WESTS & WESTSâ€™ DIGGERS ANNUAL REPORT
2014 - 2015
ABN 26 001 1037 832
2014 - 2015
WESTS’ BOARD OF DIRECTORS
WESTS’ BOARD OF DIRECTORS
HONORARY LIFE MEMBERS
2014 - 2015
HONORARY LIFE MEMBERS
+ Edward Harrison + Edward Harrison + Augustus Yates + Augustus Yates + John +Hinkelbein John Hinkelbein + Albert Lee + Albert Lee + John Meincke + John Meincke + Ken Chillingworth + Ken Chillingworth + Jack Bradley + Jack Bradley + Norm Young + Norm+Young Jack Whitmore + Adrian Solomons + Jack Whitmore
+ Pat McKinnon + Joan Chillingworth + Pat McKinnon + Joan Chillingworth + S.H (Lee) Allen John McClelland + S.H (Lee) Allen John McClelland ++John Jack McGilvray JohnKelly Kelly + Jack +McGilvray M.McKinnon McKinnon Max Sharpe ++M. Max Sharpe + L. Bettison Rod Laing + L. Bettison Rod Laing + Stan Cole Dennis Gross + Stan Cole Dennis Gross + Len Walters Alice Edmunds ++Len Alice Edmunds RegWalters Cognet Ken Thompson + Reg Ken Thompson NitaCognet Blake +Nita Dennis Condon Blake
+ Adrian Solomons
+ Dennis Condon
+ Member Deceased
+ Member Deceased
WESTS ENTERTAINMENT GROUP MANAGEMENT
Eileen Smyth Deputy CEO
Graham Menzies Customer Services Manager
Chris Hardy Membership Manager
Robyn Taylor Operations Facility Manager
Kate Clarke Customer Services Manager
Carolyn Stier Entertainment & Sporting Event Manager
Geoff Shanley Technical Services Manager
Sandy Barnett Catering Manager
Michelle Bullock Executive Assistant
Keith Clark Administrative Services Manager
Leesa Peck Functions & Events Manager
Therese Brodbeck Employee Relations Manager
Amanda Logan Promotions & Marketing Manager
2014- -2015 2015 2014
PRESIDENT’S REPORT PRESIDENT’S REPORT Dear members As president of the Wests Entertainment Group it is, once again, my pleasure to present the club’s annual report for the financial year ending June 30, 2015. The past 12 months has been a year of challenges and opportunities. Club trading has again been very good and has produced a terrific result. This year’s results again include a combined result from Wests and Wests’ Diggers. Our combined clubs recorded an operating profit before provisions and finance costs of $3.040 million which is an outstanding result. The combined club poker machine profits of $11.851 million were also very pleasing. The Wests group had a net turnover of $20.376 million in the last financial year, a wages bill of $5.458 million, purchases of food and beverages of $2.540 million, repairs and maintenance of $357,018, poker machine and payroll tax of $2.726 million and payments made to members and guests as gaming prizes, amenities, entertainment and promotions of $45.502 million. These results cannot be obtained without wise decisions being made. The board has been focused on our master plan and now we have entered our next chapter as our club hotel building has commenced. I would like to acknowledge the contribution by the board in guiding and overseeing our business plan. The board strives to deliver better club facilities for our members. Club treasurer Max Sharpe has done an excellent job in controlling the club’s finances and he will present a full finance report at our AGM. To Rod Laing, his management team and all the staff – whether it is food, beverage, cleaning, gaming or administration – on behalf of the board of directors, we say thank you for your magnificent effort. In June this year, we saw the official opening of Scully Park Regional Sporting Precinct (SPRSP), with a large crowd turning out to watch a NSW Cup round and Group 4’s Wests Lions vs Oxley Diggers home game.
The Wests Entertainment Group plays a major role in financially supporting your community. This year was no exception as we supported in excess of 150 individuals, community groups and sporting bodies both in-kind and financially. We are firm believers of being involved in the community in which we do business. One new community initiative that has been introduced this year to both Wests and Wests’ Diggers is our Kommunity Kegs concept. Local community groups, sporting groups or charities can apply, and if chosen, will receive 100% of the sales of a XXXX Gold keg. Sadly, a year does not pass without the loss of someone near and dear to us. The club extends its deepest sympathies to our members who have lost loved ones this year. The board and I welcome your comments, suggestions or concerns. You may contact us by either mail or email at email@example.com Finally, I would like to remind all members who want to stay up-todate with the latest in information regarding club promotions, entertainment or what is happening in general to log onto our website www.wtlc.com.au and like us on Facebook Wests Entertainment Group or follow us on Twitter @Tamworthwests. Also keep an eye out for our ENJOY magazine, which is delivered to Tamworth mailboxes every two months. In closing, I thank you for your support and patronage. It’s your loyalty that has seen our clubs continue to thrive and prosper. Remember – it’s your club. I look forward to seeing you at the Annual General Meeting to be held on Monday, November 30, 2015 at 6.30pm.
John McClelland President
The positive response from the community about the new sporting ground has been overwhelming. Next year SPRSP will host a City vs Country rugby league game and trial games for the NRL and ALeague. The board is also keen to utilise the outer grounds of the complex for non-sporting events over Spring/Summer, this is to ensure most members of the community have access to this terrific facility. Events like An Affair of the Hat and BrewFest held near the grandstand area will certainly prove this facility is a community asset. As previously mentioned, Stage 1 of our hotel has commenced. This stage will see the construction of a three-storey, 52-room hotel. The board is currently fine-tuning a franchise agreement with the Accor Hotels Group which will see our new hotel become a Mercure Hotel. It is expected that it will take 12 months to construct the hotel and at this stage no date has been set for Stage 2 of the development, which includes a new function room. Other building works that have commenced include Wests’ alfresco poker machine room and administration office extensions. Over the past few months the board has engaged in amalgamation discussions with Tamworth Tennis Club located at Treloar Park in East Tamworth. At the time of writing this report, Wests management is preparing a Memorandum of Understanding with the board of the tennis club. Tamworth Tennis Club is over 100 years old and Wests board is keen to save the club.
2014- -2015 2015 2014
CHIEF OFFICER’S REPORT CHIEFEXECUTIVE EXECUTIVE’S REPORT Dear members On behalf of our board of directors, management and staff, I thank you for your continued patronage and loyalty to our clubs. As another financial year comes to an end, it is my pleasure to submit th the 54 annual report and balance sheets for the year ended June 30, 2015. Financially, the group has recorded another fantastic result. An operating profit of $3.040 million before provisions and finance costs and a net profit of $898,824 was realised. This result is even more pleasing given the challenging economic conditions the North West has faced. This year, Wests’ trading has been outstanding, resulting in an operating profit of $2.530 million before provisions and finance costs, while Diggers has returned an operating profit of $510,245. This year’s achievements included the opening of our new sporting facility, which since opening has received a lot of positive feedback from the community. What was even more pleasing was the financial support from both the state government and Tamworth Regional Council. A $500,000 grant was awarded to our organisation from the NSW government through the ClubGRANTS Category 3 Fund to which $300,000 was received in this last financial year. Scully Park Regional Sporting Precinct is leased from Tamworth Regional Council and the council assisted our organisation through infrastructure costs. This new facility is now a community asset. July this year saw new smoking restrictions come into effect where now no food can be consumed in a smoking area. In business today there are no guarantees other than change is constant and if we do not meet these changes, we will fall by the wayside. We are in the hospitality business. Success is only achieved through great people and great relationships. Our board, led by John McClelland and our senior leadership team, have quickly developed a terrific relationship of trust and partnership allowing us to align on the key priorities to drive business performance. I am proud of our teamwork at the top of this organisation. I fully recognise it is the great work and teamwork that happens throughout our clubs which allows us to continue to succeed. As I have stated in the past, ‘our people make the difference’. I know that talented, committed team members and managers are a very important part of the equation – we are blessed to have this team. Our focus is still looking after our members, and their clubs and the community we serve. As I write this report the Wests Entertainment Group board has entered into amalgamation talks with Tamworth Tennis Club. In the next few weeks members will be asked to vote on this amalgamation. I commend this proposal to all members and urge all members to attend both the information and special meetings. Dates will be advertised soon. Our ongoing commitment to provide better facilities and promotions has seen constant reviews take place. Some of the results were experienced this year with major cash and Win a Car 2 Cars 2 Clubs promotions that were extremely successful. Going forward, we are more committed than ever to seeing our strategies through and are confident that this focused and meaningful approach to our business will ensure our club is one of the North West’s leading venues. We are excited about diversifying our club business and entering into accommodation. Between technology advancements and distinguished entertainment and food
visions, we have several key components in place for our plan to drive up revenue. Finally, my thanks to all members for their support and friendship over the past 12 months. The Wests Entertainment Group is much more than bricks and mortar. Our club is all about the people and I am very grateful for your support. I trust you will see that this report confirms the commitment of the Wests Entertainment Group to its members and the wider community. I look forward to seeing you at the Annual General Meeting on Monday, November 30, 2015.
