Mabwe Safari Lodge Business Plan

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Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved Š Mabwe Safari Lodge/C. Mitchell 2007/8

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Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved Š Mabwe Safari Lodge/C. Mitchell 2007/8

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Safari Lodge, Golf Estate, Health Spa and Wildlife Sanctuary

Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved Š Mabwe Safari Lodge/C. Mitchell 2007/8

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Business Plan

Nondisclosure and Confidentiality This document is confidential and contains information proprietary to the owners.

All rights and privileges are strictly reserved.

Any disclosure, dissemination, distribution, copying or discussion of this document without written consent of the author is strictly prohibited. Š Mabwe Investments/C. Mitchell 2007/8

Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved Š Mabwe Safari Lodge/C. Mitchell 2007/8

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Table of Contents 1. Executive Summary _____________________________________________ 13 Introduction ____________________________________________________________________14 Background ____________________________________________________________________14 The Potential for Tourism__________________________________________________________15 Global, African and Zambian Tourism________________________________________________________ 15 Tourism in the Project Area _____________________________________________________________ 15 Global Golf Tourism _____________________________________________________________________ 16 The International Fractional Ownership Market ________________________________________________ 16 Wellness and Health Tourism ______________________________________________________________ 16

The Project_____________________________________________________________________17 Lease and Concessions __________________________________________________________________ 18 Development Cost_______________________________________________________________________ 18 Projections_____________________________________________________________________________ 18 A. Community Projects_________________________________________________________________ 18 B. Job Creation_______________________________________________________________________ 18 C. Tourism Component ________________________________________________________________ 18

Development loan and Equity ______________________________________________________20 Collateral ______________________________________________________________________20 Implementation _________________________________________________________________20 Marketing ______________________________________________________________________20 Conclusion _____________________________________________________________________21

2. Corporate Overview ____________________________________________ 23 Mission statement _______________________________________________________________24 Background ____________________________________________________________________24 Stakeholders ___________________________________________________________________24 Philosophy _____________________________________________________________________24 Community Development__________________________________________________________25 Project Beneficiaries _____________________________________________________________26 Other Benefits __________________________________________________________________27 Harvesting of natural resources ____________________________________________________________ 27 Small and Medium Enterprise Development___________________________________________________ 27

3. Market Analysis ________________________________________________ 29 Why Tourism Works______________________________________________________________30 Tourism represents a significant opportunity for Zambia _______________________________________ 30 Tourism is the world's largest generator of jobs ______________________________________________ 30 Tourism can provide immediate employment________________________________________________ 30 Tourism is labour intensive______________________________________________________________ 30 Tourism employs a multiplicity of skills_____________________________________________________ 30 The tourism industry creates entrepreneurial opportunities _____________________________________ 31 Tourism brings development to rural areas _________________________________________________ 31 Well-managed tourism is kind to the environment ____________________________________________ 31 Tourism builds cross-cultural relations and is a vital force for peace ______________________________ 31 Tourism is a final good _________________________________________________________________ 31 Tourism is a foreign exchange generator par excellence_______________________________________ 31 Tourism brings a ready market___________________________________________________________ 32 Potential to influence visitor tastes and create export markets __________________________________ 32 Tourism demand is continuous __________________________________________________________ 32 Tourism has a multiplier effect ___________________________________________________________ 32 Enormous potential for linkages __________________________________________________________ 32

Market Size and Growth Potential ___________________________________________________32 The World _____________________________________________________________________________ 32 WTO Forecast to 2020 ___________________________________________________________________ 33 Africa _________________________________________________________________________________ 33 Tourism 2020 Vision _____________________________________________________________________ 34

Zambia Tourism _________________________________________________________________35 Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved Š Mabwe Safari Lodge/C. Mitchell 2007/8

Page 6 Market Sector Overview___________________________________________________________36 The Fractional Ownership Market ___________________________________________________________ 36 Golf Tourism ___________________________________________________________________________ 37 Forecast 2010________________________________________________________________________ 41 Health and Wellness Tourism ______________________________________________________________ 43 Profile ______________________________________________________________________________ 44 World Trends ________________________________________________________________________ 44

Conclusion _____________________________________________________________________45

4. The Project ___________________________________________________ 47 Premise _______________________________________________________________________________ 48 Location_______________________________________________________________________________ 49 Ownership _____________________________________________________________________________ 51 Project Investment_______________________________________________________________________ 52

Concession Rights _______________________________________________________________52 Land Use ______________________________________________________________________52 Project Description _______________________________________________________________52 Elements ______________________________________________________________________________ 53 Wildlife Sanctuary_____________________________________________________________________ 53 Golf course and Club house_____________________________________________________________ 53 Health Spa __________________________________________________________________________ 54 Fractional Ownership __________________________________________________________________ 54 Predator Park and Animal Rehab Center___________________________________________________ 56 Elements Schematic___________________________________________________________________ 57 Entrepreneurial Initiatives_______________________________________________________________ 58 Infrastructure ________________________________________________________________________ 58 Resource Development___________________________________________________________________ 59 Natural Resources and Environment ______________________________________________________ 59 Manpower Development and Training _____________________________________________________ 59 SWOT Analysis _________________________________________________________________________ 59 Strengths ___________________________________________________________________________ 59 Weaknesses_________________________________________________________________________ 60 Opportunities ________________________________________________________________________ 60 Threats _____________________________________________________________________________ 60

Competition ____________________________________________________________________61 Activities in the Area______________________________________________________________62 Sport hunting ___________________________________________________________________________ 62 The Victoria Falls Field Museum____________________________________________________________ 62 Maramba Cultural Village _________________________________________________________________ 62 Mukuni Village __________________________________________________________________________ 62 Game Viewing __________________________________________________________________________ 62 Canoe Safaris __________________________________________________________________________ 63 White Water Rafting _____________________________________________________________________ 63 Bungi jumping and Gorge Swing____________________________________________________________ 63 Views of the Falls _______________________________________________________________________ 63 Elephant Rides _________________________________________________________________________ 63 Horse rides ____________________________________________________________________________ 63 Sundowner Cruises ______________________________________________________________________ 63 Bird Watching __________________________________________________________________________ 64 Golf __________________________________________________________________________________ 64

Job Creation____________________________________________________________________64 Project development stage (temporary) ______________________________________________________ 64 Operational stage (sustainable) ____________________________________________________________ 64

5. Financial Plan__________________________________________________ 65 Background ____________________________________________________________________66 Assumptions ___________________________________________________________________________ 66 Funding_____________________________________________________________________________ 66 Tax ________________________________________________________________________________ 66 Costs ______________________________________________________________________________ 66 Sales_______________________________________________________________________________ 66 Services ____________________________________________________________________________ 67 Collateral ___________________________________________________________________________ 67

Exit Strategy____________________________________________________________________68 Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved Š Mabwe Safari Lodge/C. Mitchell 2007/8

Page 7 Mabwe Safari Lodge _____________________________________________________________68 Summary ___________________________________________________________________________ 68 Development Budget __________________________________________________________________ 69 Cash Flow___________________________________________________________________________ 69 Profit and Loss Projections______________________________________________________________ 69 Property Valuation ____________________________________________________________________ 69 Training_____________________________________________________________________________ 70 Job Creation _________________________________________________________________________ 70 Relocation___________________________________________________________________________ 70 Community Benefit ____________________________________________________________________ 70

Detailed Financial Statements ______________________________________________________71 General notes________________________________________________________________________ 71 Summary______________________________________________________________________________ 72 Development Budget_____________________________________________________________________ 73 Cash Flow Statement Year 1 - 10 ___________________________________________________________ 74 Balance Sheet Year 1 - 10 ________________________________________________________________ 76 Profit and Loss Statement Year 1- 10 ________________________________________________________ 78 Job Creation ___________________________________________________________________________ 79 Gorgeview Villas ________________________________________________________________________ 80 Golf Manors____________________________________________________________________________ 81 Private Game Lodges ____________________________________________________________________ 82 Health Spa_____________________________________________________________________________ 83 Golf Course ____________________________________________________________________________ 83 Retail _________________________________________________________________________________ 84 Activity Center __________________________________________________________________________ 84 Game Reintroduction ____________________________________________________________________ 85 Salaries _______________________________________________________________________________ 86 Property Valuation_______________________________________________________________________ 87 Collateral ______________________________________________________________________________ 88 Levies ________________________________________________________________________________ 90 Lease Income __________________________________________________________________________ 91 Mukuni Leaders of Tomorrow Schools for the Gifted ____________________________________________ 92 Game Reintroductions____________________________________________________________________ 94 Vehicles_______________________________________________________________________________ 94 Bulk Infrastructure and Services ____________________________________________________________ 95 Loan Draws ____________________________________________________________________________ 96

6. Management Plan _______________________________________________ 99 Management Structure___________________________________________________________100 Executive Committee Members ___________________________________________________________ 100 Member to be nominated by the Funder __________________________________________________ 100 Prince Nsungu Namutitima (L. Joubert) ___________________________________________________ 100 C. Mitchell__________________________________________________________________________ 101

Auditors and Financial Management ________________________________________________101 Sales: Specialist Regional Teams __________________________________________________101 Advertising: Bartle Bogle Hegarty (BBH) ____________________________________________________ 102 Background ________________________________________________________________________ 102 Awards ____________________________________________________________________________ 102 Architectural __________________________________________________________________________ 103 Overview: Ridler Shepherd Low_________________________________________________________ 103 Projects____________________________________________________________________________ 103 Golf Course Design: Coore & Crenshaw ____________________________________________________ 106 Engineers: Africon______________________________________________________________________ 108 Marketing: Infinite Thinking _______________________________________________________________ 109 History ____________________________________________________________________________ 109 Partners ___________________________________________________________________________ 110 Clients_____________________________________________________________________________ 110

Advisory Board Members_________________________________________________________113 Financial: I. Lief ________________________________________________________________________ 113 Environmental Management: Dr. van Rooyen ________________________________________________ 113 Project Management: Dr. Green ___________________________________________________________ 113

Operational Management Plan ____________________________________________________115 Access and staff movements _____________________________________________________________ 115 Measurable criteria___________________________________________________________________ 115 Overview___________________________________________________________________________ 115

Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved Š Mabwe Safari Lodge/C. Mitchell 2007/8

Page 8 Working plan for general staff access ____________________________________________________ 115 Reporting on duty ____________________________________________________________________ 115 Security methods for access of staff _____________________________________________________ 116 Guest access _______________________________________________________________________ 116 Delivery access during construction phase ________________________________________________ 116 Delivery access during the operational phase ______________________________________________ 117 Access for other specified and unspecified reasons _________________________________________ 117 Access for contracted companies that provide outsourced services _____________________________ 117 Conclusion _________________________________________________________________________ 118 Game Drive Procedures _________________________________________________________________ 118 Measurable criteria___________________________________________________________________ 118 Game Walks __________________________________________________________________________ 120 Measurable criteria___________________________________________________________________ 120 Guest safety management plan ___________________________________________________________ 121

7. Marketing Strategy ___________________________________________ 123 Key Competitive Capabilities _____________________________________________________________ 124 Key Competitive Weaknesses ____________________________________________________________ 124

Strategy ______________________________________________________________________125 Implementing Strategy __________________________________________________________________ 125 Strategic Plan _________________________________________________________________________ 126 Reaching the Target Visitor_______________________________________________________________ 126 Launch_______________________________________________________________________________ 127 Approach _____________________________________________________________________________ 128 Internal Marketing Plan __________________________________________________________________ 128 Initial Canvassing ____________________________________________________________________ 128 Closure and Consultation ______________________________________________________________ 129

External Marketing Plan __________________________________________________________129 Initial Canvassing ______________________________________________________________________ 129 Conclusion____________________________________________________________________________ 130

8. Project Plan ________________________________________________ 131 Project scope __________________________________________________________________132 Management and Risk ___________________________________________________________132 Project Estimates _______________________________________________________________132 Project Resources ______________________________________________________________133 Management reporting and communication __________________________________________________ 133 Quality assurance and control_____________________________________________________________ 133 Project Development Team structure _______________________________________________________ 133 Functional Matrix ____________________________________________________________________ 133 Responsibilities______________________________________________________________________ 134 Project Life Cycle ____________________________________________________________________ 134

Environmental Aspects __________________________________________________________136 Introduction ___________________________________________________________________________ 136 Foreword __________________________________________________________________________ 136 Environmental Mission Statement _______________________________________________________ 137 Land and Rights _____________________________________________________________________ 137 Conclusion _________________________________________________________________________ 138 Environmental Management Plan __________________________________________________________ 138 Environmental Policy _________________________________________________________________ 138 Organisational Structure_______________________________________________________________ 138 Environmental Management Plan _______________________________________________________ 138 Training and Standards _______________________________________________________________ 138 Inspection Procedure and Review _______________________________________________________ 138 Aim of the Site Specific Construction Environmental Management Plan ____________________________ 139 Project Zones _________________________________________________________________________ 140 The map depicts the area to be developed as Mabwe Safari Lodge. _______________________________ 140 In addition, the map indicates the estimated development zones which will be finally determined as part of the initial implementation assessment to be undertaken by the Developers Conservation and Environmental Portfolio Committee ____________________________________________________________________________ 140 Zone One – Medium density development: Waterfront__________________________________________ 140 This zone comprises of the construction of the Lakeside Hotel, Lakeside Villas, Golf Course and Manors and Health Spa and Waterfront, Activity Centers and Retail and Administrative Facilities. _______________________ 140 Zone Two – Low density development – Private Game Lodge Zone _______________________________ 140

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Page 9 This zone falls within the game reserve element of the development and comprises of the low-density development and construction of Private Game Lodges with the required conservation management infrastructure. ____ 140 Zone Three – Low density development – Breeding Sanctuary Zone ______________________________ 140 This zone falls within the game reserve element of the development and comprises of the low-density development and construction conservation management infrastructure and road for tourist traversing. ______________ 140 Environmental Policy____________________________________________________________________ 140 Environmental Policy Statement ________________________________________________________ 141 Environmental Policy Statement for the Construction Phase___________________________________ 141 Conservation Management Plan ________________________________________________________ 142 Relevant Environmental Legislation ______________________________________________________ 142 Conservation and Environmental Portfolio Committee________________________________________ 143 Environmental Task Team (ETT) ________________________________________________________ 143 Construction Environmental Control Officer (ECO) __________________________________________ 144 Meetings ___________________________________________________________________________ 145 Environmental Specifications _____________________________________________________________ 145 EMP Administration __________________________________________________________________ 145 Information Boards ___________________________________________________________________ 146 Method Statements __________________________________________________________________ 146 Site Demarcation ____________________________________________________________________ 147 Site Clearing ________________________________________________________________________ 147 Materials Handling, Use and Storage_____________________________________________________ 148 Plant and Equipment _________________________________________________________________ 149 Construction ________________________________________________________________________ 151 Site Rehabilitation____________________________________________________________________ 154 Training and Standards__________________________________________________________________ 154 Environmental Awareness Training ______________________________________________________ 154 Standards and Performance Indicator Procedures __________________________________________ 155 Inspection procedures and review _________________________________________________________ 155 Inspection Procedures ________________________________________________________________ 155 Recording of Activities ________________________________________________________________ 155 Internal Review and Auditing ___________________________________________________________ 156 Environmental Protection Commitment ___________________________________________________ 157 List of Penalties _____________________________________________________________________ 159 Glossary ___________________________________________________________________________ 160 Description of environmental issues identified ________________________________________________ 161 Ranking of issues ____________________________________________________________________ 161 Generic Environmental Management Plan for Contractors ____________________________________ 163 Emergency advisory procedure for potentially damaging incidents to the environment ______________ 173

Project Plan ___________________________________________________________________174

9. Appendices __________________________________________________ 177 Mabwe Investments Company Documentation ________________________________________178 Certificate of Title _______________________________________________________________179 Title Deed_____________________________________________________________________183 Articles of Association ___________________________________________________________186 ARTICLE I ____________________________________________________________________________ 186 Name and Organization _______________________________________________________________ 186 ARTICLE II ___________________________________________________________________________ 186 Intent and Purpose ___________________________________________________________________ 186 ARTICLE III ___________________________________________________________________________ 186 Scope _____________________________________________________________________________ 186 Article IV _____________________________________________________________________________ 187 Shareholding _______________________________________________________________________ 187 ARTICLE V ___________________________________________________________________________ 187 Share Transfer ______________________________________________________________________ 187 ARTICLE VI___________________________________________________________________________ 187 Office and Duration___________________________________________________________________ 187 Article VII _____________________________________________________________________________ 188 Management Structure________________________________________________________________ 188 Article III _____________________________________________________________________________ 188 Meetings ___________________________________________________________________________ 188 ARTICLE IX___________________________________________________________________________ 189 Profit Distribution ____________________________________________________________________ 189 ARTICLE X ___________________________________________________________________________ 189 Accounting and Records ______________________________________________________________ 189 ARTICLE XI___________________________________________________________________________ 189 Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved © Mabwe Safari Lodge/C. Mitchell 2007/8

Page 10 Rules and Regulations ________________________________________________________________ 189 ARTICLE XII __________________________________________________________________________ 190 Employees _________________________________________________________________________ 190 ARTICLE XIII__________________________________________________________________________ 190 Supplementary Articles _______________________________________________________________ 190 ARTICLE XIV _________________________________________________________________________ 190

Dissolution ____________________________________________________________________190 Certificate of Incorporation _______________________________________________________________ 192 Certificate of Share Capital _______________________________________________________________ 193 Replacement of Share Capital ____________________________________________________________ 194 Change in Directors_____________________________________________________________________ 195

Consent to act as Director/Secretary ________________________________________________197 Notice of Resolution _____________________________________________________________198 Transfer of Shares ______________________________________________________________199 Advisory Board_________________________________________________________________200 Mr I. Lief _____________________________________________________________________________ 200 Education __________________________________________________________________________ 200 Leadership _________________________________________________________________________ 200 Experience _________________________________________________________________________ 200 Dr. N van Rooyen/Ecotrust _______________________________________________________________ 201 Biographical information_______________________________________________________________ 201 Publications ________________________________________________________________________ 201 Ekotrust Core Services________________________________________________________________ 201 Examples of projects _________________________________________________________________ 201 Selected references of studies done _____________________________________________________ 203 D. K. Green PhD, P. Eng. ________________________________________________________________ 204 Education __________________________________________________________________________ 204 Professional Registrations _____________________________________________________________ 204 Experience Summary _________________________________________________________________ 204 Project Experience ___________________________________________________________________ 205 Training and Certifications _____________________________________________________________ 219 Professional Memberships _____________________________________________________________ 219 Conference Presentations _____________________________________________________________ 219 Publications ________________________________________________________________________ 219 Project and Professional Awards ________________________________________________________ 220 Employment History __________________________________________________________________ 220

Zambian Lands Act 1995 _________________________________________________________222 Part I: Preliminary ______________________________________________________________________ 222 Part II: Administration of Land_____________________________________________________________ 223 Part III: The Land Development Fund _______________________________________________________ 228 Part IV: The Lands Tribunal ______________________________________________________________ 229 Part V: General ________________________________________________________________________ 230 Schedule _____________________________________________________________________________ 231

Zambian Commercial Overview ____________________________________________________232 Executive Summary ____________________________________________________________________ 232 Economic Trends and Outlook ____________________________________________________________ 232 Political Environment____________________________________________________________________ 236 Marketing Products and Services __________________________________________________________ 237 Leading Sectors for Exports and Investment _________________________________________________ 238 Trade Regulations and Standards _________________________________________________________ 243 Investment Climate _____________________________________________________________________ 244 Trade and Project Financing ______________________________________________________________ 247 Travel _______________________________________________________________________________ 248 Business Customs ___________________________________________________________________ 248 Travel Advisory ad Visas ______________________________________________________________ 249 Medical ____________________________________________________________________________ 249 Business Infrastructure________________________________________________________________ 249 Transportation ______________________________________________________________________ 249 Telecommunications__________________________________________________________________ 249 Housing ___________________________________________________________________________ 250 Communicable Diseases ______________________________________________________________ 250 Fresh Foods ________________________________________________________________________ 250 Country Data __________________________________________________________________________ 250 Domestic Economy _____________________________________________________________________ 250 Trade ________________________________________________________________________________ 251 Trade Schedule ________________________________________________________________________ 251 Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved Š Mabwe Safari Lodge/C. Mitchell 2007/8

Page 11 Zambia Investment Act of 1993 (amended 1 April 1996 ) ________________________________252 Income Tax Allowance __________________________________________________________________ 252 Agricultural Enterprises __________________________________________________________________ 252 Miscellaneous _________________________________________________________________________ 252 Export Incentives_______________________________________________________________________ 253 Corporate ____________________________________________________________________________ 253 Banking and financial institutions __________________________________________________________ 253 Mining Sector _________________________________________________________________________ 253 Manufacturing Sector ___________________________________________________________________ 254 Agriculture Sector: (Horticulture and Floriculture) ______________________________________________ 254 Tourism Sector ________________________________________________________________________ 254 All Sectors ____________________________________________________________________________ 254

Spa Health and Wellness Tourism Study_____________________________________________255 Definition _____________________________________________________________________________ 255 Health and Wellness ____________________________________________________________________ 256 Sector Profile__________________________________________________________________________ 256 Health and Wellness Tourism Consumer Profile ______________________________________________ 258 Key Consumer Trends __________________________________________________________________ 259

Referenced Articles _____________________________________________________________262 PricewaterhouseCoopers Study Finds Growing Awareness of Luxury Fractional Ownership ____________ 263 Fractional Ownership Market Booming. _____________________________________________________ 265 Fractional Ownership Offers Affordable Options_______________________________________________ 266 Marriott Vacation Club International Launches New Fractional Ownership Brand. ____________________ 267 Holiday dreams for a fraction of the cost; Property Mail: Overseas. ________________________________ 268 Vacation Home Options Redefine Leisure Travel ______________________________________________ 270 Timeshare/Vacation Ownership _________________________________________________________ 270 Fractional Ownership/Private Residence Clubs _____________________________________________ 270 Destination Clubs ____________________________________________________________________ 271 Condo Hotels _______________________________________________________________________ 271 Traditional Second Home Ownership_____________________________________________________ 271 Fractional ownership: one of the Fastest Growing Sectors_______________________________________ 272 Fractional Ownership Sample Units ________________________________________________________ 274 The Ritz-Carlton Aspen Highlands Club Aspen, Colorado_____________________________________ 274 Esperanza Resort, Cabo San Lucas, Mexico_______________________________________________ 274 Castello di Casole, Tuscany, Italy _______________________________________________________ 275 St. Thomas, United States Virgin Islands__________________________________________________ 275 La Quinta, California__________________________________________________________________ 276 Coral Gardens, Grace Bay, Turks and Caico Iskands ________________________________________ 276 Another Record Year for World Tourism_____________________________________________________ 278 South Africa record growth in tourism _______________________________________________________ 280 Tourism 2020 Vision: WTO _______________________________________________________________ 281 International World Travel sets new Record in 2006 ___________________________________________ 283 International tourism up by 5.5% to 808 million arrivals in 2005 ___________________________________ 283 Predicting the Future - Trends in the Golf Course Market _______________________________________ 288 Forecast 2010_______________________________________________________________________ 293

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1.

Executive Summary

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Introduction According to the World Tourism Organization Africa posted the biggest growth rate at 8.1 percent in 2005 - and this rapid growth is predicted to double by the year 2020. Visitor arrivals to Zambia increased by 25% from 413,000 in 2003 to 515,000 in 2004 As a result, the phenomenal growth of foreign visitors to Zambia has fueled exceptional tourism development.

Livingstone - located in the south of Zambia next to the Victoria Falls - is central to most ecotourism and hunting locations in sub-Saharan Africa.

The select wildlife locations of: •

the Okavango Delta, Makgadikgadi pans, Kgaligadi, Kalahari and Chobe in Botswana

•

Etosha, Caprivi and the Skeleton coast in Namibia

•

Kariba, Kafue, Bangwelu swamps and Luanga in Zambia

•

Hwange, Mana pools, Chirisa, Chete, Sapi, Charara, Matetsi, Doma and Matsudona in Zimbabwe

•

Zululand, the Cape, Mpumalanga and Limpopo in South Africa

and

is within reasonable flight proximity and Mabwe Safari Lodge is ideal as safari and exploration base.

Background The prestigious Mabwe Safari Lodge is a wildlife-, golf estate and health spa development right on the edge of the magnificent 250m deep Zambezi gorge, less than 8km downstream from the spectacular Victoria Falls.

This superlative project takes full advantage of growing global trends and combines big-5 ecotourism, safari travel, golf tourism and health- and wellness travel with fractional ownership, a rapidly expanding international trend.

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The Potential for Tourism Global, African and Zambian Tourism Tourism and associated activities generate over 10 per cent of Global Domestic Product and employs 714.6 million people. It is valued at $463.6 billion per annum, computing to a worldwide daily tourism expenditure of $1.3 billion – and it will double by 2020.

By regions, Africa posted the biggest growth rate at 8.1 percent, benefiting from travelers' fears of terrorism elsewhere in the world.

The number of international tourist arrivals recorded worldwide grew by 5.5% and exceeded 800 million for the first time ever. Africa led the way in 2005, with growth estimated at 10%. Growth was stronger in Sub-Saharan Africa at over 13% International visitor arrivals to Zambia increased by 25% from 413 thousand in 2003 to 515 thousand in 2004.

Tourism in Zambia is projected to increase by an average of 5.5% per annum (1.4% higher that the projected world average of 4.1%) in the year 2020 to a total of just under 1.2 million tourists per annum. This will generate almost $300 million per year and create over 32,000 jobs per year.

Source WTO

Tourism in the Project Area th

5 Most Preferred destination in Africa th

According to the BBC, the Livingstone area is the 5 most preferred destination in Africa.

Focus of Tourism Development The World Bank has accepted the Government's suggestion to focus on the Livingstone/Victoria Falls area for tourism development € 13.5m Livingstone Airport Upgrade Tourism growth is continuing to escalate as the Livingstone International airport has been upgraded by the EU to allow direct flights from Europe.

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Page 16 Infrastructure Upgrade The World Bank has funded a major upgrade of the town of Livingstone’s infrastructure. Upgrades are currently underway These developments in the Livingstone area underline the viability and potential of the Mabwe Safari Lodge

Global Golf Tourism The global golf tourism market is worth over US$17.5 billion. In the US, golf is estimated to contribute more than US$60 billion to the economy - some 6% of GDP (gross domestic product). www.marketresearch.com

It is projected that the number of golfers will grow 37% to 82,4 million and the number of golf courses will grow 22% to 36,750 courses worldwide Dr. Klaus Ennemoser

The International Fractional Ownership Market Fractional ownership is currently the fastest growing second-home ownership concept in the world. Fractional ownership – as opposed to timeshare – gives each owner a deed to the property and the owner has the right the sell, rent or exchange his or her portion. Because it is real property, it can be included as an asset in estate planning and transferred to beneficiaries •

The second-home market is expected to double by 2009

•

It is estimated that within the next three years fractionals will exceed US$1bn in sales worldwide.

Wellness and Health Tourism Retail sales within the consumer packaged goods health and wellness industry reached $68 billion in America in 2004, which constitutes a total growth of 8.5 percent over 2003.

Natural Marketing Institute of America

Extensive global research and market trend analysis strongly points to a boom in spa health and wellness vacations. The global revenue generated by the health tourism industry is in the order of 7.7 billion per year Degrees, School of Hospitality, Tourism and Marketing, Victorian University, December 2001 sourced from www.businessandlaw.vu.edu.au

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Page 17 In America, the number of spa locations has doubled in number every four years.

