Notice of AGM 2025

NOTICE OF

Annual General Meeting SUNDAY 26TH OCTOBER 2025 AT 4.00PM Notice is hereby given that the Annual General Meeting of the Ettalong Beach War Memorial Club Limited will be held at the Club’s premises at 51-52 The Esplanade, Ettalong Beach Sunday 26th October 2025, commencing at 4pm.

To provide the Club with the opportunity to respond to any questions Members may wish to raise relating to the Financial Report at the Club’s AGM, Members are requested to provide written notice to the Chief Executive Officer by 5pm on Friday 17th October 2025.

Members will be able to attend by coming to the Club or Zoom. If you wish to attend by Zoom, you will need to register your interest prior to 12noon Thursday 23rd October 2025 by emailing your contact and membership details to info@ettalongdiggers.com You will then be emailed on the day of the meeting a link to join the meeting via Zoom.

BUSINESS OF MEETING a. Apologies. b. To confirm the minutes of the Annual General Meeting of the Club, held on Sunday 27th October 2024 c. To receive and consider the Chairperson’s Report. d. To receive and consider the CEO’s Report. e. To receive and consider the Director’s Report. f. To receive and consider the Statement of Comprehensive Income, Statement of Financial Position, Statement of Changes in Equity, Statement of Cash Flows and Notes to the Financial Statements for the period ending 30th June 2025 g. To declare the result of the election of positions on the Board under the triennial rule. h. To consider and if thought fit to pass the Special Resolution to amend the Constitution. - see page 3. i. To consider and if thought fit to pass one Ordinary Resolutions conferring benefits and privileges on the Directors of the Club pursuant to section 10 (6A) of the Registered Clubs Act 1976. - see page 4.

For and on behalf of the Board of Directors

Colin Murphy

Chief Executive Officer

PROCEDURAL MATTERS FOR SPECIAL AND ORDINARY RESOLUTIONS 1. Only Life Members, Financial Service and Club Members of the Club are entitled to attend the Annual General Meeting and vote on the Special and Ordinary Resolutions. Members will be required to produce their 2025–2026 card or current valid 3-year, 5-year or 10-year membership card before entry to the Annual General Meeting.

2. To be passed, the Special Resolution must receive votes in favour from not less than 75% of those Members who, being eligible to do so, votes in person on the Resolution at the meeting.

3. To be passed, each Ordinary Resolution must receive votes in favour from not less than a majority (50%+1) of those Members who, being eligible to do so, votes in person on the Resolution at the meeting.

4. Members should read the proposed Special and Ordinary Resolutions and the Explanatory Notes set out after the Resolutions, which explains the nature and effect of each resolution.

5. Under the Registered Clubs Act: a. members who are employees of the Club are not entitled to vote; and b. proxy voting is prohibited.

6. Please direct any questions or concerns about the Special or Ordinary Resolutions to the CEO of the Club before the meeting.

7. The Board of the Club recommends the Resolutions to members.

NOTICE OF ANNUAL GENERAL MEETING 2025

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SPECIAL RESOLUTION That the Constitution of Ettalong Beach War Memorial Club Limited be amended by deleting Rule 27.5 (b) and inserting the following new Rule: (b)

in respect of any casual vacancy which may occur on the Board: (i)

in accordance with Rule 34.3, the Board may appoint a member to fill the casual vacancy;

(ii)

if the Board resolve to fill the casual vacancy, Rule 27.5 shall not apply in respect of filling the casual vacancy unless the casual vacancy results in there being no director who is a financial member of the Woy Woy-Ettalong/ Hardy’s Bay RSL sub-Branch;

(iii)

until such time as the Board resolves to fill the vacancy, or if the Board resolves not to fill the vacancy, there may be less than one (1) member of the Board with the qualification referred to in Rule 27.5.

Notes to Members on the Special Resolution 1. The First Special Resolution proposes to clarify how casual vacancies can be filled on the Board.

2. The Constitution provides that at least one (1) director must be a member of the Woy Woy/Ettalong/Hardy’s Bay RSL sub-Branch.

However, there is some ambiguity in Rule 27 on how to fill a casual vacancy when there is more than one (1) director who is a member of the sub-Branch and the rule does not reflect the fact that the Constitution provides the Board to decide when and how a casual vacancy will be filled.

3. Accordingly, the Special Resolution amends the Constitution to make clear that, if a casual vacancy arises, and the Board resolves to fill the vacancy, a member appointed to fill that vacancy has to be a member of sub-Branch only if no remaining director is a member of the sub-Branch at that time.