Rod Laing Chief Executive Officer
2014- -2015 2015 2014
TREASURER’S REPORT TREASURER’S REPORT Dear members On behalf of the board of directors, it is once again my pleasure to submit the annual financial reports for the year ending June 30, 2015. The 12-month period has resulted in the Wests group recording a net profit after provisions and finance costs of $898,824. Wests made a profit before provisions and finance costs of $2,530,645 and Wests’ Diggers $510,245. Income for the group was $20,376,360 which is up 3.23% on last year. Expenses for the group before provisions and finance costs at $17,335,470 were up 1.36% on last year. The profit before provisions and finance costs of $3.04 million is up on last years $2.61 million and although inflated by the state government grant for Scully Park Regional Sporting Precinct is offset by finance costs this year of $218,000 that we didn’t have last year. Members need to be aware that next year’s profits will be eroded by finance costs due to the interest we will pay on our bank loans for the construction of our hotel.
During the financial year the major project undertaken was the redevelopment of Scully Park. The total cost of this project was $4.1 million and financed by way of a bank loan of $3.6 million payable over 10 years and the state government grant of $500,000. This wonderful facility is now available to the community of Tamworth and region. Scully Park Regional Sporting Precinct is another example of how the Wests group and its members are supporting the local community.
Cost of Goods Sold
The construction of our hotel is finally underway with an expected completion date the end of 2016. A budget of $14 million has been set and your board is endeavouring to engage local sub-contractors wherever possible. Our biggest project ever and a lot of extra work for both your board and management team however I see it as a way to the future with a different income stream.
Other Expenses Admin & Overhead Expenses
I will again be delivering a detailed financial report at our Annual General Meeting on Monday, November 30, 2015. Questions regarding the report will be accepted from the floor on the night however, it would be appreciated if any questions could be put in writing and submitted to the club secretary, Rod Laing no later than Monday, November 16, 2015.
Profit before provisions and Finance costs
Source: Company management accounts
Max Sharpe Treasurer
Scully Park Regional Sporting Precinct
INTERESTING FACTS • The project took 11 months to complete. • The LED lights are energy efficient and maintenance free. The expected life on all the lights is 20 years. • The white picket fence was purchased from Tamworth Fencing and there is approximately 400 metres of picket fence. • The ground was laser levelled by a grader that used GPS co-ordinates to guide the level of the ground. • Over 400 trees are being planted around the complex. • The hill on the eastern side is 3,000 metres of turf. At its highest point it is six meters higher than the level of the field. • The capacity of the hill is estimated at around 6,000 people. • The Grandstand has five corporate boxes, a media box and an officials’ box. • The oval is self-irrigated, it has pop up solenoid sprinklers. • The oval is self-draining, supported by a 200ml thick sand base which improves the filtration of water that gives it the capability of playing on the oval after a heavy downpour of rain.
2014- -2015 2015 2014
DIRECTORS REPORT DIRECTORS’ REPORT DIRECTORS The names of the directors in office at any time during, or since the end of, the year are: Names John McClelland Terry Psarakis Maxwell Sharpe Robert Both Alice Edmunds Dennis Gross Chris Watson
Position President Vice President Treasurer Director Director Director Director
Appointed 25 November 2014
Directors have been in office since the start of the financial year to the date of this report unless otherwise stated. COMPANY SECRETARY Mr Rodney John Laing held the position of the company secretary at the end of the financial year. PRINCIPAL ACTIVITIES The principal activities of West Tamworth League Club Limited during the financial year were:
Operating a Licensed Club including the activities of liquor, gaming, catering, sports, community; and Providing facilities for members.
No significant change in the nature of these activities occurred during the year. OBJECTIVES AND STRATEGIES Objectives The Short-Term objectives of the Club are capital improvements to facilities and the enhancement of the customer experience through products and services. The Company strives as a matter of priority to be a responsible provider of products within the community. The long term objectives of the Company are to provide facilities and entertainment for its members and support to the wider community through provision of amenities for Sport and Recreation. The Company assists in the promotion of Rugby League and through its memorandum of amalgamation supports the traditions of the RSL movement. Strategies The strategies to meet these objectives are centred on maintenance of existing operations with the development of new enhanced facilities and amenities. Core activities were the consistent provision of service and entertainment to the membership and community support. Performance Measures The company regularly measures its performance through budgetary control and individual KPI’s placed on projects or areas of operations. Monthly the Club benchmarks its performance including earnings before interest, tax, depreciation and amortisation (EBITDA) against other Clubs through Astute BI. DIRECTOR INFORMATION Name
29 years as Director
Membership Committee, Compliance Committee, Tender Committee
5 years as Director
Finance Committee, Tender Committee
21 years as Director
Membership Committee, Finance Committee, Sponsorship Committee, Tender Committee
17 years as Director
Sponsorship Committee, Compliance Committee, Neighbourhood Committee
10 years as Director
10 years as Director
Membership Committee, Sponsorship Committee, Sports Committee
1 year as Director
Meetings of Directors During the financial year, 40 meetings of directors (including committees of directors) were held. Attendances by each director during the year were as follows:
Sponsorship Committee Meetings
Membership Committee Meetings
Finance Committee Meetings
Tender Committee Meetings
Eligible to attend
Eligible to attend
Eligible to attend
Eligible to attend
Eligible to attend
The Neighbourhood, Compliance, Finance and Sports Committees did not formally meet during the year and any matters were discussed and resolved in the general directors meetings. Incorporation and Member's Guarantee The club is incorporated under the Corporations Act 2001 as a company limited by guarantee. If the club is wound up, the constitution states that each member is required to contribute a maximum of $4 towards meeting any outstanding obligations of the club. At 30 June 2015 the number of members was 20,640 (2014: 20,917). Auditor's Independence Declaration A copy of the auditor's independence declaration as required under section 307C of the Corporations Act 2001 is set out at page 7. Non-Core Property Non-core property is disclosed in Note 24. Signed in accordance with a resolution of the Board of Directors:
Director John McClelland Dated 30 September 2015
Director Maxwell Sharpe
AUDITORâ€™S INDEPENDENCE DECLARATION Auditors Independence Declaration under Section 307C of the Corporations Act 2001 I declare that, to the best of my knowledge and belief, during the year ended 30 June 2015 there have been: (i)
no contraventions of the auditor independence requirements as set out in the Corporations Act 2001 in relation to the audit; and
no contraventions of any applicable code of professional conduct in relation to the audit.