The number of locations has increased by an average of 20 percent annually over the last eight years. The resort/hotel spa segment has been expanding faster than any other and showed a cumulative two-year increase of 143 percent in number of locations.

The ISPA 2002 Spa Industry Study

The Project Mabwe Safari Lodge will be located on 370 hectares of prime property on the spectacular Zambezi gorge, 8 kilometers downstream from the Victoria Falls.

Breathtaking view of the Batoka gorge at the Mabwe Safari Lodge development location

The project area is in the process of being incorporated into the KAZA (KavangoZambezi) Transfrontier Park. This will situate the project near a world heritage site in a big 5 national park.

The project will capitalize on the rapidly growing African tourism market and incorporate luxury fractional ownership.

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Page 18 Fractional units will comprise: •

25 Gorgeview Villas with spectacular views of the 250m deep Batoka gorge and the Zambezi river

•

30 Luxury private game lodges on a big 5 game area

•

40 Golf Manors around the signature golf course

Lease and Concessions •

A Health Spa

•

A magnificent golf course and club house with restaurants, retail outlets and activity center offering elephantback game viewing safaris and other activities

•

A wildlife sanctuary and Predator Park

Development Cost •

The total development cost of the project is US$ 162m

•

The loan will be repaid at 10% pa over a 5 year period

Projections A. Community Projects Community Project Development cost will amount to $6.0m. This will comprise the establishment of the Mukuni Leaders of Tomorrow School, a specialist school for gifted high school children in the Mukuni area as requested by Chief Mukuni.

B. Job Creation A total of 500 temporary (during construction) and 415 permanent (operational phase) job opportunities will be created.

C. Tourism Component 1. The Fractional Ownership Element •

600 (14 days per share per year) shares in 25 Gorgeview Villas sold at $100,000 per share. Share price will be increased annually with projected GDP growth.

•

960 (14 days per share year) shares in 40 Golf Manors sold at $95,000 per share. Share price will be increased annually with projected GDP growth.

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720 (14 days per share per year) shares in 30 Private Game Lodges sold at $90,000 per share. Share price will be increased annually with projected GDP growth.

•

A rental pool will be run by The Mabwe Safari Lodge for owners who choose not to use their shares for an unforeseen reason. The share will be let for the unused period to carefully screened tenants. 80% of the rental amount will accrue to the owner and 20% retained for administration fees.

•

Fractional share sales expected to be completed within 36 months ending November/December year 4.

•

Fractional Share sales income is projected to be US$231.4m with development costs at $161.7m resulting in a profit of $73.6m, - a 45.5% ROI.

Owners unable to use the time (or a portion of that time) in a particular year can generate rental income on the residence through the rental pool.

If an owner chooses to utilize 50% of his time every second year for the first 5 years – the rental income from his surrendered time will repay the full investment amount of the share.

2. Lease and Concession Elements Leased facilities will return 15% per annum •

A signature Golf Course, Club House, shops and restaurants

•

Retail Section

•

Activity Center

•

Health Spa

Lease and concession income will be US$ 2.1min year 6 3. Levies A levy of 0.33% of the share price will be charged monthly from year 4 onward as follows: •

Gorgeview Villas: $330 per share per month

•

Golf Manors: $314 per share per month

•

Private Game Lodges: $297 per share per month

Levy income will be US$ 10.1m in year 6

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Development loan and Equity Mabwe Safari Investments is willing to relinquish 24.0% equity in the project in order to secure a development loan for the project, The development loan required (contingency included) is $161.7m.

The loan will be repaid over 5 years.

Total project value years 1-10 is US$ 265m

Collateral Collateral coverage is above 100% at all times based on actual cost

Implementation •

The project will commence simultaneously with community liaison and indepth environmental and economic impact studies which will determine the location of the development elements.

•

This will be followed by the upgrading of the infrastructure and the establishment of the community entrepreneurial development program which will include numerous facets of production and processing

•

Construction, estimated to take 5 years, will commence on the basis of the Environmental Impact Assessment.

•

The Gorgeview Villas, Private Game Lodges and Golf Manors will be internationally marketed from plans on a fractional ownership basis 18-24 months before completion of the project.

•

The Golf course, Club house, Health Spa, Activity Center and Retail outlets (which include exclusive boutiques, shops and bistros) will be leased to qualified service providers.

Marketing 8%of the Development budget has been allocated to an intensive 30-month, $8.0m television, print, radio and internet marketing drive. The marketing effort Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved © Mabwe Safari Lodge/C. Mitchell 2007/8

Page 21 will be focused on the major target markets: UK (34%), United States (19%) and Europe (26%).

These target markets constitute 79% of tourists to Zambia.

Conclusion Mabwe Safari Lodge seeks a loan to the value of $161.7m which will be repaid over 5 years at 10 % per annum.

In addition, 24.0% equity in the project will be relinquished which would amount to US$20.6m during years 6-10.

This superb project will take advantage of rapidly growing global and African tourism and property trends to create a magnificent golf estate and wildlife sanctuary which will be the destination of choice for visitors to Zambia and the Victoria Falls.

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2.

Corporate Overview

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Mission statement Mabwe Investments is a company established to develop the The Mabwe Safari Lodge, a spectacular property on the Batoka gorge and Zambezi river, 8 kilometers downstream from the Victoria Falls.

Background Registered in Zambia, the objective of Mabwe Investments is to develop and promote development of the areas that have a direct bearing on the future wellbeing and conservation of wildlife, the environment and the socio economic upliftment of the Mukuni people.

Stakeholders The stakeholders in Mabwe Investments are as follows:•

51% - Prince Nsungu Namutitima (Leon Joubert), a private entrepreneur and businessman with long-standing commitment to the development of the region. Prince Nsungu Namutitima is the majority owner of the project property.

•

49% - C. Mitchell, being the Project Promoter and holder of intellectual property rights to the business plan. C. Mitchell is the minority owner of the project property.

Philosophy This philosophy forms the underlying basis on which all of our developments are undertaken.

Our developments aim to achieve this philosophy by: •

Stimulating the economy of the Country and Region in which the project is situated by enhancing the biggest growing income generator in the world: tourism.

•

Providing inward investment into the specific Country and Region normally valued at Millions of United States Dollars.

There is no personal esteem and pride in being paid for doing nothing.

President Mwanawasa of Zambia, Meeting of Parliament 11th July, 2002

•

Creating the job opportunities and career growth so desperately needed especially in the region.

•

Contributing towards sustainable conservation of the natural resources through the creation of new Conservation Areas and re-introduction of the Wildlife that has been long lost to these areas under development.

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Empowering people through human development, skills training and education.

•

Providing the capacity for entrepreneurs to develop through the creation and development of Small Micro and Medium Business Enterprises (SMME's).

•

Reconstruction of infrastructure through the provision of roads and essential bulk services.

Mabwe Investment’s developments are based on our tri-lateral company development principle being: 1. Social Acceptability 2. Environmental Sustainability 3. Financial Viability Each one of these principles are totally interdependent and one cannot exist without the other.

They form a cohesive and synergistic relationship. We are proud and honored to currently be playing our part in positively molding the future of the Southern African region for the benefit of our children and our children’s children.

Community Development The directors of Mabwe Investments enjoy a unique relationship with the local community and chiefs, a trust developed over more than a decade.

The Livingstone area falls under the jurisdiction of Chief Mukuni. As an indication of the respect the company enjoys, the major shareholder in Mabwe Investments, Mr. Leon Joubert, has been appointed as an honorary prince of the Mukuni Tribe and given the name Prince Nsungu Namutitima, translated as prince of the waterfall.

Community Development enjoys the highest priority by its experienced management team.

The establishment of specific project related entrepreneurial development and training funds are a prerequisite to any development undertaken by the company.

A director of the company has been appointed as an honorary prince of the Mukuni Tribe and given the name Prince Nsungu Namutitima

The advancement and realization of the second tier of developments in the local communities surrounding the project by establishing, financing and training small, micro and medium community based entrepreneurs are key to the success of any development undertaken.

The Community Development and Liaison Division of Mabwe Investment also forges complimentary links with international developmental agencies and NGO’s to provide the initial hand-holding and financial seeding which will ensure that the second tier developments become self-sustaining and self-supportive business ventures holding their rightful place in the greater economy of that region.

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Page 26 The business practice of Mabwe Investment is to outsource every possible service or function within a project aims to create an environment that encourages the development of the second tier.

Graphic representation of Second Tier Development supporting Core Project

Project Beneficiaries The main beneficiaries of this development will be: 1. The Mukuni Tribe of Livingstone, Zambia. The establishment of: a. The Leaders of Tomorrow School for the Gifted will offer a unique opportunity for gifted students to receive superior education b. Appointments made will give preference to tribe members and at a 14-1 breadwinner ratio will positively affect 5810 men, women and children of the tribe.

2. the Zambian economy as a whole through the reconstruction of the Tourism and related Business Sectors, which form the essential focus of Mabwe Safari Lodge's economic activities.

The well-known multiplier effect of the Tourism Industry coupled with the large number of direct jobs created through the establishment of the many businesses required to support this project, will make the local community of the Mukuni tribe the single greatest beneficiary of Mabwe Safari Lodge Wildlife Sanctuary, Golf Estate and Health Spa.

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Page 27

Other Benefits Harvesting of natural resources A program of natural resources utilisation will form an integral part of the game reserve Conservation Management Plan. Local people will be allowed to harvest the natural resources from the Reserve such as thatch grass, wood, medicinal plants and herbs, and meat from the Wildlife Management Program in terms of the Conservation Management Plan. Although the benefits from this harvesting program will be small in comparison to the other benefits, it will however create goodwill between the neighboring communities and the development.

Small and Medium Enterprise Development The opportunities that exist for the Small Medium and Micro Enterprise Development surrounding this project are enormous.

As stated earlier, the philosophy of the Stakeholders and Developers is to wherever possible promote the SMME potential of the Project.

The creation of an integrated Community Development Plan and an Economic Empowerment Corporation for the project's Second Tier developments is testimony to the commitment of the Project Developers to the reconstruction and development of the Zambian economy.

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Page 28

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Page 29

3.

Market Analysis

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Page 30

Why Tourism Works Tourism represents a significant opportunity for Zambia Employing 212 million people worldwide, generating $3.4 trillion in world gross output and contributing $655 billion of Government tax revenues, travel and tourism is the world's largest industry.

In Britain, Germany, Japan, and the USA, more adults have traveled than visited a library, attended a sporting event or have gone to see a play or concert. The tourism industry is expected to grow by 50% by 2005 by which time the industry will be worth US$7 trillion to the world economy.

Tourism is the world's largest generator of jobs The World Travel and Tourism Council estimate that travel and tourism is now the world's largest generator of jobs. In 1995, the industry provided direct and indirect employment for 212 million people; accounted for 10.7% of the global work force and provided one in every nine jobs. Between 1995 and the year 2000 travel and tourism will add one new job every 2.5 seconds and create 125 million new direct and indirect jobs.

Tourism can provide immediate employment Properly organised and focused, the tourism sector can create many jobs within a short period. For example, If one quarter of the 8 500 tourist accommodation establishments (not to mention restaurants and fast food outlets) in South Africa began to offer live entertainment to guests, at an average of three entertainers per group, thousands of entertainers can be employed within days.

If large resorts opened their doors one day per week to encourage craft providers to market their products to the visitors (on condition that everything sold is actually made by the entrepreneur, with a working demonstration of the skills) many employment and business opportunities will be created for surrounding local communities.

The provision of weekly market days at the resort (at no rental charges) is already done by the Sandals Resorts group in the Caribbean. Visitors view the market as a prime attraction that they look forward to.

Tourism is labour intensive The tourism industry has the lowest ratio of investment to job creation. This means that more jobs can be created per unit of capital invested and many tourism activities are within the reach of the small operator.

Tourism employs a multiplicity of skills From accountants and hairdressers to tour guides and trackers, the tourism industry draws upon a multiplicity of skills. Moreover, the potential for on-the-job training is enormous.

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Page 31

The tourism industry creates entrepreneurial opportunities The tourism industry accommodates a thriving and dynamic informal sector from craft and fruit vendors to beach vendors, chair rentals, and others. Apart from the opportunities provided in the informal sector, there are many business opportunities to involve previously neglected groups in the tourism business: entertainment, laundry and transportation services, craft rental; arts, craft and curios sales; tour guides and walking tours of places of interest; teaching of African languages and customs to interested visitors; restaurants emphasizing local cuisine; guest houses; beach manicures and pedicures; and much more.

Tourism brings development to rural areas Many of the prime tourism attractions are not located in the city centers but in the rural areas. Tourism allows rural peoples to share in the benefits of tourism development, promoting more balanced and sustainable forms of development.

Tourism provides an alternative to urbanisation, permitting people to continue a rural family existence, enfranchising both women and the youth.

Well-managed tourism is kind to the environment Unlike the mining and other smoke stack industries, well-managed tourism can help to save the environment. Many forms of tourism development rely on maintaining and even repairing the landscape and its natural features (lakes, rivers, estuaries and wildlife areas). Wildlife tourism - especially in arid regions of the country - is dependent on the restoration of natural vegetation and soil cover.

Many state and private sector projects have spent large amounts on rehabilitating land damaged by commercial farming and other forms of land-use.

Tourism which is responsibly practiced furthermore allows for the protection of biodiversity on land used for its purpose.

Tourism builds cross-cultural relations and is a vital force for peace Through its inherent message of goodwill, hospitality, trust, service without servility, tolerance, interaction and communication, tourism is a most effective mechanism for fostering national and international cultural exchange and understanding among people. It is therefore an effective nation-builder and a strong incentive and reason for peace.

Tourism is a final good Tourism is not a primary export item (like coal, copper and iron ore) that adds little value. Tourism is a final good. This means that all the final touches (value) have to be added in - be it a taxi ride from the airport, a basket of fruit or flowers in the hotel room, wildlife viewing, binocular rental, helicopter tour, dive instruction or a meal in a restaurant. This means that the value added in final stages of production is created in Zambia.

Tourism is a foreign exchange generator par excellence International tourism is the only export item which is exported without leaving the country. This means that every taxi taken, every banana, lychee, mango, orange eaten, every chair sat on or bed slept in, brings in valuable foreign exchange. A recent OAS study estimated that the tourism industry accounted for over 45% of Jamaica's gross foreign exchange inflows for 1992.

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Page 32

Tourism brings a ready market South Africa welcomes every year well over 4 million regional and overseas visitors. These visitors bring a ready market right to the doorstep of the country.

Potential to influence visitor tastes and create export markets Through tourism, Zambia can become the supermarket or boutique to which visitors are drawn. Apart from the normal consumption of sun, sand and sea, wildlife, wine and water sports, tourism allows its clients to inspect other goods and services for sale in Zambia. Tourists have the opportunity to sample the local fare (e.g. wine, beer, food, craft, entertainment, etc.). Moreover, they have the leisure, time, usually the money as well as the convenience (plastic cards) to pay for local goods and services. The potential for Zambia Africa to influence visitor tastes and create permanent export markets is very real.

Tourism demand is continuous The consumption of travel takes place over one's lifetime. A holiday taken today does not reduce the demand for the holiday next year, next month or next weekend. This means that the potential market for tourism will continue to grow.

Tourism has a multiplier effect The impact of tourism is greater than the initial expenditure by visitors. In the Caribbean, for example, it is estimated that the sum of direct and indirect local value added generated per dollar of tourist expenditure was around 1.6 times the value of the initial input of visitor spending.

Enormous potential for linkages The tourism industry provides enormous potential to create linkages and create dynamics in other sectors of the economy - agriculture, manufacturing and services. Tourism will generate demand and production in other sectors of the Zambian economy.

Market Size and Growth Potential Tourism and associated activities generates over 10 per cent of Global Domestic Product and employs 714.6 million people. It is valued at $470 billion per annum, computing to a worldwide daily tourism expenditure of $1.3 billion – and it will double by 2020.

In addition, ecotourism is the fastest growing segment of the global tourism industry.

Source: World Travel and Tourism Council

The World UNWTO's Tourism 2020 Vision forecasts that international arrivals are expected to reach over 1.56 billion by the year 2020. Of these worldwide arrivals in 2020, 1.2 billion will be intraregional and 0.4 billion will be long-haul travelers.

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Page 33 The total tourist arrivals by region shows that by 2020 the top three receiving regions will be Europe (717 million tourists), East Asia and the Pacific (397 million) and the Americas (282 million), followed by Africa, the Middle East and South Asia.

East Asia and the Pacific, South Asia, the Middle East and Africa are forecasted to record growth at rates of over 5 percent per year, compared to the world average of 4.1 per cent. The more mature regions Europe and Americas are anticipated to show lower than average growth rates. Europe will maintain the highest share of world arrivals, although there will be a decline from 60 per cent in 1995 to 46 per cent in 2020.

The US international travel and tourism industry reached $115.3 billion, the highest over a five year period.

1994-2006 M2 COMMUNICATIONS LTD

•

The 25 million international tourist visits in 1950 increased to 698 million in 2000

•

Tourism accounts for 81% percent of the Maldives’ GDP

•

106 Million Tourists are expected to visit France in 2020. France is currently the top international tourist destination with 75.5 million visits in 2000

•

130 Million tourists are expected to visit China in 2020 (China, which will soon be the top international tourist destination, saw 31.2 million tourists in 2000)

•

The number of international tourist trips expected in 2020 will be more than 1.56 billion. The projected growth in the human population in that time will be 1.5 billion SOURCE: World Tourism Organization

WTO Forecast to 2020 Tourism 2020 Vision is the World Tourism Organization's long-term forecast and assessment of the development of tourism up to the first 20 years of the new millennium. An essential outcome of the Tourism 2020 Vision are quantitative forecasts covering a 25 years period, with 1995 as the base year and forecasts for 2000, 2010 and 2020

Africa As a result of the sustained growth in the number of arrivals in recent years, and diminishing market shares for the Americas and Europe, Africa's share of the world market increased by almost one percentage point, rising from 3.5 per cent in 1990 to 4.4 per cent in 2004.

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Page 34 Even so, Africa remains far behind the world's leading tourism regions and despite its reasonable performance in 2004, the region has now been overtaken by a close competitor, the Middle East, which reported impressive growth of 21 per cent.

Africa should be able to triple the size of its tourism industry by 2020 if proper efforts are made to ensure the safety and security of visitors. The number of tourist arrivals in the continent is forecast to reach 77. 3 million in 2020, up from 27.8 million last year in 2005 Improvements to infrastructure and tourism facilities, a better and broader choice of product, and image correction through marketing campaigns should all be priorities over the next two decades.

Tourism 2020 Vision Africa predicts two major shifts in tourism patterns in the region: •

more tourists heading to southern Africa

•

a significant increase in intra-regional travel, which will account for more than half the total arrivals by 2020.

Southern Africa is forecast to see an average 10.4 per cent annual rise in tourist arrivals to 36 million by 2020, up from 7.9 million in 2000, overtaking the North Africa region which will manage only a 3.5 per cent increase to 19 million from 9.4 million last year.

East Africa will be the other main growth region, up 6 per cent annually to 17 million compared with 5.9 million in 2000. Meanwhile, intra-regional travel will rise by an annual average 6.5 per cent from 42 per cent of the market in 1995 to 53 per cent or 41.3 million tourists in 2020.

European tourism to Africa will grow by a slower rate of 4.4 per cent a year, but will be the most important source of long-haul visitors, increasing to 19.6 million in 2020 from 6.6 million in 1995. Surprisingly, the main growth in European outbound to Africa is expected from Tour i sm t o 2 0 2 0 new generating markets in central and Eastern Europe.

1, 600, 000, 000 1, 400, 000, 000

The strongest growth is expected from East Asia and the Pacific as that region recovers from its financial crises, with arrivals to Africa increasing by 7 per cent annually to nearly 2.5 million tourists a year by 2010.

1, 200, 000, 000 1, 000, 000, 000 800, 000, 000 600, 000, 000 400, 000, 000 200, 000, 000 0

2002 2004

Wor l d A c t ual

2006 2008 2010

Wor l d For ecas t

2012 2014 2016 2018

A f r i ca A c t ual

2020

A f r i c a For ecas t

South Africa will be the prime beneficiary of tourism growth in Africa, with its four main long-haul markets-the United Kingdom, Germany, the United States and France-expected to grow by more than 10 per cent a year, boosting arrivals from 6 million in 2000 to 30.5 million by 2020. Tunisia and Morocco will see much slower growth: Tunisia by 3 per cent a year from 5 million in 2000 to 9 million by 2020 and Morocco with 5 per cent annual growth from 4 million in 2000 to 8.7 million by 2020.

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Page 35 In outbound tourism, southern Africa will also dominate, growing by more than 8 per cent a year to represent 30 million of the estimated 62 million African outbound travelers in 2020.

South Africa will be the biggest source of outbound tourists, with trips to Zambia growing by 20 per cent annually, and the long-haul destinations of Germany and Australia both enjoying growth rates of more than 10 percent in South African arrivals.

Source: Tourism 2020 Vision: Africa. Published by the World Tourism Organization (WTO),

Zambia Tourism Almost a quarter of Zambia's 750 000 square kilometres is set aside as National Parks. Once rich with plains game such as sable, eland, roan, lechwe, buffalo and zebra, unchecked poaching ravaged the area's wildlife.

Visitors to Zambia Projected to 2020 1,400,000 1,200,000 1,000,000 800,000 600,000

Of the 22 ungulate species previously recorded at Lochinvar, 8 have become extinct in the last 1995 1998 2001 2004 2007 2010 2013 40 years. In 1988, a communityActual Forecast based conservation project was set up through the World Wildlife Fund and National Parks of Zambia.

400,000 200,000

0

2016 2019

Source: World Tourism Organisation

International visitor arrivals to Zambia increased by 25 per cent from 413 thousand in 2003 to 515 thousand in 2004.

Among the main factors that have resulted in this increase is the aggressive and consistent marketing embarked upon by the Zambia National Tourist Board in partnership with the tourism private sector The majority of international visitors to Zambia are from the United Kingdom (34%) and the United States(18,6%), followed by Europe (25,8%), Australia (6,8%) and Canada (5.6%).

Source: Tourism 2020 Vision: Africa.

Published by the World Tourism Organization

Tourism in Zambia is project to increase by an average of 4.1% per annum – 1.4% higher that the projected world average - to the year 2020 Zimbabwe's loss is Zambia's gain Long Zimbabwe's poor neighbor, Zambia is coming into its own. From the late 1980's, tourism in Zimbabwe grew between 20% and 40%. In 1999, at the height of the tourism boom, 1,4 million tourists helped contribute up to 6% of national GDP. In 2000, as the land unrest began, visitor figures declined to less than a quarter of the levels of the previous year. Consequently Zimbabwe lost the construction of a multi-million dollar resort complex to neighboring Zambia. The latest Sun International resort was built on the Zambian side of the Victoria Falls at Livingstone.

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Page 36 Other infrastructure improvements have followed. The Livingstone National Airport has been upgraded and Livingstone itself is a bustling tourist town with new tour operators and new luxury lodges.

A US$12 million donation from the World Bank is being used to upgrade roads in the Livingstone area.

The Great North Road to the capital, Lusaka, is now a two-lane tar highway.

Lusaka's internal road network is being Zambian Vistors by Nationality 2004 redone thanks in part to a Japanese aid project. A German project is funding the tarring of the road from Livingstone to Sesheke on the Zambezi river bordering Namibia's Caprivi.

United Kingdom United States Germany Australia Canada Italy

This ferry crossing between Zambia and Namibia is about to be replaced by a new bridge between Katima Mulilo and Zambia, scheduled for completion this year.

Scandinavia New Zealand Sweden Denmark India Japan France

Source: World Tourism Organisation

Zambia, Angola, Botswana and Namibia has recently signed a cross-border tourism accord to develop the Caprivi strip.

Market Sector Overview The Fractional Ownership Market Fractional Vacation ownership is one of the most evolving and profitable sectors in the hospitality and leisure industry. A sector that was once dominated by private developers selling one-week fee intervals now includes publicly-traded hospitality companies actively developing a full range of offerings, at different price points, in resort and urban destinations.

PriceWaterHouseCoopers

Fractional Ownership is usually defined as 4 to 12 weeks fixed ownership in a luxury home. While fractional ownership resorts originated in the 1980s, the category has experienced a surge of growth in recent years as high-end hotel chains, such as Ritz Carlton, Four Seasons and Starwood, and other smaller developers have rushed to meet the upswing in demand.

According to research by Ragatz Associates, a leading researcher for clients in the global leisure travel industry, total sales volumes increased from nearly $90 million to $470 million between 1999 and 2000, experiencing an industry growth rate of 115% in 2000 and 24% in 2001. The rest of the industry grew only 15% in 2000 and 8% in 2001.

"The fractional market shows strong growth during the past several years, particularly in the high-end segments. For consumers, fractional interests provide the opportunity to own the vacation home they always dreamed about, often with a higher level of services and amenities, in a package that is easier to afford and maintain than a whole ownership vacation home of comparable quality," Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved Š Mabwe Safari Lodge/C. Mitchell 2007/8

Page 37 Studies have found fractional ownerships have produced high customer satisfaction thus far; 92.7% of owners report satisfaction, with 71.2 % of these owners proclaiming to be "very satisfied." The trend shows no sign of slowing down: among households with an income bracket of $150,000 or more that are not already fractional owners, half are aware of fractional ownerships and more than three quarters like the idea.

Ragatz Associates.

Golf Tourism The global golf tourism market is worth over US$17.5 billion. In the US, golf is estimated to contribute more than US$60 billion to the economy - some 6% of GDP (gross domestic product).

Golf attracts affluent, high-value-adding tourists who generate significantly above-average per capita revenues for the destinations they frequent.

It is difficult to isolate the full extent and impact of golf tourism, since trips which include golfing or attending tournaments may very well encompass other activities, such as conventions, corporate meetings, incentives, or other leisure activities, such as cruising or skiing.

The growth of golf tourism depends to a large extent on increases in the number of players, and on the availability of golfing facilities. The principal market for dedicated golf tours has been ‘regular’ golfers, who play at least eight to 12 times a year. www.marketresearch.com

Within Europe, the UK and Ireland claim 51% of all European golf courses and 43% of all registered European golfers, yet only 15% of the European population.

The number of non-registered "independent" golfers is also extremely high in the UK, where there are an estimated 1,25 to 1,75 million players. On the continent, the "Big Four" in the golf market are Sweden, Germany, France and Spain.

These four countries have 68% of all golfers and 61% of all golf courses.

The following table, Golf Statistics Europe 2000, shows this in detail.

Golf Statistics Europe 2000 P Country 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17

England Scotland Wales Ireland UK and Ireland Sweden Germany France Spain Netherlands Denmark Norway Finland Austria Italy Belgium Switzerland

Population in 1.000 Rank Courses Rank Registered Golfers

(Pos. 1-4)

48.903 5.136 2.916 3.586 60.541 8.830 81.869 58.060 39.199 15.460 5.220 4.354 5.110 8.054 57.204 10.146 7.039

4 16 20 19 12 1 2 5 6 15 18 17 13 3 10 14

1.890 542 159 392 2.983 420 604 511 247 130 131 115 97 110 222 76 72

1 3 9 6 5 2 4 7 11 10 12 14 13 8 15 16

860.000 263.000 83.060 267.131 1.473.191 394.042 370.490 291.754 174.854 160.600 108.922 80.000 76.522 60.478 53.972 40.074 36.734

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Rank 1 6 10 5 2 3 4 7 8 9 11 12 13 14 15 16

Page 38 18 19 20 21 22 23 24 25 26

Portugal Czech Republic Iceland Slovenia Hungary Luxembourg Greece Continent (Pos 6 bis 24) EUROPE (Pos 5 +25)

9.927 10.332 268 1.992 10.229 410 10.467 344.170 404.711

11 8 23 21 9 22 7

59 23 53 8 6 6 4 2.894 5.877

17 19 18 20 21 21 23

9.500 8.589 8.500 2.504 1.180 1.000 955 1.880.670 3.353.861

17 18 19 20 21 22 23

About 77% of the golf courses are located in the five major European golf countries - UK, Germany, France, Sweden and Ireland. The remainder are spread over 25 other countries.

