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ANNUAL REPORT - cope.holidaygateway.co Holiday Club... · NOTICE OF PRE-AGM MEETINGS Dear Member FLEXI CLUB PRE-AGM MEETINGS TO BE HELD AT MAGALIESPARK AND IN CAPE TOWN At a recent

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ANNUAL REPORT

2017

FLEXI HOLIDAY CLUB

Registered Office 1 Crompton Street Pinetown 3610

Managing Agent Club Leisure Management (Pty) Ltd 1 Crompton Street Pinetown 3610

Bankers ABSA Corporate & Merchant Bank 4 Frosterley Crescent Frosterley Park La Lucia Ridge Office Estate 4019

Auditors Moore Stephens CJL 5th Floor, The Spinnaker Albert Terrace Durban 4001

Trustees SJ Lamont AN Ridl V Patel Gen G Pillay A Ramphele A W Bosch

Attorneys Hornby, Smyly, Glavovic Inc 15 Acacia Avenue Westville 3630

Transfer Secretary Club Leisure Management (Pty) Ltd 1 Crompton Street Pinetown 3610

Property Buying Company Club Leisure Development (Pty) Ltd 1 Crompton Street Pinetown 3610

Page 1 of 24

NOTICE OF ANNUAL GENERAL MEETING

Notice is hereby given that the Annual General Meeting of FLEXI HOLIDAY CLUB will be held at Club

Leisure Group, 1 Crompton Street, Pinetown, at 13h00 on Thursday, 22 November 2018.

AGENDA

1. Present / Acceptance of Proxies / Apologies.

2. To establish a quorum.

3. To receive a report from the chairman of the Board of Trustees.

4. To approve the minutes of the Annual General Meeting held on 18 July 2017.

5. To consider the Audited Financial Statements for the year ended 31 December 2017.

6. To appoint Auditors for the ensuing year, and to approve the determination of the Auditors'

remuneration by the Trustees.

7. To receive a report from the Managing Agent.

8. To receive the Annual Levy, Club Membership Subscription and the Resort Refurbishment Reserve

Fund for the year 2019 as approved by the trustees.

9. To determine and approve the Trustees remuneration.

10. To determine the number of Trustees for the ensuing year.

11. To appoint the Trustees to hold office for the ensuing year.

12. To consider any other business that the Trustees may consider necessary.

NOTE:

1. The supporting documentation is available on our website http://www.flexiclub.co.za.

2. Printed copies of the documentation will be available at the Annual General Meeting.

3. Nomination of Trustees and appointment of member proxies must be in the hands of the managing

agents at least 48 hours before the Annual General Meeting i.e. 20 November 2018.

4. Trustee nomination forms and member proxy forms are available on the website or alternatively, will

be posted to you on request.

Page 2 of 24

NOTICE OF PRE-AGM MEETINGS

Dear Member

FLEXI CLUB PRE-AGM MEETINGS TO BE HELD AT MAGALIESPARK AND IN CAPE TOWN

At a recent meeting of the Trustees of your Club, the Managing Agent was instructed to arrange to allow

members who live far from Durban, an opportunity to attend a pre-AGM meeting to discuss matters which

had come to their attention from the attached AGM Notification. If needed, these matters could then also be

escalated to the AGM for further discussion and resolution. Meetings for the purpose of this exercise are to

be held in Gauteng and Cape Town, with the objective of ascertaining whether the members would like to

use the opportunity or not.

The idea is that this will not be a general meeting and that due to cost, time and travel constraints, members

will only be seen by appointment.

The following details apply by area:

GAUTENG

In order to facilitate pre-AGM discussion in the greater Gauteng area, it has been arranged that time will

be set aside for such members to have the time to see Club Personnel at Magaliespark on 16 October 2018 ,

between the hours of 09h00 and 16h00 by appointment only, for planning purposes.

NB: Should you wish to avail yourself of such appointment in the Gauteng area, please call Shavaughn

Robson on 031-717-7406 to arrange your appointment – appointments will be made every half hour, to

enable us to see as many people as possible in the day.

CAPE TOWN

In order to facilitate pre-AGM discussion in the greater Cape Town area, it has been arranged that time will

be set aside for such members to have the time to see Club Personnel at the Verde Hotel, near the Cape

Town International Airport on 18 October 2018, between the hours of 09h00 and 16h00, once again by

appointment only, for planning purposes.