Paul Cornall Principal 30 September 2015 92 Rusden St, Armidale NSW 2350 P +61 2 6773 8400 f +61 2 6772 9957 e firstname.lastname@example.org ABN 24 935 296 22
STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME For the Year Ended 30 June 2015
Sales revenue Cost of sales Gross profit
Other income Marketing expenses
15,432,626 15,585 (1,604,524)
14,808,432 21,684 (1,614,360)
(191,076) (2,522,768) (797,333) (7,401,274) (1,814,596) (217,816)
(211,195) (2,622,133) (728,674) (7,071,418) (1,899,683) (2,433)
Occupancy costs Administrative expenses Entertainment costs Operating costs Other expenses Finance costs
Profit before income tax Income tax expense
Profit for the year Other comprehensive income Total comprehensive income for the year
STATEMENT OF FINANCIAL POSITION For the year ended 30 June 2015
ASSETS Current assets
7 8 9 10
3,278,231 87,875 197,557 237,253 3,800,916
1,272,849 81,073 211,864 195,818 1,761,604
30,305,464 709,818 31,015,282 34,816,198
25,291,453 894,738 26,186,191 27,947,795
13 14 15
1,796,199 338,923 1,321,714 3,456,836
1,458,634 291,893 1,239,196 2,989,723
5,570,063 5,570,063 9,026,899
67,597 67,597 3,057,320
EQUITY Reserves Retained earnings
Cash and cash equivalents Trade and other receivables Inventories Other assets
Total current assets Non-current assets
Property, plant and equipment Intangible assets
Total non-current assets TOTAL ASSETS LIABILITIES Current liabilities
Trade and other payables Borrowings & Lease liabilities Employee benefits
Total current liabilities Non-current liabilities
Borrowings & Lease liabilities
Total non-current liabilities TOTAL LIABILITIES
STATEMENT OF CHANGES IN EQUITY For the Year Ended 30 June 2015
2015 Retained Earnings
Asset Revaluation Reserve
Asset Revaluation Reserve
Balance at 1 July 2013 Profit for the year
Balance at 30 June 2014
Balance at 1 July 2014 Profit for the year
Balance at 30 June 2015 2014
STATEMENT OF CASHFLOWS For the Year Ended 30 June 2015 Note
22,076,514 (19,205,061) 15,585 (217,816)
21,680,803 (19,711,814) 21,684 (17,694)
Cash from operating activities: Receipts from customers Payments to suppliers and employees Interest received Finance costs
Net cash provided by (used in) operating activities
Cash flows from investing activities: 233,078
Payment to acquire property, plant and equipment
Net cash (used by) investing activities
Proceeds of drawdowns of loans Repayment of borrowings
Payment of finance lease liabilities
Net cash used by financing activities
Proceeds from sale of plant and equipment
Cash flows from financing activities:
Net cash increase (decreases) in cash and cash equivalents Cash and cash equivalents at beginning of year
Cash and cash equivalents at end of year
NOTES THE FINANCIALSTATEMENTS STATEMENTS NOTES TOTO THE FINANCIAL
2014 2014- -2015 2015
1. Summary of Significant Accounting Policies (a) General information The financial statements are for West Tamworth League Club Limited as an individual entity, incorporated and domiciled in Australia. West Tamworth League Club Limited is a Company limited by guarantee. (b) Basis of preparation The financial statements are general purpose financial statements that have been prepared in accordance with Australian Accounting Standards, Australian Accounting Interpretations, other authoritative pronouncements of the Australian Accounting Standards Board and the Corporations Act 2001. Australian Accounting Standards set out accounting policies that the AASB has concluded would result in financial statements containing relevant and reliable information about transactions, events and conditions to which they apply. Compliance with Australian Accounting Standards ensures that the financial statements and notes also comply with International Financial Reporting Standards. Material accounting policies adopted in the preparation of these financial statements are presented below. They have been consistently applied unless otherwise stated. The financial statements have been prepared on an accruals basis and are based on historical costs modified, where applicable, by the measurement at fair value of selected non-current assets, financial assets and financial liabilities. (c)
Revenue from the sale of goods is recognised at the point of delivery as this corresponds to the transfer of significant risks and rewards of ownership of the goods and the cessation of all involvement in those goods. Interest revenue is recognised on a proportional basis taking into account the interest rate applicable to the financial assets. Revenue from the rendering of a service is recognised upon the delivery of the service to the customers. Grants are recognised at their fair value when it is received. All revenue is stated net of the amount of goods and services tax (GST). (d)
The income tax expense (revenue) for the year comprises current income tax expense (income) and deferred tax expense (income). The Income Tax Act 1997 (as amended) provides that under the concept of member mutuality, clubs are only liable for income tax derived from non-members. Current income tax expense charged to the profit or loss is the tax payable on taxable income calculated using applicable income tax rates enacted, or substantially enacted, as at reporting date. Current tax liabilities (assets) are therefore measured at the amounts expected to be paid to (recovered from) the relevant taxation authority. Deferred income tax expense reflects movements in deferred tax asset and deferred tax liability balances during the year as well as unused tax losses. Current and deferred income tax expense (income) is charged or credited directly to equity instead of the profit or loss when the tax relates to items that are credited or charged directly to equity. Deferred tax assets and liabilities are ascertained based on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. Deferred tax assets also result where amounts have been fully expensed but future tax deductions are available. No deferred income tax will be recognised from the initial recognition of an asset or liability, excluding a business combination, where there is no effect on accounting or taxable profit or loss. Deferred tax assets and liabilities are calculated at the tax rates that are expected to apply to the period when the asset is realised or the liability is settled, based on tax rates enacted or substantively enacted at reporting date. Their measurement also reflects the manner in which management expects to recover or settle the carrying amount of the related asset or liability. Deferred tax assets relating to temporary differences and unused tax losses are recognised only to the extent that it is probable that future taxable profit will be available against which the benefits of the deferred tax asset can be utilised. (e) Leases Finance leases Leases of fixed assets where substantially all the risks and benefits incidental to the ownership of the asset, but not the legal ownership, are transferred to the Company are classified as finance leases. In accordance with accounting standards, the gross lease liabilities have been discounted to net present value as the company has obtained a benefit from securing these leases on interest free terms. This discount has been recorded as revenue in the Statement of Profit or Loss and Other Comprehensive Income in the 2012 financial year. From the 2013 financial year and future years the discount unwinds as the company pays the gross lease payments. This adjustment is included in finance costs in the Statement of Profit or Loss and Other Comprehensive Income.
(e) Leases â€“ Finance leases continued Finance leases are capitalised, recording an asset and a liability equal to the present value of the minimum lease payments, including any guaranteed residual values. Leased assets are depreciated on a straight-line basis over their estimated useful lives. Lease payments are allocated between the reduction of the lease liability and the lease interest expense for the period. (f) Cash and cash equivalents Cash and cash equivalents include cash on hand, deposits held at call with banks, other short term highly liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within short term borrowings in current liabilities on the statement of financial position. (g) Inventories Inventories are measured at the lower of cost and net realisable value. (h)
Property, plant and equipment
Each class of property, plant and equipment is carried at cost less, where applicable, any accumulated depreciation and impairment losses. Property Freehold land and buildings are shown at their cost less, where applicable, any accumulated depreciation and impairment losses. Plant and equipment Plant and equipment are measured on the cost basis. The carrying amount of plant and equipment is reviewed annually by directors to ensure it is not in excess of the recoverable amount from these assets. The recoverable amount of plant and equipment for not-for-profit entities is the current replacement cost discounted to current asset condition. Depreciation The depreciable amount of all fixed assets including buildings but excluding freehold land, is depreciated on a straight line basis over the asset's useful life to the Company commencing from the time the asset is held ready for use. The depreciation rates used for each class of depreciable assets are: Class of Fixed Asset Buildings and Improvements: Plant and Equipment: Furniture, Fixtures and Fittings: Poker Machines: Motor Vehicles: Office Equipment:
1.0% 10.0 - 20.0% 7.5 - 15.0% 27.0% 23.0% 10.0 - 30.0%
The assets' residual values and useful lives are reviewed, and adjusted if appropriate, at each balance sheet date. (i) Intangible assets Poker Machine Entitlements The company, as a result of state legislation, received for no cost, poker machine entitlements for those machines it held at the time the legislation was enacted. These entitlements can be sold should the company decide to reduce or cease its poker machine activities. The company has not recorded these initial poker machine entitlements in the financial statements as there was no fair value on acquisition of these entitlements. The company has subsequently acquired a number of poker machine entitlements which were recognised at cost upon acquisition. Poker machine entitlements are considered to have an indefinite life and as a result entitlements acquired and capitalised since the legislation was enacted have not been amortised. Poker machine entitlements are tested for impairment annually or more frequently if events or changes in circumstances indicate that might be impaired, and are carried at cost less accumulated impairment losses. Software Software is recorded at cost. Software has a finite life and is carried at cost less any accumulated amortisation and impairment losses. Software is considered to have an estimated useful life of three years. Amortisation Amortisation is based on the cost of an asset less its residual value. Amortisation is recognised in the Statement of Profit or Loss and Other Comprehensive Income on a straight-line basis over the estimated useful lives of intangible assets, other than goodwill, from the date that they are available for use. Amortisation methods, useful lives and residual values are reviewed at each reporting date and adjusted if appropriate.