Also, the same five countries account for 75% of total golfers in Europe.

The following graph shows golf courses and golfers in the five major European golf nations.

The Major European Golf Countries Golf Courses

UK

Golfers

Germany

France

Sweden

Ireland

Rest of Europe

The three most characteristic methods for describing a golf market are: (a) Availability (population per 18 hole course) (2) Per capita (golfer in % of population) (3) Capacity (or Usage) (golfers per 18 holes) Availability “Availability" indicates the number of inhabitants per 18 hole course. The lower the number, the better the availability. However, this statistic does not express whether or not there is sufficient capacity for admittance to a golf club (e.g. limitations like waiting lists or membership unavailability). Because of the lack of data available the figures for "population per golf course or golf club" are often used.

The following graph shows the development stages of the European countries, derived from the information above.

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Page 39

Development Stages of Golf in Europe Insufficiently Developed Golf Nations

Threshold Countries 1 golf course for a population the size of a big city

Fairly Developed Golf Nations 1 golf course for a population the size of a medium sized city

Highly Developed Golf Nations 1 golf course for a population the size of a small town

Highest Developed Golf Nations 1 golf course for a population the size of a village 4.000 ... 25.000 Iceland Ireland Scotland Wales Sweden

25.001 ... 70.000 England Denmark Norway Finland Luxembourg 70.001 ... 140.000 Austria Netherlands Switzerland France Belgium 140.000 ...

500.000 Germany Spain Portugal Italy Slovenia 500.000 ... > Czech Republic Hungary Greece

Per Capita

This shows the percentage of registered golfers of the population.

Independent golfers (non club members) are not included in the statistics by the National Golf Associations.

Capacity (Usage)

How much golf courses are used by golfers is shown by the index 'golfers per 18 holes' or 'golfers per golf course' and is an indicator for the economic capacity of golf courses.

Index

The average of the countries included in this statistic equals 100.

Consequently, by using the respective index, it shows how much a country is over or below average.

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Page 40 A statistical overview of the European Golf Market 2000 is shown below:

Statistical Numbers of the European Golf Market 2000 P

Country

Availability

Index

Per Capita

Index

1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26

England Scotland Wales Ireland Great Britain and Ireland Sweden Germany France Spain Netherlands Denmark Norway Finland Austria Italy Belgium Switzerland Iceland Portugal Czech Republic Luxembourg Slovenia Hungary Greece Continent EUROPE

25.875 9.476 18.340 9.148 20.295 21.024 135.545 113.620 158.700 118.923 39.847 37.861 52.680 73218 257.676 133.500 97.764 5.057 168.254 449.217 68.333 249.000 1.704.833 2.616.750 118.925 68.864

38 14 27 13 29 31 197 165 230 173 58 55 76 107 374 194 142 7 244 652 99 362 2.476 3.800 173 100

1,8% 5,1% 2,8% 7,4% 2,4% 4,5% 0,5% 0,5% 0,4% 1,0% 2,1% 1,8% 1,5% 0,8% 0,1% 0,4% 0,5% 3,2% 0,1% 0,1% 0,2% 0,1% 0,0% 0,0% 0,5% 0,8%

212 618 344 899 294 538 55 61 54 125 252 222 181 91 11 48 63 383 12 10 29 15 1 1 66 100

Capacity (Usage) 455 485 522 681 494 938 613 571 708 1.235 831 696 789 550 243 527 510 160 161 373 167 313 197 239 650 571

Index

The top 5 countries by availability, per capita and capacity R 1 2 3 4 5

Greatest Availability Iceland 5.057 Ireland 9.148 Sweden 21.024 Great Britain 21.682 Norway 37.861

Highest Per Capita Ireland 7,4% Sweden 4,5% Iceland 3,2% Great Britain 2,1% Denmark 2,1%

Highest Capacity Netherlands 1.235 Sweden 938 Denmark 831 Finland 789 Spain 708

Until 1995 the UK and Ireland had more golfers than the rest of Europe combined.

Since 1996 this relation changes in favour of the "continent". By the end of 2000 "only" about 44% of the registered European golfers were on the British Isles and in Ireland.

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80 85 92 119 87 164 107 100 124 216 146 122 138 96 43 92 89 28 28 65 29 55 34 42 114 100

Page 41

Newly registered golfers per year (Europe) (1985 to 2000): 124.500 This graph shows this development

A comparison of the development of golf courses and the increase of golfers shows clearly that the growth of European golf is shifting to the continent. o

Newly registered golfers per year (GB und IRL) (1985 to 2000): 29.500

o

New golf courses per year (GB und IRL) (1985 to 2000): 57

o

Newly registered golfers per year (Continent) (1985 to 2000): 95.000

o

Newly golf courses per year (Continent) (1985 to 2000): 129

o

Summarising the developments of European golf it can be said that:

o

the countries UK, Germany, Sweden, France and Ireland are the leaders. These 5 countries have 76% of the golf courses and 77% of the golfers

o

there is a total of about 5.800 golf courses and 3,3 million registered golfers in Europe. In addition there are about 2 million independent golfers, mostly from the UK

o

the development of new golf courses and the growing number of new golfers are increasingly shifting to the continent. The British market is highly saturated.

Forecast 2010 Predicting for larger areas is easier because more data is available. Therefore it can be assumed that the outlook on the world market is quite realistic.

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Page 42

Golf Courses Country

2000

Worldwide USA Europe Continent Great Britain and Ireland Germany

Absolute increase 35.600 19.800 7.700 4.100 3.500 800

28.562 16.743 5.877 2.894 2.983 604

Outlook for 2010 based on Relative increase 37.900 20.600 8.800 5.800 3.700 1.100

Average 36.750 20.200 8.250 4.950 3.600 950

Golfers Country

2000

Worldwide USA Europe Continent Great Britain and Ireland Germany

Outlook for 2010 based on Absolute increase Relative increase Average 61.000.000 61.000.000 86.000.000 82.400.000 26.446.000 26.446.000 28.500.000 28.400.000 3.353.861 3.353.861 5.529.000 4.977.000 1.880.670 1.880.670 4.809.000 3.778.000 1.473.191 1.473.191 1.759.000 1.718.000 370.490 370.490 887.300 678.800

A comparison of the different countries and regions shows that the margins between the outlook based on absolute increase in the past and the increase rates in Europe show the biggest differences. This also means that the major increases within the next decade will take place in Europe, compared with other regions.

Summary o

General Trends The ratio between work and leisure time changes continuously - more leisure time used for personal interests. People get older, education gets better and there is the tendency towards small families and single households.

o

Golf Trends Competition will make golf more affordable (tendency to mass sport).

There will be a greater variety of golf courses with an increasing number of both short and inexpensive courses, and expensive private clubs (at the other end of the scale).

o

Golf worldwide 2010 Worldwide about 36.750 Golf Courses and 82,4 million Golfers can be estimated for 2010.

It is projected that the number of golfers will grow 37% to 82,4 million and the number of golf courses will grow 22% to 36,750 courses worldwide.

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Page 43

Dr. Klaus Ennemoser European Institute of Golf Course Architects

Health and Wellness Tourism Retail sales within the consumer packaged goods health and wellness industry reached $68 billion in America in 2004, which constitutes a total growth of 8.5 percent over 2003.

Natural Marketing Institute of America

Extensive global research and market trend analysis strongly points to a boom in spa health and wellness vacations. The global revenue generated by the health tourism industry is in the order of 7.7 billion per year Degrees, School of Hospitality, Tourism and Marketing, Victorian University, December 2001 sourced from www.businessandlaw.vu.edu.au

The following are American growth figures which give an indication of the potential growth of the industry.

•

Locations. The number of spa locations has doubled in number every four years. The number of locations has increased by an average of 20 percent annually over the last eight years. The resort/hotel spa segment has been expanding faster than any other and showed a cumulative two-year increase of 143 percent in number of locations. Mineral springs spas are also growing faster than the industry average.

•

Revenues. Industry revenues have grown by 114 percent between 2000 and 2002. However, the annual growth in revenues for individual spas has moderated from 28 percent in 1999 to only 14 percent in 2000 and 8 percent in 2001.

•

Employment. The spa industry saw an 87 percent increase in the total number of employees in the past two years.

•

Spa visits. Demand continues to be the driving force behind the tremendous growth of the industry. Despite poor economic conditions, the number of spa visits continues to grow rapidly, increasing by 71 percent between 1999 and 2001.

The ISPA 2002 Spa Industry Study, Pricewaterhouse Coopers, 2002

Health and wellness tourism is an international trend set by the health conscious consumers seeking to enhance their well being through their travel experiences.

This type of consumer seeks to look and feel better, to lose weight, to slow the effects of aging, to relieve pain or discomfort, to manage stress, or to partake in the use of natural supplements like vitamins and minerals to improve their health.

A distinction is made between the health and the wellness aspects. Health tourism refers to those clients with medical conditions who would travel to experience healing therapies. A person who seeks a wellness travel experience, Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved © Mabwe Safari Lodge/C. Mitchell 2007/8

Page 44 is generally healthy to start with, and seeks therapies to maintain his or her wellbeing.

Profile The spa industry segment is regarded as the leading player in health and wellness tourism. In searching for health and wellness travel experiences, travelers can find structured and professionally-delivered programs at several types of spa venues.

These include: •

Mineral Springs Spa: A spa offering on-site natural mineral, thermal, or sea water, which is used in professionally administered hydrotherapy treatments. This spa typifies the European spa product offering focusing on health and wellness.

•

Resort/Hotel Spa: This category represents the second largest group of spa facilities in North America. The majority have been or are being developed where the spa is a profitable amenity added to traditional resort vacation opportunities

World Trends It is important to note these ongoing trends gleaned by Spa Finder, the largest travel wholesaler of spa vacations in the world, with the largest audience of spa consumers.

•

Spas are becoming more and more relevant to today's traveler, as more and more people turn to spas to improve their looks and well-being.

•

Medical spas will provide the prescription for health and wellness.

Cosmetic treatments were the rage in 2003, but in 2004, baby boomers will use medical spas for truly medical purposes – namely preventative health treatments and regimens, nutrition and fitness, and health and wellness education.

•

Spa experience will become more mainstream in the corporate world.

Mixing business with ‘spa’ pleasure, businesses will engage the use of spas to build relationships, motivate employees, and manage employee health. Innovative businesses, including insurance providers, will underwrite regular spa visit to promote employee health and productivity and to lower medical costs.

(Interestingly, the American Academy of Family Physicians estimates that 60% of all problems brought to physicians are stress-related. US corporations lose approximately $150 billion each year to stress-related disorders.)

•

The 'Destination Day Spa' will become a new spa facility category.

Moving beyond the typical day experience, destination day spas offer a

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Page 45 holistic mind/body/spirit experience similar to experiences normally associated with destination spas, minus accommodations. One-day mini retreats will include education programs, fitness programs, and healthy meals, in addition to spa/beauty treatments.

•

The spa experience will become more affordable and inclusive, thanks to the continued explosion of affordable spas geared to middle income earners seeking professional treatments and wellness programs.

•

International spa tours will replace international spa treatments.

Rather than seeking specific treatments from specific facilities, the international traveler will seek to sample a variety of spa experiences within the same destination.

•

Spa cuisine will break out of the spa and into our dining rooms, thanks to popular spa cuisine cookbooks and recipes. High-end spas will enlist celebrity chefs, expand menus, employ innovative branded diet programs, and accommodate special diets.

•

Spas will become the primary consideration for many travelers. In recent years the fastest growing segment of the hospitality industry was hotels with spas. Indications are that spas with hotels will become an even bigger factor in consumer traveling decisions. Rather than being an ‘amenity’ offered at hotels or resorts, spas will be the deciding factor or the primary draw.

•

Spas will continue to attract men and offer male-focused activities like golf, outdoor adventure, male cosmetic programs, and highoctane fitness programs. Men will use spas in record numbers and more spa facilities across the spectrum will offer equal facilities for men and women.

•

A strong family orientation will prevail. Teenage girls used spas in record numbers in 2003 for beauty treatments and the glamour of a luxurious spa experience. It is predicted that spas will cater to even younger visitors, including boys. These young spa-goers will come with their families seeking health and wellness programs. Spas will cater to them by offering more family-oriented activities, spas-for-kids, and or kids-only spa programs.

•

The global tourism market is robust

•

The Africa tourism market is projected to experience phenomenal growth

Conclusion

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Page 46 •

The Zambian tourism market, supported by an aggressive Government advertising drive, is experiencing major expansion

•

The fractional ownership market, especially for luxury holiday homes is a growing global trend

•

The Health and Wellness travel market is large and growing

•

Golf travel is experiencing significant growth in most 1 world countries of the world

•

Mabwe Safari Lodge will capitalize on all of these growth areas to incorporate:

st

o

5-Star big-5 Ecotourism

o

World-class Golf Tourism

o

Premier Health and Wellness Tourism

o

Fractional Ownership

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4.

The Project

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This development has been initiated by promoters from various professional walks of life, all with a common goal to undertake the much needed reconstruction and development of Southern Africa and in doing so creating a vehicle for the responsible development and protection of the environment and enhancement of conservation actions and activities in the region in which the development is undertaken.

Premise 1. In view of the rapid growth of international tourism to Zambia and in particular the Southern region, it is the ideal time to take advantage of tourism and other international growth areas.

2. Therefore, the essential goal of the project is to develop the project and create jobs to create a sustainable livelihood for as many of the Mukuni Community as possible, and in this way combat poverty in the area.

These jobs are to be provided by the Core Development - Mabwe Safari Lodge and the resulting Second Tier Community Entrepreneurial Development Programs created to support the main core project 3. In addition, the establishment of the Mukuni Leaders of Tomorrow School for the Gifted will provide superior education for above-average students. This will result in the politicians, businessmen and leaders of the next generation being highly skilled in their respective fields.

4. To create a large enough demand for locally trained people and thereby creating immediate need for vocational training, skills enhancement / transfer as well as career pathing for the Mukuni Community 5. To create a socially acceptable, environmentally sustainable and financially viable development for the long-term benefit of the Mukuni Community 6. To target and exploit the buoyant and ever increasing high value low impact global tourism markets 7. To target and exploit the fastest growing investment and tourism markets

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Location The 370 ha project is to be situated on the edge of the Batoka gorge on the Zambezi River in the area of Chief Mukuni.

The project is situated 10 km from the town of Livingstone and 8km downstream from the Victoria Falls.

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Ownership The concession granted by the Zambian Government includes:1.

Full title rights to the property, already obtained

2.

Development and operation rights for Game Lodges and Bush Camps, Golf Estates, Villas, Entertainment and Activity Centers, Retail Outlets including Bars, Bistros, CafĂŠ's, Restaurants, Staff Housing and Medical Facilities. To be obtained.

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Page 52 3.

Rights to manage and conserve all the natural fauna, flora and aquatic life in the concession area. To be obtained

4.

Concessions to operate all forms of activities which will advance the objectives on the development such as elephantback safaris, game walks and other activities. To be obtained

Project Investment The total investment to be made into this project over a period of five years will be in the order of US$ 162m, obtained through a loan of repayable over 5 years at 10% interest pa

Concession Rights Title to 114 ha of the property has been awarded and title for the second section has been finalized and registration is in progress.

Land Use In accordance with stated government directive which favours establishment of tourism projects, land use conversion is a mere formality.

Project Description The basis of the project will be a 1000 ha (370 hectare owned and usage rights the remaining 630) wildlife sanctuary where endemic game will be resettled in significant numbers. Fencing is currently in progress.

Core Elements of the development will consist of: 1. A Commercial element which will include a fractional ownership and an ecotourism component 2. A Community Development element which will be the establishment of the Mukuni Leaders of Tomorrow School for the Gifted as well as other elements All the facilities are to be designed and constructed in a styling that is reminiscent of the historic African safari with a timeless elegance and opulence.

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Elements Wildlife Sanctuary The wildlife sanctuary will be fenced and restocked with significant numbers of endemic game. The assistance of ZAWA (Zambian Wildlife Authority) will be requested at every level. Trained African elephants will be used to offer elephantback safaris through the reserve and allow game viewing at close quarters.

A conservation component will control wildlife resettlement and manage game populations, security and health.

With Guided bush walks, horse trails, rhino tracking, game drives in open vehicles, sharing close quarters with legendary African wildlife will be a regular privilege at Mabwe Safari Lodge. Guests will enjoy the matchless hospitality and comfort of this truly world-class game reserve which offers superb cuisine options.

Golf course and Club house A world class 18-hole golf course, designed by a specialist with luxury club house and golf pro shop.

A secluded and secure enclave of luxurious residences with the exclusive amenities, services and privileges of a private country club. Complete with an impeccable staff and personal concierge that anticipates the guests’ every wish.

Members will enjoy the privileges of world-class golf through a unique and proven ownership program.

Amenities will include: •

Intimate clubhouse with pool, jetted spa, massage treatment rooms and wellappointed lockers

•

Complete Fitness Center

•

Climate-controlled member wine storage

•

Billiards room

•

Cigar terrace

•

Hiking trails

•

Year-round owner storage facilities

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Health Spa Overlooking the awesome Zambezi gorge, a lavish Health Spa will provide specialist cuisine and advanced health- and –slimming treatments to wellnessconscious visitors.

The sumptuous interiors will be carefully designed to remove all cares and to encourage guests to immerse themselves in the atmosphere of relaxation. Unobtrusive and calm, the staff will be elegantly trained to make the guests’ stay as memorable as possible – and there will be endless opportunity for comfortable solitude for anyone seeking time out.

For men and women, facial and body treatment options will provide everything for the senses that could be desired to restore balance to stressed bodies and minds.

A highly effective Swedish massage or the softer option of a full body paraffin wax treatment with oils. Perhaps a session in the Mud Room to eliminate toxins and leave the body feeling relaxed and rejuvenated.

Amenities will include the atrium pool, exercise swimming pool, heat treatments, koi carp lounge, the lounge and Spa Shop, spa restaurant, mud treatment and colour relaxation studio.

Fractional Ownership To create the number of visitors to establish an economically viable development, Manors, Villas and Lodges will be constructed and sold on a fractional ownership basis.

Fractional ownership buyers will receive a recorded deed and title based on a 99 year leasehold automatically renewable for a further 99 years.

Fractional ownership has the benefits of second home ownership, but for a fraction of the cost and without the maintenance responsibilities.

Considering the average vacation home buyer uses the property just three to four weeks a year, fractional ownership tends to be commensurate with actual use of a vacation home.

According to 2006 Fractional Interests Leisure Real Estate Market Report, fractional pricing ranges from $60,750 to $649,564 per interest based on floor plan, location and size of fraction. In addition to the purchase price, there are annual maintenance fees, which in 2005

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Page 55 averaged $5,575.

An owner unable to use the time (or a portion of that time) in a particular year can generate rental income on the residence through the rental pool.

If an owner chooses to utilize 50% of his time every second year for the first 5 years – the rental income from his surrendered time will repay the full investment amount of the share.

Gorgeview Villas 25 Gorgeview Villas, right on the spectacular Batoga gorge with stunning views of the Zambezi river 200m below will provide owners with an unrivalled sense of space and luxury.

Each villa will have a private pool, superb furnishings and fittings, game drive vehicle, trained game ranger and other staff.

The number of villas is limited to ensure privacy and lack of visual intrusion.

Golf Manors 40 Luxury 8-bed golf manors, tastefully arranged around a lush world-class golf course to optimize privacy and scenic beauty, will allow golfing enthusiasts to live the game while spouses and family enjoy the various activities. Each luxury manor will be 5-star quality and have its own golf carts, trained caddy and other staff.

Private Game Lodges 30 Magnificent 8-bed private game lodges will be situated in the heart of the wildlife habitat to maximize game viewing and privacy.

Each lodge will have a private pool, superb furnishings and fittings, game drive vehicle, trained game ranger and other staff.

Waterholes will be strategically placed for the ultimate game viewing experience.

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Predator Park and Animal Rehab Center A predator park and animal rehab centre, positioned away from residential areas, will allow visitors a rewarding insight into African wildlife.

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Elements Schematic

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Entrepreneurial Initiatives Farming Initiatives will include livestock, crops, handcraft and game drives

Services Services will include •

Catering

•

Functions

•

Housekeeping

•

Dry cleaning and laundry

•

Electrical/refrigeration

•

Engineering - Fitting and Turning

•

General dealer Supermarket

•

Handyman/Maintenance

•

Landscaping and Gardens

•

Metal Works

•

Motor - Spares & Maintenance

•

Motor - Fuel and Oil

•

Plumbing Services

•

Security

•

Transport

•

Road Maintenance

The commercial and community development components will be staffed by local personnel who will be given extensive training in the various fields.

Infrastructure The following infrastructure will have to be developed to support the project:•

Electricity

•

Communication

•

Fencing/Roads/Entrance Gates

•

Security

•

Fresh Water

•

Sewerage and refuse removal

•

Fuel (Petrol, Diesel and biodiesel)

•

Staff Village

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Page 59 •

Slipways/Hoists

•

Workshops (own maintenance)

•

Administration Office

•

Wildlife Introductions

Resource Development Natural Resources and Environment The construction of game conservation area under a specifically established Conservation Management Plan, together with the appropriate strategies will create a long term holistic Natural Resource and Environmental Management Strategy for the Development. This will have a direct benefit for the natural environment of the area.

Manpower Development and Training In order to professionally operate the facility, local people will be trained and empowered through appropriate recognised training programs to assume positions of responsibility. In addition the ancillary services (e.g. Shops, hire companies) will need to acquire staff and undertake the necessary training. It will be a precondition in the agreements of lease for the various shops that local people are employed and trained.

SWOT Analysis Strengths •

Innovation – Mabwe Safari Lodge provides cutting edge holiday ownership opportunity for most major tourism growth areas.

•

Product Line Width – Mabwe Safari Lodge capitalises on Ecotourism, Golf Tourism, adventure tourism, safari hunting and Health and Wellness tourism

•

Socially Responsibility – Mabwe Safari Lodge will provide superior education to gifted children in the Mukuni chiefdom

•

Superior Customer Service – Mabwe Safari Lodge will provide superior customer service.

•

Powerful Management Team – Our management and services teams will include: o

a world-class advertising company

o

Africa’s most celebrated architects

o

the world most admired golf course designers

o

Africa’s most respected project managers and construction companies

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Weaknesses •

Lack of trained staff – Mabwe Safari Lodge will require superbly trained staff to provide excellent service. This will be mitigated by a huge training and motivational effort

•

Dependence on Suppliers – Mabwe Safari Lodge will depend on a number of suppliers that supply the company with produce. This will be mitigated by our own advanced and reliable supply and delivery mechanisms.

Opportunities o

Aging Population – With the increasing numbers of baby boomers retiring and playing more golf, Mabwe Safari Lodge has the opportunity to ensure sales.

o

Buoyant Markets - All the markets where Mabwe Safari Lodge is involved in are extremely buoyant: o

The Tourism Market

o

The Ecotourism Market

o

The Golf Tourism Market

o

The Safari Hunting Market

o

The Health and Wellness Tourism Market

o

The Fractional Ownership Market

o

The Adventure Tourism Market

Threats •

Energy – The threat of energy outages is mitigated by large and reliable power backup plants.

•

Terrorism – The threat of terrorism takes people’s focus off leisure activities, can affect the economy, disrupts the company’s ability to ship products and to receive supplies that all lead to decreased sales and lower profits.

•

Pandemic Diseases – Diseases such as the “SARS” virus in Asia could have a negative affect on leisure activities as well as impacting our workforce and manufacturing capabilities in affected areas.

•

Foreign Currency Risk – A large proportion of Mabwe Safari Lodge’s revenue will come from the international market. All of our earnings are reported in U.S. dollars and are dependent on a favorable exchange rate to maximize earnings.

•

The success of Mabwe Safari Lodge may encourage rival developers to develop in the area. This risk is mitigated by the fact that most of our guests are owners and will visit Mabwe Safari Lodge regardless.

•

AIDS – Trained workers infected by AIDS will be become less productive with time. We will mitigate this threat with a continuous training initiative to provide suitable replacements

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Competition At present, the following hotels are located in the immediate area:

1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23

Lodges (Excluding guest houses and B&B facilities) Rooms Share Zambezi-Sun 212 25.7% Royal-Livingstone 173 20.9% Zambezi Waterfront 24 2.9% Maramba River Lodge 9 1.1% Natural Mystic Lodge 10 1.2% New Fairmont Hotel 74 9.0% Ngolide Lodge 16 1.9% Nyala lodge 13 1.6% Taita Falcon Lodge 12 1.5% Thorntree-lodge 9 1.1% Tongabezi 13 1.6% Tunya Lodge 35 4.2% Wasawange Lodge 20 2.4% Zambezi Royal Chundu Lodge 22 2.7% Chrismar Hotel 59 7.1% Chuma House 3 0.4% Sussi 10 1.2% Islands Siankaba 7 0.8% Chundukwa 4 0.5% Stanley Safaris 6 0.7% The River Club 10 1.2% Waterberry 8 1.0% David Livingstone Safari Lodge and Spa 77 9.3% Total

826

100.0%

Various new developments are planned in the area. None, however, utilize the fractional ownership model and are therefore limited by seasonal fluctuations.

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Activities in the Area Sport hunting The select wildlife locations of:

•

the Okavango Delta, Makgadikgadi pans, Kgaligadi, Kalahari and Chobe in Botswana

•

Etosha, Caprivi and the Skeleton coast in Namibia

•

Kariba, Kafue, Bangwelu swamps and Luanga in Zambia

•

Hwange, Mana pools, Chirisa, Chete, Sapi, Charara, Matetsi, Doma and Matsudona in Zimbabwe

•

Zululand, the Cape, Mpumalanga and Limpopo in South Africa

and

Are prime hunting safari destinations

The Victoria Falls Field Museum The Victoria Falls Field Museum stands on an archaeological site where the stone tools on display. This museum also illustrates the history of the alls and the unusual geological conditions which led to their formation.

Maramba Cultural Village The Maramba Cultural Village provides a fascinating glimpse of Zambian culture.

Various typical dwellings from around the country are on display and - as in all Zambian villages - there is an arena where traditional dances are performed.

Mukuni Village Mukuni Village is located on the road to the gorges of Victoria Falls. Here, Chief Mukuni's people give demonstrations of ancient skills and crafts and sell carvings and other curios made in the village. Other curio markets are to be found at the visitor entrance to the Falls and in the Mukuni Park in Livingstone town.

The Livingstone Arts and Culture Festival which is held in April is the only presentation of Zambian arts and culture held in the country.

Game Viewing Most of the riverside lodges offer game viewing drives in open vehicles. These are operated at dawn and dusk by experienced armed rangers. Night drives are also arranged enabling visitors to glimpse at the nocturnal world.

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Page 63 Many hotels arrange for game viewing in Chobe in Botswana.

Canoe Safaris Canoe safaris offer an alternative to land-based safaris; no boating skills or experience are necessary. Two-seater, fibre-glass canoes are used, providing both an excellent vantage point and a silent way of viewing the animals.

Canoeing operators are Makora Quest, Tongabezi Expedition, Tsonga Safaris and Safari Par Excellence.

White Water Rafting The Zambezi below the Victoria Falls offer some of the most exciting and challenging rafting waters in the world. Regular safaris operate between August/September and November, starting at the Boiling Pot below the Falls and winding through spectacular gorges and through 10 major rapids. Sobek, Raft Quest, Safari Par Excellence, Valley Venture and Bundu offer half-day, full-day or extended trips through the gorge.

