Applicants are advised to read and understand the contents of this Statement and the Trust Deed (available upon request) before deciding to purchase a Membership in Kelab Darul Ehsan. Applicants are entitled to a cooling-off period of Ten (10) days from the day the application form for the purchase of a membership is lodged with the Company to withdraw the application without any deduction or penalty. S T A T E M E N T Issued pursuant to Section 28 of the Interest Schemes Act 2016 OFFER FOR SALE OF MEMBERSHIPS In KELAB DARUL EHSAN DEVELOPER AND OPERATOR KDE RECREATION BERHAD (Company No: 198401008705 (121237-P) (A member of Federation OF Golf and Recreational Club Developers and Operators) TRUSTEE PACIFIC TRUSTEE BERHAD (Company No: 199401031319 (317001-A) This statement is dated January 2 nd , 2023 and shall expire on January 1st, 2024
Company No: 198401008705 (121237-P) -iTHIS STATEMENT MAY NOT BE USED FOR THE PURPOSE OF AND DO NOT CONSTITUTE AN OFFER OR INVITATION IN ANY JURISDICTIONS OR IN ANY CIRCUMSTANCES IN WHICH SUCH OFFER OR INVITATION IS UNLAWFUL OR NOT AUTHORISED OR TO ANY PERSON TO WHOM IT IS UNLAWFUL TO MAKE SUCH OFFER OR INVITATION. A COPY OF THIS STATEMENT HAS BEEN LODGED WITH AND REGISTERED BY THE REGISTRAR OF COMPANIES, MALAYSIA, WHO TAKES NO RESPONSIBILITY FOR THE CONTENTS HEREIN.
Company No: 198401008705 (121237-P) ii - CONTENTS CLAUSES PAGE 1. DEFINITIONS 1 2. CORPORATE INFORMATION 3 3. THE CLUB (1) Proprietary Club 9 (2) Facilities of the Club 10 (3) Cost of Development 11 (4) Particulars of the said Land 11 4. MEMBERSHIPS 12 (1) Types of Membership 13 (2) Maximum number of Members 14 (3) Membership Fees 14 (4) Other dues and charges 15 (5) Duration of Membership 15 (6) Transferability of Memberships 16 (7) Transmission of Memberships 16 5. APPLICATION FOR MEMBERSHIP 16 6. ACCOUNTANT’S REPORT 17 7. VALIDITY PERIOD OF STATEMENT 67 8. NO OBLIGATION TO REPURCHASE BY COMPANY 67 9. DEED OF TRUST 67 10. SUMMARY OF SALIENT POINTS OF THE DEED OF TRUST (1) Duties of Trustee 68 (2) Trust Account 68 (3) Sinking Fund 69 (4) Liaison Committee 70 (5) Meeting of Members 70 11. SUMMARY OF THE PROVISIONS ON THE REMUNERATION, RETIREMENT, REMOVAL AND REPLACEMENT OF TRUSTEE (1) Retirement removal and replacement of Trustee 73 (2) Remuneration of Trustee 74 12. THE AUDITOR, ACCOUNTS AND AUDIT 75 13. MISCELLANEOUS STATUTORY INFORMATION 75 14. CONSENTS 76 15. DIRECTORS’ RESPONSIBILITY STATEMENT 78
Company No: 198401008705 (121237-P) KDE RECREATION BERHAD (Incorporated in Malaysia under the Companies Act 1965 and deemed registered under the Companies Act 2016) This Statement is issued by the Company pursuant to Section 28 of the Interest Schemes Act 2016 in relation to the Company’s invitation to the public to purchase Memberships in the Club as hereinafter described. 1. DEFINITIONS In this Statement unless the context otherwise provides, the following words and expressions shall have the meanings set out opposite them below:- “Applicant” means any person who has submitted a prescribed Application Form to the Company for a Membership as from the date of this Statement; “Affiliated Club” means those clubs (whether proprietary or members clubs) who have entered into reciprocal arrangements with the Company in respect of the Club; “Club” means the proprietary club known as Kelab Darul Ehsan located at Taman Tun Abdul Razak, Jalan Kerja Air Lama, Ampang Jaya, Selangor Darul Ehsan and wholly owned operated by the Company; “Auditor” means the auditor appointed by the Trustee as referred to in Clause 11 herein; “Company” means KDE Recreation Berhad the proprietor and operator of the Club and for the purposes of this Statement shall if applicable include a Manager (if any) appointed to operate the Club. All references to the duties of the Company shall apply equally to such Manager (if any) and they shall be equally bound to observe all the covenants of this Statement; “Conditions” means the terms and conditions of Membership set out in the Membership Agreement; “Cooling-Off Period” means a period of ten (10) days commencing from the date the Applicant submits the prescribed Application Form for a Membership to the Company; “Deed of