(j) Financial Instruments Recognition and Initial Measurement Financial instruments are initially measured at cost on trade date, which includes transaction costs, when the related contractual rights or obligations exist. Subsequent to initial recognition these instruments are measured as set out below. Classification and Subsequent Measurement Loans and receivables Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market and are subsequently measured at amortised cost using the effective interest rate method. Financial liabilities Non derivative financial liabilities are recognised at amortised cost, comprising original debt less principal payments and amortisation. (k) Employee benefits Provision is made for the Company's liability for employee benefits arising from services rendered by employees to balance date. Employee benefits that are expected to be settled within one year have been measured at the amounts expected to be paid when the liability is settled. Employee benefits payable later than one year have been measured at present value of the estimated future cash outflows to be made for those benefits. (l)
Borrowing costs are recognised in the income statement in the period in which they are incurred. (m) Trade and other payables Trade and other payables represent the liability outstanding at the end of the reporting period for goods and services received by the Company during the reporting period which remain unpaid. The balance is recognised as a current liability with the amounts normally paid within 30 days of recognition of the liability. (n)
Goods and Services Tax (GST)
Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST incurred is not recoverable from the Australian Taxation Office. In these circumstances the GST is recognised as part of the cost of acquisition of the asset or as part of an item of the expense. Receivables and payables in the statement of financial position are shown inclusive of GST. Cash flows are presented in the statement of cash flows on a gross basis, except for the GST component of investing and financing activities, which are disclosed as operating cash flows. (o)
When required by Accounting Standards, comparative figures have been adjusted to conform to changes in presentation for the current financial year. (p)
Critical accounting estimates and judgments
The directors evaluate estimates and judgments incorporated into the financial statements based on historical knowledge and best available current information. Estimates assume a reasonable expectation of future events and based on current trends and economic data, obtained both externally and within the company. Key estimates - impairment of plant and equipment The Company assesses impairment at the end of the reporting year by evaluating conditions specific to the Company that may be indicative of impairment triggers. Recoverable amounts of relevant assets are reassessed using value-in-use calculations which incorporate various key assumptions. Key estimates - useful lives of assets The Company determines the estimated useful lives and related depreciation and amortisation charges for its property, plant and equipment and finite life intangible assets. The useful lives could change significantly as a result of technical innovations or some other event. The depreciation amortisation charge will increase where the useful lives are less than previously estimated lives, or technically obsolete or non-strategic assets that have been abandoned or sold will be written off or written down. (q)
Adoption of new and revised accounting standards
During the current year, the Company adopted all of the new and revised Australian Accounting Standards and Interpretations applicable to its operations which became mandatory. (r)
New accounting standards for application in future periods
The AASB has issued new and amended accounting standards and interpretations that have mandatory application dates for future reporting periods. The company has decided against early adoption of these standards as none of the changes are expected to have a material effect on the company.
2. Revenue 2015
- Bar - Sales
- Catering Sales
- Bottle Shop Sales - Poker Machines - net clearances
- Gaming Commissions
- Bingo & Raffle Income
- Concert Ticket Sales
- Keno Income
- Other Income
- Membership Subscriptions Total Revenue Other revenue: - Interest - cash at bank 3. Profit for the year Expenses Total interest paid/ (discount received) banks and lease entities Cost of Sales
Depreciation and amortisation
Loss on disposal of assets 4. Income tax expense
The prima facie tax on profit from ordinary activities before income tax is reconciled to the income tax as follows: 2015 $ Prima facie tax payable on profit from ordinary activities before income tax at 30% (2014: 30%)
2014 $ 205,525
Add: Tax effect of: - Principal of Mutuality adjustment and permanent differences (421,245) (365,178) - Adjustment for unrecognised losses 151,598 159,653 Income tax attributable to entity The company has unrealised tax losses of $1,115,302 (2014: $963,705) at a tax rate of 30%. No deferred tax asset has been taken up, as it is not probable that these losses will be utilised in future years. 5. Key Management Personnel Compensation Key management personnel include the Chief Executive Officer/Company Secretary, Deputy Chief Executive Officer, Operations Manager Wests, Operations Manager Wests Diggers and Director's honorarium.
2015 Total compensation 2014 Total compensation
Short-term benefits $
Post-employment benefit $
6. Auditorsâ€™ Remuneration
Remuneration of the auditor of the Company for: - auditing the financial statements - taxation services
42,182 13,168 55,350
39,500 10,100 49,600
2015 $ 541,303 57,367 2,679,561 3,278,231
2014 $ 553,965 77,738 641,146 1,272,849
7. Cash and cash equivalents
Cash on hand Cash at bank Short-term bank deposits
Reconciliation of Cash
Cash at the end of the financial year as shown in the cash flow statement is reconciled to items in the balance sheet as follows: Cash and cash equivalents
8. Trade and other receivables
CURRENT Trade receivables
2015 $ 40,362 3,917 320 43,276
2014 $ 57,206 8,256 2,238 13,373
Aged analysis The ageing analysis of receivables is as follows:
0-30 days 31-60 days 61-90 days (past due not impaired) 91+ days (past due not impaired) No provision for impairment was required for 2015 or 2014. 9. Inventories
CURRENT At Cost Finished goods 10. Other Assets
11. Property, plant and equipment 2015 $
LAND AND BUILDINGS Freehold land At cost Total Land Building At cost Accumulated depreciation
Total land and buildings Plant and equipment At cost Accumulated depreciation Total plant and equipment Computer equipment Under lease Accumulated amortisation Total computer equipment Crockery, Glass & Linen at cost Total plant and equipment
14,148,571 (9,897,907) 4,250,664
13,014,222 (9,410,165) 3,604,057
184,206 (165,107) 19,099 122,770 4,392,533
184,206 (152,375) 31,831 122,770 3,758,658
Total property, plant and equipment
Movements in Carrying Amounts Movement in the carrying amount for each class of property, plant and equipment between the beginning and the end of the current financial year
Balance at the beginning of year
Land $ 1,000,000
Disposals - written down value
Carrying amount at the end of year
Buildings $ 20,532,795 4,602,096
Computer equipment $ 31,831
Crockery, Glass & Linen $ 122,770
Plant and Equipment $ 3,604,057
Total $ 25,291,453 6,446,414
727,717 (575,679) 152,038
727,717 (390,759) 336,958
12. Intangible assets
Computer software Cost Accumulated amortisation and impairment Net carrying value Poker Machines Entitlements Cost Total Intangibles (a) Reconciliation Detailed Table Computer software $ Year ended 30 June 2015 Balance at the beginning of the year Amortisation Closing value at 30 June 2015
336,958 (184,920) 152,038
Poker machine entitlements $
894,738 (184,920) 709,818
13. Trade and other payables CURRENT Unsecured liabilities Trade payables Membership income in advance Other payables Revenue in advance 14. Borrowings and Lease Liability CURRENT Secured liabilities Finance lease and hire purchase obligations Bank loan - secured
NON CURRENT Secured liabilities Finance lease and hire purchase obligations Bank loan - secured (a)
Total current and non-current secured liabilities
Bank loans Finance lease and hire purchase obligations (b)
1,128,297 149,137 482,297 36,468
846,805 124,690 427,246 59,893
2015 $ 5,843,010 65,976
2014 $ 359,490
2015 $ 25,912,931
2014 $ 21,532,795
The carrying amounts of non-current assets pledged as security are:
First mortgage over freehold land and buildings
15. Employee Benefits CURRENT Provision for long service leave Annual leave entitlements
1,321,714 1,239,196 16. Reserves Asset Revaluation Reserve The asset revaluation reserve records historical revaluations of non-current assets. When the Company adopted revised Accounting Standards it chose to treat previously revalued land and buildings as being deemed cost and has not performed any subsequent revaluations. 17. Capital and Leasing Commitments Finance Lease commitments Payable - minimum lease payments - no later than 12 months - between 12 months and 5 years Minimum lease payments Less: interest free net present value discount and amortised interest charges Present value of minimum lease payments
65,976 65,976 -
349,097 67,597 416,694 (57,204)
The finance lease and hire purchases are secured over the assets acquired with the lease or hire purchase agreement. Finance leases are on an interest free basis and therefore in accordance with accounting standards discounted to net present value with the discount taken to revenue.