NB: Should you wish to avail yourself of such appointment in the Cape Town area, please call Shavaughn

Robson on 031-717-7406 to arrange your appointment – appointments will be made every half hour, to

enable us to see as many people as possible.

We trust that members in these areas will make use of the opportunity to air their particular view/s for

discussion at the Flexi Club AGM, to be held on the date included in the attached Flexi Club AGM notice.

Page 3 of 24

GENERAL INFORMATION

1. A member shall not be entitled to vote at any general meeting if any contributions payable by him in

respect of obligations to the Club have not been duly paid.

2. Trustees shall be elected at each Annual General Meeting and shall hold office until the next

succeeding Annual General Meeting. The number of Trustees shall be determined from time to time

by the Members of the Club in a general meeting.

3. A quorum at any General Meeting shall consist of not less than 3 (three) Members, personally

present or represented by proxy, who are entitled to vote.

a. If, within half-an-hour from the time appointed for a General Meeting, a quorum of Members

is not present, the meeting, if convened by or on the requisition of Members, shall be

dissolved.

b. In any other case it shall stand adjourned to the same day of the next week at the same time

and place, and if, at such adjourned meeting, a quorum is not present, the meeting shall be

dissolved.

4. Nominations for the election of Trustees shall be given in writing, accompanied by the written

consent of the person nominated. Nomination forms must be in the hands of the Managing Agent at

least 48 hours before commencement of the meeting.

Page 4 of 24

FLEXI HOLIDAY CLUB MINUTES OF THE ANNUAL GENERAL MEETING HELD AT THE OFFICES OF THE CLUB LEISURE GROUP, NO 1

CROMPTON STREET, PINETOWN, ON 18 JULY 2017

1 Trustees present:

A N Ridl S J Lamont G Pillay V Patel A Ramphele A W Bosch

Members present:

Members present as per the attendance register totalled 25 excluding the trustees.

In attendance:

S E Lamont and staff members (Club Leisure Management)

Apologies:

Veronica Irons

Proxies:

A total of 16 proxies were received representing 395,446 FHC Points. Proxies in favour of the

Chairman amounted to 14 and 2 in favour of A N Ridl.

2 QUORUM & NOTICE OF MEETING

Mr Stuart Lamont chaired the meeting and declared the meeting properly constituted and

welcomed members to the meeting. It was agreed that the Notice of the meeting having been

circulated, was taken as read.

Mr Lamont said during the past year, two trustees had unfortunately passed away, retired

General Chetty and Mr Shaun Hornby. Both trustees will be greatly missed.

3 CONFIRMATION OF THE PREVIOUS MINUTES

The minutes from the previous annual general meeting held on 21 July 2016 were confirmed and

adopted.

Proposed: V Patel

Seconded: M O’Sullivan

4 TRUSTEES REPORT

A report from the Chairman of the Board of Trustees was included in the Annual Report 2016

and was also available on the website.

Page 5 of 24

Flexi Holiday Club AGM 2016

5 AUDITED ANNUAL FINANCIAL STATEMENTS

The Audited Financial Statements for the year ended 2016 were unanimously approved.

It was pointed out that the Club’s accounts will in future be aligned to share block accounting as

legislated in the Sectional Title Act. One of the changes will see holiday properties and members’

investment being shown as a note to the annual financial statements and no longer as a line

item in the balance sheet.

A member asked that changes such as this should be relayed to members via a newsletter in

future.

6 APPOINTMENT OF AUDITORS

It was agreed to retain Moore Stephens CJL Inc as Auditors for the next financial year and

approve the determination of the Auditors’ remuneration by the Trustees.

7 MANAGING AGENT’S REPORT

Shaun Lamont said staff were working diligently on improving service to members, the quality of

inventory and the centricity programme whereby one consultant is qualified to handle multiple

queries and transactions.

Reservations from January to June 2017 totalled 45,000, an increase of 9,000 bookings against

the same period last year.

International cruises were doing well at 54 booked to date, mainly in the Mediterranean area.

Our travel desk had booked over 900 air-tickets to date. On-line reservations were increasing at

a satisfactory rate and members were encouraged to register for this facility.

A number of promotions had been held during the last six months such as Mandela Day 67% off

Mahala March and an April 50% bonus campaign. The member base is being adequately

maintained and stock levels were well above required levels.