Trust” means the Deed of Trust described in Clause 8 herein; “Extraordinary Resolution” Interest Schemes Act means the Interest Schemes Act 2016 and any regulations enacted thereunder and any amendment thereof or substitution therefore means a resolution passed at a meeting of Members duly convened and held in accordance with the provisions contained in Clause 15 of the Deed of Trust and carried by a majority consisting of not less than three-quarters of the Members voting thereat upon a show of hands or if a poll is duly demanded and taken, by a majority consisting of not less than threequarters in number of the votes given on such poll; 1
Company No: 198401008705 (121237-P) “Manager” means the person (if any) appointed by the Company to manage and carry out the day to day operations of the Club; “Members or Members of the Club” means persons who as at the date of this Statement have acquired Memberships and such persons who may hereafter acquired Membership and who in each case are registered as Members of the Club in the Register of Members; “Membership” means the contractual right granted to a Member by the Company to enter the Club as a mere licensee of the Company to us and enjoy the facilities of the Club (or as the case may be only a specific part thereof depending on the type of Membership acquired) in common with other Members and persons permitted by the Company upon and subject to the Conditions contained in the Membership Agreement; “Membership Agreement” means a certificate or other document issued by the Company or agreement entered into between the Company and the Member, as the case may be, evidencing the Membership conferred on the Member upon and subject to the Conditions therein contained; a copy of the Membership Agreement is available for inspection by Applicants at the Club during normal business hours; “Membership Fees” means the consideration payable by a Member to the Company for the Membership and as more particularly stipulated in the Membership Agreement; “Month” means a calendar month, according to the gregorian calendar; “person” includes an individual, a company, firm or body of persons; “Register or Register of Member” means the Register of Member specified in Clause 13 of the Deed of Trust; “said Land” Means the piece(s) of land or such part thereof upon which the Club has been erected; “Sinking Fund” means the sinking fund to be established by the Trustee to provide for payments towards periodic repairs and replacements to the Club as referred to in Clause 12 of the Deed of Trust; “Trustee” means Pacific Trustees Berhad (Company No.317001-A, a public limited company incorporated in Malaysia and registered as Trust Company under the Trust Companies Act 1949; “Trust Account” means the Trust Account to be established by the Trustee in respect of the Membership Fees receivable by the Company and referred to in Clause 11 of the Deed of Trust; “Written Law” means all Acts Ordinances and Enactments in force in Malaysia or any part thereof and all subsidiary legislation made thereunder; “RM and Ringgit” means the lawful currency of Malaysia. “S$ and Dollars” (where applicable) means the lawful currency of the Republic of Singapore. 2
Company No: 198401008705 (121237-P) References in this Statement to any Act Ordinance or Enactment shall include any statutory amendments, extensions or re- enactments thereof. Words importing the singular number include the plural and vice versa. Words importing the masculine gender includes the feminine and neuter gender and vice versa. The headings in this Statement are for convenience of reference only and shall not affect the construction hereof. Save where the context otherwise requires all references in this Statement to provisions or Clauses of this Statement shall be deemed to be references to such provisions or clauses as modified or varied from time to time under the provisions or Clause hereof. 2. CORPORATE INFORMATION DEVELOPER AND OPERATOR : KDE Recreation Berhad DATE OF INCORPORATION : 8 th June 1984 LOCAL NO./COMPANY NO : 198401008705 (121237-P) DIRECTORS: Name Dato’ Sri Robin Tan Yeong Ching Address No 26 Jalan Bukit Seputeh Bukit Seputeh 58000 Kuala Lumpur Occupation Company Director Mr. Ong Tuan Kong No 8 Jalan MJ 2/2 Taman Meranti Jaya 47100 Puchong Selangor Company Director En. Syed Ali Shahul Hameed No 46 Jalan Permata 1 Taman Permata 53300 Kuala Lumpur Company Director Mr. Hew Chit Kong (Alternate Director to Dato’ Sri Robin Tan Yeong Ching) 35 Jalan Wan Malini 2 Bandar Baru Sri Petaling 57000 Kuala Lumpur General Manager (Finance) 3