18. Financial Instruments Financial Risk Management Policies The company's financial instruments consist mainly of deposits with banks, short term investments, accounts receivable and payable and bank loans. The main purpose of those financial instruments is to raise finance for the company's operations. The Board's overall risk management strategy seeks to meet the company's financial targets, whilst minimising potential adverse effects on financial performance. The Board is focused on debt repayment and interest expense reduction as well as maintaining healthy cash reserves and borrowing capacity. The company does not have any derivative instruments at 30 June 2015. The Company's main financial risks relate to credit, liquidity and interest rates discussed below. (a) Credit risk The maximum exposure to credit risk, excluding the value of any collateral or other security, at balance date to recognised financial assets, is the carrying amount, net of any provisions for impairment of those assets, as disclosed in the statement of financial position and notes to the financial statements. The profile of the Club's credit risk at 30 June 2015 was as follows: 2015 2014 Percentage of sundry (unsecured) receivables - Current 50.38% 83.5% - Past due 49.62% 6.5% Although the company has a portion of receivables past due, the Company does not consider there to be sufficient risk of collection of these receivables to require a doubtful debts provision. The company does not have any material credit risk exposure to any single receivable or group of receivables. (b) Interest rate risk Financial instrument composition and maturity analysis The Company's exposure to interest rate risk, which is the risk that a financial instruments value will fluctuate as a result of changes in market interest rates and the effective weighted average interest rates on classes of financial assets and financial liabilities, is as follows: Weighted Average Effective Interest Rate
Financial Assets Cash and cash equivalents Receivables
Floating Interest Rate
Total Financial Assets Financial Liabilities: Bank loans Trade and sundry payables Lease liabilities Total Financial Liabilities
(c) Liquidity risk The company manages liquidity risk by monitoring forecast cash flows and ensuring that adequate unutilised borrowing facilities are maintained. Further, the company maintains significant cash on hand and at bank to manage day to day operations. (d) Net fair values The aggregate net fair values and carrying amounts of financial assets and financial liabilities, including bank loans, finance leases and hire purchases, are disclosed in the statement of financial position and in the notes to the financial statements. (e) Sensitivity Analysis Interest rate risk The Company has not performed a sensitivity analysis relating to its exposure to interest rate risk at balance date as the directors do not believe the sensitivity analysis is material.
19. Capital Management Management controls the capital of the Company to ensure that adequate cash flows are generated to fund its operations and that returns from investments are maximised. The company's capital consists of financial assets and liabilities. Management effectively managed the company's capital by assessing the company's financial risks and responding to changes in these risks. Responses may include the consideration of debt levels and maintaining adequate cash reserves. There has been no change in the capital management strategy of the company since the previous year. 20. Cash Flow Information (a) Reconciliation of Cash Flow from Operations with Profit after Income Tax 2015 $ 898,824
2014 $ 685,086
Non-cash flows in profit Depreciation and amortisation Net (gain)/loss on disposal of property, plant and equipment Net present value discount on finance leases
1,372,851 11,394 -
1,450,126 5,714 (20,126)
Changes in assets and liabilities (Increase)/decrease in trade and term receivables (Increase)/decrease in prepayments (Increase)/decrease in inventories Increase/(decrease) in trade payables and accruals Increase/(decrease) in provisions Cash flow from operations
(6,802) (41,435) 14,307 337,565 82,518 2,669,222
15,065 41,387 (21,287) (135,698) (47,288) 1,972,979
2015 $ -
2014 $ 189,625
Profit for the year Cash flows excluded from profit attributable to operating activities
(b) Non-cash financing and investing activities Acquisition of plant and equipment by means of hire purchase or finance leases:
Computer equipment and plant and equipment The above assets were acquired through finance lease arrangements. (c) Credit Standby Arrangement and Loan Facilities The Company has unused bank lending facilities amounting to $ 786,175. Interest rates are variable.
21. Contingent Liabilities and Contingent Assets In the opinion of the Directors, the Company did not have any contingencies at 30 June 2015 (30 June 2014: None). 22. Events after the end of the Reporting Period The financial statements was authorised for issue on 30 September 2015 by the Board of Directors. No matters or circumstances have arisen since the end of the financial year which significantly affected or may significantly affect the operations of the Company, the results of those operations or the state of affairs of the Company in future financial years. 23. Related party transactions Transactions between related parties are on normal commercial terms and conditions no more favourable than those available to other parties unless otherwise stated. 24. Core and Non-core property Core property is defined as any real property owned by the company that comprises the defined premises of the club or any facility provided by the club for the use of its members and their guests. Pursuant to section 41J of the Registered Clubs Act 1976 the following properties are considered core property of West Tamworth League Club Limited: 1) Wests Diggers Club, Lot 1 DP 1142453, 4 Kable Avenue, Tamworth NSW 2340. 2) West Tamworth League Club, Lot 2 DP815862, 58 Phillip Street, West Tamworth NSW 2340. The company does not hold any non-core property as at 30 June 2014 or 2013.
25. Company Details Registered office The registered office of the company is: West Tamworth League Club Limited 56 Phillip Street Tamworth, NSW 2340 Principal place of business The principal places of business are: West Tamworth League Club Limited 58 Phillip Street Tamworth, NSW 2340 and Wests Diggers 4 Kable Avenue Tamworth, NSW 2340
DIRECTORS DECLARATION The directors of the Company declare that: 1. The financial statements and notes, as set out on pages 8 to 21, are in accordance with the Corporations Act 2001 and: (a) comply with Accounting Standards and the Corporations Regulations 2001; and (b) give a true and fair view of the financial position as at 30 June 2015 and of the performance for the year ended on that date of the Company. 2. In the directors opinion, there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable. This declaration is made in accordance with a resolution of the Board of Directors.
John McClelland Director
Maxwell Sharpe Director
Dated 30 September 2015
INDEPENDENT AUDIT REPORT INDEPENDENT AUDIT REPORT
2014- -2015 2015 2014
Report on the Financial Statements We have audited the accompanying financial statements of West Tamworth League Club Limited, which comprises the statement of financial position as at 30 June 2015, the statement of profit or loss and other comprehensive income, statement of changes in equity and statement of cash flows for the year then ended, notes comprising a summary of significant accounting policies and other explanatory information, and the directors' declaration. Directors' Responsibility for the Financial Statements The directors of the Company are responsible for the preparation of the financial statements that give a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error. In Note 1, the directors also state, in accordance with Accounting Standard AASB 101 Presentation of Financial Statements, that the financial statements comply with International Financial Reporting Standards. Auditor’s Responsibility Our responsibility is to express an opinion on the financial statements based on our audit. We conducted our audit in accordance with Australian Auditing Standards. Those standards require that we comply with relevant ethical requirements relating to audit engagements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company’s preparation of the financial statements that give a true and fair view 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 Company’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Independence In conducting our audit, we have complied with the independence requirements of the Corporations Act 2001. We confirm that the independence declaration required by the Corporations Act 2001, which has been given to the directors of West Tamworth League Club Limited, would be in the same terms if given to the directors as at the time of this auditor’s report. Auditor’s Opinion In our opinion: (a) the financial statements of West Tamworth League Club Limited are in accordance with the Corporations Act 2001, including: (i) giving a true and fair view of the company’s financial position as at 30 June 2015 and of its performance for the year ended on that date; and (ii) complying with Australian Accounting Standards and the Corporations Regulations 2001; and (b) the financial statements also complies with International Financial Reporting Standards as disclosed in Note 1.
Paul Cornall Principal 30 September 2015 92 Rusden Street, Armidale NSW 2350 P +61 2 6773 8400 f +61 2 6772 9957 e email@example.com ABN 24 935 296 22
NOTICE OF AGM
Notice of AGM
2014 - 2015
NOTICE IS HEREBY GIVEN THAT THE Annual General Meeting of West Tamworth League Club Limited is to be held at the club premises 58 Phillip Street, West Tamworth on Monday, November 30, 2015 commencing at 6.30pm. The Directors’ Report, Auditor’s Report and Financial Report can be viewed in PDF format on the club’s website www.wtlc.com.au or on written request to the Chief Executive Officer – Company Secretary.
PROCEDURAL MATTERS Only FULL FEE, PENSIONER, TAMWORTH RSL, HONORARY LIFE and GOLD LIFE MEMBERS are eligible to attend and vote.
Under the Registered Clubs Act: (a) members who are employees of the club are not entitled to vote; and (b) proxy voting is prohibited.
To be passed, a ORDINARY RESOLUTION requires votes from a simple majority of members who being eligible to do so vote in person on the Ordinary Resolution at the meeting.
To be passed, a SPECIAL RESOLUTION must receive votes in its favour from not less than three quarters (75%) of those members who being eligible to do so vote in person on the Special Resolution at the meeting.