The refurbishment programme was complete at Bushmans Nek with the exception of the log

cabins. The refurbishment was ongoing at La Montagne which will be spread over a 5-year

period. Work will begin at Lakeview Cabanas in September and the revamp of the ground floor

at the Riviera Suites was still to be completed. The refurbishment at Magalies Park was in

progress.

Page 6 of 24

Flexi Holiday Club AGM 2016

8 ANNUAL HOLIDAY CONTRIBUTION, CLUB MEMBERSHIP SUBSCRIPTION, RESORT

REFURBISHMENT RESERVE FUND AND CHRISTEL HOUSE CONTRIBUTION FOR 2018

It was unanimously approved that the Points balances and Subscriptions be escalated by 6,5%

for 2018. The Christel House contribution remains at R25 per member.

9 TRUSTEES REMUNERATION FOR THE ENSUING YEAR

It was unanimously approved to increase the remuneration of Trustees per meeting from R5596

to R5960.

10 DETERMINE THE NUMBER OF TRUSTEES FOR THE ENSUING YEAR

It was unanimously approved to reduce the number trustees from eight to six trustees.

11 APPOINTMENT OF TRUSTEES FOR THE ENSUING YEAR

Nominations for six trustees had been received. The following Trustees were appointed:

S J Lamont, A N Ridl, V Patel, G Pillay, A Ramphele and A W Bosch

12 GENERAL

A number of members had enquired about the National Consumer Commission’s (“NCC”) highly

publicized campaign in the media.

Mr Lamont said the NCC had been holding a number of meetings for timeshare owners around

the country. Complaints by owners related mostly to other clubs. Our Operations Director was

attending these meetings on our behalf and keeping a record of all proceedings.

One of the major complaints revolved around cancellations. All members were able to cancel

any time they wished as long as their fees were up to date for the current year. A newsletter to

members outlining the cancellation policy would be provided and other frequently asked

questions via emails and newsletters.

Members asked for a programme to assist them with acquiring more knowledge about the club

and its workings.

Workshops or roadshows held in various provinces would also be looked into. The Vac Zone

offices were being established throughout the country for members to visit when necessary.

Pictures of the trustees and their obligations could also be communicated to members.

Members needed to be reminded about the value for their membership.

Page 7 of 24

Flexi Holiday Club AGM 2016

Mr Lamont pointed out that the club still had available inventory in weeks 50, 51 and 52 as at

today’s date for members to book.

Members were advised that getting inventory in Sun City was still problematic but the club

would continue with negotiations.

Members said sales personnel based at resorts, need to be more considerate of members

holidaying and not be too intrusive.

The meeting closed at 2.15pm.

Page 8 of 24

FLEXI HOLIDAY CLUB and its subsidiaries

REPORT OF THE TRUSTEES

The Trustees have pleasure in submitting their report to the members for the year ended 31 December 2017. 1. REVIEW OF ACTIVITIES

Flexi Club continued with its unique policy of sourcing high demand holiday accommodation throughout Southern Africa for the benefit of its members during the year under review.

This enabled the Club to continue to provide a wide variety of quality holiday accommodation at affordable prices to members, thereby maintaining its position as the leading vacation club in Southern Africa.

2. FINANCIAL MANAGEMENT

The fixed assets of Flexi Club comprise of quality holiday accommodation. The Flexi Club Trustees have maintained the policy of ensuring that no liabilities are secured over these assets.

The Club’s inventory of holiday property is re-assessed and re-valued each year. The total value of the Club’s holiday accommodation portfolio was in excess of R 5,4 billion at the end of the year.

The Club once again met all levy obligations for the year under review.

3. OPERATIONAL MANAGEMENT

The Club’s Managing Agent, Club Leisure Management (Pty) Ltd, has throughout the year continued to protect the interests of the Club and its members, focusing on service and delivery of holidays to its members.

4. MEMBERSHIP

Just over 5,100 (2016 – 3,000) new members were introduced to the Flexi Club family during the year under review. A total of 100 members transferred to Select Club during the 2017 year (2016: 195). The Club introduced term memberships since 2013. These memberships expire after a prescribed period which is determined by the category of membership purchased.

5. HOLIDAY PROPERTIES

The Trustees of Flexi Club continued to apply the philosophy of acquiring only high quality holiday properties to meet the demands of Flexi Club’s discerning members. In 2017 the club had access to over 64,824 (2016 - 69,023) holiday weeks in 116 (2016 - 128) resorts around Southern Africa. In addition members could utilise their membership to access the phenomenal advantages of being partnered with Club Leisure Group.