Bungi jumping and Gorge Swing The 111 meter high Victoria Falls Bridge offers the highest commercial bungi jumps in the world. Abseil Zambia operates the gorge swing, opposite the entrance to the Royal Livingstone

Views of the Falls Views of the Falls and of the surrounding wilderness areas can be enjoyed from a micro-light aircraft. The service is operated by Batoka Sky who also offers microlight pilot's license courses.

Elephant Rides Several companies offer exciting elephant rides in Livingstone.

Horse rides Horse rides into the teak forests and surrounding wilderness areas are offered by Chundukwa Adventure Trails. Rides range from 1.5 hours to 2.5 hours but overnight horse trails are also offered.

Sundowner Cruises Sundowner boat cruises offer visitors a relaxing way to end the day. Boat operators include Bwaato Adventures, Tsonga Safaris. Bundu. Chundukwa Adventure Trails.

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Bird Watching Bird watching is excellent as a total of 428 bird species occur in the area. The riverbanks and islands are particularly rewarding for "twitchers".

Golf Established in 1908, the Livingstone Golf Club has 18 holes and is situated about 1 kilometer east of the town.

Job Creation Project development stage (temporary) It is estimated that over 500 jobs will be created on a temporary basis during the construction phase of the project.

During this phase the contractors will be required to employ local artisans and labour and to undertake construction skills enhancement.

Operational stage (sustainable) 415 Sustainable jobs will be created directly through this development.

This includes positions held directly by Mabwe Safari Lodge and the balance by concessionaires who will hold the various leases. At a breadwinner to dependant ratio of 1:14, it is estimated that some people will benefit directly or indirectly from this project well into the future.

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5.

Financial Plan

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Background The financial statements for Mabwe Safari Lodge have been prepared on the following basis of funding for the project:

•

This funding arrangement has been considered in order to maximize the fiscal and investment concessions granted the project by the Zambian Government.

•

Interest rates and repayment terms may well be adjusted at the time of actual project implementation to maximize on these benefits and to take advantage of the World’s financial market climate at that time.

•

Mabwe Safari Lodge consists of two components:

o

The Mukuni Leaders of Tomorrow school for the gifted

o

Tourism Component

Assumptions Funding 1. A fixed interest rate of 10% (which is above Chase Manhattan Prime Rate) is used for the period.

2. A loan disbursed in one lump sum to Mabwe Safari Lodge. The loan period used is five (5) years from the date of disbursement 3. A contingency of 3.5% has been included to provide for unforeseen delays and/or expenses.

Tax 1. The standard 35% tax rate has been used throughout (Source: Zambia Investment Centre) 2. Zero-rated tax activities include boat cruising, micro-lighting, helicopter tours and walking safaris (Source: Zambia Investment Centre) 3. No duties will be payable on importation of aircraft

Costs 1. Costs are projected to increase at the forecast GDP percentage per annum over the duration of the project (Source: GDP Growth Source: Economist Intelligence Unit http://www.reiresearch.com)

2. Year 6 Quarter 1 used as base level operating costs

Sales 1. Share sales commence in Year 4 Quarter 1 and will be done from plan and 3D presentations. Share sales are expected to be competed before the end of year 4.

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Page 67 2. Advertising commences in December at the end of year 3, 18 months before the official grand opening

Services 1. Bulk service provision from Year 2 Quarter 1 2. Executive personnel from day 1 3. Admin personnel from year 4 Quarter 4 4. Site liaison and supervision from Year 1 Quarter 1

Collateral There are only two types of tenure in Zambia. These are leasehold and customary tenure. Zambia has no freehold system of tenure The leasehold tenure runs for 99 years and is renewable for a further 99 years.

Land in the customary area can be converted to leasehold – thus allowing it to be used as collateral. Under the 1995 Act, land now has a value and can be sold even without improvement on the land.

The collateral to the Lender will be provided by way of a Financial Guarantee Bond issued by an Internationally Rated Insurer. In turn the Insurance Company through the registration of a Mortgage Bond over the improvements to the Land, and the registration of a ‘Covering Bond’ on Moveable & Current Assets will be able to adequately mitigate risk.

The rights and property value is estimated at US $12.7m These lease rights to land can in addition be ceded to the Guarantor as part of the collateral provided.

This calculation is based on the project servicing the interest on an annual basis over a five (5) year term. The project has the capacity to generate sufficient income to meet these commitments. The redemption of the loan will take place at the end of year five (5) from increases in working capital generated from fractional ownership sales revenue generated by the project.

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Exit Strategy The loan and interest will be repaid by year 5 through income from fractional share sales.

Mabwe Safari Lodge Summary Establishment costs for the project are comprised of $161.7m loan which includes a $5.5mcontingency provision The total project value is US$ 284m over 10 years

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Development Budget

Mabwe Safari Lodge D e v e lo pm e nt B udge t Y e a r 1- 10

All development is projected to be completed by year 5.

60.0m 50.0m

Development of infrastructure and professional services are the major expenses during the first year

40.0m 30.0m 20.0m

10.0m

Year 5

Year 4

Year 3

Year 1

The Mabwe Safari Lodge Cash Position graph depicts the position from startup to end year 10.

Year 2

.0m

Cash Flow

Notes: 1. As development progresses, cash on hand reduces to just over US$ 20m in year 5 2. Fractional ownership sales take place from year 4 and income from sales bolster development expenditure 3. At project launch, all projects and systems are fully operational and income is generated by visitor expenditure, levies, community development levies, and income from air travel, products and services.

Mabwe Safari Lodge Cash Position Year 1-10 180m 160m 140m 120m 100m 80m 60m 40m 20m m

4. Tourism cash position remains high from startup to end year 2 after which development reduces cash on hand.

5. Cash flow recovers strongly during fractional share sales and the operational phase.

Profit and Loss Projections Average profit projections for years 1-10 are 5.7m per annum before tax

Mabwe Safari Lodge Profit and Loss Year 1-10 US $90.0m US $80.0m US $70.0m US $60.0m US $50.0m US $40.0m

Property Valuation The tourism boom is causing owners to hold on to properties at present. The only comparable properties for sale are between

US $30.0m US $20.0m US $10.0m US $0.0m -US $10.0m

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Page 70 20 and 30 kilometers from the Victoria Falls. A 45% adjustment is applied because of the Mabwe Safari Lodge proximity it the Victoria Falls as well as for the almost 2 kilometers of gorge frontage.

25% of Developed pricing has been used to calculate undeveloped pricing.

Training Training will be given to Mukuni Tribe members by professionals in every discipline pertaining to the Mabwe Safari Lodge. Managers, security, conservationists, gardeners, chefs and waiters will be trained to ensure superior client service, management and administration.

In specific cases, a mentorship programme wil be implemented

Job Creation Mabwe Safari Lodge Project will create job opportunities for a large number of breadwinners a total of 415 permanent and 500 temporary jobs.

Relocation No families need to be relocated

Community Benefit The project will fulfill the urgent need for advanced education facilities for the gifted children of the area by establishing and running the Mukuni Leaders of Tomorrow School for the gifted. Additional assistance from non-profit organizations will be sought with regards to teachers, special facilities and other matters.

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Detailed Financial Statements General notes •

Adequate (1-2.5% of establishment cost) provision was made for maintenance

•

Generous provision was made for operating costs

•

All projections made based on forecast Zambian GDP. Source: Economist Intelligence Unit http://www.reiresearch.com

•

Veterinary costs are included in unit projections

•

Significant provision was made for operating costs

•

Tame elephants will be used for elephant rides

•

Smaller predators will be negotiated to be obtained from ZAWA

•

Minimum salaries used for projections are much higher than the national minimum wage

•

The number of job opportunities has purposely been underestimated to ensure target employment creation is achieved.

•

Temporary employment opportunities during project development has been included

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A 3.5% contingency provision was made

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Summary

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Development Budget

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Cash Flow Statement Year 1 - 10

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Balance Sheet Year 1 - 10

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Profit and Loss Statement Year 1- 10

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Job Creation

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Gorgeview Villas

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Golf Manors

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Private Game Lodges

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Health Spa

Golf Course

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Retail

Activity Center

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Game Reintroduction

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Salaries

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Property Valuation

Notes 1. Because of the tourism boom in Livingstone, tourism property in the immediate vicinity is not for sale 2. Properties used as between 20 and 90 kilometers away from Livingstone and the Victoria Falls. A 45% adjustment has been made to make hectare cost estimates closer to actual.

3. The value of the property being situated in a national park with big 5 game viewing and driving rights has not been included 4. The value of the usage and game drive agreement with Taita Lodge http://www.taitafalcon.com/ an adjoining game lodge, has not been included.

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Collateral

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Page 89 Notes 1. In order to ensure that the funder is ensured of coverage throughout the development period the property, game and improvements are offered as collateral 2. Provision has been made for the funder to appoint an executive member to ensure funds are applied strictly as per the business plan.

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Levies

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Lease Income

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Mukuni Leaders of Tomorrow Schools for the Gifted

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Game Reintroductions

Vehicles

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Bulk Infrastructure and Services

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Loan Draws

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6.

Management Plan

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Management Structure Project Development Stage During the development stage of the project there will be an Executive Committee consisting of the necessary expertise obtained from the appointment of specific consultants with specific portfolios.

The Executive Committee will consist of:

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Chairman: Prince Nsungu Namutitima (L. Joubert)

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Director: C. Mitchell, being a Director of Mabwe Investments

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Director: TBA, to be nominated by the funder

The Executive will approach and select and proven Construction, Project Management, Advertising and Marketing companies best suited for the ultimate benefit of the project as well as any other required international expertise.

These companies will be chosen based on experience and expertise in collaboration with the funding institution.

Operational stage On completion the Executive Committee will officially hand over the project to Mabwe Safari Lodge board of Directors who will continue to manage the development on a day to day basis.

The Board of Directors will manage the appointed specialist companies based on experience and expertise.

During the operational stage, non-voting Operational Directors will manage their specific departments. These will include, among others:

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Resort Operations Director

o

Amenities Letting and Leasing Director

o

Financial and Administrative Director

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Conservation & Game Reserve Operations Director

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Community & SMME Development Director

Executive Committee Members Member to be nominated by the Funder An executive nominated by the funder with the neccesary experience

Prince Nsungu Namutitima (L. Joubert) Personal Background Businessman, entrepreneur, owner and CEO of a South African mine and various other companies in the tourism sector. As an active participant in the Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved © Mabwe Safari Lodge/C. Mitchell 2007/8

Page 101 Zambian economy and in recognition of his past commitment to the people of Zambia, Mr Joubert has been elevated by the Zambian chiefdom to Prince Nsungu Namutitima

Responsibilities •

Executive Committee Director

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Business Management

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Project Management

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Political Liaison

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Community Liaison

C. Mitchell Personal Background Businessman, entrepreneur, owner and CEO of several companies in the Information Technology Solutions, Media and Tourism business sectors. Author of several books on African wildlife.

Responsibilities •

Executive Committee Director

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Project Promotion

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Project Management

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Marketing

All specialist disciplines will be chosen based on experience and expertise in collaboration with the funding institution. Preferred companies are listed below.

Auditors and Financial Management KPMG is a respected global network of professional firms providing Audit, Tax, and Advisory services.

They operate in 148 countries and have more than 113,000 professionals working in member firms around the world, including South Africa and Zambia.

Sales: Specialist Regional Teams Specialist fractional marketing companies will be appointed in the countries where the majority of our markets reside:

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The United Kingdom (34%)

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Europe (26%)

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United States (19%)

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Australia (7%)

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Canada (6%)

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A company in South Africa will also be appointed to handle sales in SubSaharan Africa

These companies will be granted a non-exclusive right to market Mabwe Safari Lodge fractional ownership shares in their respective countries.

Advertising: Bartle Bogle Hegarty (BBH) Background Bartle Bogle Hegarty (BBH) (http://www.bartleboglehegarty.com) is a British advertising agency, responsible for some of the more notable advertising campaigns of the last twenty years.

From its UK start, BBH pioneered a ‘micro network’ global agency model. It has just six offices worldwide - London, New York, Singapore, Tokyo, Sao Paulo and Shanghai. BBH employs more than 600 staff globally. Despite its size, the agency has attracted major global brands including Audi, Vodafone, Levi Straus, British Airways, Johnnie Walker, Omo/Persil & Axe/Lynx.

The company was responsible for some of the most talked about campaigns of the last two decades, including commercials such as Levi’s ‘Laundrette’, and Levi's ‘Flatbeat’ featuring Flat Eric, a small yellow puppet. They were also responsible for 'Vorsprung durch Technik' for Audi, ‘The Axe Effect’ for Unilever and ‘Keep Walking’ for Johnnie Walker. The agency’s extensive use of music has produced nine number one singles in the UK alone

BBH is not a typical agency network. They have deliberately limited themselves to offices in four key regional centers – London for Europe, New York for North America, Tokyo for Asia Pacific and Sao Paulo for Latin America. These five regional hubs will work collectively in the Case of Mabwe Safari Lodge The structure allows the focus on consumer similarities, operational efficiencies and the development of international or pan regional communication solutions for brands. The priority is the creation of big ideas for brands; ideas that successfully engage, cross borders and unite consumers.

71% of their group income derives from work which runs in more than one country. They understand that a strong central agency can help overcome one of the problems that comes with a network, namely that there is rarely a consistency of quality across all offices.

Awards 2005 - Marketing Agency of the Year BBH London Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved © Mabwe Safari Lodge/C. Mitchell 2007/8

Page 103 2005 - Campaign Agency of the Year BBH London 2005 - BTAA Agency of the Year BBH London 2005 - Advertising Age Network of the Year BBH Worldwide 2005 – AdAsia Agency of the Year BBH Singapore 2004 - IPA Best of the Bests Agency of the Year BBH London 2004 - Campaign Network of the Year BBH Worldwide 2004 - Campaign Agency of the Year BBH London

Architectural To ensure a truly African ambience, only top-notch architects with a truly African passion will be considered. Three architectural firms will be commissioned to present proposals and the best will be chosen based on character, design and ingenuity.

Preferred architects would include:

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Silvio Rech Lesley Carstens Architecture and Interior Architecture

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Kevin Lloyd

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Joy Brasler

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Ridler Shepherd Low

Overview: Ridler Shepherd Low The Practice was established in 1985 has a staff of 37. The team is lead by the Principals, Jonathan Ridler, Clive Shepherd, Rob Low, Will Ramage and Mike Scott, who are supported by Associates, Iain Capon, Graeme Holtshausen, Beata Kaleta, Tony Marques, Nicole Mason and Samantha Ramage.

The project teams, which are led by one of the Principals, are selected on their specialist skills, appropriate to each project. The Practice has been implementing state of the art administration and production systems. http://www.rslsa.com

Projects

The Saxon Hotel & Conference Centre

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The Royal Mirage Arabian Court Residence & Spa Hammam

Le Touessrok Hotel, Mauritius

St Geran Hotel, Mauritius

Reids Palace Hotel, Portugal

Mount Nelson Hotel, Cape Town

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Phinda Forest Lodge, Rock Lodge, Vlei Lodge

Abercrombie & Kent , Sanctuary Lodges Botswana

Simbambili Game Lodge

Thornybush Lodge

Savuti South Camp

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Malelane Lodge, Mpumalanga, South Africa

Golf Course Design: Coore & Crenshaw Coore & Crenshaw was formed in 1986. Jobs by Coore & Crenshaw in the late 1980's included renovation work at Houston Country Club and Prairie Dunes Country Club in Hutchinson, Kansas. In 1991 they completed 18 holes at the Barton Creek Club in Austin, Texas and The Plantation Course at Kapalua, Maui, Hawaii, which has been the site of the PGA Tour's Mercedes Championship since 1999.

In 1992, Coore & Crenshaw, Inc. completed a nine-hole addition at Southern Hills Country Club in Tulsa, Oklahoma and a complete restoration of Brook Hollow Country Club in Dallas Texas. Other restoration projects by Coore & Crenshaw include the Arlington course at Hot Springs Country Club in Hot Springs, Arkansas (1994), Lakewood Country Club in Dallas, Texas (1993-1995), Shady Oaks Country Club in Fort Worth, Texas (1995) and Onion Creek Country Club in Austin, Texas (1996-1997).

In June, 1995 Coore & Crenshaw opened their most ambitious project, the Sand Hills Golf Club near Mullen, Nebraska. Built among the dunes of Nebraska, the property is very reminiscent of land in Scotland or the Australian coastline. Built at a cost of only $1.2 million, the Sand Hills was named best new private course for 1995 by GOLF DIGEST. The Sand Hills has consistently been rated #1 on the GOLFWEEK list of best courses built since 1960. Six additional C&C designs are currently on the list.

Following work at the Sand Hills, Coore & Crenshaw made the decision to eliminate restoration work and to concentrate on new construction projects.

Work through the end of the 90's included a nine-hole addition at Onion Creek in Austin, Texas, Klub Rimba Irian in Indonesia, Cuscowilla Golf Club on Lake Oconee in Georgia, 36 holes at Talking Stick in Scottsdale, Arizona, the Warren Course at Notre Dame and East Hampton Golf Club.

The company philosophy of Coore & Crenshaw is to work on a maximum of two projects at any time, giving their clients the most of their time and attention. While this limits the number of projects in the company portfolio, it allows the partners to choose the best sites that lend themselves to classic design, requiring a minimum amount of dirt to be moved.

Completed projects by Coore & Crenshaw since 2000 include Friar's Head Golf Club on Long Island, Austin Golf Club, Chechessee Creek Golf Club on Spring Island, Hidden Creek Golf Club near Atlantic City, Bandon Trails in Oregon and Old Sandwich Golf Club near Plymouth, Massachusetts.

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Page 107 Projects about completion include Colorado Golf Club in Parker, Colorado and We-Ko-Pa in Scottsdale, Arizona. The company is also under contract to do several other projects into 2007 & 2008.

New Courses The Plantation Club, Kapalua (18 holes; opened 1991); Maui, Hawaii www.kapaluamaui.com Barton Creek Club (18 holes; opened 1991); Austin, Texas www.bartoncreek.com Sand Hills Golf Club (18 holes; opened June 1995); Mullen, Nebraska Klub Rimba Irian (18 holes; opened l996); Kuala Kencana, Indonesia Cuscowilla Golf Club (18 holes; opened l997) Lake Oconee, Georgia www.cuscowilla.com Talking Stick (36 holes; opened l997) Scottsdale, Arizona www.talkingstickgolfclub.com The Warren Golf Course at The University of Notre Dame (l8 holes; opened 2000); South Bend, Indiana www.warrengolfcourse.com East Hampton Golf Club (18 holes; opened 2000); East Hampton, New York Austin Golf Club (18 holes; opened 2000); Austin, Texas Chechessee Creek (18 holes; opened 2000); Spring Island, South Carolina Friar's Head (18 holes; opened 2002); Long Island, New York Hidden Creek (18 holes; opened 2002); Atlantic City, New Jersey Old Sandwich (18 holes; opened 2004); Plymouth, Massachusetts Bandon Trails (18 holes; opened 2005); Bandon, Oregon Colorado Golf Club (Opening December 2006) Douglas County, Colorado We-Ko-Pa (Opening December 2006) Scottsdale, Arizona 9 Hole Additions Southern Hills Country Club (9 holes; opened 1992); Tulsa, Oklahoma Onion Creek Country Club (9 hole addition opened 1996); Austin, Texas Renovations Houston Country Club (master renovation) 1986; Houston, Texas Prairie Dunes (green renovation) 1986, 2004; Hutchinson, Kansas Brook Hollow Golf Club (master renovation; opened Oct. 1993); Dallas, Texas Lakewood Country Club ( renovation; l993,l995,2003); Dallas, Texas Riviera Country Club (green/bunker renovation; complete Aug. 1993); Pacific Palisades, California Onion Creek Country Club (renovation; 1996) Hot Springs Country Club (Arlington Course, restoration; l995) Shady Oaks Country Club (renovation; 1995) Wykagyl Country Club (renovation; 2006) In Planning or Under Construction The Tribute (construction to begin in 2008) Bend, Oregon Sugarloaf Mountain (construction underway) Orlando, Florida Spring Valley; Aspen, Colorado (construction to begin Spring, 2007) Cabo San Lucas, Mexico (construction to begin Winter, 2008) The Bahamas (construction to begin January 2007) Pinehurst (18 holes, Private, construction to begin late 2007) Palmetto Bluff; Bluffton, S.C. (18 holes to begin in mid-2008) Bill Coore Projects Waterwood National Country Club and Resort (with Pete and Roy Dye); Waterwood, Texas Rockport Country Club (18 Holes); Rockport, Texas Kings Crossing Golf and Country Club (18 holes); Corpus Christi, Texas Golf du Medoc: The Chateau Course; Bordeaux, France Denver Country Club (master renovation project); Denver, Colorado Projects Bill Coore was associated with while employed by Pete Dye and Associates Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved Š Mabwe Safari Lodge/C. Mitchell 2007/8

Page 108 The Cardinal Club; Greensboro, North Carolina John's Island Club: North Course; Vero Beach, Florida Kingsmill Country Club; Williamsburg, Virginia Country Club of Montreal (re-design and construction); Montreal, Canada Ben Crenshaw Projects Sports Club at Las Colinas: TPC Course (consultant); Irving, Texas

Engineers: Africon Africon was established more than half-a-century ago as a conventional civil and structural consulting engineering company. From humble beginnings, the firm has become a dynamic, leading-edge consultancy ranked first in the consulting engineering sector amongst South Africa's Top 500 best managed companies, and also ranked amongst the world’s top 200 international design firms.

Africon is a multidisciplinary consultancy, offering professional solutions across a wide range of sectors and throughout the full life cycle of projects of virtually any magnitude. Geographically, the company has branched out into all corners of South Africa as well as internationally, where it is today involved in more than 50 countries worldwide.

Athlone Wastewater Treatment Facility. South Africa; Water; Ongoing Bahrain Financial Harbour. Middle East; Commercial; Ongoing Development of a Water Services Planning and Management Reference Framework. South Africa; Water; Ongoing Energy and climate change strategy. South Africa; Energy; Ongoing Fancourt Golf Estate. South Africa; Commercial; Ongoing Feasibility Study for the Development of an Independent Power Producer (IPP) in Burkina Faso. Africa; Energy; Ongoing Gardener Ross Golf and Country Estate. South Africa; Commercial; Ongoing Heidelberg traffic control centre. South Africa; Transportation; Ongoing Maputo Port. Africa; Transportation; Ongoing Municipal Infrastructure for Coega Industrial Zone 1. South Africa; Commercial; Ongoing N3 tollroad. South Africa; Transportation; Ongoing National Water Services Benchmarking Initiative. South Africa; Water; Ongoing Peter Mokaba Stadium. South Africa; Commercial; . Ongoing R-1000 traffic study. Middle East; Transportation; Ongoing Railway feasibility study for the Moatize coal project. Africa; Transportation; Ongoing Revitalising of Smallholder Irrigation Schemes (RESIS) in the Limpopo Province.

South Africa; Water; Ongoing Town maintenance management for NAMDEB in Oranjemund. Africa; Mining; Ongoing Education Information Management System. Africa; Management and support services; Ongoing Occupational Health and Safety (OHS) programmes for Pick ‘n Pay. South Africa; Health; Ongoing Gautrain Rapid Rail Link. South Africa; Transportation; October 2009 Eritrea power distribution and rural electrification project. Africa; Energy; September 2007 Professional engineering services for the development of the new Khumani Iron Ore Mine at Sishen. South Africa; Mining; June 2007 Infrastructural and structural engineering services for the Run-Of-Mine (ROM) Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved © Mabwe Safari Lodge/C. Mitchell 2007/8

Page 109 extensions to Catoca Diamond Mine. Africa; Mining; July 2006 Boteti rural village water supply. South Africa; Water; October 2005 Erongo Regional Electricity Distributor Company (Erongo RED). Africa; Energy; August 2005 MTN Campus Development. South Africa; Commercial; March 2005 Lobatse and Kanye roads. Africa; Transportation; June 2004 Freedom Park. South Africa; Commercial; March 2004 Madinat Jumeirah Leisure Resort. Middle East; Commercial; January 2004 Durbanville North Bulk Water Supply. South Africa; Water; 2004 DWAF, Water and Forestry Support Programme - Institutional Transformation Support. South Africa; Water; 2004 Photovoltaic solar home systems. South Africa; Energy; 2004 The Nova Vida Housing Development. Africa; Housing and land; 2004 Upgrading of the Greater Atteridgeville bulk sewerage system. South Africa; Water; 2004 Emergency Medical Services (EMS) Information System. South Africa; Housing and land; 2004 Improved payment strategies. South Africa; Housing and land; December 2003 Road EN1 from Gorongosa to Caia. Africa; Transportation; December 2003 South African Reserve Bank. South Africa; Commercial; December 2003 The Delft Leiden Housing Development. South Africa; Housing and land; September 2003 Bulk electricity supply to the Nova Vida Housing Development. Africa; Energy; May 2003 Emergency and Disaster Management System (EDMS). South Africa; Housing and land; April 2003 Lanseria International Airport. South Africa; Transportation; March 2003 Wadi Wishka Dam. Africa; Water; March 2003 Pungue River Bridge. Africa; Transportation; December 2002 Alba Coke Calcining Plant. Middle East; Commercial; August 2002 Upgrading of the KwaMashu Wastewater Treatment Works. South Africa; Water; May 2002 Mabopane-Centurion Development Corridor. South Africa; Transportation; February 2002 Meiringspoort flood damage repair. South Africa; Transportation; April 2001 Upgrading of TR1/11 between Oshivelo and Ondangwa. Africa; Transportation; March 2000 The Emperors Hotel. South Africa; Commercial; 2000 Kruger Mpumalanga International Airport. South Africa; Transportation; October 1999 Orapa Mine wastewater treatment works. Africa; Mining; January 1999 OR Tambo International Airport. South Africa; Transportation; 1999 Hilton Hotel. South Africa; Commercial; 1997 Olifantsvlei Wastewater Treatment Works. South Africa; Water; 1997 Olympia Park Stadium. South Africa; Commercial; March 1991

Marketing: Infinite Thinking History Infinite Thinking is a marketing services group which specialises in strategy, planning, research and implementation. We deliver integrated marketing and business solutions for our clients, using our considerable experience in both the digital and traditional marketing sectors.

The Group aims to grow both organically and by acquisition. Each subsidiary retains its brand identity and will be responsible for the marketing and management of its service offering.

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Page 110 In order to achieve this objective the Group has a two stage strategy.

Firstly, to achieve organic growth through continued investment in technology, marketing and communications infrastructures; and secondly to make acquisitions that further complement the Group's existing product and service offerings and provide additional synergistic benefits.

Partners Context partners Context provides both e-marketing services and technology solutions and is now part of the Technology division of Exentric

Exentric Exentric is an integrated marketing services agency, providing services through two divisions, namely Marketing Services (“Marcomms”) and Technology (“Digital”).

Smarter Communications Smarter Communications is a full service advertising agency with key strengths in: Creative (designing and producing advertising campaigns), Media (planning and buying the media space for advertising campaigns) and Research (measuring the effectiveness of advertising investment).

Clients

Disneyland Paris, International Tourism Resort

Royal Caribbean, Tourism

47 Park Street, Fractional Ownership, London

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Tourism Property Development

EL PALMERAL Phase 2 - 176 Apartments and Penthouses Unique setting- front line to a Nature Reserve and 2nd line beach 2-bed apt. 145,517GBP 3-bed apt.