Company No: 198401008705 (121237-P) CLUB MANAGEMENT Hisham Bin Razali KDE Recreation Berhad (Kelab Darul Ehsan) Taman Tun Abdul Razak Jalan Kerja Air Lama 68000 Ampang Jaya Selangor Darul Ehsan Club Manager Direct Line : 603-4257 3833 Fax : 603-4257 5435 E-mail : [email protected] SECRETARIES Ms. Tham Lai Heng Michelle No. 15 Jalan Midah Tengah Taman Midah 56000 Kuala Lumpur (MAICSA 7013702) Ms. Wong Siew Guek A-7-8 PV5 Platinum Hill Condo Taman Melati Utama 53300 Kuala Lumpur (MAICSA 7042922) SHAREHOLDER: Name No.of Shares % Berjaya Vacation Club Berhad 9,000,000 90% Arus Fantastik Sdn Bhd 1,000,000 10% 10,000,000 100% 4
Company No: 198401008705 (121237-P) REGISTERED OFFICE : Lot 13-01A, Level 13 (East Wing) Berjaya Times Square No. 1, Jalan Imbi 55100 Kuala Lumpur PAID-UP-CAPITAL : RM10,000,000.00 AUDITORS FOR THE : Ernst & Young PLT COMPANY Level 23A, Menara Milenium Jalan Damanlela Pusat Bandar Damansara 50490 Kuala Lumpur REPORTING : Ernst & Young PLT ACCOUNTANTS Level 23A, Menara Milenium Jalan Damanlela Pusat Bandar Damansara 50490 Kuala Lumpur TRUSTEE : Pacific Trustees Berhad Unit A-11-8, 11th Floor Megan Avenue 1 No 189 Jalan Tun Razak Off Persiaran Hampshire 50400 Kuala Lumpur ADDRESS OF THE CLUB : Kelab Darul Ehsan Taman Tun Abdul Razak Jalan Kerja Air Lama 68000 Ampang Jaya Selangor Darul Ehsan 5
Company No: 198401008705 (121237-P) PLACE AND TIME AT WHICH REGISTER OF MEMBERS IS AVAILABLE FOR INSPECTION : The Register of Members is or will be kept at the Registered office or the Club at Taman Tun Abdul Razak, Jalan Kerja Air Lama, 68000 Ampang Jaya, Selangor Darul Ehsan and will be available for inspection by Members between 9.00 am to 5.00 p.m on any business day during the week save for Saturday when the Register may be inspected between 9:00 a.m. to 12:30 p.m. PLACE AND TIME AT WHICH COPIES OF THE PLANS AND SPECIFICATIONS RELATING TO THE CLUB ARE AVAILABLE FOR INSPECTION : Plans and specifications relating to the Club are available for inspection by Members at the Club at Taman Tun Abdul Razak, Jalan Kerja Air Lama, 68000 Ampang Jaya, Selangor Darul Ehsan between 9.00 a.m to 5.00 p.m on any business day during the week save for Saturday when the same may be inspected between 9.00 a.m to 12.30 p.m. PROFILES OF DIRECTORS DATO’ SRI ROBIN TAN YEONG CHING He was appointed to the Board on 15 November 2006. He graduated with a Bachelor of Social Science degree in Accounting/Law from the University of Southampton, United Kingdom, in 1995. He joined Berjaya Group Berhad in 1995 as an Executive and subsequently became the General Manager, Corporate Affairs in 1997. Currently, he is the Deputy Chairman of Berjaya Corporation Berhad, the Chairman of Sports Toto Berhad (formerly known as Berjaya Sports Toto Berhad) and 7-Eleven Malaysia Holdings Berhad. He is an Executive Director of STM Lottery Sdn Bhd (formerly known as Sports Toto Malaysia Sdn Bhd), Berjaya Hartanah Berhad, Bukit Kiara Resort Berhad and Staffiled Country Resort Berhad. He also holds directorships in several other private limited companies in the Berjaya Corporation Group of companies. MR. HEW CHIT KONG He was appointed to the Board on 7 May 2012 as an Alternate Director to Dato’ Sri Robin Tan Yeong Ching. He is a member of The Malaysian Institute of Certified Public Accountants (MICPA) and Malaysian Institute of Accountants (MIA). He has over 28 years of working experience in the fields of accounting, audit and financial management. He started his career as an Audit Assistant in Messrs Anuarul, Azizan, Chew & Co, a public accounting firm in Kuala Lumpur from 1991 to 1995 where he last held the position of and Audit Manager. Between 1996 and 2001, he held senior management positions in several private limited companies. He joined Berjaya Hartanah Berhad in 2002 as a Finance Manager and was promoted to Senior Finance Manager and transferred to the Head Office to oversee the group accounting function of Berjaya Clubs Division in 2005. Subsequently, he was appointed as an Assistant General Manager (Finance) of the Berjaya Hotels and Resorts, a division of Berjaya Land Berhad in June 2007. He was appointed as Corporate Director, Finance on 1 April 2019. He also holds directorships in Redang Island Golf and Country Club Berhad and several other private limited companies in the Berjaya Land group of companies. 6