6. TRAVEL AND TOURS

The added value of the additional holiday options offered by the Club through Club Leisure Travel, have proved once again in 2017 to be very popular with those members looking for an alternative holiday experience.

Page 9 of 24

The Flexi Club Cruise Program gives members the additional option of being able to access discounted cruises on nearly all of the world’s major cruise liners.

7. HOLIDAY BOOKINGS

During the year under review the Clubs Central Reservations Department again exceeded its fulfillment objectives by delivering and confirming over 90,000 (2016 – 79,000) holiday bookings to satisfied members. This equates to just over 2.8 (2016 – 2.3) bookings per active member of the club. The emphasis is always on providing the members with holidays and whilst it is not always possible to satisfy every members first request, the Club definitely continues to deliver quality holidays at affordable prices.

8. CLUB LEISURE GROUP

The Club Leisure Group manages 13 vacation clubs around the world and services the holiday needs of over 200 000 individuals.

Reciprocal agreements with the various clubs within the Club Leisure Group portfolio provide Flexi Club members with access to a large pool of holiday inventory including access to more than 3 500 affiliated resorts around the world.

Reciprocal exchange agreements have also been entered into with several large international resort groups, holiday clubs and exchange organizations providing Flexi Club members access to a further selection of international holiday options. The Club Leisure Group’s access to international destinations is providing Flexi Club members with more holiday options than any other vacation ownership system anywhere in the world.

In order to protect their interests Flexi Club members are provided preferential access to the holiday properties within Flexi Club’s portfolio of quality, high demand holiday properties.

9. TRUSTEES

Your Trustees are committed to continue with the policy of sourcing only high demand holiday properties at quality resorts thereby enabling the Club to deliver a wide variety of holiday accommodation to all its members.

The wealth of your Trustees experience, in the leisure industry, continues to grow as they actively serve as Directors/Trustees on the Boards of many timeshare resorts and holiday clubs.

The following acted as Trustees for the year under review:

S J Lamont V Patel A Ramphele A N Ridl G Pillay A W Bosch

CHAIRMAN

Page 10 of 24

FLEXI HOLIDAY CLUB AND ITS SUBSIDIARIESCONSOLIDATED FINANCIAL STATEMENTSFOR THE YEAR ENDED 31 DECEMBER 2017

Page 11 of 24

Flexi Holiday Club and its subsidiariesConsolidated Financial Statements for the year ended 31 December 2017

Index

The reports and statements set out below comprise the consolidated financial statements and supplementary informationpresented to the trustees:

Contents Page

Independent Auditor's Report 2 - 3

Trustees' Responsibilities and Approval 4

Consolidated Statement of Financial Position 5

Consolidated Statement of Comprehensive Income 6

Accounting Policies 7 - 8

Notes to the Consolidated Financial Statements 9 - 10

The following supplementary information does not form part of the consolidated financial statements and is unaudited:

Consolidated Detailed Statement of Comprehensive Income 11

1

Page 12 of 24

An independent member firm of Moore Stephens International Limited – members in principal cities throughout the world.

Moore Stephens CJL Partnership | Trading as Moore Stephens. Registered Auditors - Practice Number 925624 Partners: DT Belling, D Harryparsad, HD Hillermann, CF Reid, L Sarabjit, SRN Templar, TL Wright.

2

Independent Auditor’s Report

To the members of Flexi Holiday Club

Opinion

We have audited the consolidated financial statements of Flexi Holiday Club and its subsidiaries (the group) set out on pages 5 to 10, which comprise the consolidated statement of financial position as at 31 December 2017, and the consolidated statement of comprehensive income for the year then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies. In our opinion, the consolidated financial statements of Flexi Holiday Club for the year ended 31 December 2017 are prepared, in all material respects, in accordance with the basis of accounting as set out in note 1 to the consolidated financial statements.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the consolidated financial statements section of our report. We are independent of the group in accordance with the Independent Regulatory Board for Auditors Code of Professional Conduct for Registered Auditors (IRBA Code) and other independence requirements applicable to performing audits of financial statements in South Africa. We have fulfilled our other ethical responsibilities in accordance with the IRBA Code and in accordance with other ethical requirements applicable to performing audits in South Africa. The IRBA Code is consistent with the International Ethics Standards Board for Accountants Code of Ethics for Professional Accountants (Parts A and B). We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Emphasis of Matter – Basis of accounting We draw attention to note 1 to the consolidated financial statements, which describes the basis of accounting. The consolidated financial statements are prepared in accordance with the Club’s own accounting policies to satisfy the financial information needs of the trustees. As a result, the consolidated financial statements may not be suitable for another purpose. Our opinion is not modified in respect of this matter. Other information The trustees are responsible for the other information. The other information comprises the consolidated detailed statement of comprehensive income, which we obtained prior to the date of this report. Other information does not include the consolidated financial statements and our auditor's report thereon. Our opinion on the consolidated financial statements does not cover the other information and we do not express an audit opinion or any form of assurance conclusion thereon. In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