The SPECIAL RESOLUTIONS should be read in conjunction with the notes to members which follow the Special Resolutions.
Amendments to the SPECIAL RESOLUTIONS (other than minor typographical corrections which do not change the substance or effect of the Special Resolutions) will not be permitted from the floor of the meeting.
The board of the club recommends the SPECIAL RESOLUTIONS to members.
CONFIRMATION of the Minutes of the previous Annual General Meeting held Tuesday, November 25, 2014.
REPORTS: To lay the Directors’ Report, Auditors’ Report and Financial Report for the year ended June 30, 2015 before the meeting.
FIRST ORDINARY RESOLUTION: That the members hereby approve that the club’s board of directors shall be entitled to receive the following benefits for the twelve (12) month period preceding the 2016 Annual General Meeting and the members further acknowledge that these benefits are only available to those members who are elected to the club’s board of directors: (i)
reasonable meals and refreshments for each director at board or committee meetings.
reasonable costs or expenses of attending functions whilst representing the club (with partners where appropriate) or in relation to such other duties including entertainment of special guests of the club and other promotional activities as may be approved from time to time by the board.
reasonable costs or expenses in relation to the professional development and education of directors, including (but not limited to): attending meetings of associations of which the club is a member or directors are members; attending conferences, seminars, lectures, trade displays, organised study tours, fact finding tours and other similar events (whether held within Australia or overseas) as may be determined by the board from time to time; attending other registered clubs or gaming venues for the purpose of observing their facilities and methods of operation; attending conferences and training sessions in relation to director’s roles and responsibilities under the Registered Clubs Act 1976, the Corporations Act 2001 and any other relevant legislation.
provision of a blazer and associated apparel.
provision of specially reserved parking spaces at the club.
SECOND ORDINARY RESOLUTION: That the members hereby approve payment of the following honorariums to the club’s board of directors for services as a director for the twelve (12) month period preceding the 2015 Annual General Meeting: President $5000 Treasurer $3000 Directors $2000 each Such honorariums to be paid on a pro-rata basis if the president, treasurer or a director only holds office for part of the term.
FIRST SPECIAL RESOLUTION: [The First Special Resolution is to be read in conjunction with the notes to members set out below] That the Constitution of West Tamworth League Club Limited be amended by: (a) deleting Rule 16(a) and renumbering Rule 16(b) as Rule 16.
deleting Rule 53 and in lieu thereof inserting the following new Rule 53: “53. The Board shall consist of seven (7) directors who shall comprise a President, Vice President, Treasurer and up to four (4) Ordinary directors.”
deleting from Rule 53A the words “Notwithstanding Rule 53, at and from the Annual General Meeting in 2006, directors” and in lieu thereof inserting the word “Directors”.
deleting from Rule 53B the words “Notwithstanding Rule 53, at and from the Annual General Meeting in 2006, as” and in lieu thereof inserting the word “As”.
inserting at the end of Rule 71(g) the words “if the value of a gift or remuneration exceeds such amount as may be prescribed by the Registered Clubs Act”.
deleting Rule 80(b) and in lieu thereof inserting the following new Rule 80(b): “(b) The Board must call and arrange to hold a general meeting of the Club on the request of members with at least five percent (5%) of the votes that may be cast at the general meeting. In this Rule 80, the term “request” shall mean the request referred to in this paragraph (b).”
NOTES TO MEMBERS ON THE FIRST SPECIAL RESOLUTION The First Special Resolution proposes a series of amendments to the club’s Constitution to remove a number of provisions that are no longer required. The First Special Resolution also proposes a number of amendments to the club’s Constitution to bring the club’s Constitution into line with the requirements of the Corporations Act and Registered Clubs Act.
Paragraph (a) deletes a provision which is no longer required. Previously, the maximum number of members of the club was restricted by the Registered Clubs Act. The Registered Clubs Act no longer prescribes a maximum number of members for clubs.
Paragraphs (b), (c) and (d), in effect, delete a number of transitional provisions that are no longer required. The transitional provisions set out the procedure that was followed by the club (from 2005 to 2008) to transition the board from two year terms of office for directors to three year terms of office for directors. The proposed new Rule 53 clarifies that the board is made up of seven (7) directors comprising of the president, vice president, treasurer and four (4) ordinary directors.
Paragraph (e) clarifies that a director must submit a written return in each year to the club declaring any gift or remuneration received by that director (from a person or organisation that is party to a contract or commercial arrangement with the club) if the value of the gift or the amount of the remuneration exceeds such amount as may be prescribed by the Registered Clubs Act ($500.00 at present).
Paragraph (f) amends an existing provision relating to the calling of general meetings on the request of members to bring the Constitution into line with the Corporations Act. In this regard: (a)
Rule 80(b) of the club’s Constitution provides that the board must call and arrange to hold a general meeting of the club on the request of: (i) members with at least five percent (5%) of the votes that may be cast at the general meeting; or (ii) one hundred (100) members; and
Section 249D of the Corporations Act was recently amended and now provides that directors are only required to call and arrange to hold a general meeting of the club on the request of members with at least 5% of the votes that may be cast at the general meeting (and not on the request of one hundred (100) members).
Accordingly, this paragraph proposes to amend Rule 80(b), so that it reflects the current requirements of the Corporations Act.
SECOND SPECIAL RESOLUTION: [The Second Special Resolution is to be read in conjunction with the notes to members set out below] That the Constitution of West Tamworth League Club Limited be amended by: (a) inserting the words “Subject to Rule 53A” at the beginning of Rule 53. (b) inserting the following Rule 53A and renumbering the existing Rules 53A and 53B as Rules 53B and 53C: “53A (a) Subject to Rule 53(b), with effect from and for the purposes of the Annual General Meeting to be held in 2016 and for the purposes of the election of the Board to be held in that year, the Board shall consist of five (5) directors who shall comprise a President, Vice President, Treasurer and two (2) Ordinary directors. (b) The Board may appoint up to two (2) persons to be members of the Board in addition to the five (5) directors referred to in Rule 53A(a) pursuant to the Registered Clubs Act and Registered Clubs Regulations. (c) The provisions of the Registered Clubs Act and Registered Clubs Regulations shall apply in respect of any person appointed to the Board pursuant to Rule 53A(b). (d) Any person appointed by the Board to be a director pursuant to Rule 53A(b), the Registered Clubs Act and Registered Clubs Regulations only has to satisfy the requirements of the Registered Clubs Act and Registered Clubs Regulations to be appointed and does not have to satisfy any requirement in this Constitution including without limitation belonging to a particular category of membership.” (c) deleting from Rules 78 and 82 the words “Rule 53A” and in lieu thereof inserting the words “Rule 53B”.
NOTES TO MEMBERS ON SECOND SPECIAL RESOLUTION The Second Special Resolution proposes to: (a) amend the composition of the board by reducing the number of elected directors from seven (7) to five (5) by removing two (2) ordinary director positions from the board; and (b) provide the board with the power to appoint up to two (2) directors to the board (who are not elected by members or appointed by the board to fill casual vacancies). If passed, these amendments will take effect from and for the purposes of the Annual General Meeting to be held in 2016.
Composition of the Board
The board currently consists of seven (7) directors comprising of a president, vice president, treasurer and up to four (4) ordinary directors. Each of these directors are elected by members or appointed by the board to fill casual vacancies.
If the Second Special Resolution is passed then, with effect from and for the purposes of the Annual General Meeting to be held in 2016: (a) the number of elected directors will be reduced from seven (7) to five (5); and (b) the board will be made up of a president, vice president, treasurer and two (2) ordinary directors.
The five (5) directors will be elected by members or appointed by the board to fill casual vacancies.
Board Appointed Directors 6. The Registered Clubs Act and Registered Clubs Regulations enable boards of registered clubs to appoint up to two (2) directors (who are not elected by members or appointed by the board to fill casual vacancies) to the board. 7.
Therefore, if the Second Special Resolution is passed then, with effect from and for the purposes of the Annual General Meeting to be held in 2016, the board may appoint up to two (2) directors to the board.
For the avoidance of doubt: (a) the directors appointed to the board are in addition to the five (5) directors elected by members or appointed by the board to fill casual vacancies; and (b) the board is not required to appoint persons to the board but it may do so if it wishes; (c) if a person is appointed to the board, the club must, within twenty one (21) days of the appointment, display a notice on the club’s noticeboard and website stating: (i) the reasons for the person’s appointment, and (ii) the person’s relevant skills and qualifications, and (iii) any payments to be made to the person in connection with his or her appointment.