178,000GBP and Penthouses 177,300GBP

JARDINES DEL REAL 72 Apartments and Penthouses Charming apartment complex 100 m from the sandy beach of Las Marinas JARDINES DEL REAL 2-bed apt 296,300GBP 3-bed apt 160,000GBP penthouse 192,000GBP

TAMARINDO 154 Apartments and Penthouses Exclusive setting - front line to the Beach of Las Marinas.

2 bed apt 194,759GBP 3 bed apt 213,407GBP penthouse 346,600GBP

LA COLINA 10 luxury, tailor-made villas Luxury villas set on an exclusive hill-top, Moraira, Costa Blanca Villas range from 485,000 GBP up to 620,000GBP

VEREDA GOLF 712 Apartments and Penthouses Front line golf course and 2nd line beach.

2 bed apt 157,541GBP 3 bed apt 248,465GBP

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BRISAS DE ALMERIMAR 413 Apartments and Penthouses Unique setting - front line to the a natural salt-water lake and 2nd line beach 2 bed apt 153,379GBP 3 bed apt 201,034GBP

FLOR DE PONOIG 155 Townhouses Situated between the mountains and the beach.

3 Bed Townhouses from 195,300GBP 2 Bed Townhouses from 171,500GBP

CEREZOS DE FINESTRAT Apartments, Penthouses, Townhouses and Villas Situated between the mountains and the beach.

ALMENDROS DE POLOP Villas, Townhouses, Apartments Diverse resort which includes a hotel, a spa, sports facilities, a shopping centre and a protected park.

Il Concilio dei Sensi Tuscany Freehold Fractional Holiday Ownership Il Concilio dei Sensi is housed in the former cantina where the Borgo’s grapes where pressed and fermented.

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Advisory Board Members Financial: I. Lief Mr Lief was representative for the Province of Mpumalanga on the Budget Council of South Africa from 1994 to 2000. Member of the Steering and Finance Committees of the New Government Office Complex Development totaling R 850 million.

He was also Curator of the Mpumalanga Parks Board for period 1998 to 1999 As Chairman of the Curatorship Committee for the Departments of Education, Health and Environmental Affairs, he was responsible for the introduction of the Medium Term Expenditure Framework (MTEF) budgeting process for the Province of Mpumalanga as approved by the South African Parliament.

He spearheaded consolidation of various Government Departmental entities into the new Provincial Government Structures for the Province of Mpumalanga in 1994 with the introduction of the new South African Constitution

Environmental Management: Dr. van Rooyen Dr van Rooyen is the author/co-author of more than 100 peer reviewed research publications. He has contributed to numerous chapters in a book on game ranch management, which in now in its 4th revised edition: Bothma, J. du P. (Ed.) Game Ranch Management (2006). Van Schaik, Pretoria.

He is author / co-author of various chapters on the Savanna and Grassland Biomes in a book by: Low, B. & Rebelo, A.R. (1996, 1998) Vegetation types of South Africa, Lesotho and Swaziland, Department of Environmental Affairs and Tourism, Pretoria as well as chapter in: Knobel, J. (Ed.) (1999, 2006) The Magnificent Natural Heritage of South Africa.

He authored a botanical field guide for the Kalahari: Van Rooyen, N. (2001) Flowering plants of the Kalahari dunes. Ekotrust, Pretoria and I am the co-editor of the book on intensive wildlife production: Bothma, J.du P. & Van Rooyen, N. (2006) Intensive wildlife production in southern Africa, Van Schaik, Pretoria.

His academic qualifications include BSc (Agric), BSc (Honours), MSc (1978) and DSc degrees (1984) in Plant Ecology at the University of Pretoria, South Africa.

Until 1999 I was Professor in Plant Ecology at the University of Pretoria and at present I am Director of Ekotrust CC. He is a member of the Wildlife and Environmental Society of Southern Africa and the Wildlife Management Association of Southern Africa.

Project Management: Dr. Green Dr. Green has more than 30 years of experience in the Structural and Civil Engineering fields’ with him often managing mechanical, electrical, process and instrumentation engineering. His experience encompasses Business Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved Š Mabwe Safari Lodge/C. Mitchell 2007/8

Page 114 Management, Project Management, Engineering Management, Quality Management, Contract Administration, Design and Construction, Negotiations with Government and Quasi-government bodies and Mediation. For 10 years, prior to immigrating to Canada in 1993, Dr, Green managed his own Consulting Engineering and Construction Companies in Swaziland and South Africa. Since October 2003, he once again set up his own company which he is operating at present. Through this company he has acted as Proposal Manager and Engineering Manager on a number of Design Build projects for extensions and alterations to Nuclear Plants, Factory and Plant Upgrades which required the coordination of engineers, contractors and customers and set up a Quality Management Program for Aecon, a Major Canadian Contracting Company and also assisted them in finalizing and achieving their N286 Nuclear Quality status.

He also set up and managed the engineering division for SLN’s Balance of Plant project at Bruce Power which included a staff compliment of 50 people.

He has handled civil and structural projects throughout Swaziland, South Africa, Mozambique, England, Wales, Canada and the United States of America. His projects have ranged from simple garage slabs through to fourteen-storey apartment and office blocks, major water and wastewater treatment facilities, nuclear generating plants and numerous industrial and institutional buildings. His design expertise has included the use of structural mediums such as concrete, structural steel, masonry, gunite / shotcrete and pultruded plastics. Through his research into reinforced concrete, he has become fully conversant with the needs and requirements of testing and evaluating the condition and integrity of existing structures and has been called upon to undertake Discoveries for Major Projects where legal disputes have arisen. He has also been appointed as the North American Agent to source funds for three Major Southern African ventures.

As Chief Engineer for Earth Tech, a subsidiary of Tyco International, his duties included review of all design, procurement of engineering services within and outside the company and coordinating the design efforts and value engineering sessions for all Design-Build-Own-Operate Projects and reviewing and or writing proposals, where his experience at writing documents played a significant role in producing a concise, grammatically correct and accurate account of the customer’s requests and requirements.

While acting as the Chief Engineer, he also assumed the role of Quality Management Representative and successfully led the Design - Build team through the establishment of its ISO 9001/2000 registration in a record five months. He later became the Corporate Quality Manager to set up and manage the Quality Management Systems for Earth Tech Inc. globally. His exceptional interpersonal dynamic skills finely tuned through years of successful employee interaction and often dealing with diverse cultures have enabled Dr. Green to deftly guide and encourage staff to work together through extremely difficult conditions and effectively address challenges with rewarding results.

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Operational Management Plan Access and staff movements Measurable criteria •

Smooth flow of staff, contractors, deliveries and guests.

•

All people visiting the Lodge, or delivering goods or services, should know what is expected of them.

•

No unpleasant incidents or complaints at the gate control involving staff, contractors, deliveries or visitors

•

No complaints of late night disturbance by staff going to or from work.

•

No noise pollution.

Overview The industry norm of work cycle is 6 weeks on and 10 days off with additional annual leave. All general staff movement will be through Main Gaite. There are a number of Contactors during both the Construction Phase and Operational Phase that will require long term Permits valid for specified periods.

Working plan for general staff access General Staff employed at Mabwe Safari Lodge will access via Main Gate Staff will be split into two shifts.

•

The First Shift will arrive at 05h00.

•

The Late Security Shift depart at 07h30

•

The Second Shift will arrive at 13h00

•

The First Shift will depart at 14h30

•

Late Security Shift will arrive at 21h30

•

The Second Shift will depart at 11h00

These shifts will work on the 1 day early / 1 day late principal.

Each Shift will consist of 25 staff The exception will be the Security Staff that will travel in at 21h30

Reporting on duty •

First Shift Report on duty at 06h00

•

First Shift finish duty at 14h00

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Second Shift Report on duty at 14h00

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Second Shift Finish Duty at 22h00

•

Late Security Shift Report on duty at 22h30

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Late Security Shift finish duty at 06H30

Security methods for access of staff •

Each Staff member will be issued with an approved ID Badge.

•

The Driver will complete a daily register form to be handed in at on access.

•

The Gate control will receive this and do a head count.

•

The vehicle may be searched on entry at any time.

•

On departure the vehicle will be checked out by Gate Control.

•

The vehicle should be searched on exit.

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No relatives, children or other passengers will be permitted to travel in these vehicles.

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Staff living on site will also be in possession of ID Badges.

•

Staff living on site may only enter/ exit during presecribed hours.

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Emergencies or extenuating circumstances relating to guests will be the only exceptions made and official notification will be made to Gate Control.

Guest access •

Guests will be received at the airport.

•

Excursions to Neighbouring Communities, and other tourist attractions will be conducted by Mabwe Safari Lodge. A register of guests departing for excursions will be completed.

Delivery access during construction phase •

Contactors will be required to submit a delivery timetable.

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Special attention will be paid to limit the number of deliveries as far as possible.

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Unforeseen circumstances may require a few unscheduled deliveries.

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In these circumstances the project manager will request additional access.

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Mabwe Safari Lodge is sensitive to the fact that traffic should be kept to a minimum.

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Vehicles traveling to the concession will be encouraged to use the Western boundary road as far as possible.

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Contactors will be required to inform suppliers of the necessary driving procedures, speed limits and other criteria covered in the Construction EMP.

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Mabwe Safari Lodge Project Manager will monitor the conduct of drivers and report any negative impact to the Environmental Control Officer and the contactor immediately.

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Delivery access during the operational phase •

All suppliers will deliver goods to the Mabwe Safari Lodge Storeroom facility at the arrival centre.

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The Store Manager will receive all goods, sign deliveries and enter goods into a stock sheet.

Access for other specified and unspecified reasons •

Sales Representatives will be asked to make appointments.

•

Site Inspections by the travel industry will be treated as per Guest

•

Unspecified access that may occur during normal business will be discouraged as far as possible and any such access will be required to pay the necessary park access fee after arranging an appointment via the Arrival Centre.

Access for contracted companies that provide outsourced services Construction Contactors: The Main Contractor will be appointed to complete the three camps. The Contractor and his Chief Sub-contractors team will have Specified period Access Permits. Extraordinary contractors will have daily Access authorisation arranged.

Operational Contractors: As part of the Mabwe Safari Lodge Empowerment Initiative we will appointed a number of local contractors. This outsourcing of key operations will provide Business and Economic opportunities for the neighbouring communities.

Security : Will access with our staff transport. Security will have ID Badges for access.

Transport: Two companies will be awarded the contract to provide Mabwe Safari Lodge Staff Transport. Only Authorised Drivers / Maximum of Four may be used.

The Transport Contract will carry severe penalties for any misconduct and require that their Staff Contracts with their drivers be exceptionally strict on conduct and safe driving.

Laundry: The Laundry Contract will only require for collection and deliveries at Main Gate. This will be done daily and collected by the lodge vehicle.

Curio and Craft Market at Traditional Villiage: An opportunity for the development of a market for artists , the Curio and Craft Market will allow a maximum number of ten artists at the Traditional Camp daily. These entrepreneurs will be collected from the entrance gate and dropped off again in the afternoons.

Vehicle Maintenance: A local company will provide the necessary repairs and maintenance to the Mabwe Safari Lodge Fleet on-site. A schedule will be drawn up of dates for the visits.

Maintenance of Camps: A local maintenance company will provide Mabwe Safari Lodge with a Maintenance Team. These employees will also require ID Badges and training on code of conduct and driving procedures.

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Page 118 Dance and Entertainment Group: A local Choreographer will provide Mabwe Safari Lodge with a Dance Troupe regularly. A special list of Dancers performing will be completed. Mabwe Safari Lodge will provide Transport for the group from the Main Entrance Gate and back.

Conclusion While ideally Mabwe Safari Lodge would like to limit access as far as possible, in order to operate successfully, all the elements mentioned in this document are of key importance. We are committed to protecting the resource and by thorough training and strong management the ideal balance can be reached creating a smooth flowing movement of staff, contractors and guests. This flow will be monitored by Management and any problems will be reported to the Section Ranger, Environmental Control Officer and the Directors.

Game Drive Procedures Measurable criteria •

Safe game drives, with no substantive complaints of dangerous behavior around large game.

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Vehicles properly equipped and rangers properly trained at all times.

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Guests have basic rules explained to them on their first game drive.

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Guests have access to full game drive procedures.

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No substantive complaints about rules being broken.

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No complaints of unnecessary disturbance, such as too much talking, noisy radios, too many vehicles, cellphones, smoking etc

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Fallen trees and branches removed immediately from roads.

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Bad patches in roads and other incidents properly logged.

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No litter next to game drive tracks, including cool drink cans, sweet papers, cigarette butts.

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Any ranger conducting a game drive shall be in possession of a valid driver’s license, the relevant FGASA registration and a valid First Aid certificate.

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Any ranger conducting a game drive will at all times have a .375 rifle on the vehicle, or with him (or her) while tracking game. At least ten rounds off ammunition are to be carried.

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All game drives are to be accompanied by a Tracker.

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The following rules are to be explained to guests by the ranger at the outset of their first game drive.

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No standing up in the vehicle. An upright posture amongst animals represents threat and challenge. They could respond by either fleeing or attacking.

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No excessive noise, especially by young children as their high pitched tone sounds like a distress call of an injured animal.

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No smoking while on game drive. Smoke breaks can be held at intervals and all cigarette butts to be placed in a litter bag.

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Cellphones to be switched off during game drives.

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In addition, the following rules are to be applied at all times:-

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All Big Five and unusual sightings, fresh spoor and dragmarks are to be called in on the game drive radio immediately.

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The calling in of a sighting should list only the species, number of animals, location, activity, direction of movement and best approach.

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The radio should only be used for drive related issues and should be kept short and professional.

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The ranger who finds a particular animal will be in charge of that sighting.

He is responsible for radio control, monitoring the animals movements and assessing the sighting. Should a more senior ranger join the sighting he will take charge of the sighting.

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Escape routes from the sighting are to be continually assessed.

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Should a ranger wish to leave or move within a sighting he must announce his intention to the person in charge and request permission to do so.

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In all stationary sightings, only one vehicle may be mobile at any time.

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The maximum game drive speed is 25 km/h on field tracks, 40 km/h on gravel roads.

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The minimum approach distance to the "Big 5" is 40m . Under no circumstances may undue stress be caused to an animal, such as disturbing sleeping lions, causing animals to charge, hounding a nervous animal, etc.

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Only one vehicle is allowed on standby per sighting. This vehicle may not be visible from the sighting and its engines and lights must be switched off. If the sighting is mobile, the standby vehicle must wait in the opposite direction of mobility. If a sighting is being mishandled, the most senior ranger has the right to terminate the sighting. If any person behaves in a manner which threatens or antagonizes an animal he must leave the sighting immediately.

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All sightings are restricted to three vehicles only. In the case of animals with young, or an animal that is acting strangely, only one vehicle at a time is permissible.

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All drink stops are to be taken at least one kilometer from a known sighting. If the sighting is mobile then the stop must be made in the opposite direction to which is mobile.

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Deliberate spotlighting of prey animals is prohibited. Spotlighting of cheetah and wild dog is also prohibited. Elephant, rhino and buffalo may be viewed at night with spotlights turned down to the ground and the eyes not directly lit.

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Should a predator be hunting at night then all lights are to be switched off during the stalk. A ranger may only illuminate the scene if he is sure the prey has been caught or has escaped.

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Rangers may not return to the same sighting more than once with the exception of lions. The same pride may be viewed once before sunset and once after sunset.

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No drinking on game drive. Should guests insist on drinking then it shall be done in a discreet way. Any litter must be placed in a litter bag.

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No ranger or tracker shall partake in alcohol during a game drive.

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No guest or children will occupy the tracker seat.

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All people on a game drive are to remain fully clothed at all times.

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No vehicle with guests will remain unattended by either the ranger or the tracker.

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Guests may alight from vehicles under supervision of the ranger, provided no known dangerous game is around. They may move up to 100 m from the vehicle under Game Drive Rules. For anything further than that, full Game Walk Rules will apply.

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Headlights are to be turned off and spotlights turned away when approaching a vehicle or sighting.

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No arguing or abusive remarks between rangers and trackers.

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Should a tree be blocking a road, drag it out the way. Do not drive around it and create a new road.

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Where water collects in puddles in the road, drive slowly through the puddle and not around it. Should you encounter a very muddy patch on a road and there is a chance you will get stuck, turn around. Do not risk detouring through the bush as you will then surely get stuck.

Game Walks Measurable criteria •

All walks to be conducted in a safe and professional manner - no complaints to the contrary.

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Rangers and trackers appropriately trained and equipped at all times.

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Guests have basic rules and behavior explained to them at the outset of their first walk.

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Game walks will only be conducted by rangers who have attained a FGASA Level III SKS grade.

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The ranger must carry a minimum of a .375 calibre rifle with at least ten rounds of ammunition.

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Game walks should be conducted away from areas where there are known Big Five sightings. Avoid walking into vehicles or other groups on walk.

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The ranger is to advise the guests as to the correct dress code for the walk. Dull colours, caps and sun block to be encouraged.

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The ranger is to assess the physical condition of his guests and plan his walk accordingly.

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The camp should be informed before the onset of a walk the route to be taken.

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Generally no more than eight guests should accompany a ranger and tracker on a walk.

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The ranger is to carry a handset radio on all walks.

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The ranger should explain thoroughly beforehand what the potential dangers of walking amongst Big Five game are. The guests should be informed of the correct procedure when encountering any of the Big Five.

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The tracker should carry a basic first aid kit and a water bottle.

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Rangers should never approach any dangerous animal with his guests.

When a dangerous animal has been detected and the ranger deems it safe to move, the tracker must move obliquely away while the ranger holds his ground until the guests are safe.

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Guests may only take photographs when it is deemed safe by the ranger to do so.

Guest safety management plan •

A valid indemnity form must be signed by all guests upon arrival.

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Police whistles are to be placed in all units.

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Upon arrival, guests must be shown around the lodge and explained where danger areas are (e.g. raised walkways). Guests are to be told not to leave the bounds of the camp and to remain on the raised walkways.

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Guests are not to leave their rooms unescorted at night or first thing in the morning.

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Guests must be informed that the lodge is a member of MRI.

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Guests are to be shown where fire extinguishers are located.

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Guests are to be told not to leave their units unattended at night. Guests are to call with a whistle and security will investigate.

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In the event of a fire or flood rangers are responsible to make sure that all their guests are evacuated. This is to be double checked by the manager.

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Guests are to be evacuated first, and then belongings.

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In the event of a flood, guests are to be assembled on the highest ground. In the event of a fire, guests are to assemble on the helipad. The camp manager is in charge at all times and is responsible for issuing instructions.

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A vehicle together with a security guard with a drivers license is to be on duty at all times during the night in case of the need for an emergency evacuation at night.

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An operational helipad is to be maintained

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In case of an emergency at night, security is to assess the kind of emergency first, calm the guest down and immediately inform management and a field guide. If need be the guest must be escorted to a safe, comfortable well lit area.

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On a game drive or walk, should an emergency occur, the ranger is to remain with the guest at all times while the tracker radios the lodge or goes to summons help. The tracker is to know the name of the guest and what the emergency is. This information is to be relayed together with the location to the lodge manager.

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Guests may alight from the vehicle only with the permission of the ranger, and is not to move further than 50m from the vehicle.

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7.

Marketing Strategy

Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved Š Mabwe Safari Lodge/C. Mitchell 2007/8

Page 124 Royal Chipepo is a hugely exciting and ambitious project. Its target market is the medium-upper to upper class citizens of the world. Price Waterhouse Coopers found in a survey conducted in December 2006 that 41% of affluent U.S. Households are familiar with fractional ownership and one-sixth may purchase within five years.

The Golf course will be designed so as to compete with the worlds best and this will broaden the pool of potential purchasers immensely. The development of the Game Reserve will naturally add greatly to the value of the resort due to the large worldwide eco-tourism market. In addition, the Health and Wellness aspect wil further increase market acceptance.

Sub-Saharan Africa is internationally known for the wildlife, culture and natural beauty. The challenge of marketing Royal Chipepo is to provide better activities and opportunities as South African, Botswana and other ecotourism facilities.

This will take a large portion of dedicated expertise and money. To enable the Marketing Team to do what is required will take a sizeable budget even if the Resort was located in a more accessible area. It is thus of vital importance that a well thought out Strategic Marketing Plan is developed in phase one of the project development as this will avoid waste and duplication of effort and guarantee maximum exposure right from the outset.

Key Competitive Capabilities We are better positioned than our main competitors to take advantage of new trends in the market.

The particular trend that will benefit us is

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the international move to fractional ownership holiday homes

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the growth in golf

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the growth in and health and wellness tourism

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and the constant growth in international class big 5 tourism destinations.

Our key competitive advantage lies in our concept approach, location and amenities.

Key Competitive Weaknesses In comparison to our primary competitors we possess some competitive weaknesses that may limit the success of our business.

These are the remoteness of the location and resulting logistical issues.

We intend to offset these weaknesses by:

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providing low cost air transport from Livingstone and Lusaka

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Providing a large percentage of our requirements through community projects.

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Page 125

Strategy Our strategy is based on the highly distinctive and superior fractional ownership shares that we offer. Our strategic advantage lies in our unwavering provision of world class accommodation, entertainment and services resulting in superior to client satisfaction.

Our strategy is to build an exclusive an unparalleled service driven organization.

While Mabwe Safari Lodge will become recognized as highly competent in all areas of its business, we intend to be recognized as the clear leader in the provision of an incomparable African experience in ultimate luxury.

We will continue to appoint the finest companies and employees to ensure that this African experience remains unrivalled in Zambia.

We believe that truly outstanding excellence in this area will clearly distinguish us from other firms in the industry and will provide the best opportunity for building and maintaining a leadership position.

Our primary strategy is to focus on the African big 5 Ecotourism and fractional holiday home ownership. While the other markets for this product are already fairly well developed in developed countries, we believe that we will have a significant advantage by being the first company to aggressively develop this new market in Zambia.

Most of the resorts serving African big 5 Ecotourism also serve much larger markets and give no or only secondary attention to the African luxury fractional ownership holiday home market. On the other hand, Mabwe Safari Lodge will give our total focus to this niche; our key executives will stay in personal touch with customers in this niche; and we will be able to respond to changes in this market much faster than our competitors.

We are going to plan our business very carefully; have rigorous hiring and training programs; have specific policies and standards for serving customers; and carefully monitor the quality of our service. We are also going to carefully communicate and market to our customers the key differences and advantages in investing in Mabwe Safari Lodge and ensure that our target customers know that choosing us as an investment is the safe choice for a consistent, high quality holiday experience.

Implementing Strategy Successful implementation of our strategy needs an unwavering focus on the marketing and sales of fractional ownership shares.

While we shall be diligent in all aspects of implementing our strategy, we will give extra emphasis to this dimension.

Because we are competing in a marketplace and industry where fast and dramatic change is the norm and not the exception, we will evaluate the success and effectiveness of all aspects of our strategy on an ongoing basis. It is likely that minor aspects of our strategy or product positioning will change frequently, and it is likely that we will make significant changes in strategic direction from time to time.

Similarly we are going to take a pragmatic approach to implementing our strategy for the marketing and sales of fractional ownership shares. At the same time it is Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved Š Mabwe Safari Lodge/C. Mitchell 2007/8

Page 126 the rapidly changing dynamics of our marketplace that make strategy extremely important, and we fully intend to give the strategic process and its implementation the importance that it deserves.

Strategic Plan The first task of the Marketing Team will be to consolidate the concept of Royal Chipepo into a unified theme which will run throughout the development of the project and which must not be deviated from in any way. This will enable a strong and unambiguous identity to emerge and develop in a planned and goal directed way.

A corporate Identity must be developed, which captures the theme and ambiance of the resort in name and appearance, colour and style. This style and quality of execution must be carried through to the architectural design, all publicity materials and later on to staff uniforms, vehicle livery, promotional items, signage, and stationary.

A Design Mission Statement needs to be formulated to which everyone involved in the development subscribes. This will be the Developments “True North”, and will always be referred to when designing any new element for the project.

The design of the Corporate Identity follows and its aim is to provide a framework around which the image of the development can grow and prosper in the minds of the target visitors. All publicity must be carefully centred on the theme so as to seat itself in people’s minds long before completion of the development. The reasons for this are that the type of visitor sought, plans their holidays at least a year in advance, so if we are to enjoy reasonable occupancy rates at launch, Royal Chipepo must be on the target markets’ shopping list at least a year prior to completion of the first phase.

All Public Relations opportunities must be wholly capitalised upon. A sod-turning ceremony must be accompanied by a media visit, strongly supported by largescale models and computer simulations of the resort. The re-stocking of the Game Reserve will also provide media opportunities. In short, weekly media events strung out during the whole development period must be pre-planned and meticulously executed to ensure top of mind awareness coupled to building the correct image in public minds as to what the resort is all about.

Although Royal Chipepo’s remoteness is a positive attribute for safety and tranquillity it must clearly offer value for money to the visitor. The rich did not get that way by being fleeced by their holiday venues.

Reaching the Target Visitor Mabwe Safari Lodge target visitor is not to be effectively reached by using the mass media, except where media publicity comes “free” by means of Public Relations.

Mainstream Advertising, especially on a worldwide basis is prohibitively expensive and is a wasteful misuse of resources. Targeted Specialist publications such as Yachting Times, the Big Game Fishing and Deep Sea Diving magazines are where money spent will do the most effective job.

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Page 127 Conservation Magazines, Golfing, and Lifestyle Magazines are where the Adspend should be allocated. This means that care should be exercised in the choice of Advertising Agency to handle this project. Mainstream Agencies make their living by media commissions and it will not sit easily with a Mainstream Agency to limit Media spend to boutique publications where the commissions are small.

Endorsement is particularly effective with the target market. Safari enthusiasts, Golfers, Bass and Tiger Fishermen and Hunters must offer input to design facilities and endorse the venue to the target audience.

The other advantage to this route is that expensive mistakes can be avoided by carefully choosing the expert to help in the design and launch of the product.

Launch There is only one opportunity to make a good first impression, and first impressions last. The launch of Royal Chipepo and its rollout to the market place must be unique and will consequently create a number of exciting opportunities.

Naturally, as with all large developments they are money gobblers before they generate positive cash flows. Royal Chipepo will mirror the precarious balance between launching as early as possible, and providing the best possible experience to the first guests.

These first guests would naturally be the worlds’ media, salted with a sprinkling of International celebrities who will provide the human interest, gossip and gaudy headlines only they can provide. The launch should be used as a testing period to fine-tune all services, which will be provided to the paying guest later. This serves a dual purpose, it softens any hint of criticism of the media when they are specifically asked to provide feedback to management as to how the resort could function better, and it provides free market research in order to improve the experience offered.

Ideally, the launch should be tied to another event, which should become an annual event, for example “The Million Dollar Golf Tournament” at Sun City.

The demands of this event will be quite different to the Sun City event as Royal Chipepo will not have the facilities or the luxury of thousands of day visitors within a few hours drive of the development.

It follows therefore that the event chosen to be the launch vehicle and preferably, the annual event, will be something which draws an exclusive, small, high-worth individual, either as a competitor himself or as a member of the audience keen enough to cross the world to witness the event.

Royal Chipepo will attempt to own an event – like a golfing or outdoor challenge which is unique to it, and build on it every year. This route is far more cost effective than doing new things every year and not capitalising on the previous years marketing and PR efforts. The first year should perhaps have a few carefully chosen events, and that which seems to have the best potential, should be chosen as the annual event or events.

Naturally, more than one event per year may be hosted. An event that draws visitors in the natural off-season may be needed as well as the annual big draw card.

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Page 128 It is important that any Consultant appointed is looked at from a long-term viewpoint, as this project will require staying power, great creativity, and boldness.