MOORE STEPHENS CJL 5th Floor, The Spinnaker Albert Terrace Durban 4001 P O Box 11800, Marine Parade Durban, 4056 T +27 (0)31 332 8622 F +27 (0)31 332 1828 E [email protected] www.moorestephens.co.za

Page 13 of 24

An independent member firm of Moore Stephens International Limited – members in principal cities throughout the world.

Moore Stephens CJL Partnership | Trading as Moore Stephens. Registered Auditors - Practice Number 925624 Partners: DT Belling, D Harryparsad, HD Hillermann, CF Reid, L Sarabjit, SRN Templar, TL Wright.

3

Responsibilities of the trustees for the consolidated financial statements

The trustees are responsible for the preparation of the consolidated financial statements in accordance with the basis of accounting as set out in note 1 to the consolidated financial statements, and for such internal control as the trustees determine is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error. In preparing the consolidated financial statements, the trustees are responsible for assessing the group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the trustees either intend to liquidate the group or to cease operations, or have no realistic alternative but to do so. Auditor's responsibilities for the audit of the consolidated financial statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material 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 International Standards on Auditing will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and 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 these consolidated financial statements. As part of an audit in accordance with International Standards on Auditing, we exercise professional judgement and maintain professional scepticism throughout the audit. We also: Identify and assess the risks of material misstatement of the consolidated financial statements,

whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the group’s internal control.

Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the trustees.

Conclude on the appropriateness of the trustees’ use of the going concern basis of accounting and based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the group to cease to continue as a going concern.

Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

We communicate with the trustees regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. Moore Stephens CJL Chartered Accountants (SA) Registered Auditor Per: Devek Harryparsad CA(SA), RA Partner 25 September 2018 Durban

Page 14 of 24

Page 15 of 24

Flexi Holiday Club and its subsidiariesConsolidated Financial Statements for the year ended 31 December 2017

Consolidated Statement of Financial Position2017 2016

Notes R '000 R '000

Assets

Non-Current Assets

Holiday properties 2 5 427 798 4 987 515

Current Assets

Current tax receivable 340 -

Receivables 3 25 474 27 098

Cash and cash equivalents 4 42 279 18 944

68 093 46 042

Total Assets 5 495 891 5 033 557

Reserves and Liabilities

Reserves

Members' investment 1 856 407 1 867 259

Reserves 5 3 637 508 3 164 343

5 493 915 5 031 602

Liabilities

Current Liabilities

Payables 6 1 976 1 955

Total Reserves and Liabilities 5 495 891 5 033 557

5

Page 16 of 24

Flexi Holiday Club and its subsidiariesConsolidated Financial Statements for the year ended 31 December 2017

Consolidated Statement of Comprehensive Income 2017 2016

Notes R '000 R '000

Revenue 7 386 880 389 498

Other expenses (391 088) (392 829)

Deficit before interest (4 208) (3 331)

Interest received 4 875 4 959

Surplus for the year 667 1 628

Accumulated surplus at the beginning of the year 251 854 250 226

Accumulated surplus at the end of the year 252 521 251 854

6

Page 17 of 24

Flexi Holiday Club and its subsidiariesConsolidated Financial Statements for the year ended 31 December 2017

Accounting Policies

1. Presentation of Consolidated Financial Statements

The consolidated financial statements have been prepared in accordance with the basis of accounting as set out below,and the Club's constitution. The consolidated financial statements have been prepared on the historical cost basis, exceptfor the measurement of holiday properties at points value and certain financial instruments at fair value or amortised costand incorporate the principal accounting policies set out below. They are presented in South African Rand.

These accounting policies are consistent with the previous period.