This amendment allows the board to identify persons with particular skills, expertise and experience which may be beneficial to the club and allow the board to appoint those persons to the board.
For example, the club may undertake a major construction project in the future and none of the directors at the time may have expertise in construction. This amendment allows the board to identify and appoint a person or persons with expertise in construction who will be able to assist the club in completing the construction project.
DECLARATION OF DIRECTORS.
ELECTION OF OFFICE BEARERS.
BALLOT PAPERS: To approve the ballot papers be destroyed after one month of this Annual General Meeting.
GENERAL BUSINESS (of which due notice has been given) that may be brought before the meeting in accordance with the rules of the club.
DATED: 30 September 2015 BY Direction of the Board
Rod Laing Chief Executive Officer â€“ Company Secretary
Notice of Extraordinary General Meeting and Resolutions NOTICE is hereby given of a General Meeting of WEST TAMWORTH LEAGUE CLUB LIMITED to be held on Monday, November 30, 2015 commencing at the hour of 7.30pm at the premises of the club, 58 Phillip Street, West Tamworth, New South Wales.
BUSINESS The business of the General Meeting will be as follows: 1. General discussion regarding the proposed amalgamation of West Tamworth League Club Limited and Tamworth Tennis Club Limited. 2. Members to consider and, if thought fit, pass the Ordinary Resolution set out below.
ORDINARY RESOLUTION [The Ordinary Resolution is to be read in conjunction with the notes to members set out below.] That the members hereby: (a)
approve in principle the amalgamation of West Tamworth League Club Limited ACN 001 037 832 (League Club) with Tamworth Tennis Club Limited ACN 001 041 765 (Tennis Club), such amalgamation to be effected by: (i)
the continuation of the League Club (as the amalgamated club) and the dissolution of the Tennis Club; and
the transfer of the Tennis Club’s club licence to the League Club.
approve the making of an application to the Independent Liquor and Gaming Authority to transfer the Tennis Club’s club licence to the League Club for the purposes of the amalgamation;
approve, for the purposes of section 21(4) of the Gaming Machines Act, the transfer of all of the Tennis Club’s poker machine entitlements away from the Tennis Club’s premises. NOTES TO MEMBERS ON ORDINARY RESOLUTION
The Ordinary Resolution is made up of three (3) parts. (a)
Paragraph (a) seeks to obtain member approval for the amalgamation of the League Club and the Tennis Club.
Paragraph (b) seeks to obtain member approval for the clubs making an application to the Independent Liquor and Gaming Authority to obtain approval for the amalgamation.
Paragraph (c) seeks to obtain member approval for the possible transfer of all of the Tennis Club’s poker machine entitlements away from the Tennis Club’s premises. In this regard: (i)
the Gaming Machines Act contains a provision which, in effect, requires a club with premises which have less than ten (10) poker machine entitlements, to obtain member approval before those entitlements can be transferred away from those premises;
as part of the amalgamation, the Tennis Club’s premises will become additional premises of the League Club;
there are six (6) poker machine entitlements at the Tennis Club’s premises;
as part of the amalgamation, the League Club will conduct a strategic analysis of the Tennis Club’s premises and its poker machine entitlements. Depending on the outcome of that strategic analysis, the League Club may either: (1) increase the number of poker machine entitlements at the Tennis Club’s premises; or (2) transfer the poker machine entitlements from the Tennis Club’s premises to either of the League Club’s other premises.
if the League Club wishes to transfer the poker machine entitlements from the Tennis Club’s premises, the League Club will require the member approval referred to in (c)(i) above. As the transfer of the poker machine entitlements is a distinct possibility, the League Club considers it appropriate to obtain approval from the League Club’s members (and the Tennis Club’s members) for the possible transfer.
NOTES TO MEMBERS ON ORDINARY RESOLUTION (contd) 2.
Before attending the meeting, members should read and consider the Memorandum of Understanding which has been entered into between the clubs. A copy of the Memorandum of Understanding is on display on the club’s website and on the club’s notice board.
To be passed the Ordinary Resolution must receive votes from a simple majority (ie 50% plus 1) of those members who being eligible to do so vote in person on the Ordinary Resolution at the meeting.
All members (except Honorary members, Provisional members and Temporary members) are eligible to attend the meeting and vote on the Ordinary Resolution.
For the avoidance of doubt, the restrictions contained in the club’s Constitution relating to attendance and voting at general meetings does not apply to the above resolution and Social members and Festival members are eligible to attend.
Under the Registered Clubs Act: (a) members who are employees of the club are not entitled to vote; and (b) proxy voting is prohibited.
The board recommends that members vote in favour of the Ordinary Resolution.
SPECIAL RESOLUTION [The Special Resolution is to be read in conjunction with the notes to members set out below.] Provided the Ordinary Resolution is passed and the amalgamation of West Tamworth League Club Limited and Tamworth Tennis Club Limited is completed (in the manner referred to in the Memorandum of Understanding between the clubs), the Constitution of West Tamworth League Club Limited be amended by: (a)
deleting from Rule 3(d) the word “Teams” and in lieu thereof inserting the word “Tennis”;
inserting at the end of Rule 16(b) the words “other than as a Junior member in accordance with this Constitution”;
inserting the following new Rules 18(f) and (g): “(f) Tamworth Tennis members; (g) Junior members.”
inserting the following new Rule 24A: “TAMWORTH TENNIS MEMBERS 24A. (a) Tamworth Tennis members are persons who were full members (as defined in the Registered Clubs Act) of the Tamworth Tennis Club Limited and who are admitted to membership of the Club pursuant to Rule 37A for the purposes of the amalgamation between the Club and Tamworth Tennis Club Limited.
Tamworth Tennis members shall pay such annual subscription as the Board may determine from time to time.
Tamworth Tennis members shall be entitled to: (i) all the social privileges and advantages of the Club; (ii) attend and vote at annual general meetings and general meetings of the Club; (iii) nominate for and be elected to hold office on the Board; (iv) vote in the election of the Board; (v) vote on any special resolution to amend this Constitution; (vi) propose, second, or nominate any eligible member for any office of the Club; (vii) propose, second or nominate any eligible member for Honorary Life membership; (viii) introduce guests to the Club.”
inserting the following new Rule 24B: “JUNIOR MEMBERS 24B. (a) Junior members are persons who have not attained the age of eighteen (18) years and are elected to Junior Membership of the Club. (b)
A person shall not be admitted as a Junior member of the Club unless the Board: (i) is satisfied that the person is joining the Club for the purposes of playing sport as a member of the Club or a sub club of the Club; and (ii) has received from that person’s parent or guardian written consent to that person becoming a Junior member of the Club and taking part in the sporting activities organised by the Club or a sub club of the Club; (iii) is satisfied that the person will take part in regular sporting activities organised by the Club or a sub club of the Club.
Subject to the provisions of the Registered Clubs Act, Junior members are entitled to such social privileges and advantages of the Club as may be determined by the Board from time to time but shall not be entitled to: (i) attend or vote at annual general meetings and general meetings of the Club; (ii) nominate for or be elected to hold office on the Board; (iii) vote in the election of the Board; (iv) vote on any special resolution to amend this Constitution; (v) propose, second or nominate any eligible member for any office of the Club; (vi) propose, second or nominate any eligible member for Honorary Life Membership; (vii) introduce guests to the Club.
The Board shall have the power to transfer a Junior member who has attained the age of eighteen (18) years to another category of membership of the Club for which the Junior member has the necessary qualifications.”
deleting from Rule 25(c) the words “or Gold Life members” and in lieu thereof inserting the words “, Gold Life members or Tamworth Tennis members”.
deleting from Rule 25A(a) the words “or Tamworth RSL member” and in lieu thereof inserting the words “, Tamworth RSL member or Tamworth Tennis member”.
deleting from Rule 26A the words “or Tamworth RSL member” and in lieu thereof inserting the words “, Tamworth RSL member or Tamworth Tennis member”.
inserting at the end of Rule 29(a)(ii) the words “(if the Provisional member is an applicant for a class of membership which is permitted to do so)”.
inserting the following new Rule 33(a)(vi): “(vi) Tamworth Tennis members;”
inserting the following new Rule 36(a)(v) and renumbering the remaining provisions of Rule 36(a) accordingly: “(v) the signature of the applicant and, in the case of a Junior member, the signature of the parent or guardian of the applicant;”
deleting from Rule 37(a) the word “both” and in lieu thereof inserting the word “the”.
inserting the following new Rule 37A: “ADMISSION OF MEMBERS PURSUANT TO AMALGAMATION 37A. (a) Subject to Rule 37A(d), Rules 36 and 37 inclusive shall not apply to a person who is admitted as a member of the Club pursuant to: (i) an amalgamation with another registered club; and (ii) this Rule 37A. (b)
Subject to Rule 35(b), a person shall be admitted as a member of the Club pursuant to an amalgamation if that person: (i) is a full member (as defined in the Registered Clubs Act) of a registered club which has amalgamated with the Club; and (ii) has agreed to be a member of the Club pursuant to the amalgamation.