Company No: 198401008705 (121237-P) MR. SYED ALI SHAHUL HAMEED He was appointed to the Board on 24 April 2019. He was appointed as an Executive Director of Berjaya Land Berhad on 20 March 2019 and subsequently re-designated as the Chief Executive Officer of Berjaya Land Berhad on 8 August 2019. He was redesignated as Deputy Chairman of Berjaya Land Berhad on 1 April 2022. He holds a Bachelor of Engineering degree from Institute of Road & Transport Technology, Bharathiar University of Coimbatore. He began his career as a lecturer in a Technical Institution for a short stint of 2 years before embarking his journey in the Hospitality Industry under Berjaya Land Berhad’s Group (“Bland Group”) on 4 September 1997 as an Assistant Engineer at Berjaya Tioman Resort. Due to his outstanding performance he rose to the position of Chief Engineer on 4 September 2003 and subsequently as a Director of Engineering & Technical Services on 20 January 2009. On 1 April 2009 he was appointed as Corporate Director, Engineering & Technical Services of Berjaya Hotels & Resorts Division and on 11 March 2019, he was appointed as Director, Property Development and Complexes, Property Division. During his 24 years stint in Bland Group, he has a myriad of exposure in the area of due diligence and technical involvement with inter-Continental and Sheraton Hotels in Hanoi as well as Four Seasons and Ritz Carlton projects. He was also actively involved in the Four Seasons project at Kyoto and Ritz Carlton Residences in Kuala Lumpur. In overseeing the operations of Berjaya Hotels & Resorts, both domestic and international properties, he has acquired tremendous experience in managing interior design projects, enhancing engineering values as well as corporate purchasing ranging from designers’ products, construction items and food & beverages. Under his purview, he had also spearheaded many enhancement projects to the hotels and resorts, creating aesthetic value. In addition to this he also oversees the operations of Berjaya Air Sdn Bhd and Asia Jet Sdn Bhd (Formerly known as Asia Jet Partners Malaysia Sdn Bhd). Currently, as a Director of Property Development and Complexes, Property Division, he is responsible for overseeing all aspects of engineering relating to Bland Groups properties in Malaysia and overseas, leasing the operations in Okinawa Four Seasons Resort and Four Seasons Yokohama besides managing all the local and overseas property development projects as well as complexes. Currently, he is the Joint Chief Executive Officer of Berjaya Corporation Berhad. He is also a Director of Berjaya Vacation Club Berhad and Tioman Island Resort Berhad. He also hold directorships in several other private limited companies in the Berjaya Corporation group of companies. 7
Company No: 198401008705 (121237-P) MR. ONG TUAN KONG He was appointed to the board on 9 March 2022. He holds a Master of Business Administration and a Professional Accounting Degree both from Victoria University, Australia. He also holds a Professional Diploma in Accounting from Association of Accounting Technicians, UK. He is a member of Certified Financial Planner. Prior joining Berjaya Group as General Manager in 2019, he has been involved in financial, management and business development for over 25 years including the past 25 years as Company Director, General Manager, Financial Controller and Accountant from various companies in media, oil & gas, trading, manufacturing and engineering. He has been involved in managing business P&L, business set up, business management & operations, project management, risk management, due diligent, corporate revamp & restructuring and as well managing all areas of finance for companies. Currently, he is an Executive Director of Sun Media Corporation Sdn Bhd and overseeing the operations of Sun Media. He also holds directorships in several other private limited companies. PERSON IN-CHARGE OF THE CLUB ENCIK HISHAM BIN RAZALI He joined Bukit Kiara Resort Berhad as Senior Manager - Operations in January 2012. His working experience within the Berjaya Group includes membership sales, business development and branding partnership for the five clubs within Berjaya. With his 25 years in golf & recreational industry, he aspired to enhance the facilities of the club and its services to club members for good quality family time at the club. Effective 1 August, 2021, Encik Hisham Bin Razali is the Club Manager of Kelab Darul Ehsan. 8
Company No: 198401008705 (121237-P) 3. THE CLUB (1) Proprietary Club (a) The Club is located at Taman Tun Abdul Razak, Ampang Jaya, Selangor Darul Ehsan and is within easy reach of all major business and residential areas of Kuala Lumpur (b) The Club is a proprietary club, wholly owned and operated by the Company whereby only persons who are invited or permitted by the Company shall be allowed to enter the Club to use and enjoy the facilities of the Club upon such terms and conditions and rules and regulations as the Company shall stipulate. There is no separate management company involved in the issue of the Memberships. As such no provision has been made herein for the retirement, Removal or replacement of any management company by the Trustee or the Members. The Company is both the developer and operator of the Club and The issuer of the Memberships (c ) In relation to members, only those persons who have obtained Membership or entered into a Membership Agreement with the Company shall be permitted to enter the Club to use and enjoy the facilities of the Club upon the Conditions stipulated in the Membership Agreement. It is hereby expressly stipulated that the Membership Agreement and/or the Membership shall not confer on the Members and any proprietary right title or interest over the assets of the Club or the Company or any part thereof but shall confer upon him the right as a mere licensee of the Company to enter into the Club to use and enjoy in common with other Members and persons permitted by the Company the facilities of the Club pursuant to the Conditions stipulated in the Membership Agreement which the Member has enter into with the Company. (2) Facilities of the Club (a) The Club has been completed and contains those facilities described below. If any of the facilities is withdrawn, the Company will substitute such facility with such other facility as the Company shall deem to be appropriate with prior approval from the Trustee and Register of Company (ROC). At present all the facilities are available for use by Members. 9
Company No: 198401008705 (121237-P) Golfing facilities S/No Descriptions Unit(s) (a) 9-hole Golf Course (with night golfing) 1 (b) 40 bays Driving Range 1 (c ) Practice Putting Green 1 (d ) Practice Chipping Green 1 (e ) Golf Club House 1 Main Clubhouse S/No Descriptions Unit(s) (a) 25 meter swimming pool 1 (b) Free-form Leisure pool 1 (c ) Kiddy pool 1 (d ) Indoor Squash Courts 4 (e ) Indoor Badminton Courts 4 (f) Indoor Tennis Courts 3 (g) Outdoor Tennis Courts 3 (h) Outdoor Practice Tennis Courts 2 (i) Gymnasium 1 (j) Sauna Room 3 (k) Steam Room 3 (l) Snooker tables 3 (m) Slot Machine Room / Video Games Room (temporary closed) 5 (n) Reading room 1 (o) Outdoor Children playground 1 (p) Karaoke Lounge with three (3) private rooms 1 (q) Functions rooms with meeting and conference facilities 4 (r) Ballroom 1 (s) Shopping Arcade (temporary closed) 6 (t) Food & Beverage outlets 4 (u) Indoor Table Tennis 2 (v) Pro-shop (at driving range) 1 (b) The Company may from time to time with the prior consent of the Trustee enter into reciprocal arrangements with Affiliated Clubs, to provide reciprocal arrangements for Members to use and enjoy the facilities of Affiliated Clubs and vice versa. Any reciprocal arrangement entered into by the Company may not be perpetual and maybe subject to variation or termination by either the Company or the Affiliated Club and in the event of termination, the Company shall inform the Members of such termination within a period of thirty (30) days of such termination. The Company shall not be liable to any Member whatsoever or howsoever for any variation or termination of reciprocal arrangements with Affiliated Clubs and/or for non-replacement of such reciprocal arrangements. 10
