other property declared by a resolution passed by a majority of the members present at a general meeting of Ordinary members of the Club to be core property of the Club. 3. Non-core property is any other property other than that referred to above as core property and any property which is declared by the members at a general meeting of ordinary members of the Club not to be core property. 4. The significance of the distinction between core property and non-core property is that the Club cannot dispose of any core property unless: (a) the property has been valued by a registered valuer within the meaning of the Valuers Act 2003; and (b) the disposal has been approved at a general meeting of the ordinary members of the Club at which the majority of the votes cast support the approval; and (c) any sale is by way of public auction or open tender conducted by an independent real estate agent or auctioneer. 5. These disposal provisions and what constitutes a disposal for the purposes of section 41J are to some extent modified by regulations made under the Registered Clubs Act and by Section 41J itself. For example, the requirements in paragraph 4 above do not apply to; • Core property that is being leased or licensed for a period not exceeding 10 years on terms that have been the subject of a valuation by a registered valuer; • Core property that is leased or licensed to a telecommunications provider for the purposes of a telecommunication tower. 6. The requirement to specify core property and non core property in the Annual Report of the Club came into effect on 21 December, 2007 which is why this information has not previously appeared in the Annual Report.

Page 3 Barooga Sports Club Limited ABN 96 001 757 491 MINUTES OF THE 29TH ANNUAL GENERAL MEETING HELD AT 7.30PM WEDNESDAY 15th OCTOBER 2008

President Mr. Ray Nye declared the Meeting open and welcomed the 64 members present.

Apologies: Frank Palmer, Heather Palmer, Joan Watt, Bobbi Brinkkotter, Glenys Brooks, Les Dart, Nan Dart and Glen Brooks Moved: M. Rowles Seconded: R. Edwards that the apologies be accepted. Carried.

The President then asked for Members to stand and observe a minutes silence for the Members of the Club who passed away in the intervening twelve months out of respect for those people and their families.

Minutes: Moved: G. Brown that the minutes of the Annual General Seconded: M. Rowles Meeting held on Wednesday 17th Carried. October 2007 as published be received and accepted.

The Report of the Board of Directors: Moved: B. Davis that the Directors Report as published Seconded: B.Brown in the Annual Report be received and accepted. Carried.

Financial Report: Moved: N. Watt that the Financial Report for the year Seconded: Mr. R. Jones. ending 30th June 2007 be received and accepted. Carried.

Ballot: Returning Officer Les Moss advised that there were seven nominations for Director a ballot was required and declared the following Directors were elected for 2008/2009 as follows: D. Nolan G. Brooks N. Watt

President R. Nye congratulated the Directors on their appointment for the coming 12 months and thanked Les Moss and his helpers Fred Lewis, Ross Smith and Bob Davis. He also thanked Leo Brinkkotter for his service and commitment over the past years.

Ordinary Resolution One & Two The President asked members to vote on the recommendation from the Board:

Resolution 1: That an amount no greater than $30,000 of expenditure by the Clubs Directors in relation of duties performed by the Clubs Directors and to attend seminars, lectures, trade display and other similar events and also to approve the provision of exclusive car parking spaces for the Directors for the Club be approved. Moved: B. McMaster that the recommendations of the Seconded: K. Ryan Directors expenditure not exceed $30,000.

Resolution 2: That the total honorarium for directors be $30,000 and to be distributed $6,000 for President and $3,000 for each Director. Moved: J. Bruce that the recommendation of the Seconded: L. Brinkkotter Board for Director Honorariums be approved. Carried.

John Bruce asked who the Honorarium was set by as he thought that the amount paid was insufficient and could be raised.

Page 4 Barooga Sports Club Limited ABN 96 001 757 491

MINUTES OF THE 29TH ANNUAL GENERAL MEETING CONTINUED

Special Resolution: Amendments to the constitution are required as legislative changes were made to the Corporations Act late 2007. Moved: N. Watt that the recommendation to amend Seconded: L. Moss the constitution to reflect legislative changes be accepted Carried.