Approach The marketing of Mabwe Safari Lodge project will be undertaken on a dualpronged basis. The first is the Internal Marketing Plan and the second being External Marketing Plan. Each of these prongs will focus on very specific sectors of the global markets that, through their commercial exploitation, will ensure the long term viability and success of the project

Internal Marketing Plan This plan will focus on the various industries that could benefit from the commercial activities being developed and offered on an outsourced basis by Royal Chipepo Wildlife Sanctuary, Lakeside Golf Estate Health Spa and Marina Resort.

This would include the following categories of commercial activities and operations:

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International Upmarket Hotels Groups

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Leading Game Lodge and Bush Camp Operators

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International Fractional Ownership Operators

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International Boutiques and Designer Label Stores

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Various General Retail Operators and Restaurateurs

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Marina Management Specialists

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Yacht, Fishing and Diving Charter Operators

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International Golf Course Management Specialists

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Property Management Specialists

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Activity Centre Operators

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International Events and Marketing Specialists

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Aircraft Charter Services

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Communications Specialists, Operators and Services Supplier (Radio, TV, Telephones, Cell Phones)

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International Bulk Fuel Suppliers

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Emergency Services (all)

Initial Canvassing Multimedia presentations of the project will be complied and used by a professional marketing team under the leadership of the Management Team Member responsible for Corporate Imaging and Promotion.

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Page 129 This team will target selected preferential international operators in the above categories and will enter into dialogue with prospective Operators and Suppliers in each. After an initial qualification process a presentation pack will be handed out to each of those selected Operators who it is believed have the necessary expertise and quality of service required of the Development. The presentation pack will comprise of a CD presentation, a detailed written offer as well as a Corporate Gift suitably packaged to project the quality and unequalled standard of Mabwe Safari Lodge.

In addition, a web site www.RoyalChipepo.com will be developed to market the various leases and concessions to be granted in terms of the above. This Website will also be a valuable tool in the overall marketing strategy for the various commercial opportunities.

Closure and Consultation Once a potential operator/concession holder has been identified and fully qualified, a process of site visits and consultations will take place between the respective qualified Commercial Operator and Control Team Members for Corporate Imaging & Promotion, Amenities Letting & Leasing as well as Design & Engineering.

During these discussions all matters relating to the Design requirements, Furnishing and Fitting and Leasing/Concession arrangements will be finalised. All costs relating to the design, construction, furnishing and fitting of the various facilities will remain that of the project. The internal designs, furnishing and fitting of the facilities will be to the specific requirement of the operators. In addition the Management Team will also assist the successful operator/concession holder (if required) with complying with all the necessary rules and regulations of the project and the investment laws of Zambia.

External Marketing Plan This aspect of the marketing is focused on the fun and sun loving global tourist at large and also targeted special interest groups.

These can be summarised as follows:-

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The International Bass- and Tigerfishing Fraternity.

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Health and Wellness travelers

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Eco-tourism, Wildlife and Birding Fraternity.

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Golfing enthusiasts

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Water Sport Fraternity.

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Hunters

Initial Canvassing Again strong use will be made of the Multimedia presentations to the various target markets specified above. In addition major Television Networks (eg. CNN, NBC, Sky, ESPN and BBC Travel Channel) will be used to advertise the Resort as a new tourism destination in Africa.

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Page 130 Periodicals such as Fortune, Time, International Cosmopolitan, Leadership, National Geographic and Conde Nast Magazines will be used as a vehicle of international advertising. In addition Media Tours will be arranged with the International Printed and Electronic Media to secure as much ‘Advertorial’ and Editorial space as possible. Specialised marketing agencies will also be approached to represent the marketing of the resort on an agency basis

Conclusion In order that Royal Chipepo becomes a “top of mind” resort among the world target market, an intensive and planned publicity programme is essential

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8.

Project Plan

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Project scope Mabwe Safari Lodge will be constructed over a 5 year period.

To ensure enough time for livestock and tree establishment and growth, community projects are commenced at the start of the project and will be rd completed in the 3 quarter of year 5. rd

Fractional ownership share sales from plan will commence in the 3 quarter of rd year 3 and is completed by the 3 quarter of year 5 rd

Advertising commences in the 3 quarter of year 3 and costs are projected at $8.0m. Promotions include television, radio, print and internet.

Management and Risk Constraints that may affect project plan are:

•

Because of the relative remoteness of the project, building material may cause delays. To minimize delays resulting from materials the community will produce bricks and paving and regular supplies will be brought in via truck or barge from nearby towns and cities.

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Personnel availability may cause delays and a focused effort in obtaining and retaining personnel in the various fields will be an ongoing task

•

Personnel health and welfare will be provided for by the clinic with air support for emergencies.

•

Labour issues will be identified and dealt with in time to avoid delays

Project Estimates Development costs are projected as follows:

Development Gorgeview Villas Private Game Lodges Golf Manors Health Hydro Golf Course and Club House Leaders of Tomorrow School for the gifted Retail Section Game Vehicles Activity Center TOTAL

US$23.6m US$22.1m US$32.3m US$3.0m US$7.5m US$6.0m US$1.4m US$.8m US$2.5m US$1.0m US$100.2m rd

The Tourism component will be completed in the 3 quarter of year 5.

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Project Resources Various project management consultants, engineers, architects, labour relations, specialists and environmental entities will be appointed and will contribute to a well-managed and focused construction effort.

Comprehensive project management will be done through specialized software and related resources.

Management reporting and communication All consultants will submit daily, weekly and monthly reports as well as attend weekly project progress meetings.

These meetings will be attended by the Project Management consultants who will use the project management system to:

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Monitor delays

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Highlight milestones

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Facilitate solutions to problems

•

Ensure the Executive Committee remains informed of project progress and status

Quality assurance and control Project Quality Control consultants will track and control project quality on a daily basis and report progress and problems to the Project Managers.

Project Development Team structure Functional Matrix

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Responsibilities Project Managers 1. Focus on overall needs of partner agencies 2. Manage, documents and reports on overall project scope, schedule and budget 3. Set the overall project scope, schedule and budget that the functional teams will deliver

Functional Managers 1. Manages technical specialists 2. Focuses on technical scope, schedule, budget and quality 3. Manage, documents and reports on overall project scope, schedule and budget 4. Reports to the project Director

Design Managers 1. Takes on same responsibilities as Functional Managers 2. Assigns designers for in-house work 3. Assigns designers for outsourced liaison

Environmental Manager 1. Collaborates with all sections to provide support and services 2. Works in all projects from start to completion

Quality Control Team 1. Provides overall quality control- and assurance to project plan and specification 2. Members have experience in both design and construction 3. Provides ongoing review and services

Project Life Cycle Initiation Perform Environmental Impact Study Establish Terms of Reference Appoint Project Team Set up Project Office Perform Phase Review Planning

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Page 135 Develop Project Plan Develop Resource Plan Develop Financial Plan Develop Quality Plan Develop Risk Plan Develop Communications Plan Develop Procurement Plan Contract Suppliers Perform Phase Review Execution Build Deliverables Monitor and Control Perform Phase Review Completion Perform Project Closure Review Project Completion

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Environmental Aspects The main philosophy of Mabwe Safari Lodge development focuses on the responsible development and conservation of the available natural resources on a sustainable basis for the long-term benefit of the environment and the local people, both now and for future generations to come.

In keeping with the above philosophy UpliftAfrica has adopted a development ethic that in all spheres promotes the achievement of the above. The current reality of poverty in the region of Royal Chipepo and the resultant effect such poverty is having on the natural environment will be firmly addressed by UpliftAfrica in establishing its conservation and environmental ethic and strategy, whilst also taking cognizance of the fact that the natural resources and wild areas in the Mabwe Safari Lodge region are unprotected at large and require practical and effective management policies to be implemented for the short-term renewal and long-term conservation thereof.

The pivotal concept in the Company’s development philosophy is responsible development, and in achieving this the company will undertake extensive Environmental Assessments and Impact Studies prior to all development phases of Mabwe Safari Lodge project. Furthermore, in view of the company’s sincere commitment to its philosophy it has requested the appointed senior project manager SIP Project Management to provide a Letter of Undertaking to comply with all the relevant laws, regulations, zoning and environmental requirements.

The initial implementation or phase one of the project will essentially entail the overall final detailed planning of the project whilst undertaking a full environmental and social assessment as well as the development of a practical Conservation Management Plan

Introduction Foreword Uplift Africa’s environmental objective is to undertake, own and promote development of wild areas that have a direct bearing on the future wellbeing and conservation of wildlife, the environment and the socio economic upliftment of the affected communities living in and around these wild areas. This is achieved by developing the unique potential of each identified wild area and in doing so creating a platform for all the stakeholders to enjoy the fruits of the ever-growing world eco-tourism market.

The Uplift Africa’s team of experts have participated in numerous developments in South Africa and Zambia and are now focusing on Zambia using their considerable expertise to help build a brighter future whilst ensuring that the conservation and sustainable utilisation of it’s vast natural resources is enhanced Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved © Mabwe Safari Lodge/C. Mitchell 2007/8

Page 137 and achieved through the responsible development of wild areas for the longterm benefit of the environment and the local people thereby creating a better life and environment for present and future generations.

Environmental Mission Statement Uplift Africa’s mission is to identify, develop and conserve untapped natural resources worldwide on a sustainable basis that will benefit all stakeholders financially and socio-economically thereby creating a symbiotic relationship between man and his environment.

Our projects aim to achieve its mission through:-

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Stimulating the economy of the Country and Region in which the project is situated by enhancing the biggest growing income generator in the World namely Tourism.

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Providing inward investment into the specific Country and Region normally valued at Millions of United States Dollars.

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Creating the job opportunities and career pathing so desperately needed in the Southern African Region.

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Contributing towards sustainable conservation of the natural resources through the creation of new Conservation Areas and re-introduction of the Wildlife that has been long lost to these areas under development.

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Empowering people through human development, skills training and education.

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Providing the capacity for entrepreneurs to develop through the creation and development of Small Micro and Medium Business Enterprises.

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Reconstruction of infrastructure through the provision of roads and essential bulk services.

Uplift Africa’s projects are based on three basic principles:

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Social Acceptability

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Environmental Sustainability

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Financial Viability

Each one of these principles are interdependent and one cannot exist without the other forming a cohesive and synergistic relationship for the benefit of our Children and our Children’s Children.

Land and Rights The rights granted by the Zambian Government include:-

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Leasehold Rights for 99 years renewable for 99 years to approximately 22,000ha of lakeside property.

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Development and operation rights for Hotels (both fixed and floating), , Game Lodges and Bush Camps, Golf Estates, Condominiums, Villas, Entertainment and Activity Centres, Retail Outlets including Bars, Bistros, Café’s, Restaurants, Staff Housing and Medical Facility, Water Park, Water front and Airport.

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Rights to manage and conserve all the natural fauna and flora in the concession area.

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Concessions to operate all forms of activities which will advance the objectives on the development such as; Fishing, Game Trails, Hunting and Water Sports and Activities.

Conclusion This Environmental Management Plan (EMP) has been compiled by Uplift for the implementation of the project and for the initial construction phase of the project and will be appropriately amended and updated as the project progresses and as new phases of the project are planned for implementation and commencement.

Environmental Management Plan Environmental Policy An environmental policy has been formulated by the management of Uplift Africa’s to guide the construction EMP. This policy incorporates key elements of the environment and is also primarily guided by environmental legislation in Zambia and conditions on the ground in the Chipepo Area. Uplift Africa’s and Royal Chipepo and all the relevant Consultants, Contractors and Subcontractors, Concessionaires and Sub-concessionaires shall agree to abide by this policy.

Organisational Structure The organisational structure identifies the responsibility and lines of authority of the various group and external organisations involved in the project. This section specifies in detail not only the organizational structure but the management structure that has been implemented to ensure the responsible development of Mabwe Safari Lodge Wildlife Sanctuary, Lakeside Golf Estate Health Spa and Marina Resort AND internationally accepted conservation and environmental principles. In addition the CV’s for Executives responsible for the environmental and conservation aspects of the development have also been included.

Environmental Management Plan This Environmental Management Plan includes all environmental specifications for the construction phase of the project which shall be continually tested and amended to ensuring the appropriateness of the specifications at all times.

Training and Standards This section of the Environmental Management Plan specifies the on site training and specific standards that will be applied to ensure proper compliance with the environmental specification established herein for the construction phase of the project.

Inspection Procedure and Review The concluding section of this Environmental Management Plan contains the Inspection Procedures and Review Processes to be used in the monitoring of the Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved © Mabwe Safari Lodge/C. Mitchell 2007/8

Page 139 implementation thee environmental specifications for the construction phase of the project. It also determines the action to be taken by the Developer in the instance of disregard by a Consultant, Contractor or Sub-contractor, Concessionaire or Sub-concessionaire.

Aim of the Site Specific Construction Environmental Management Plan The purpose of this EMP is to set environmental targets for the various Contractors (defined as the lead Contractor and any nominated or selected Sub-contractors) and reasonable standards against which the Contractor's performance in this regard can be measured during construction the various project construction phases. This document will form the basis for the environmental specifications that the Contractors, in terms of their various construction contracts, will be obliged to adhere to during the construction operations. This document as amended from time to time will therefore be included as an addendum to all construction contracts and form part of the binding agreement between the Contractor and the Developer.

This Construction EMP has addressed issues in order to ensure that all environmental aspects are carefully considered and monitored in order to comply with the Developers philosophies as specified herein. This EMP has as its basis the conditions of approval of the Zambia Government and the company’s own policies regarding responsible development of natural resources. Input has been obtained from both Marine and Terrestrial Ecologists and a Landscape Architect during the preparation of the EMP in order to fulfill the requirements of the Developer.

As alluded to earlier in this EMP, it is important that the development and implementation of environmental specifications is an on-going process that is iterative in nature. This document is thus the initial version of the EMP for the construction of Phase One of Mabwe Safari Lodge Project as more fully described in the Developers Detailed Business Plan.

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Project Zones The map depicts the area to be developed as Mabwe Safari Lodge.

In addition, the map indicates the estimated development zones which will be finally determined as part of the initial implementation assessment to be undertaken by the Developers Conservation and Environmental Portfolio Committee Zone One – Medium density development: Waterfront This zone comprises of the construction of the Lakeside Hotel, Lakeside Villas, Golf Course and Manors and Health Spa and Waterfront, Activity Centers and Retail and Administrative Facilities.

Zone Two – Low density development – Private Game Lodge Zone This zone falls within the game reserve element of the development and comprises of the low-density development and construction of Private Game Lodges with the required conservation management infrastructure.

Zone Three – Low density development – Breeding Sanctuary Zone This zone falls within the game reserve element of the development and comprises of the low-density development and construction conservation management infrastructure and road for tourist traversing.

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Environmental Policy Statement Mabwe Safari Lodge development aims to: a) complement and accelerate the development of the area b) to improve on the future land use of the area c) to further enhance the environmental and conservation management of the area and d) provide environmental support for the surrounding areas Although the various development sites will have varying environmental sensitivity, construction operations shall be undertaken in such a way as to minimize any possible environmental degradation and will aim to enhance and improve the immediate environment as well as the upliftment of the frontline communities in order to reduce their total dependence on the natural resources of the area.

Environmental Policy Statement for the Construction Phase The following policy has been prepared for the initial construction phase of this project: Mabwe Safari Lodge, the Contractors and their staff, the Sub-contractors and their staff, the Consultant(s) and their staff along with any Concessionaire(s) and their staff and the Environmental Portfolio Committee, commit themselves to protect the affected environment and to leave it in better condition than it was before construction commenced.

This will be achieved by:

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Adhering to the environmental specifications contained in this Construction EMP;

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Protecting the natural features on and adjacent to the site, in particular any riverine or coastal system;

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Minimising the impact on local communities/residents and the development and implementation of an appropriate community development plan;

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Restricting the impact of construction to specific clearly demarcated areas; and

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Rehabilitation of the site by planting indigenous vegetation.

All environmental management plan and programs will give due consideration to the requirements as contained in the DRAFT ISO 14 000, 1995 standards publication.

The above overall environmental policy and environmental policy statement for the construction phase of the project will be continually reviewed and amended by the Conservation and Environmental Portfolio Committee to ensure its appropriateness during the changing circumstances over the time frame of development.

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Conservation Management Plan The management of Uplift Africa’s will in addition to the Environmental Management Plan EMP draft a comprehensive and detailed Conservation Management Plan CMP which will cover all aspects relating to the management of the game reserve and will contain such detail as:-

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Alien Plant Control

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Anti-poaching policies and procedures

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Communications

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Conservation monitoring policies and procedures

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Conservation principles and policies

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Determination of environmental zoning (e.g. Wilderness Areas)

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Erosion control programs

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Fencing standards and maintenance

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Game Introductions

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Game scout training procedures

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Management philosophies

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Management road construction and maintenance

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Patrolling and daily reporting

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Rehabilitation of old cultivated lands

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Scientific research programs

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Signage

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Tourism road network and maintenance

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Wildlife management policies and procedures

The above is an indication of the various items to be included but is not exhaustive.

Relevant Environmental Legislation The management of Mabwe Safari Lodge will in addition to the Environmental Management Plan EMP complies with all relevant Environmental Legislation in Zambia well as any International Environmental and Conservation Treaties and Conventions (e.g. CITES) Furthermore any legislation applicable in South Africa that is in no way in conflict to the Legislation applicable in Zambia will be referenced in order to set the highest possible standard of environmental specification for the construction phase of the project.

All acts relevant to the following will be considered;

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Any relevant Legislation

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Conservation and Utilisation of Fauna and Flora Legislation

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Development and Construction Legislation

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Health and Safety Legislation

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Marine Conservation Legislation

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National Heritage Legislation

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National Parks Legislation

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National Water Legislation

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Tourism Legislation

Conservation and Environmental Portfolio Committee The Conservation and Environmental Portfolio Committee is an appointed Subcommittee of the Executive Committee (Board of Directors) which has written delegation of authority to manage conservation and environmental policy and to where it is deemed necessary to amend such policy provided such amendment does not change the conservation or environmental philosophy or objectives of the development.

The overall conservation and environmental philosophy and objectives are determined by the Executive Committee from time to time.

The Conservation and Environmental Portfolio Committee consists of the following members:

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Conservation and Environmental Executive (Chairperson)

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Advisory Executive for Environment Conservation

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Community Development and Liaison Executive

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General Manager of Game Reserve Operations

This Conservation and Environmental Portfolio Committee gives direction and guidance to the Environmental Task Team operating on the ground to ensure compliance with the policies set.

In addition, the Conservation and Environmental Portfolio Committee determines the Environmental Management Plan EMP and is responsible to ensure, through input provided by the Environmental Task Team, that such provisions are relevant to the developments taking place from time to time.

Environmental Task Team (ETT) A multidisciplinary team referred to as the Environmental Task Team (ETT), will report to the Conservation and Environmental Portfolio Committee and will monitor the progress of the EMP and resolve any environmental problems on site that may arise during the course of the project. The ETT shall comprise of at least the following members:

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Mabwe Safari Lodge – Represented by the Conservation and Environmental Portfolio Executive

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Specialist Advisor – Represented by the Advisory Executive

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Allteck Management Limited - Advisory Engineer – Represented by Dr Kevin Green

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Environmental Consultants

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Contractors as appointed and as appropriate from time to time

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Representatives from relevant government bodies, including ZAWA

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Community representation from the Chipepo district

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Representation from NGOs and other Interested and Affected Parties (I&APs).

This team shall be accountable for ensuring that environmentally sound principles guide the project during the construction phase. Further particular specialists will be incorporated in the Task Team as such need is identified or required to advise the EMT.

Construction Environmental Control Officer (ECO) An Environmental Control Officer (ECO) shall be appointed for the duration of the various construction contracts. The ECO will communicate directly with the Engineers Services Representative ESR. Should problems arise on site that cannot be resolved between the ECO and ESR, the matter will be taken up with the ETT Task Team Leader. Failure to resolve a problem at this level will require this to be addressed by the Environmental Task Team (ETT) and if such problem cannot resolved at that level then the matter will be taken to the Conservation and Environmental Portfolio Committee by the Leader of the Environmental Task Team.

The ECO's duties shall include:

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Ensuring the necessary environmental authorisations and permits have been obtained;

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Advising the Contractor on environmental issues within defined construction areas;

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Examining and approving Method Statements (see Section 4.3);

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Undertaking regular site visits to ensure compliance with the EMP and verifying that environmental impacts are kept to a minimum throughout the contract;

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Completing start-up, weekly, monthly and site closure checklists;

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Keeping a photographic record of progress on site from an environmental perspective;

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Assisting the Contractor in finding environmentally acceptable solutions to construction problems;

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Recommending additional environmental protection measures should this be necessary;

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Delaying any construction activity if he/she believes the integrity of the environment has been or is likely to be seriously jeopardised;

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Keeping detailed records of all site activities that pertain to the environment;

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Keeping a register of complaints in the Site Office and recording and dealing with any community issues or comments;

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Ordering the removal of or issuing spot fines for person(s) and/or equipment not complying with the specifications;

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Submitting reports on the environmental issues at site meetings, EMT meetings and other meetings that may be called regarding environmental matters; and

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Undertaking continual internal review.

Meetings The ECO shall meet with the ER on a weekly basis, or more frequently as required. The ECO shall attend scheduled Construction Site Meetings throughout the various contract periods. The ECO will also be invited to attend relevant meeting of the Project Design and Concepts Committee as scheduled on a weekly basis.

The ETT shall meet on a monthly basis. If the ETT is required to meet more frequently, this will occur on a needs basis. At these meetings the ECO shall deliver a short report back on the progress of the implementation of the EMP to date and specifically highlight any transgressions of the Environmental Specifications or any other deviation from the EMP. The ECO shall also table recommendations for amendment to the EMP.

Environmental Specifications EMP Administration Copies of this EMP shall be made available at the Department of Tourism, Chief Chipepo and other relevant institutions or parties.

Copies shall be made available to all members of the Conservation and Environmental Portfolio Committee and Environmental Task Team (ETT), the ER, all Contractors, Concessionaires, Consultants and the ECO. The report will be distributed to all Executives as well. All senior personnel on the construction site representing SIP Project Management will be required to familiarise themselves with the contents of the document.

The ETT will be responsible for the implementation of any revisions to the EMP document provided such revisions are appropriately approved. Records will be kept in the document indicating changes that have been made. ETT will be responsible for the distribution of copies of the updated EMP document to all relevant personnel Successful Contractors and Concessionaires will be required to sign a Commitment to Protection of the Environment form.

Failure by any employee of the Contractors or their Sub-contractors to show adequate consideration to the environmental aspects of the contract will be considered sufficient cause for the ECO to recommend to the ER to have that employee removed from the site. The ECO may, through the ER, also order the removal of equipment that is causing continual environmental damage The ECO may order any Contractor to suspend part or all of the works if the Contractor fails to comply with the specifications set out in the EMP and Method

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Page 146 Statements supplied by the Contractor and any Sub-contractors. Such suspension will be enforced until compliance is achieved

Information Boards The Contractors will be responsible for erecting a general information board(s) on site. The general information board(s) shall also provide the name and contact number of the ECO, to ensure that the public has access to the ECO to request information and/or to lodge any complaints

Method Statements The Contractors shall submit written Method Statements to the ECO for all environmentally sensitive aspects of the work (such as demarcation of cement mixing areas, limitations on the use of poisons, fuel storage, any activities at or near the river and drainage course, etc.).

A Method Statement Control Sheet, signed by the Contractors, must accompany each Method Statement (a pro forma Control Sheet is provided Method Statements shall cover applicable details with regard to:

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Construction procedures;

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Materials and equipment to be used;

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Getting equipment to and from site;

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How the equipment and materials will be moved while on site;

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How and where material will be stored;

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The containment (or action to be taken if containment is not possible) of leaks or spills of any liquid or material that may occur;

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Timings and location of activities;

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Compliance/non-compliance with the Specifications contain it this EMP; and

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Any other information deemed necessary by the ESR or ECO.

Method Statements shall be submitted to the ECO at least five (5) days prior to the commencement of operations. It should be noted that Method Statements MUST contain sufficient information and detail to enable the ECO and ER to apply their minds to the potential impacts of the works on the environment. The Contractor will also need to thoroughly understand what is required of him/her in order to undertake the works.

Work shall not commence until approval of Method Statements has been obtained from the ECO. Failure to submit Method Statements may cause the ECO to request that the ER order the Contractor to suspend part or all of the works concerned until a Method Statement has been submitted and approved.

Failure to submit Method Statements at least 5 days prior to commencing the relevant activity will result in payment being withheld and may result in a fine (refer to List of Penalties. Any damage caused to the surrounding environment by work done without prior approval shall be rehabilitated at the Contractor's cost.

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Site Demarcation The 'site' refers to the total area where the Contractors will undertake their respective contracts. The “construction area” is defined as all areas required by the Contractors to undertake construction activities. As the majority of the sites will not be considered to be environmentally sensitive, the Contractors will be permitted to undertake construction activities across most of the site, however on sites that are environmentally sensitive such “construction areas” are to be clearly identified and demarked by the Contractor and the ECO. Areas where construction activities are prohibited are referred to as 'no-go' areas. These will include any area so designated and clearly demarked as such by the ECO. Where practical 'No-go' areas will be demarcated by a temporary fence of at least three strands of wire, the position of which will be agreed by the ECO, the ER and the Contractor. Entry into these areas without the ECO's permission will result in a penalty as specified in the List of Penalties At some point, works may be required in these ‘No-go’ areas. The ECO must be notified at least one week before the commencement of activities in these areas in order to ensure that these works are closely supervised, with the express aim of not allowing any unacceptable level of degradation to take place in these areas. Under no circumstances shall any chemical pollutants enter drainage lines, river systems, mangroves, dams or swamp areas.

The Contractors have decision-making powers within the defined construction areas. The ECO will advise the Contractors via the ER on environmental matters within the construction area. The ECO has jurisdiction and decision-making power in the ‘No-go’ areas.

Site Clearing Vegetation clearing Before clearing of vegetation, the Contractor shall ensure that all litter and foreign material is removed from site.

Clearing and/or pruning of vegetation should only be undertaken with prior knowledge of the ECO. All trees are to be assessed by the ECO, Conservation General Manager and Landscape Architect for retention or removal. Those trees to be removed will be clearly marked by ECO and Conservation General Manager the Landscape Architect. Marked trees are to be felled and removed by the Contractor to an appropriate storage area for further beneficial use of the local communities. Any damage caused to unmarked trees will result in the implementation of the penalty system (refer to List of Penalties. All other woody alien vegetation shall be cleared. This material shall be stored separately in areas agreed to by the ECO, Conservation General Manager and the Contractor and disposed of at an approved waste site.

Any use of systemic herbicide such as 'Roundup' or 'Mamba' as per the manufacturers' instructions for removal of vegetation will only be done with the prior approval of the ECO. Once dead, all surface vegetation is to be removed from the site. The Contractor shall ensure that no sediment-laden runoff enters the drainage lines, river system, mangroves or swap lands as a result of the removal of vegetation cover. All exposed areas that are to be replanted with grass in accordance with the Landscape Architect's plans are to be planted with appropriate indigenous grass, as per the Landscape Architect's instruction. The Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved © Mabwe Safari Lodge/C. Mitchell 2007/8

Page 148 Landscape Contractor shall submit a Method Statement detailing this entire procedure.

Stockpiling of relevant material Good quality topsoil (an approximately 150mm layer) shall be removed from areas to be disturbed during construction and stockpiled for landscaping purposes. This material shall be stored in areas identified by the ECO in consultation with the Contractor.

Appropriate measures shall be taken to protect topsoil stockpiles from erosion by wind or water. These measures should be agreed by the Contractor, the Landscape Contractor and the ECO. This could include seeding of the stockpiles, sandbagging or containment using hessian or similar material.