Company No: 198401008705 (121237-P) At present there is a reciprocal arrangement with the following Affiliated Clubs:- Affiliated Clubs a) Sabah Golf & Country Club (Kota Kinabalu) b) Kelab Golf Labuan (Labuan) c) Keppel Club (Singapore) d) Permaipura Golf & Country Club (Kedah) e) Pacific Club Hong Kong (Central Hong Kong) f) Chinese Swimming Club (Singapore) g) Desaru Golf Country Resort Berhad (Johor) h) Resah Kemayan Golf & Country Club (Negeri Sembilan) i) Europa Country Club Resort Ptel Ltd (Singapore) j) Royal Palm Spring (Port Dickson, Negeri Sembilan) k) Ibai Golf & county Club Bhd (Terengganu) l) Sandakan Golf Club (Sabah) m) Bukit Kinding Golf Club (Perak) (3) Cost of Development Estimated costs of development of the Club i. Golf course development RM 5.0 million ii. Driving range/putting green RM 0.5 million iii. Golf clubhouse RM 2.0 million iv. Main clubhouse (including Sports Complex) RM35.0 million ----------------------- Total estimated costs RM42.5 million ============ [Note: the above costs do not include the cost of the land] (4) Particulars and status of the Said Land (a) The said Land, comprises two (2) parcels of leasehold land held under documents of title P.N. 51582, Lot 4916, Seksyen 2, Bandar Ulu Kelang and H.S (D) 15697 Lot No. 5871, Mukim Ulu Kelang, District of Gombak, Selangor Darul Ehsan, is registered in the name of the Company. (b) The said Land is leasehold for 99 years expiring on 17th June 2078. 11
Company No: 198401008705 (121237-P) (c) Encumbrances over the said Land The said Land is charged to Malayan Banking Berhad and Aseambankers Malaysia Berhad (“Lender”) as security for banking facilities extended to the Company.” (d) Event of default under banking facilities If there shall occur an event of default by the Company under it’s banking arrangements, the Lenders will be entitled to exercise such remedies against the Company as provided under law and/or the facility agreements entered into between the Company and the Lenders. 4. MEMBERSHIPS (1) Types of Membership The types of Membership offered or issued or proposed to be offered or issued by the Company as at the date of this Statement are as follows:- GOLFING NON-GOLFING (a) Founder License (a) Regular License (b) Charter License (b) Term License (Non-Malaysian only) (c ) Honorary License (c ) Corporate License (d) Founder Director License (d) Regular “A” License (e) Term License (Non-Malaysian only) (e) Regular (Single) License (f) Corporate License (g) Corporate “A” License (h) Charter (Single) License The rights and obligations of a Member are more particularly set out in the Conditions of the Membership Agreement entered into by the Member in relation to his Membership. The Company reserves the right to issue new types of Membership from time to time. There are currently persons who have purchased Memberships and have been accepted as Members of the Club (“Existing Members”). 12
Company No: 198401008705 (121237-P) Particulars of Existing Members As at January 2nd, 2023 approx. 1,823 Memberships have been sold, made up as follows:- S/No Membership Category Membership Fee (RM) Maximum No. of Mship No. of mship as of 02/01/2023 Movement from the previous prospectus Balance Available for sell 1. Founder License N/A 394 0 0 394 2. Charter License 32,000.00 2992 1205 36 1787 3. Honorary N/A 200 48 0 152 4. Founder Director License N/A 14 0 0 14 5. Term License (Golf) 5,000.00 50 0 0 50 6. Regular License 16,000.00 4000 570 19 3430 7. Term License (N/Golf) 3,000.00 50 0 0 50 TOTAL 7,700 1,823 48 5877 (2) Maximum Number of Members Unless otherwise approved by the Registrar of Companies upon the written request of the Company, the maximum number of Memberships that will be issued by the Company shall be 7700 Memberships