General Business The Chairman advised the meeting that although no proper notice had been received for other business, he would accept any suggestions or recommendations, which may benefit the Club. Rob Brown President of the Cobram Barooga RSL Sub Branch thanked the Barooga Sports Club’s Directors and staff for their continued support of Cobram Barooga RSL members. Robin Harwood, CEO of Cobram Gateway Services Inc. thanked the Barooga Sports Club for their continued support of funding and service provided to their clients. Des Toohey, President of the Barooga Sports Bowls Club said their Club is proud to be part of the Sporties and thanked the Club for its help and support. The new extensions are going well and are the envy of other Clubs. He also thanked the Bowls committee for their enthusiasm and commitment. Wolfgang Wagner from the Barooga Football Club thanked the Barooga Sports Club for their support and sponsorship. George Brown congratulated the three elected directors on receiving their positions on the Board. Jill Toohey from the Indoor Bowls group thanked the Sporties for their support over the years. Afternoon and evening bowls now has over 76 members and is proving to be quite successful. Leo Brinkkotter congratulated the two re-elected directors and Glen Brooks for being elected. He humbly expressed his disappointment in not being re-elected, but stated he was very proud to be part of the Sports Club for the past 27 years. Archie Ellis questioned the new email mail out system as he had not received his ballot and was unable to vote. He did however receive two Annual Reports. Greg Ryan replied that the Club was notified of only eleven members who did not received their ballot, this is a normal result considering the number of members. Ray Nye introduced Greg Ryan to the microphone to update members on the amalgamation with the Cobram Barooga Golf Club. He also acknowledged Cobram Barooga Golf Club President, Lionel Byrne attendance at the meeting and welcomed him. Chief Executive Officer, Greg Ryan spoke on the development of the amalgamation of the Cobram Barooga Golf Club, following the notice in this week’s local paper. Greg Ryan stated that amalgamation discussions have been to date fruitful and very positive, however the process still has some way to go. John Bruce asked of the Sporties business plan with regards to the amalgamation and would members be informed. Greg Ryan stated that the process was only in its infancy and all members comments will be taken on board. Ray Nye then spoke of his attendance at the Clubs NSW Annual General Meeting held earlier in the month. The Directors who attend get very valuable insight to the Club Industry and workshops such as these only educated and benefit Board and Management of the Club. Chief Executive Officer, Greg Ryan then updated and informed the members of the current challenges the Club Industry faces - the non-smoking policy, gaming tax and the anti-gambling movement. Before closing the meeting Ray Nye commented on the current situation and commented that Clubs must remain confident and professional, both board and management teams must be active and support from the members is vital. He thanked all of the members for their support over the years and welcomed the support of Berrigan. He added that the Berrigan Club has shown a slight profit and the Club is extremely happy with progress made. Ray also encouraged Barooga members to visit and support the Berrigan Club. He also thanked the Chief Executive Officer, Management and Staff for their efforts and congratulated the Board of Directors for their dedication to the position of Director. There being no further business the meeting was declared closed at 8.16pm.

Page 5 Barooga Sports Club Limited ABN 96 001 757 491 PRESIDENT’S REPORT

It is with pride and pleasure that I present this report to members of the Sporties Group. Overall the Barooga Sports Club has once again had a very successful year. Even with the amalgamation with the Cobram Barooga Golf Club the Club is still in a strong and healthy financial position and I thank all members for your continued support. The initial period of trading at the Cobram Barooga Golf Club following the amalgamation has produced a disappointing result and I appeal to all members and in particular, golfing members to please support the Club and the excellent facilities provided. If not supported, reluctantly the Board may be forced to make changes at the Club to help alleviate running costs. The Directors first priority has always been to upgrade the Golf Course and endeavour to return it to its former high standard, when it was rated equal to the other courses on the . We believe we are honouring that commitment having provided financial assistance of $225,000 for machinery replacement and course improvements as well as negotiating to secure a regular supply of water with a pipeline from the Murray River at a cost of approximately $150,000. The Berrigan Sports Club continues to trade satisfactorily and is well supported by members and visitors, with the Berrigan community most appreciative of the Sporties efforts to maintain and improve the clubhouse and its facilities. Thank you to the Berrigan Advisory Board for their commitment and guidance, helping ensure the amalgamation is a successful venture for both Clubs. The Barooga Sports Bowls Club provides many hours of enjoyment for our members and I am sure all bowlers are looking forward to another successful year. I would like to thank the many volunteers who keep the greens, the clubhouse and surrounds in a neat and tidy condition. Thank you to our catering manager, Rob Cook and his efficient staff for the quality and presentation of all meals they provide for our members and visitors. Club Barooga – Health and Fitness Centre, whilst providing a vital community need, continues to be a financial burden on our Club and hopefully we can attain more members to help offset the costs of maintaining this wonderful complex. Thank you to centre manager, Dionne Brentnall and her professional staff for the excellent service they provide. On behalf of the Board and Management, I am pleased to report we were once again able to support local community and sporting organisations to an amount of $325,138 as well as providing members benefits of $740,318.00. Thanks to our Chief Executive Officer, Greg Ryan and his small but dedicated management team , Mick O’Dwyer, Paul Lawrence and Patrick Quinane for their excellent management skills in what has been an extremely busy and taxing year, with the extra work load created following the amalgamations. Thank you also to the Directors of the Club who continue to give of their time and expertise to the Club, all are committed to the Sporties Group and have worked well as a team. On behalf of all members, I would like to congratulate retiring Director Barrie Quinane for the contribution he has made to the success of our great Club over 25 years of outstanding service. Finally I would like to thank our valued staff for continuing to provide a courteous and friendly atmosphere and to all the Sporties Group members, thank you for your loyalty and support, I hope to see you and your families enjoying