Materials Handling, Use and Storage The Contractors shall ensure that any delivery drivers are informed of all procedures and restrictions (including "No-go" areas) required to comply with the environmental requirements. Materials shall be appropriately secured to ensure safe passage between destinations. Loads including, but not limited to sand, stone chip, fine vegetation, refuse, paper and cement, shall have appropriate cover to prevent them spilling from the vehicle during transit. The Contractor shall be responsible for any clean-up resulting from the failure by his employees or suppliers to properly secure transported materials. The Contractor shall ensure that these delivery drivers are supervised during offloading.

All material shall be stored away from the ‘No-go’ areas. All fuel, oil and other hazardous substances shall be confined to demarcated, adequately bunded areas and stored in suitable containers. The relevant Material Safety Data Sheets (MSDSs) for all hazardous chemical substances (as defined in the Regulations for Hazardous Chemical Substances) shall be on site. Procedures detailed in the MSDSs shall be followed in the event of an emergency situation.

The Contractors shall ensure that:

•

all toxic/hazardous products (i.e., fuel, poisons, bitumen etc.) are stored and handled in a manner that minimizes the potential for spillage and possible pollution to the ground or river courses, mangroves and swap lands. The Contractors shall submit a Method Statement, for approval by the ECO, detailing the methods intended for storage and disposal of oil, fuel and other hazardous substances. This Method Statement should also detail precautions that shall be implemented

•

spills and leakage of these substances are limited. Any accidental spill of oils or chemicals is to be reported to the ECO and Environmental Consultants immediately so that the best remediation method can be quickly implemented.

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run-off from any stockpile, fuel or hazardous material storage area does not contaminate any drainage line, mangrove or swamp land.

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Plant and Equipment Location of Construction Camp The “Construction Camp” refers to all storage stockpile sites, site offices, container sites, and rest areas for workmen. The construction camp shall be located at and easily accessible point. No camp establishment shall be allowed within 40m of any drainage line, swamp land, river or dam. The Contractors, ER and ECO shall agree on mutually acceptable locations for the establishment of the camp. The ER and ECO shall approve the final location of the camp prior to its establishment.

The Contractors shall submit a Method Statement indicating the layout and preparation of the construction camp.

Toilet Facilities The Contractors shall provide suitable sanitary arrangements on site as per building guideline [SABS 0400 or as applicable in Zambia]. There should be one toilet for every 15 workers on site. Toilets must be easily accessible and shall be secure in order to prevent them from blowing over.

The positioning of toilets shall be done in consultation with the ECO. Toilets shall not be places in areas susceptible to standing or flowing water. They shall be sited away from any identified environmentally sensitive areas.

Toilets shall be chemical and shall be emptied on a regular basis. The Contractors shall ensure that there is no spillage when the chemical toilets are cleaned or during normal operation and that the contents are properly removed from site.

Performing ablution outside of established toilet facilities is strictly prohibited (refer to List of Penalties

Eating and Living Areas The Contractors shall designate eating and living areas for employees. The Contractors shall provide the necessary accommodation units (such as Tents) and cooking equipment (gas fired) including waste bins at these areas, The waste bins shall be emptied on a daily basis. The collected waste shall be stored in a central waste area that has been approved by the ECO and ER. The river and drainage course may not be used for washing of pots and plates.

Fires Open fires will only be permitted at the Contractor’s Camps at a locality agreed to by the ECO. Prior to the commencement of construction activities, the Contractors are to ascertain the fire requirements as stipulated by the Conservation Management Plan and must submit a fire contingency plan Method Statement to the ECO for forwarding the Game Reserve General Manager.

The Contractors shall take all reasonable steps to prevent the accidental occurrence or spread of fire and shall ensure that there is basic fire-fighting equipment on site at all times. This equipment shall include fire extinguishers and beaters. The Contractors shall pay the costs incurred by organizations (including Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved © Mabwe Safari Lodge/C. Mitchell 2007/8

Page 150 the Conservation Management Staff) called to put out fires started by himself, his staff or any sub-contractor. The Contractors shall also pay the costs incurred to reinstate burnt areas as deemed necessary by the ECO.

Solid waste management Solid waste includes all construction debris (cement bags, old cement, tags, wrapping materials, timber, cans, wire, nails, etc) waste and surplus food, food packaging, organic waste, etc.

The Contractors shall be responsible for the establishment of a solid waste control and removal system that is acceptable to the ECO in order to prevent the spread of waste in, and beyond, the construction site. Wherever possible, an integrated waste management approach shall be used, based on the principles of waste minimization, reduction, reuse and recycling of materials. This policy shall be included in the Environmental Awareness Training Sessions.

Containers for glass, paper, metals and plastics shall be provided. Office and camp areas are particularly suited for this purpose. A Method Statement must be submitted.

All waste bins must have lids and be suitably wind-proof and primate-proof, being made of a durable, appropriate material. Bins are to be located at all areas of the site used by the Contractors, with waste to be removed from the waste bins daily.

The Contractors shall ensure that the site is fully cleaned up on a weekly basis.

The general cleanliness of the site shall form part of the ECO’s inspections.

All waste shall be stored in a demarcated area, which meets the satisfaction of the ECO. Dumping of construction rubble, cut vegetation or other material will only be permitted in areas indicated by the ECO. No waste material or litter shall be burnt or buried on site.

Provision of water The Contractors will be responsible for ensuring that there is access to drinking water for all employees on site. Any such facility must be carefully controlled so as not to cause damage to surrounding areas through erosion or polluted runoff.

The use of the natural surface water as a drinking water supply is strictly forbidden (refer to List of Penalties). However the use of authorised wells and borehole water is permitted after necessary approvals by the ECO (subject to water testing).

Wastewater The Contractor(s) shall prevent pollution of surface or groundwater from the release, accidental or otherwise of chemicals, oils, fuels, cement, sewage, construction water, water carrying products, etc as a result of construction activities.

The Contractors shall be responsible for the construction and operation of necessary collection facilities in order to prevent such pollution and/or settlement of suspended matter and shall dispose of the collected material as approved by the ER and ECO. Runoff from fuel depots, workshops, truck washing areas and concrete swills shall be directed into a conservancy tank and disposed of at a location approved by the ECO and local authority.

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Page 151 Temporary storm water drainage and detention from the works shall be designed in collaboration with the ER and ECO. No wastewater shall be disposed of into mangroves, drainage lines, rivers, estuary, dams or swamp lands.

Vehicles and equipment refueling and maintenance Vehicles shall only be refueled in a demarcated refueling/servicing area. The surface under the refueling/servicing area shall be protected against pollution to the reasonable satisfaction of the ECO and Engineer prior to any refueling activities taking place.

When servicing equipment, drip trays shall be used to collect the waste oil and other lubricants. Drip trays shall also be provided in construction areas for stationary plant (such as compressors) and for “parked� plant (such as scrapers, loaders, etc).

All vehicles and equipment shall be kept in good working order and serviced regularly. Leaking equipment shall be repaired immediately or removed from the site.

The washing of equipment shall be kept to minimum requirements only. All washing shall be undertaken in the maintenance areas, and these areas must be equipped with suitable wastewater collection measures. The use of detergents for washing shall be restricted to low phosphate and nitrate content, low sudsingtype detergents.

Construction Erosion and sedimentation control The Contractors must, as an ongoing exercise, provide sedimentation and erosion control. During construction the Contractors shall protect areas susceptible to erosion by installing necessary temporary and permanent drainage works as soon as possible and by taking other measures necessary to prevent the surface water from being concentrated in streams and from scouring the slopes, banks or other areas.

During construction the Contractors shall implement measures to prevent the migration of material (fines) from the works into the river course or drainage lines.

This may include the use of barrier or catch fences constructed from geofabric, straw bales or geofabric siltation barriers constructed across the site at specific points. The drainage course may be modified for use as a retention pond during bulk earthworks, but the ECO must be notified of any construction activity in the drainage course at least one week prior to the commencement of such activities.

Method Statements shall be developed and submitted to the ECO to deal with erosion and sedimentation issues 10 days prior to bulk earthworks operations commencing.

Any runnels or erosion channels developed during the construction period or during maintenance periods shall be backfilled and compacted, and the areas restored to a proper condition. Stabilisation of cleared areas to prevent and control erosion and/or sedimentation shall be actively managed. The method of stabilisation shall determined in consultation with the Engineer.

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Page 152 Consideration and provision shall be made for the following methods (or combination):

•

Brushcut packing (although no alien plant material may be used for this purpose);

•

Mulch or chip cover (although no alien plant material may be used for this purpose);

•

Straw stabilising (at a rate of one bale/m2 rotated into the top 100mm of the completed earthworks; only straw bales held with string (not wire) may be used);

•

Watering;

•

Planting/sodding;

•

Hand seeding/sowing Hydro-seeding;

•

Application of soil binders and anti-erosion compounds; and/or

•

Mechanical cover or packing structures (including the use of Geofabric, hessian cover, log/pole fencing).

Traffic and movement over stabilised areas shall be restricted and controlled, and damage to stabilised areas shall be repaired and maintained to the satisfaction of the ECO.

Protection of natural features, flora and fauna No activities shall take place outside the demarcated construction areas. The removal, damage or disturbance of flora in all demarcated no-go areas is forbidden, whilst the removal, damage or disturbance of fauna or avifauna is forbidden in total on the total project development area. The clearing and pruning of vegetation within the construction areas shall take place under the direction of the ECO or Landscape Architect.

The Contractors shall be familiar with any rules, regulation, laws pertaining to the protection of the natural features, flora and fauna on site, Where applicable the Contractors or Landscape Contractors shall apply for the necessary permits and/or permission prior to removing any plants or wild animal whatsoever.

Herbicides or other poisonous substances shall only be purchased and applied on site with the prior knowledge and written consent of the ECO, Landscape Architect and Game Reserve General Manager.

Dust control If applicable, the Contractors shall take appropriate measures to minimize dust generation on site. In this regard the Contractors shall ensure that loose building materials and excavated material stockpiles are adequately protected against the wind by a covering of some description, such as canvas. In the short term, stockpiles may also be dampened to minimize dust generation.

Noise Control The Contractors shall be familiar with and adhere to, any local by-laws and regulations regarding the generation of noise.

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Page 153 The Contractors shall negotiate for any permits requiring deviation from local by-laws and/or regulations. However, the Contractors shall advise the ECO in writing of such intention prior to negotiating for these permits. The Contractors shall be held responsible for any complaints received from the authority and/or public with respect to any contravention of the agreed conditions

Hours of Operation The Contractors shall be familiar with and adhere to, any local by-laws and regulations regarding the generation hours of operation The Contractors shall negotiate for any permits requiring deviation from local by-laws and/or regulations. However, the Contractors shall advise the ECO in writing of such intention prior to negotiating for these permits. The Contractors shall be held responsible for any complaints received from the authority and/or public with respect to any contravention of the agreed conditions

Temporary services The Contractors shall advise the ECO of all temporary services required on site and shall submit a plan detailing where and how he proposes to provide such services.

Work within the watercourses The Contractors shall not pollute any water body as a result of construction activities. Baseline water quality of the river and drainage course will be monitored for the duration of construction activities. These baseline values (total suspended solids, pH, conductivity, phosphates nitrates, nitrites and ammonia) shall not be unduly adversely affected by construction-related activities. The ECO shall report on water quality to the ETT. The Contractors shall not cause any physical damage to any aspects of a watercourse, other than that necessary to complete the works as specified and in accordance with the accepted Method Statements. The Contractors shall not modify any drainage line, riverbed, dam or mangrove unless in accordance with the contract specifications and under the instructions of the ESR. No machinery is allowed in the river or drainage course (defined as the current low-flow or 'wet' area of the watercourses).

Where the Contractors believe that it is necessary to enter the watercourses with a vehicle, a Method Statement must be submitted five days prior to the anticipated activity for consideration by the Engineer and the ECO. The Method Statement shall include a motivation for the need of mechanised work in the watercourses and measures that will be adopted to reduce the impact of such activity. If machinery is to be used in the watercourses, it should not cross over the low flow area any more than absolutely necessary.

Protection of archaeological and palaeontological remains If an archaeological site is discovered during any construction activity, the work is to be halted and the ECO notified immediately. Only after the site has been inspected will the Contractors be allowed to continue. The ECO is to be kept informed of all developments in the event where modifications are made to the clearing or earthworks schedule.

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Page 154 Archaeological finds can take the form of buried walls, old bottles, porcelain fragments, earthenware fragments, accumulations of bone and ash dumps.

If such material is found the ESR and ECO should be contacted immediately and plant diverted away from the find site until an inspection has been completed by the appropriate specialist who shall be called to make an assessment of the site and to make recommendations to the ERS and ECO.

Site Rehabilitation Site Rehabilitation On completion of the project the Contractors shall ensure that all structures, equipment, materials, waste, rubble, notice boards and temporary fences used during the construction operation are removed with minimum damage to the surrounding area. The Contractors shall clean and clear the site to the satisfaction of the ECO. In the case of accidental spills of oil or chemicals in the Contractor's camp during construction, the affected soil shall be dug out and removed from site for disposal at a hazardous waste site and replaced with fresh topsoil.

Landscape Contractors shall be appointed to undertake the rehabilitation and re-vegetation of the construction site.

Re-vegetation The Landscape Architect shall oversee the planting and maintenance of all vegetation, and shall provide the Landscape Contractors with detailed instructions regarding site preparation for re-vegetation. Only natural approved compost will be allowed, and no phosphates or chemical growth agents are to be used on site unless specified or approved in writing by the Landscape Architect.

The Landscape Contractors shall be responsible for rehabilitating, re-vegetating and maintaining all areas identified by the ECO and the Landscape Architect for the period of the construction contract. The Landscape Contractor shall submit a Method Statement that sets out the procedures to be followed.

An automatic irrigation system is to be installed as part of the landscape contract.

All planting will be regularly irrigated for a minimum period of one year until established.

Training and Standards Environmental Awareness Training Before the commencement of any work on site, the Contractor's site management staff, including foremen, shall attend an environmental awareness-training course, of one-hour duration, presented by the ECO. The Contractors shall liaise with the ECO prior to the commencement date to fix a date and venue for the course. The Contractors shall provide a suitable venue with facilities, and ensure that the specified employees attend the course.

The information presented at the course shall be communicated by the Contractors to the rest of his employees on the site, to any new employees coming onto site after the initial training course and to his suppliers.

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Page 155 The content of the course shall also include the explanation of the conservation rules and regulations for working inside a Wildlife Reserve, and shall be presented by the Game Reserve General Manager or designated official on his behalf.

Standards and Performance Indicator Procedures The ECO, in conjunction with the Environmental Consultants, the Landscape Architect and whatever specialist deemed necessary, shall submit "qualitative" standards and performance indicator procedures as an indication of the Contractor's compliance with the environmental procedures in this EMP. The ECO shall discuss these standards with the ETT and obtain their input, approval and method of implementation as well as adoption of quantitative standards should these become available.

Inspection procedures and review Inspection Procedures The ECO shall visit and inspect all sites at least once a week to ensure that correct operational procedures are being implemented and that the Contractors are complying with the environmental specifications in the EMP. Additional site inspections by the ECO may be needed during the initial stages of the project. The ECO shall address any queries to the ESR, failing which Environmental Consultant will be approached. If the queries cannot be resolved at this level, they will be referred to the ETT or Conservation and Environmental Portfolio Committee.

The ECO shall, in conjunction with the Landscape Architect/Contractors, be responsible for monitoring and managing the re-instatement of areas damaged during the construction phase.

Recording of Activities The ECO shall keep a record of activities on site, including but not limited to meetings attended, Method Statements received and approved, issues arising on site, cases of non-compliance with the EMP, penalties issued and corrective action taken to solve problems that arise. The ECO shall be responsible for compiling an appropriate pro forma’s for all of the above records.

Records of the results of any environmental/ecological monitoring undertaken shall be kept by the ECO to enable analysis of long term trends, and to modify EMP specifications where necessary. In the case of the re-vegetation and landscaping of the site, the ECO shall consult with the Landscape Architect to set up an appropriate maintenance programme.

Photographic monitoring, including fixed point and general area photography, of the contract will be undertaken by the ECO, with particular reference to ecologically sensitive areas. This shall include a photographic record of all areas that will be impacted by the construction activities prior to construction activities commencing.

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Page 156

Internal Review and Auditing An internal review procedure shall be established to monitor the progress and implementation of the EMP. Where necessary, and upon the recommendation of the ECO, procedures that require modification will be changed to improve the efficiency of the EMP. Any changes or adjustments to the EMP, after following the correct approval process, shall be registered in the daily records of the ECO. Any minor changes or adjustments to the EMP shall also be registered in the daily records of the ECO. Adjustment and update of the original EMP document is not required when these minor ad hoc changes are made.

Records of the ECO shall be available to the relevant government authorities, ETT, Conservation and Environmental Portfolio Committee and Project Steering Committee throughout the process.

Internal reviews of the implementation of the EMP shall be one of the tasks of the ETT. At their meetings the ECO shall deliver a short report back on the progress of the project and any problem areas will be discussed in this forum.

At the conclusion of the project an environmental audit report will be compiled and submitted to the relevant authorities, as required in the Record of Decision.

This report will be compiled by Environmental Consultant in collaboration with the ETT, the ECO and the various Contractors. It will outline the implementation of the EMP, and highlight any problems and issues that arose during the construction period to report, on a formal basis, the lessons learned on this project to the authorities and the developer.

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Page 157

Environmental Protection Commitment Contract No. ___________

PROTECTION OF THE ENVIRONMENT

I, ___________________________________ (Contractor) record as follows: I am aware of the increasing requirement by society and by law that construction activities shall be carried out with due regard to their impact on the environment.

In view if this requirement of society and a corresponding requirement by the Employer with regard to this Contract, I will, in addition to complying with the letter with the terms of the Contract dealing with protection of the environment, also take into consideration the spirit of such requirements and will, in selecting appropriate employees, plant, materials and methods of construction, in-so-far as I have the choice, include in the analysis not only the technical and economic (both financial and with regard to time) aspects but also the impact on the environment of the options.

I acknowledge and accept the right of the Employer to deduct, should he so wish, from any amounts due to me, such amounts (herein referred to as fines) as the Engineer shall certify as being warranted in view of my failure to comply with the terms of the Contract dealing with protection of the environment, subject to he following: 1. The Engineer may impose such fine only – • If he is reasonably satisfied of my failure to comply with the terms of the Contract dealing with protection of the environment; • If he is reasonably satisfied that it is necessary to impose such fine in order to achieve future compliance; • After he has consulted with a person suitably experienced in “environmental implementation plans” and “environmental management plans” (both as defined in Act No 107, 1998) as to whether there has been a failure to comply with the terms of the Contract dealing with protection of the environment and as to a reasonable amount of the fine.

2. The Engineer, in determining the amount of such fine, shall take into account inter alia, the nature of the offence, the seriousness of its impact on the environment, the degree of prior compliance/non-compliance, the extent of the Contractor’s overall compliance with environmental protection requirements and, in particular, the extent to which he considers it necessary to impose a sanction in order to eliminate/reduce future occurrences.

3. The Engineer shall, with respect to any fine imposed, provide me with a written statement giving details of the offence, the facts on which the Engineer has based his assessment and the terms of the Contract (by reference to the specific clause) which has been contravened.

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Page 158 4. At the sole discretion of the Engineer, the Engineer may at any time before one month after the issue of the Certificate of Completion (for the last completed portion of the Works should there be more than one), reverse all or some, in whole or part, of previously imposed fine shall include such reversed payment in a subsequent Payment Certificate.

5. The sum total of all fines retained by the Employer after the processing of the Payment Certificate issued up to one month after the issue of the Certificate of Completion referred to above, shall, within one month be paid by the Employer to a charity mutually agreed upon by the Contractor and the Employer, failing which agreement, as determined by the Engineer following consolation with the two parties.

____________________________ Signed:

______________ Date

CONTRACTOR

____________________________ Signed:

______________ Date

WITNESSES

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Page 159

List of Penalties IMPOSED ON CONTRACTORS WHO BREACH COMPLIANCE WITH THE SPECIFICATIONS OF THE EMP

Spot Fines •

Spot fines shall be issued per incident and individually at the discretion of the Engineer (ESR).

•

Spot fines shall be issued in addition to any remedial costs incurred as a result of non-compliance with the environmental specification.

•

The ESR shall not collect the fines from individuals, but shall inform the Contractor of the contravention, the individuals identity and the amount of the fine, and will submit such information for the deduction of the amount from the Contractors monthly progress payment certificate.

•

Spot fines of between US$5 and US$1,000, including but not limited to those activities detailed below, shall be imposed by the ESR on the Contractor, his staff for contravention of the environmental specification contained in the EMP. Where there are ranges, the amount shall depend on the severity and extent of the damage done to the environment: CONTRAVENTION Walking outside the defined boundaries of the site or within “No go” areas Failing to adhere to speed limits Driving a vehicle outside the defined boundaries of the site or on approved access Driving any earthmoving plant outside the boundaries of the site A plant operator ignoring a verbal warning to have an oil leak from his machinery repaired Littering on site Conducting ablutions outside of formal ablution facilities Making of illegal fires on site Using a funnel system for refuelling rather than a pump Causing unnecessary damage to flora Eating of meals ourside the defined eating area

PENALTY $20 - $50 $50 $50-$100 $50-$500 $20-$75 $5 $20 $5-$75 $5 $5-$500 $5

For each subsequent similar offence committed by the same individual, the fine shall be doubled in value to a maximum value of US$1,000

Penalties •

An environmental performance guarantee of 5% of the Contract (or as determined by the Developer) shall be deposited by the Contractor with the ESR. This fund shall be used on the event of penalties or rehabilitation costs for non-performance or contravention of the EMP. The balance shall be given back to the Contractor at contract closure.

•

Where the Contractor inflicts non-repairable damage upon the environment or fails to comply with any of the environmental

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Page 160 specifications, he shall be liable to pay a penalty fine. The amount of the penalty fine shall be determined by the ESR.

•

The Contractor is deemed NOT to have complied with the EMP Specification if; 1. There is evidence of contravention of the specification within the boundaries of the site, site extension and haul/access roads; 2. Environmental damage ensues due to negligence; 3. The Contractor fails to comply with corrective or other instructions issued by the ESR or ECO within a specific time period; 4. The Contractor fails to respond adequately to complaints from public; 5. Payment of any fines in terms of the contract shall not absolve the offender from being liable from prosecution in terms of the Law;

•

If excessive infringement with regard to any of the above (as determined by the ESR and ECO) is registered, then the Developer Reserves the right to terminate the Contractor’s contract.

•

The following penalties are suggested for transgressions: (i) (ii)

(iii)

Litter: in the case of excessive litter on site, the ECO or ESR shall allow the Contractor 24 hours in which to remove the litter, or face a monetary penalty; Damage to trees: a fine to maximum of US$5,000 shall be paid for each tree substantially damaged or removed without prior permission, or a maximum of US$1,500 for minor damage to any tree that is to be retained on site. Cost of treatments are in addition to the penalty.

Pollution of Water Systems: a fine to a maximum of US$3,000 shall be paid for each pollution offence to any water system. Costs of rehabilitation are in addition to the penalty.

Glossary ALIEN INVASIVE PLANTS: Plants that do not naturally occur in an area. These plants may also be referred to as exotic plants.

CONTRACTOR: The natural or juristic persons or partnerships whose tenders have been accepted by or on behalf of the Developer in terms of contractual conditions applicable in Zambia and as determined by the Developer from time to time .

ENVIRONMENT: The external circumstances, conditions, and objects that affects the existence and development of an individual, organism or group.

These circumstances include biophysical, social, economic, historical, cultural, and political aspects.

EIA: Environmental Impact Assessment.

ENVIRONMENTAL MANAGEMENT PLAN (EMP): That part of the overall management process which includes organisational structure, planning activities, responsibilities, practices, procedures, processes and resources for developing, implementing, achieving, reviewing and maintaining the environmental policy (DRAFT ISO 14 000, 1995).

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Page 161 ENVIRONMENTAL POLICY: Statement by the organisation of its intentions and principles in relation to its overall environmental performance, which provides a framework for action and for the setting of its environmental objectives and targets. (DRAFT ISO 14 000, 1995) ECO: Environmental Control Officer.

ERADICATION PROGRAMME: The organised clearing and rehabilitation of land infested by invasive alien species of plant or of lands previously planted by subsistence farmers.

GROUNDWATER: The water that fills the natural openings present in the rock or unconsolidated sands.

HAZARDOUS: Contains an element of risk- Dangerous or toxic to life.

HERBICIDE: See 'Pesticide'.

INVASIVE SPECIES: See 'Alien invasive species'.

MAINTENANCE: The complete upkeep, support and protection of areas/regions/sites.

METHOD STATEMENTS: Written statements that contain details regarding construction procedures, materials (where applicable), timing, storage methods (where applicable) and sketches of proposed construction. Method Statements shall be submitted for work near identified environmental sensitive regions of each site. This includes environmentally sensitive aspects of the work such as fencing, cement, poisons and oil storage, treatment of wastewater, provision of ablution facilities, etc.

MITIGATATION: The implementation of practical measures to reduce adverse impacts or enhance beneficial impacts of an action.

PESTICIDE: Pesticides are chemicals used by humans to kill organisms that threaten their health and well-being, pets and livestock or cause damage to crops. This includes insecticides, herbicides, fungicides, acaricides, nernaticides and rodencides (after Fuggle et al, 1992).

POLLUTION: The residue of human activity that adversely affects the next user of some environmental resource.

REHABILITATION: To re-establish or restore to a healthy sustainable capacity or state.

Description of environmental issues identified Ranking of issues In order to determine the importance of the different issues identified, the issues were ranked on four different criteria. Each of the issues was given a score from 1-5 according to the following criteria (description of a situation probably scored as 5) 1. Urgency – requiring urgent and immediate attention 2. Extent – ramifications over much larger area than just concession

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Page 162 3. Duration – throughout the contract period 4. Intensity – critical impact on viability/decisions Critical issues (score 15-20): 1. Distribution of soils 2. Siting of roads and tracks 3. Game viewing waterholes 4. Lodges site selection 5. Public participation in decision to commercialise 6. Interim approval of access roads 7. Solid waste 8. Off-road driving 9. Important issues (score 10-14) 10. Road specifications 11. Road surfacing 12. Liquid waste management 13. Environmental monitoring and auditing 14. Access and additional traffic 15. Public participation in scoping 16. Scavengers 17. Water use 18. Communication infrastructure 19. Powerlines 20. Managing construction impacts Ranking of environmental issues according to four criteria Urgency

Extent

Duration

Intensity

Total

Social impacts of the study

3

3

1

2

9

Visitor carrying capacity ROAD ISSUES Distribution of sodic/duplex and clay soils

1

1

5

1

8

5

5

5

5

20

Specifications for roads

4

4

3

3

14

Road surfacing

4

4

3

3

14

Siting of roads and tracks

4

5

4

5

18

Game drive procedures

1

1

5

1

8

Game drive vehicles

1

2

5

1

9

Notes/action

GENERAL ISSUES Employment procedures NB Unlikely to have an impact Critical to whole planning and operations Standard specs being drawn up Investigate new in situ methods Will be worked through carefully Standard specs in En Guidelines Standard specs in En Guidelines

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Page 163 De-commissioning of roads

1

1

1

1

4

Interim approval of access roads

5

3

2

5

15

Lodge site selection

5

2

5

4

16

Power lines

5

2

1

3

11

Water use

2

1

5

3

11

Communication infrastructure

3

2

5

1

11

Visual impacts

3

1

3

2

9

Staff accommodation

2

1

1

1

5

OPERATIONAL ISSUES Managing construction impacts

5

1

1

3

10

Liquid waste management

4

2

5

3

14

Solid wastes

3

2

5

5

15

Scavengers

4

1

5

2

12

2

5

1

9

1

5

1

8

Unlikely Important to get access to sites

INFRASTRUCTURE ISSUES Soil types and access to game areas critical Already erected, follows roads and then concealed to lodge Integrated approach needed Investigate mast options, link to feasibility study

DESIGN ISSUES

Staff and guest safety 1 ECOLOGICAL MANAGEMENT ISSUES Cultural resources 1 Game viewing waterholes (Water sources for wildlife)

4

3

5

5

17

Fire management

1

2

5

1

9

Red Data book species

1

1

5

1

8

Environmental monitoring and auditing

4

3

5

2

14

Only masts a potential problem Not a major issue, accommodation on site for key staff Guidelines will be produced Careful evaluation of Biolytics Will require ongoing management Do it right from the beginning Standard practice Unlikely to be important Could have major impact on viability of the whole operation. Conflict between ecological management and game viewing needs.