comprising 500 (Founder Licence), 2800 (Charter Licence), 4000 (Regular licence), 200 (Term Licence) and 200 (Honorary, Founder Director Licence). Of the total number of memberships issued by the Company, not more than 50% thereof shall be issued to foreigners provided always that if any Membership allocated by the Company to Malaysians are not taken up by Malaysians after the expiry of a period of 12 months thereof, the Company shall be entitled to sell such Memberships to foreigners upon the Conditions then prevailing and subject to such other restrictions, terms and conditions as may be imposed by the relevant authorities. 13
Company No: 198401008705 (121237-P) (3) Membership Fees Save for first 500 Founder Licences, 700 Charter Licences and 1,000 Regular Licences offered by the Company at the promotional price of RM14,000.00, RM16,000.00 and RM8,000.00 respectively at the initial launch of such Memberships, the Membership Fees payable by Members shall be such sum as determined by the Company from time to time having regard to market forces. As at the date of this Statement the mode of payment of the Membership Fees is as follows:- Mode of payment of Membership Fees (a) Full payment (one payment) (b) 20% upon application and balance to be paid within 60 days (two payments). (c) Installment payment scheme:- (i) Charter Licence - 20% upon application and balance 80% to be paid in installments over a period of between 1 to 3 years. (ii) Regular Licence - 20% upon application and balance 80% to be paid in installments over a period of between 1 to 3 years. The Company reserves the right from time to time to vary such mode of payment and to introduce new modes of payment for the Membership Fees. (4) Other dues and charges In addition to the Membership Fees, a Member is also required to pay to the Company a monthly subscription which at the date of this Statement is RM177.24 (Founder, Charter & Term Golf Membership) and RM166.80 (Regular & Term Non-Golf Membership) and such other charges as the Member shall incur in using the facilities of the Club. The monthly subscription may be increased as and when the Company at its discretion Provided Always That if any increase thereof shall exceed 5% of the current monthly subscription, the prior approval of the Trustee shall be obtained in respect of such increment. 14
Company No: 198401008705 (121237-P) Recreational facilities whereby charges are imposed for the use thereof i. Golf driving range ii. Night golfing iii. Karaoke private rooms iv. Slot machine/video games v. Children centre (5) Duration of Membership The term of the Membership shall be the period of the licence or privilege as provided or stipulated in the Membership Agreement and expiring on the maturity date or stipulated in the Membership Agreement and expiring on the maturity date or upon the happening of an event of termination therein stated. The term of the Membership shall commence upon the date the Membership Agreement and terminate on the maturity date stated in the Membership Agreement or as the case may be upon termination or expiry of the Membership Agreement relating to his Membership. Upon the expiry of the term of the Membership aforesaid, the Company may at its discretion extend the term of the Memberships and continue to offer the facilities of the Club to the Members for their use and enjoyment subject to such terms and conditions as may be determined by the Company. (6) Transferability of Memberships (a) As at the date of this Statement all Memberships (other than Honorary, Founder Director and Term Licences) are freely transferable subject to payment to the Company of a transfer fee (of such amount stipulated in the Membership Agreement) and to those terms and conditions relating to transfer of Membership set out in the Membership Agreement being duly complied with and a copy of the current Statement of the Company as at the date of such transfer being furnished to the subsequent purchaser. Failure to furnish a copy of the Statement to a subsequent purchaser may render the Member offering to sell his Membership to be in contravention of The Interest Scheme Act 2016. (b) The Company shall provide to