The agreement referred to in paragraph (b)(ii) of this Rule 37A must be: (i) in writing and to the effect that the person agrees to be a member of the Club and agrees to be bound by the Constitution and By-laws of the Club; (ii) in such form as approved by the Board from time to time.
Any person who completes and signs the agreement referred to in paragraph (c) of this Rule 37A and returns that agreement to the Club shall, after the procedure set out in Rule 37(a) and (b) has been followed, be entered in the Register of Members of the Club as a member and shall from the date of entry on the register be a member of the Club.”
inserting into Rule 50(a) the words “(excluding Junior members)” after the words “all members”.
inserting the following new Rule 54(f): “(f) Tamworth Tennis members;”
deleting from Rule 56(c) the words “or Gold Life members” and in lieu thereof inserting the words “, Gold Life members or Tamworth Tennis members”.
deleting from Rule 108 the words “and Gold Life members” and in lieu thereof inserting the words “Gold Life members and Tamworth Tennis members”.
NOTES TO MEMBERS ON SPECIAL RESOLUTION 1.
The Special Resolution will only be considered if the Ordinary Resolution is passed by members.
The amendments contained in the Special Resolution will not take effect until such time as the amalgamation between the club and the Tamworth Tennis Club Limited is completed in accordance with the Memorandum of Understanding entered into by the clubs.
The Special Resolution proposes to amend the club’s Constitution to: (a) create two new categories of membership to be known as “Tamworth Tennis members” and “Junior members”; and (b) introduce a series of provisions relating to the admission of persons to membership pursuant to an amalgamation.
Tamworth Tennis members 4.
It is a requirement of the Registered Clubs Act that a separate category of membership is established for the members of an amalgamated club.
To satisfy this requirement, it is proposed for the category of membership to be known as “Tamworth Tennis members” to be inserted into the club’s Constitution.
Tamworth Tennis members will have the same rights as “Full Fee members” of the club.
Junior members 7.
At present, the club’s Constitution does not permit persons who are under the age of eighteen (18) years to become members of the club. Given the future tennis activities of the club, the club’s Constitution will need to be amended.
To this end, it is proposed for a new category of membership to be known as “Junior members” to be inserted into the club’s Constitution.
A person will only be permitted to be admitted as a Junior member if they satisfy the board that they will take part in regular sporting activities organised by the club.
Junior members will only be entitled to such social and sporting privileges and advantages as may be determined by the board from time to time.
To be passed the Special Resolution must receive votes from not less than three quarters of those members who being eligible to do so vote in person on the Special Resolution at the meeting.
Only Full Fee members, Pensioner members, Tamworth RSL members, Honorary Life members and Gold Life members of the club are entitled to vote on the Special Resolution.
For the avoidance of doubt, the restrictions contained in the club’s Constitution relating to voting on special resolutions apply and Social members and Festival members are not entitled to vote on the Special Resolution.
Under the Registered Clubs Act: (a) members who are employees of the club are not entitled to vote; and (b) proxy voting is prohibited.
Amendments (other than minor typographical corrections which do not change the substance or effect of the Special Resolution) will not be permitted from the floor of the meeting.
The board recommends that members vote in favour of the Special Resolution. Dated: 30 September 2015 BY Direction of the Board
Rod Laing Chief Executive Officer
2015 Board Election VOTING DATES & TIMES
Voting will be conducted at West Tamworth League Club, Phillip Street West Tamworth and Wests’ Diggers, Kable Avenue Tamworth between the following posted times. Friday Saturday Sunday Monday
13 November 2015: 10am - 8pm 14 November 2015: 10am - 4pm 15 November 2015: 10am - 4pm 16 November 2015: 10am - 8pm
Tuesday 17 November 2015: 10am - 8pm Wednesday 18 November 2015: 10am - 8pm Thursday 19 November 2015: 10am - 6pm
Meet the Candidates
My name is Ken Thompson, born in Tamworth 13 July 1944. I have been involved with West Tamworth Leagues Club since 1955. I helped Ken Chillingworth watering the 200 odd trees planted around the fence line. Then I moved into the cellar, bar, supervisor and then became secretary manager. I played football with the Red Robins (10 years) winning 8 premierships. I coached Manilla in 1970. Made the NSW side and then I got selected to play for Australia in the World Cup in England, had to pull out through injury. Went to Wollongong in 1971 to coach Corrimal and won 3 premierships in 6 years. Retired from the Leagues as a supervisor in December 2013.
Robert BOTH Member of Wests since 1975. Born in Tamworth. Trained as a dental technician and moved back to Tamworth in 1974. Owned & operated RG & EM Both Dental Laboratory since 1976 and has been retired since October 2013. Served the local community for 18 years through West Tamworth Apex Club, 1st South Tamworth Scout Group and is involved with WIRES. Member of Wests Fishing Club since 1989. A Master Mason and member of The Peel Lodge since 2006 and treasurer since 2010. Interests include fishing, model railways and of course his family. A director of Tamworth Services Club for 2 years in the early 1980’s. Has been on Wests board for the past 17 years which has been a pleasure and a privilege. He is enjoying seeing the Wests Group going from strength to strength. Married to Ellen with two children, Jon and Karen. Robert again asks for your support to allow him to continue his work with the club.
Max SHARPE I have been a member of Wests since 1995 and a board member for 21 years. I am currently the club treasurer and have been for the last 20 years.
• Company director/farmer & grazier • Previously 28 years in the banking industry • Married If re-elected will continue to work hard to maintain the Wests Entertainment Group as the leaders in the club industry in Northern NSW. My main goal will be to see our hotel/motel completed and running profitable to provide another income stream to our club group.
Jennifer INGALL Jennifer Ingall is a director with the Tamworth Tennis Club and an active member of the volunteer team involved with its present operations. She is keen to join the Wests Entertainment Group board to enable her to follow through and be part of the progression of that club and the tennis centre into the future. She is also keen to turn her interest to the larger footprint and commitment of the Wests Entertainment Group and its contributions to the local community. Jennifer’s background is in media, both TV and radio commercially and presently with ABC Local Radio. She is treasurer of the Tamworth Dramatic Society, and also a member of the Tamworth Musical Society. Jennifer lives in Tamworth, is married with three teenage sons.
Peter ANNIS-BROWN I have been a member of Wests since moving to Tamworth in November 1988 with the ANZ Bank. I was fortunate to play for Wests 1st grade rugby league (1989 – 1994) and 1st grade cricket (1990 – 1995). I have observed the Wests Entertainment Group grow and develop over the past 27 years and they have remained an integral part of both my personal and professional development. During my time as executive officer of the Northern Inland Academy of Sport (1998 – 2013), I developed a strong working relationship with Wests that provided ongoing sponsorship to the young talented athletes and coaches of Tamworth and the region. I am now in a position, as the part-owner of a local small business Rural Fit, to use my experience and skills I have acquired to give back to Wests and consider I have something to offer to the membership of Wests Entertainment Group.
ANY ENQUIRIES CONCERNING THIS ELECTION SHOULD BE DIRECTED TO THE RETURNING OFFICER, MARK SLACK-SMITH OF FORSYTHS - 6763 0100
WEST TAMWORTH LEAGUE CLUB LTD Phillip Street West Tamworth NSW 2340 PO Box 3040 West Tamworth NSW 2340 Ph: 02 6765 7588 Fax: 02 67651508 WEST DIGGERS Kable Avenue Tamworth NSW 2340 PO Box 3040 West Tamworth NSW 2340 Ph: 02 6766 4661 Fax: 02 6766 4419