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DIRECTORS’ BENEFITS FIRST ORDINARY RESOLUTION a.

That members hereby approve and agree to expenditure by the Club, until the next Annual General Meeting of the Club, on the following activities of Directors: I.

The reasonable cost of a meal and beverage for each director immediately before or immediately after a Board, Special Board, or Committee Meeting on the day of that meeting when that meeting corresponds with a normal meal time.

II.

Each new Board Member to receive a Director’s uniform and/or replacement of any damaged uniform for existing Board Members.

III.

The provision and marking out of car parking spaces for exclusive use by Directors and Management.

IV.

The provision of being allocated a Membership number between 2 and 10 on the Club’s Membership database during the term of their directorship.

V.

Payment of the premium for Directors’ and Officers’ insurance cover.

VI. The provision of a laptop or tablet device for Club use. b.

The Members acknowledge that the benefits in paragraph (a) above are not available to Members generally, but only for those who are Directors of the Club and persons directly involved.

SECOND ORDINARY RESOLUTION a.

b.

The Members hereby approve and agree to expenditure by the Club for the professional development and education of Directors until the next Annual General Meeting: I.

The reasonable cost of Directors attending seminars, lectures, trade displays and other similar events, may be determined by the Board from time to time, including the cost of these events and the reasonable accommodation, transport, cost of meals and beverages when attending.

II.

The cost of Directors attending mandatory training as required and the reasonable cost of meals and beverages when attending the mandatory training.

III.

The reasonable cost of meals and refreshments for spouses/partners of Directors attending industry activities, functions and other similar events as approved by the Board.

The Members acknowledge that the benefits in paragraph (a) above are not available to Members generally but only for those who are Directors of the Club and persons directly involved.

EXPLANATORY NOTE REGARDING THE ORDINARY RESOLUTIONS The purpose of the First Ordinary Resolution is to have the Members at the Annual General Meeting approve, in accordance with section 10 (6) of the Registered Clubs Act 1976, reasonable expenditure by the Club in relation to the duties performed by the Club’s Directors.

The purpose of the Second Ordinary Resolution is to have the Members at the Annual General Meeting approve, in accordance with section 10 (6) of the Registered Clubs Act 1976, reasonable expenditure by the Club in relation to the Club’s Directors attending seminars, lectures, trade displays, mandatory training and other similar events for the education of Directors.

For and on behalf of the Board of Directors

Colin Murphy

Chief Executive Officer

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ELECTION OF THE BOARD OF DIRECTORS ELECTION NOTICE Australian Election Company has been appointed Returning Officer for the Election of the Board of Directors for Ettalong Beach War Memorial Club Ltd. Nominations this year are invited for two (2) positions for a term of three years.

The candidates who receive the highest number of votes will be declared elected to the three-year position.

Nominations must be in writing and be signed by the nominee (candidate). Nominees must be nominated in writing by two (2) financial members.

Nomination forms are available from the CEO of the Club, the Office Secretary Toni Duffy, or Club Reception from Friday 26th September 2025.

Director Identification Number (DIN/Director ID) – A DIN is a 15-digit number given to a director (or candidate who intends to become a director) who has verified their identity with the Australian Business Registry Services. The DIN is a unique identifier that a person intending to stand or is a current Director will keep forever.

Nominating candidates must apply for a DIN through the Australian Business Registry Services (ABRS) website. Having a DIN is mandatory for all Directors of Clubs which are public companies limited by guarantee.

Requirement for a DIN for Club Director or nominating candidate to become a Director are subject to the timeframe as follows: • Individuals applying for a position as Club Director need their DIN prior to the 10th October 2025.

Pre-Nomination for Directors Information Session – It is a requirement of the ClubsNSW Code of Practice and Best Practice Guidelines for Ettalong Diggers Club Members who are considering nominating for the position of Club Director to attend this very important and informative session.

By attending the Pre-Nomination Information Session, Club Members wishing to nominate for the Elections will be informed of the significant responsibilities that are associated with the role of Club Director.

Tuesday 7th October 2025 at 6pm. RSVP by 4pm Monday 6th October 2025.

Lodgement of Nominations – Nominations must be received by the CEO no later than 4pm, Friday 10th of October.

Nominations may be lodged: By hand:

51-52 The Esplanade, Ettalong Beach NSW 2257

By post:

PO Box 17, Ettalong Beach NSW 2257

Should more than the required number of nominations be received and accepted, a draw will be conducted to determine the order of candidates’ names on the ballot paper at Ettalong Beach War Memorial Club by the Returning Officer on Monday 13th October 2025 at 2pm.