1.1 Holiday properties

Holiday properties comprise any interest which the Club has in any property timesharing scheme or holiday property oraccommodation, regardless of whether such interest is temporary or permanent, owned or rented, registered in its nameor not, share block or sectional title, or otherwise.

The cost of holiday properties is recognised as an asset when: it is probable that future economic benefits associated with the item will flow to the Club; and the cost of the item can be measured reliably.

Costs include costs incurred initially to acquire or construct holiday properties and costs incurred subsequently to add to,replace part of, or service it. If a replacement cost is recognised in the carrying amount of holiday properties, the carryingamount of the replaced part is derecognised.

Holiday properties are carried at the revalued amount, determined by the trustees, on the basis of the current points valueattached to each timeshare unit.

Any increase or decrease in the holiday properties carrying amount, as a result of a revaluation, is credited or debited toreserves in the revaluation reserve.

Holiday properties are shown net of Developer owned points.

1.2 Financial instruments

Initial measurement

Financial instruments are initially measured at the transaction price. This includes transaction costs, except for financialinstruments which are measured at fair value through surplus or deficit.

Financial instruments at amortised cost

Financial instruments may be designated to be measured at amortised cost less any impairment using the effectiveinterest rate method. These include receivables, loans and payables.

At the end of each reporting date, the carrying amounts of assets held in this category are reviewed to determine whetherthere is any objective evidence of impairment. If so, an impairment loss is recognised.

Financial instruments at cost

Commitments to receive a loan are measured at cost less impairment.

All financial instruments whose fair value cannot otherwise be measured reliably, and which do not meet the criteria to bedesignated as instruments measured at amortised cost, are measured at cost less impairment.

Financial instruments at fair value

All other financial instruments are measured at fair value through surplus and deficit.

1.3 Tax

As the trustees are of the opinion that the Club is exempt from tax in terms of section 10(1)(e) of the Income Tax Act, nocurrent or deferred tax has been raised.

7

Page 18 of 24

Flexi Holiday Club and its subsidiariesConsolidated Financial Statements for the year ended 31 December 2017

Accounting Policies

1.4 Members' investment

Members' investment is recorded at the value of the points issued to members.

1.5 Holiday savings reserve

The Club's members are obliged to contribute annual holiday savings/accommodation fees in order to fund the Club'sproperty expenditure. Members are however able to accumulate holiday savings allocated to them during the year andenjoy their holiday up to 24 months after year end. Should members not utilise the holiday savings allocated to themwithin the required period, the holiday savings allocation is forfeited. The Club recognises the holidaysavings/accommodation fees received in the year that they are received. The notional value of accumulated holidaysavings at the year end is R381,758m (2016: R398,399m).

1.6 Revenue

Subscriptions are recognised in the statement of comprehensive income in the year that they are received.

Accommodation fees are recognised in the statement of comprehensive income in the year that they are received.

Interest received and finance charges are recognised, in surplus or deficit, using the effective interest rate method.

1.7 Refurbishment levies

Refurbishment levy income/expenses are recognised in reserves in the year that they are received/paid.

1.8 Levy payments

Levy payments are recognised in the statement of comprehensive income.

1.9 Provisions and contingencies

Provisions are recognised when: the group has an obligation at the reporting date as a result of a past event; it is probable that the group will be required to transfer economic benefits in settlement; and the amount of the obligation can be estimated reliably.

Contingent assets and contingent liabilities are not recognised.

1.10 Borrowing costs

Borrowing costs are recognised as an expense in the period in which they are incurred.

8

Page 19 of 24

Flexi Holiday Club and its subsidiariesConsolidated Financial Statements for the year ended 31 December 2017

Notes to the Consolidated Financial Statements2017 2016

R '000 R '000

2. Holiday properties

Holiday properties at points value 5 427 798 4 987 515

3. Receivables

Accounts receivable 18 051 17 769VAT 5 767 5 856Loan: Club Leisure Development Proprietary Limited 1 656 3 473

25 474 27 098

The loan with Club Leisure Development Proprietary Limited is unsecured, interest free and will be repaid in the next year.

4. Cash and cash equivalents

Cash and cash equivalents consist of:

Bank balances 42 279 18 944

5. Reserves

Refurbishment levy reserve 41 064 27 263Revaluation reserve 3 343 923 2 885 226Accumulated surplus 252 521 251 854

3 637 508 3 164 343

The reserves are all non-distributable reserves and may not be distributed to members.