a Member who wishes to sell his Membership a copy of its current Statement within fourteen (14) days from a written request by the Member at a fee not exceeding Ringgit Twenty (RM20.00) (c) Any Member is entitled to request that the Company furnish him with certificate certifying inter alia :- (i) that the monthly or annual fees payable by such Member is in good standing if such be the case; (ii) that there are no legal proceedings commenced against the Club and/or the Company and if such legal proceedings exist, a disclosure of all current legal proceedings affecting the Club and/or the Company; and (iii) that the Club has adequate insurance coverage; within fourteen (14) days of a written request from such Member, for a fee not exceeding Ringgit Five (RM5.00). 15
Company No: 198401008705 (121237-P) (d) The Company may decline to register any transfer of Membership where the transferor has not fulfilled all the necessary Conditions of the Membership Agreement relating to sale or transfer of Membership. In the event that the account of the transferor is not in good standing the Company shall not be bound to register the transfer until all sums due and owing by the transferor shall have been satisfactorily settled and in addition thereto the transferee shall have satisfied the conditions of transfer (if any) which are incumbent upon him to satisfy. (e) Upon the registration of the transfer of the Membership, the transferee shall be entitled to receive all relevant documents evidencing his title to such Membership and he shall thereafter be a Member of the Club. The name of the transferor shall be deleted from the Register and all relevant documents of Membership shall be returned to the Company for cancellation or replacement, as the case may be. (7) Transmission of Memberships The rights and obligations of a Member who is a natural person shall in consequence of his death, bankruptcy or legal incapacity devolve upon his legal personal representative or the person lawfully entitled thereto subject to the terms of his Membership Agreement and to such personal representative person furnishing to the Company the grant of probate or letters of administration or such evidence as the Company may require to prove the entitlement or such person and executing an agreement with the Company (in form and substance acceptable to the Company) undertaking to be bound by the terms of the Membership Agreement. 5. APPLICATION FOR MEMBERSHIP (1) An Applicant may apply for Membership by executing an Application Form in the form prescribed by the Company and submitting the same to the Company with the requisite payment required by the Company. Application Forms together with copies of this Statement may be obtained at the Club. (2) An Applicant shall be entitled to withdraw his application for Membership without any deduction or penalty during the Cooling-Off Period. (3) The Company shall upon its acceptance of an Applicant’s application for Membership, deposit the Membership Fees or any part thereof received from the Applicant into the Trust Account within thirty (30) days of receipt. Upon the Company’s acceptance of the Applicant’s application and in any case not more than two (2) months thereafter, the Company shall prepare the Membership Agreement and any other relevant documents for execution by the Applicant who shall so execute the same. Applicants are advised to refer to and peruse the Membership Agreement for its full terms and effects. The Membership Agreement shall be evidence of the Membership acquired by a Member and the Company shall upon a Member being registered as a Member of the Club issue membership cards to the Member and his family members (if applicable) indicating that they are entitled to use and enjoy the facilities of the Club. (4) No Membership to be sold to an Applicant pursuant to any statement or prospectus which may be required to be issued by the Company under any written law for the time being in force shall be sold by the Company later than one (1) year after the date of such statement or prospectus. [THIS REMAINING SPACE HAS BEEN LEFT BLANK INTENTIONALLY] 16
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