Election of Directors – If more than the required nominations are received and accepted, an election of Nominated Directors will be conducted at the Club on the following days and times:

SUNDAY 19TH OCTOBER 2025 TO SATURDAY 25TH OCTOBER 2025 Between 12pm to 2pm &4.30pm to 7pm Eligible financial members of the Club are invited to vote and must produce their current membership card

ANNUAL FINANCIAL REPORTING TO MEMBERS In accordance with amendments made to the Corporations Act in 2007, the Club is not required to send Members a copy of the Financial Report, Directors’ Report and Auditor’s Report in respect of the financial year. However, financial Members are permitted to request a copy (printed or emailed) of the Financial Statements in writing to the Club’s Secretary. Alternatively, the Financial Report can be accessed via the Club’s website at www.ettalongdiggers.com.

A copy of the Club’s Constitution and Minutes of the previous Annual General Meeting held on Sunday 27th October 2024 are available from Reception.

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BOARD OF DIRECTORS

John Wood Chairman

Judy Gribble

Deputy Chairperson

Chris Lance Director

Michael Maiden Director

Kent Sayer Director

DEPUTY CHAIRPERSON’S REPORT On behalf of the Board of Directors — John Wood (Chairman), Kent Sayer, Chris Lance, and Michael Maiden — I am proud to present the 2025 Annual Report for Ettalong Diggers.

In a year marked by ongoing challenges, the club has recorded an impressive net profit of $2,066,375. This outstanding result is a testament to the hard work and dedication of our CEO Colin Murphy, Operations Manager Mardi Belle, the entire Board, and every member of our incredible team — from the office and reception, to the kitchen, cellar, bar, gaming floor, and leadership staff.

Judy Gribble

Deputy Chairperson

We continue to be strong advocates for environmental responsibility, with two longstanding sustainability initiatives in full operation. The Pulpmaster machine converts food waste from our kitchens into nutrient-rich pulp for use as fertilizer. In addition, our glass crusher reduces glass bottles into fine particles that are also repurposed through recycling.

Ettalong Diggers is also embracing innovation. Our Marketing and Entertainment Manager, Daniel Drysdale, has led the successful introduction of digital memberships,

and is currently overseeing a significant website upgrade. Our popular Members Badge Draw, relaunched in January, has already made four members $10,000 richer — and we’re just getting started.

Supporting our community remains a cornerstone of our mission. This year, $466,559 was distributed to local charities, service clubs, and sporting organisations through the ClubGRANTS program.

We are also grateful for the ongoing support and enthusiasm from our vibrant sub-clubs, including the Ettalong Diggers Fishing Club, Woy Woy Ettalong Hardys Bay RSL (along with their Men’s and Women’s Auxiliaries), the Vietnam Veterans, Chess, 500, and Euchre Clubs. Their presence and participation enrich our community spirit.

We’re proud to offer Digital Connect, a free service helping members gain confidence and skills in using digital devices — an increasingly vital resource in today’s world.

Our culinary and entertainment offerings remain among the best. A special congratulations to Executive Chef Matt Fayers and his team, who secured second place in the ClubsNSW Perfect Plate Awards (Medium Club category) for the region — an incredible achievement.

We also pause to remember the valued members we have lost over the past year: Kathy Wood, Don Young OAM, Mervyn Heath, Mario Vidal, Jack McGuiggan, Keith Montgomery, Leslie Walker, Irene Harvey, and Allan Cameron. Their contributions and presence will not be forgotten.

I extend heartfelt thanks to our Board members for their ongoing commitment, and to our Citation Committee volunteers who give their time every month.

And finally — to our loyal members and guests — thank you. Your continued support and patronage are what make Ettalong Diggers such a special place. We look forward to another successful year together.

Warm regards,

Judy Gribble

Deputy Chairperson NOTICE OF ANNUAL GENERAL MEETING 2025

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CHIEF EXECUTIVE OFFICER’S REPORT Dear Members, It is my privilege to present this report as we close out the 2024–25 financial year. This has been a year of growth, achievement, and community spirit at Ettalong Diggers.

We have continued to enhance our facilities, expand our offerings, and strengthen our role as a hub for connection and enjoyment. Above all, we are proud to deliver a Club experience that our members and guests can share with family and friends.