Reconciliation of movement to reservesOpening balance 3 164 343 2 816 708Net movement in the refurbishment levy reserve 13 801 (2 046)Revaluation of holiday properties 458 697 348 053Surplus for the year 667 1 628

3 637 508 3 164 343

6. Payables

Accounts payable 4 12Loan - Magic Breakaways Vacation Club 797 829Loan - Select Club 1 000 1 000Loan - Premier Private Resorts - 45Accrued audit fees 175 69

1 976 1 955

The above loans are unsecured, interest free and are repayable on demand.

7. Revenue

Subscriptions received 52 061 55 587Accommodation fees and levies received 334 819 333 911

386 880 389 498

9

Page 20 of 24

Flexi Holiday Club and its subsidiariesConsolidated Financial Statements for the year ended 31 December 2017

Notes to the Consolidated Financial Statements2017 2016

R '000 R '000

8. Taxation

As the trustees are of the opinion that the Club is exempt from tax in terms of section 10(1)(e) of the Income Tax Act, nocurrent or deferred tax has been raised (2016: Rnil)

10

Page 21 of 24

Flexi Holiday Club and its subsidiariesConsolidated Financial Statements for the year ended 31 December 2017

Consolidated Detailed Statement of Comprehensive Income 2017 2016

Notes R '000 R '000

Revenue

Subscriptions received 52 061 55 587

Accommodation fees and levies received 334 819 333 911

7 386 880 389 498

Other income

Interest received 4 875 4 959

Expenses

Auditor's remuneration 317 245

Bank charges 1 055 950

Credit card commissions paid 8 452 6 713

Management fees 36 553 62 582

Resort levies paid 339 621 317 727

Resort rentals and exchanges 4 848 4 385

Subscriptions 242 227

391 088 392 829

Surplus for the year 667 1 628

Other comprehensive income - -

Total comprehensive surplus for the year 667 1 628

11The supplementary information presented does not form part of the consolidated financial statements and is unaudited

Page 22 of 24

FLEXI HOLIDAY CLUB

PROXY

I / We ________________________________________________________________________

of ___________________________________________________________________________

Membership No: _______________________________

Being a member of FLEXI HOLIDAY CLUB and entitled to vote do hereby appoint:

__________________________________________________________________________

of __________________________________________________________________________

or failing him / her, the Chairman of the Meeting as my / our duly authorised representative to vote on my /

our behalf at the Annual General Meeting of the Club to be held on

22 November 2018.

Signed by me / us on this ________ day of ______________________ 2018.

SIGNATURE/S _________________________________________________

NOTES:

This proxy Form must be signed, dated and returned to:

Club Leisure Management (Pty) Ltd

P.O Box 1583

PINETOWN

3600

OR

Fax no: 031 701 9972

Not later than 20 November 2018.

If married in Community of Property then signature by both spouses is required unless proof of the contrary

disposing of the requirement is lodged.

A member entitled to attend the above Annual General Meeting and exercise their vote, has the right to

authorise someone to attend the meeting and vote on their behalf.

A person so nominated must be a member of FLEXI HOLIDAY CLUB.

Page 23 of 24

FLEXI HOLIDAY CLUB

NOMINATION FORM

I/We, the undersigned,

_______________________________________________________________________________________

Membership no: ________________________________________________________________

Duly authorised thereto as a member of FLEXI HOLIDAY CLUB, hereby nominate the following person/s

as Trustee/s at the Annual General Meeting of the Club. Their signature/s signify acceptance of the

nomination/s.

NAMES OF PROPOSED TRUSTEE/S & SIGNATURE/S OF NOMINEE/S

Nomination Accepted

1. ____________________________ ______________________

2. ____________________________ ______________________

3. ____________________________ ______________________

4. ____________________________ ______________________

5. ____________________________ ______________________

MEMBER'S SIGNATURE _____________________________________

Signed at ___________________________ on this _____ day of _____________________ 2018.

N.B.

1. This form must be in the hands of the Managing Agents at least 48 hours before the Annual General

Meeting, i.e. 20 November 2018.

2. No nomination is valid unless signed by the nominee/s.

3. The present Trustees' term of office expires with the Annual General Meeting, which makes it

essential that you nominate at least 3 people.

Page 24 of 24

Tel: 031 717 7300 / Fax: 031 709 3098www.flexiclub.co.za

LET’S GO!