Our Commitment to the Community Ettalong Diggers continues to take great pride in its support of the local community. Over the past 12 months, we have provided assistance to over 50 community organisations, contributing more than $466,500 in cash and in-kind support.

Colin Murphy

Chief Executive Officer

For the second consecutive year, Ettalong Diggers has contributed a $10,000 ClubGRANT to Mary Mac’s, providing vital meals, support services and safe spaces for vulnerable individuals and families in our community. This funding helps reduce hardship, strengthen wellbeing, and ensure that no one in need is left without care.

Financials The Club’s operating profit after income tax for the financial year was $2,066,375 (compared with $1,978,754 in 2023–24). Loan repayments totalled $1.9m ($400k more than the bank requirement of $1.5m) for the year.

When adding back depreciation of $2,279,838, interest paid of $158,958, and income tax credits of $3,478, our EBITDA stands at $4,501,693, representing 18.8% of trading revenue.

This result reflects our ongoing focus on prudent financial management, debt reduction, and sustainable growth.

Facilities & Capital Works This year the Club has undertaken a number of important projects to improve both convenience and member experience: • Upgraded the building’s service elevator and commenced works on the Club’s new Members’ elevator in early October. The new lift is larger in size, providing improved accessibility and convenience for members and guests.

• Refreshed the Sports Bar with new finishes and furniture, giving the space a modern facelift and enhanced comfort.

• Upgraded the Bistro Bar to provide better visibility and functionality, improving service flow and member experience.

• Enhanced the Club’s promotional area to create a more engaging and effective space for campaigns and member activities.

• Introduced digital membership, modernising our offering by integrating membership with mobile phones for greater convenience.

• Constructed a dedicated ATM room to meet updated compliance requirements while providing improved privacy and security.

• Installed a Poppy Wall on the Bistro stage as a lasting tribute to recognise and honour our veterans.

These works ensure Ettalong Diggers remains a welcoming, modern, and functional Club for our members and the wider community.

Entertainment & Events It has been an exciting year as we welcomed back our Members’ Cash Promotion and have already given away $40,000 since it’s return!

The convenience of Digital Membership cards arrived this year. An overwhelming response from you, our members, allows you to flash your phones instead of your cards as you enter the club and receive discounts at our café, bars and bistro.

Did you know we had over 190 live performances at the club this past financial year? From our live, free entertainment Friday to Sunday, additional performances across long weekends and the Christmas period, to our ticketed shows, members and guests have had a lot of artists to enjoy! And there are plenty more to come!

Mark your calendars, we will be holding 2 x Toy Raffles with $5,000 worth of product at each, plus 2 x Ham Raffles starting mid November, getting you ready for the Christmas season. As we welcome in 2026, you’ll be entertained by Pop Musik 80s - playing all the hits - live and free.

As always, keep an eye on our new website, Facebook and Instagram pages for all things Ettalong Diggers.

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Board of Directors Our Board of Directors continue to serve selflessly, guiding the Club with professionalism and integrity. Chairman John Wood, together with Directors Judy Gribble, Kent Sayer, Chris Lance and Michael Maiden, have provided invaluable leadership throughout the year. On behalf of the membership, I thank them and their families for their dedication and commitment.

Our Team The Club’s success is built on the efforts of our dedicated team. Every day, our staff deliver on our mission to provide a welcoming space for members and the broader community—whether it be for celebrations, times of support, or simply a place to relax.

I am proud of the professionalism, passion, and teamwork demonstrated by every member of staff, and I thank them sincerely for their contribution.

Strategic Direction Looking ahead, the Club remains committed to long-term planning that balances financial sustainability with the ongoing enhancement of member facilities. We are currently in the early stages of reviewing the overall food and beverage layout to ensure it continues to meet the needs of our members well into the future. While this project is still several years away, the planning work being done now will help position the Club for a modern and efficient offering in the years ahead.

In the shorter term, we are preparing for a refurbishment in 2026. This investment will refresh and modernise the space, creating a more welcoming and enjoyable environment for our members and guests. Further details will be shared as plans progress, but our focus will remain on delivering facilities that are both functional and inviting, while continuing to reduce debt and strengthen the Club’s financial position.

Closing Remarks As we approach the festive season, it is a time to connect with loved ones and reflect on the year past. On behalf of the Board and the entire Ettalong Diggers team, I extend to you and your families our warmest wishes for a Merry Christmas and a safe, happy New Year.

We thank you for your continued support and look forward to welcoming you to the Club soon.

Sincerely,

Colin Murphy

Chief Executive Officer

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