Standard practice Don’t appear to be a problem Ongoing

Generic Environmental Management Plan for Contractors Introduction Environmental Management Plan in Context The Environmental Plan forms part of the Contract Document. The plan must be read in Conjunction with the contract documents including the Specifications and where applicable the Bill of Quantities. Where a conflict exists between the Specifications and Bill of Quantities and the Environmental Management Plan the matter shall be brought to the attention of Mabwe Safari Lodge for resolution.

The rates quoted for each activity in the Bill of Quantities shall include for compliance with the Environmental Management Plan. No separate item shall be priced in the bill for compliance with the Environmental Management Plan.

Adherence to the Environmental Management Plan Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved Š Mabwe Safari Lodge/C. Mitchell 2007/8

Page 164 Mabwe Safari Lodge, together with the Environmental Control Officer, will be responsible for monitoring compliance with the Environmental Management Plan.

Mabwe Safari Lodge staff -particularly the Environmental Management Consultant - have the right to monitor and audit the construction at any stage.

The Contractor shall ensure that all construction staff, sub-contractors, suppliers, etc. are familiar with, understand and adhere to the Environmental Management Plan. Failure by any employee of the Contractor, Sub-contractors and Suppliers etc., to show adequate consideration to the environmental aspects of this contract shall be considered sufficient cause for Mabwe Safari Lodge to instruct the Contractor to have the employee removed from the site. Mabwe Safari Lodge will also order the removal of equipment from the Area that is causing continual environmental damage (e.g. leaking oil or diesel). Such measures will not replace any legal proceedings Mabwe Safari Lodge or Mabwe Safari Lodge may institute against the Contractor.

Mabwe Safari Lodge shall order the Contractor to suspend part or all of the works if the Contractor and/or any Sub-contractor, Suppliers, etc., fail to comply with both the Environmental Management Plan and construction procedures supplied by the Contractor. The suspension will be enforced until such time as the offending procedure or requirement is corrected and/or if required remedial measures put in place. No extension of time will be granted for such delays and all costs will be borne by the Contractor.

Contractor’s Boards The Contractor will have to negotiate with the Mabwe Safari Lodge Section Ranger regarding the erection of contractor’s boards. If permission is granted, they will have to be modest in size, in keeping with the sense of place of the Area.

Construction Procedures The Contractor shall submit written procedures for all activities that could be potentially harmful to the environment. Such construction procedures shall include timing of activities, equipment and materials to be used (where applicable), visual screening, protection of the site, methods for cleaning the site both during construction and on completion of the works, disposal of waste and any other information deemed necessary.

Construction procedures shall be submitted to Mabwe Safari Lodge at least five working days prior to commencing works on an activity. The Contractor shall not commence work on any activity until such time as the construction procedure has been scrutinized and agreed to in witting by Mabwe Safari Lodge.

In addition, Mabwe Safari Lodge may call for emergency construction procedures to be submitted within 24 hours of work commencing on activities that are deemed harmful to the environment, and for activities of which Mabwe Safari Lodge were previously unaware.

If absolutely necessary, changes may be made to construction procedures once construction has commenced. In such instances Mabwe Safari Lodge prior to commencing with the change must agree to the proposed changes in writing.

Only a limited number of these exceptional events will be allowed. It is essential that the construction is properly planned.

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Page 165

Erosion Control The Contractor shall take all reasonable measures to ensure that erosion does not occur as a result of his activities. The Contractor shall be responsible for making good at his own expense any erosion damage identified by Mabwe Safari Lodge or his agent, and prior to implementation. The final remedial or protective works shall be accepted in writing.

Hours of Operation The Contractor’s hours of operation shall be the same as the operating hours of the Area gate, except where prior written agreement has been obtained. Mabwe Safari Lodge shall be notified of any written agreements varying the standard hours of work prior to the work taking place. Construction will be permitted on weekends and public holidays.

Environmental Awareness Training Environmental Awareness Training Prior to commencing Work Mabwe Safari Lodge will provide a General Environmental Awareness Workshop for all employees of the Contractor, sub-contractor, and suppliers. The initial training workshop will be held prior to any work commencing on site. The Contractors shall ensure that all construction personnel, including senior site staff, sub-contractors and suppliers etc., attend the environmental awarenesstraining workshop prior to commencing work on site. The Contractor shall allow four hours for this initial workshop. Additional staff, sub-contractors and suppliers coming on to the site must attend an environmental awareness workshop prior to the commencing their duties. Subsequent workshops will be arranged at a mutually agreed time and venue.

No construction work may take place on site unless under the supervision of a person who has attended an Environmental Awareness Workshop.

Training and awareness on specific issues pertaining to the contract In addition to the above, the Contractor shall ensure that all personnel are fully aware of any environmental issues relating to the construction activities that are being undertaken on site and the related environmental precautions that need be taken.

Site Establishment Demarcation of Site The "site" here refers to all areas required for construction purposes. The boundary of the site will be agreed with the Mabwe Safari Lodge Section Ranger.

The Contractor shall demarcate the boundaries of the site in order to restrict his construction activities within the site. The method of demarcating the boundaries shall be determined by the Contractor and agreed by Mabwe Safari Lodge prior to any work being undertaken. The preferred method of demarcation consists of steel droppers placed at regular intervals, with nylon rope between the marker.

The Contractor shall maintain the demarcation line and ensure that materials used for construction on the site do not blow on or move outside the site and environs, or pose a threat to animals in the Area. The boundaries of the site shall Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved Š Mabwe Safari Lodge/C. Mitchell 2007/8

Page 166 be demarcated prior to any work commencing on the site. The site boundary demarcation fence shall be removed when the site is disestablished.

The Contractor shall ensure that all his plant; labour and materials remain within the boundaries of the site, unless otherwise agreed in writing with Mabwe Safari Lodge. Failure to do so may result in Mabwe Safari Lodge requiring the Contractor to fence the boundaries of the site with wire mesh at his own expense to the satisfaction of Mabwe Safari Lodge .

It will be the responsibility of the Contractor to decide on an appropriate system of protective fencing for the site. The protection will be both from and for the flora and fauna in the Area.

Sensitive Areas The Contractor is advised that the whole site and its surrounds have been identified as environmentally sensitive. The Contractor is advised that he will have restricted access on the site in order to avoid disturbing the area.

Damage caused by failure of the Contractor to protect the environment surrounding the site shall be cause for the Contractor to be required to make good any damaged area to the satisfaction of Mabwe Safari Lodge . All expenses incurred by the Contractor in protecting the site and making good shall be for his account.

Movement of Construction Personnel and Equipment The Contractor shall ensure that all construction personnel and equipment remain within the demarcated construction site at all times. Where construction personnel and/or equipment wish to move outside the boundaries of the site, the Contractor shall obtain written permission from Mabwe Safari Lodge or the Environmental Consultant.

Location of Construction Camps Construction camps include all construction camps, workshops, temporary stockpile sites, fuel installations, other storage and work areas, required by the Contractor, subcontractors and suppliers.

The Contractor shall submit a locality and site plan of all construction camps indicating the location of fuel supplies, stockpile sites, offices and the construction area for approval by Mabwe Safari Lodge prior to establishing any camps.

Ablution Facilities The Contractor shall provide the necessary ablution facilities for all site personnel. The siting of toilets shall be agreed with Mabwe Safari Lodge .

The Contractor shall supply an adequate number of chemical or other suitable and approved toilets throughout the site where construction personnel will be operating. Toilets shall be easily accessible and where applicable shall be capable of being relocated. The toilets shall be secured to prevent them from blowing over and the doors shall be provided with external closing mechanism to prevent toilet paper from being blown out. Toilet paper dispensers shall be provided in all toilets. Toilets shall be cleaned and serviced regularly.

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Page 167 The Contractor shall ensure that any chemicals and/or waste from the toilets is not spilled on the ground at any time. Should there be spillage of chemicals and/or waste, Mabwe Safari Lodge shall require the Contractor to place the toilets on a solid base with a sump. The contractor will be required to provide a suitable site and dispose of it at an approved waste disposal site or sewage plant base at his own expense.

Abluting anywhere other than in the toilets shall not be permitted. The Contractor shall be responsible for cleaning up any waste deposited by personnel.

Living Areas The site and number of people to be housed in the construction camp will be approved in writing. The Contractor may not house more than this approved number at any stage. If this camp is separate from the construction site, only security personnel may be housed on site. The Contractor shall supply security personnel with adequate sanitation, water, refuse collection, cooking and heating facilities. Open fires will not be permitted on site or anywhere else in the Concession.

Eating Areas If employees are to eat on site other than at the construction camp, the Contractor shall in agreement with Mabwe Safari Lodge , designate specific areas for eating and shall provide adequate refuse bins in all places. The refuse bins shall be cleaned on a daily basis. Bins shall be scavenger and baboon proof.

Particular attention shall be given to ensure that no food of any sort is accessible to scavengers at any time, but particularly at night.

Provision of Water The Contractor shall be responsible for providing construction, drinking and washing water for all staff. This must be brought in in a suitable water tank.

Drinking water may be obtained from the nearest camp. Construction water shall be obtained from locations as agreed with the Section Ranger.

Use of water from the borehole may only be made once it is fully operational, and approved by Mabwe Safari Lodge .

Protection of Natural Features and Systems Protection of Fauna and Flora Indigenous Flora and Fauna is to be protected within and around the site.

The contractor shall ensure that he complies with all National, Regional and local legislation and by-laws regarding the protection of flora and fauna and especially the National Areas Act. Herbicides or other poisonous substances may only be used on site with the prior written consent of Mabwe Safari Lodge .

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Defacement of Natural Features The Contractor may not deface, paint or otherwise mark and/or damage natural features/vegetation on the site. Any Features/ Vegetation defaced by the Contractor shall be restored to the satisfaction of Mabwe Safari Lodge .

Site Preparation No pruning or removal of vegetation may take place except under the direct supervision or authority of the Section Ranger. The Section Ranger may elect to carry out this work with Mabwe Safari Lodge staff, in which case it will be at the contractor’s expense. The Contractor shall give Mabwe Safari Lodge 24 hours written notice of his requirements for vegetation removal and pruning.

During construction an area of two metres around each building will be marked off, and bush may only be cleared within this area. Under decks bushes must only be trimmed, and an area of no more than one metre in radius may be cleared for digging of main support poles.

The same conditions apply to the removal and stockpiling of topsoil material for later reuse.

Drilling, pile-driving, rock splitting and blasting Drilling or pile-driving operations The contractor shall ensure that no pollution (either as a result of oil and fuel drips or from drilling fluid) results from drilling or pile-driving operations. The contractor shall submit a construction procedure that details the methodology and operations prior to commencing any work.

Any areas that are damaged by drilling or pile-driving and associated operations shall be rehabilitated to the satisfaction of Mabwe Safari Lodge .

Rock Splitting and Blasting No rock splitting or blasting is envisaged for any of the construction sites.

However, should any prove necessary, rock splitting and blasting must be specifically approved by Mabwe Safari Lodge .

Materials handling and storage Fuel Storage Fuels required for use during construction shall be stored in a central depot at the construction camps at a location agreed upon by Mabwe Safari Lodge . Tanks containing fuels shall have lids and remain firmly shut. Only empty and externally clean tanks may be stored on bare ground. All empty but externally dirty tanks shall be stored on an area where the ground is protected e.g. Concrete slab, covered store house Fuel stores shall be placed on a concrete base surrounded by brick bund. The bund shall have a volume of 10% of the volume of the largest tank in the storage area plus 10% of the volume of all other tanks. The slab shall be sloped towards a sump to enable spilled fuel and water to be removed. All wastewater collected at the sump shall be disposed of as hazardous waste.

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Page 169 Gas and liquid fuel shall not be stored in the same storage area.

The contractor shall take the necessary precautions to prevent fires and spills at the fuel stores. No smoking shall be allowed inside the stores and within 3 m of a bund.

The contractor shall ensure that there is adequate fire fighting equipment at the fuel stores.

Lubricant Storage Lubricants shall be stored in drums or tins that are sealed or that have tightly fitting caps. All containers must be closed unless in use. Decanting of lubricants must be carried out at a specific area that has been previously identified and suitably protected. The floors of the decanting area shall be concrete and kept clean at all times. The floor shall slope towards a central sump all liquids collected here shall be disposed of as Hazardous waste.

Lubricants shall be stored in a no smoking area.

All lubricant impregnated cotton waste and rags shall be promptly disposed of as hazardous waste, outside of the Area in an approved disposal site.

Servicing and refueling of Construction Equipment The contractor shall ensure that all servicing and refueling takes place within the construction camp. The ground under these areas shall be protected against pollution caused by spills. The method of protecting shall be identified by the contractor and agreed to by Mabwe Safari Lodge prior to being installed. All waste shall be collected, contained on site in watertight containers prior to disposal as hazardous waste at an approved site. All equipment that leaks shall be repaired immediately or removed from site.

The contractor shall only change oil or lubricants at designated areas except where breakdowns occur. Here the contractor shall ensure that he has Drizit pads or similar, or drip trays available to collect any oil or fuel. The only permitted method of refueling and refilling is by means of a pump.

Petroleum, Chemical, Harmful and Hazardous Materials The contractor shall comply with all relevant National, Regional and Local legislation with regard to Storage, Transport, Use and Disposal of these materials. The Contractor shall obtain the advice of the manufacturer with regard to the safe handling of such materials and substances.

The contractor shall provide Mabwe Safari Lodge with a list of all Petroleum, Chemical, Harmful and Hazardous materials and substances on site together with storage, handling and disposal procedures of these materials.

The Contractor shall ensure that information on these substances and materials are available to personnel on site. The contractor shall furthermore be responsible for training and education of personnel on site who will handle the materials about proper use, handling and disposal.

Cement and concrete operations The contractor is advised that cement and concrete be regarded as materials that are potentially damaging to the natural environment on account of the high Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved Š Mabwe Safari Lodge/C. Mitchell 2007/8

Page 170 pH of these materials and the chemicals contained therein. The contractor shall ensure that all operations that involve the use of cement and concrete are carefully controlled.

The contractor shall submit a construction procedure of mixing concrete for approval prior to commencing work. Concrete mixing shall only take place in the Construction Camp in an agreed area. Concrete shall not be mixed on the ground.

Water and slurry from concrete mixing operations shall be contained to prevent pollution of the ground surrounding the mixing points. Old cement bags shall be placed in wind and spill proof containers as soon as empty. The contractor shall not allow closed, open or empty bags to lie around.

Where exposed aggregate finishes are specified the contractor shall collect all cement laden water and store it in conservancy tanks for disposal off site at an approved disposal site.

All visible remains of excess concrete shall be physically removed immediately and disposed of a s waste. Washing the visible signs into the ground will be unacceptable. All excess aggregate shall also be removed.

Solid waste management Waste here refers to all construction debris and domestic waste.

The Contractor shall institute a waste control and removal system for the site acceptable to Mabwe Safari Lodge.

The Contractor shall not dispose of any waste and/or construction debris by burning or burying. All waste shall be disposed of at an approved dumping site outside of the Area. The contractor shall supply Mabwe Safari Lodge with a certificate of disposal.

The Contractor shall supply waste bins/skips throughout the site at locations where construction personnel are working. The bins shall be provided with lids and an external closing mechanism to prevent contents from blowing out, and shall be scavenger proof to prevent baboons and other animals attracted to the waste. The Contractor shall ensure that all personnel immediately deposit waste in these bins. Bins shall be emptied on a daily basis and the waste removed to the construction camp where it will be contained in scavenger, water and windproof containers until disposed of.

Petroleum, chemical, harmful and hazardous waste throughout the site shall be stored in enclosed bunded areas, location of which will be determined in conjunction with Mabwe Safari Lodge . The bunded areas shall be clearly marked. Such waste shall be disposed of off site at a hazardous waste disposal site.

Littering anywhere in the concession or Kruger National Area is unacceptable.

Waste water management Discharge of Construction water Construction water refers to all water affected by construction activities.

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Page 171 The Contractor shall construct and operate the necessary facilities to prevent pollution. The contractor shall dispose of collected wastewater in an agreed method.

The Contractor may discharge clean, silt-laden water overland and allow this water to filter into the ground. However he shall ensure that he does not cause erosion as a result of this.

All washing of plant, equipment, concreting equipment etc. shall take place within the construction camp. Water from washing shall be collected in a conservancy tank and removed and disposed of off-site in an agreed manner, unless a French drain has been approved by Mabwe Safari Lodge . The contractor is encouraged to recycle dirty wash water to minimize the amount removed offsite.

Trucks delivering concrete shall not wash the trucks or chutes on the site or anywhere inside the park. All washing operations shall take place off site in an area where wastewater can be disposed of in acceptable manner.

Run-off from construction camps Natural run off shall be diverted away from all camps.

All water from kitchens; showers and sinks shall be discharged into a conservancy tank for removal off site or shall be disposed into a suitable soakaway approved by Mabwe Safari Lodge.

Prevention of ground, groundwater and/or water pollution The contractor shall comply with the Water Act, Act 36 of 1998 and other national, regional and local legislation. The contractor shall notify Mabwe Safari Lodge and Department of Water Affairs and Forestry immediately of any pollution incidents on site.

The Contractor shall take all reasonable precautions to prevent pollution of the ground and/or, groundwater resources on or adjacent to any site as a result of his activities. Such pollution could result from the release, accidental or otherwise of chemicals, oils fuels, sewerage and waste products etc.

The Contractor shall obtain Drizit pads and booms or similar designated products or materials to soak up oil, petrol and diesel. These materials shall be readily available for use wherever construction equipment is working, fuel or lubricants offloaded and stored and equipment serviced and filled. The contractor shall ensure that there is always a supervisor on site during construction activities who is familiar with the correct use and disposal of these materials.

The contractor shall ensure that no oil, petrol; diesel etc. is discharged on to the ground. Pumps and other machinery requiring these products that will be stationary in one position for more than two days shall be placed on drip trays.

The drip trays shall be watertight and emptied regularly, and the contaminated water disposed of off-site at a facility capable of handling such waste liquid. Drip trays shall be cleaned before any possible rain events that may result in drip trays overflowing and before long weekends and holidays.

The Contractor shall remove all oil, petrol, diesel soaked soil immediately and shall dispose of it as hazardous waste.

Site clean up and rehabilitation

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Site Clean Up The Contractor shall ensure that all temporary structures, equipment, materials, waste and facilities used for construction activities are removed upon completion of the project. The contractor shall clear and clean the construction site to the satisfaction of Mabwe Safari Lodge upon completion of the project.

Rehabilitation Should any rehabilitation be necessary as a result of activities on site, Mabwe Safari Lodge or Mabwe Safari Lodge will undertake this rehabilitation and recover the expenses from the Contractor.

Community relations: Third Party or Public Complaints The Contractor shall be responsible for responding to Mabwe Safari Lodge in writing with respect to queries and/or complaints relating to construction activities.

The Contractor shall notify Mabwe Safari Lodge of any complaints being lodged by a third party. The Contractor shall be responsible for maintaining a Complaints Register in which all complaints are recorded, as well as the action taken. The register shall be made available to Mabwe Safari Lodge on request. Outside parties wishing to gain cases to the register shall do so via Mabwe Safari Lodge .

Emergency procedures Fire There is a risk of fire on and adjacent to the site. The Contractor shall take the necessary precautions to ensure that fires are not started as a result of activities on site.

The Contractor shall report all fires immediately to the Section Ranger and Concessionaire.

If a fire is caused by activities on site the Contractor shall be liable for expenses incurred by any organizations called to assist with fighting fires, and for any costs relating to the rehabilitation of burnt areas / property / persons No open fires for heating or cooking shall be permitted. Closed fires and stoves shall only be permitted in demarcated areas in the camp. Adequate fire fighting equipment shall be provided at each fireplace or stove.

The contractor is advised that sparks generated during welding, cutting of metal and gas cutting can cause fires. Every possible precaution should be used when working with this equipment close to potential sources of combustion. Such precautions include having suitable, tested and approved fire extinguisher immediately available at the site of any such activities, and the use of welding curtains.

The contractor shall be responsible for providing the necessary basic fire fighting equipment. All equipment to be maintained in good operating order.

The Contractor shall supply all living quarters, site offices, kitchen, workshop and storage areas with suitable, approved and tested fire fighting equipment, and train his personnel in the effective use of such equipment.

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Accidents on site The contractor shall comply with the Occupational Health and Safety Act, National Building Regulations and any other National, Regional or Local regulations with regard to safety on site. The Contractor shall ensure that contact details of the local medical services are available to the relevant construction personnel prior to commencing work.

Petroleum, chemical, harmful and hazardous materials The contractor shall ensure that he is familiar with the requirements for safe storage, handling and disposal of these materials. The contractor shall be responsible for establishing an emergency procedure for dealing with spills of these substances. He shall also ensure that these substances are only used under the direct supervision of a supervisor who is familiar with the emergency procedures.

The Contractor shall submit his emergency procedure to Mabwe Safari Lodge prior to bringing on site any such substances.

All spills or accidents involving such materials are to be recorded. The clean up of spills and any damage caused shall be for the Contractor’s account.

Storm and wind conditions The Contractor shall ensure that any sumps are emptied when necessary and in terms of the agreed method. Special care will be taken during rainy periods to prevent contents from overflowing. The Contractor shall set up a procedure for rapidly emptying of collection points should there be a danger of overflowing. The Contractor may consider collection points to prevent their filling with rainwater; the measures implemented to prevent contamination shall be addressed in the method statement.

The Contractor shall ensure that rainwater does not run off areas containing pollutants and thus resulting in a pollution threat. Stockpiles of fine material such as sand, topsoil, cement must be protected from rain runoff and wind.

The Contractor shall ensure that a procedure is established for dealing with potentially polluted rainwater.

Emergency advisory procedure for potentially damaging incidents to the environment The Contractor shall ensure that there is an emergency advisory procedure on site before commencing any operations that may cause damage to the environment. The Contractor shall also ensure that site staff is familiar with all emergency procedures to be followed.

The Contractor shall ensure that lists of all emergency telephone numbers/contact people are kept up to date and that these are posted at relevant locations at all times.

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Project Plan

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9.

Appendices

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Page 178

Mabwe Investments Company Documentation

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Page 179

Certificate of Title

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Title Deed

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Articles of Association

ARTICLES OF ASSOCIATION Mabwe Safari Club ARTICLE I Name and Organization The name of this association is Mabwe Safari Club, a company created under the laws of Zambia The legal address of The Company shall be.

Physical: 215 Mosi oa Tunya Rd Livingstone Zambia Postal: Box 60876 Livingstone Zambia Phone: 03 321292

ARTICLE II Intent and Purpose The objectives of the Company are the development of tourism establishments, facilitation of hunting and adventure sport in Zambia, making full use of the abundant local tourism resources, adopting scientific management practices, expanding and improving tourist-hosting capabilities, and achieving economic benefits satisfactory to the shareholders, pursuant to the principles of enhanced cooperation and mutual benefit.

ARTICLE III Scope 1. The scope of operations of the Company shall include: sport hunting, adventure sports, fishing, birding, travel and transfer and other touristrelated facilities.

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Page 187 2. In addition, Company activities will include community economic and social development, poverty alleviation, environmental conservation and appropriate preservation and utilization of natural and land resources.

Article IV Shareholding The company share capital consists of Kwa 5,000,000 (five million Kwacha) divided in shares as follows: a. Shareholding of the development company will be as follows: Name

Address

Leon Pierre Joubert

Cecil Albert Mitchell

Plot No. 47 Cullinan 1000 RSA P.O.Box 688 Barberton 1300 RSA

Passport Number and Nationality

Title

Share% and number

468645281 South African

CHAIRMAN

54.3% 10,860,000

428045368 South African

DIRECTOR

45.7% 9,140,000

ARTICLE V Share Transfer Should any shareholder wish to transfer all or part of its investment to any third party, consent shall be obtained in advance from the shareholders. Should one shareholder wish to transfer its investment, the other shareholders shall have first right of preference.

ARTICLE VI Office and Duration 1. The office of Mabwe Safari Club shall be located at Physical Address

215 Mosi oa Tunya Rd Livingstone Zambia

Postal Address Box 60876 Livingstone Zambia 2. The duration Mabwe Safari Club shall be perpetual.

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Page 188 3. The death, removal, or resignation of any shareholder of Mabwe Safari Club shall not result in the dissolution of Mabwe Safari Club.

Article VII Management Structure 1. Mabwe Safari Club shall be governed by an Executive Committee which shall be the highest authority of the Company. The Executive Committee consists of:

•

Chairman: Prince Nsungu Namutitima (L. Joubert)

•

Director: C. Mitchell

2. The Executive Committee shall make decisions on all major issues concerning the Company. Its powers shall include the following:

•

Approval of recommendations made by the General Manager with regard to appointment and removal of personnel

•

Distribution of operating revenues, expenditures and the annual profit

•

Expenditure of development funds

•

Formulation of the Company's important rules and policies

•

Termination of the Company or a merger with another commercial entity

•

Selection and appointment of the General Manager, Assistant General Managers, Chief Engineer, Chief Accountant, Chief Economist and other top officers.

3. Two-thirds of the then-existing Executive Committee membership will constitute a quorum.

4. Each Executive Committee Officer will have a vote weight that corresponds with his shareholding.

Article III Meetings 1. The Executive Committee shall convene two regular meetings each year.

Interim meetings may be convened under important circumstances and upon motion of a Director.

2. Board meetings shall be called and presided over by the Chairman of the Board. Should the Chairman be absent, Board meetings shall be called and presided over by the Vice-Chairman.

3. The Chairman shall provide each Director with a written notice at least thirty (30) days before the date of a Board meeting. The notice shall contain the agenda, time and location of the meeting. Should a Director, with cause, be unable to attend a meeting, the Director may appoint, in writing, a proxy to attend the meeting.

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Page 189 4. Detailed minutes of every Board meeting shall be recorded and signed by all of attending Directors and proxies. The minutes shall be written in English language and kept in the files of the Company.

ARTICLE IX Profit Distribution 1. The Company shall allocate payment of dividends from its’ after-tax profits to the shareholders based on the shareholding.

2. The Company's profits shall be distributed annually after the operational reserve, as set by the Executive Committee for the following year, has been satisfied.

3. The profit distribution plan and amount of profit distributed to each Party for each fiscal year shall be published within the first three months following that fiscal year.

4. After paying income taxes and allocating the various funds in accordance with law, the remaining profits shall be distributed in proportion to the shareholding agreement.

5. The Company shall not distribute profits unless the losses of the previous fiscal year have been covered.

6. Undistributed profits from the previous fiscal year may be distributed together with that of the current fiscal year.

ARTICLE X Accounting and Records 1. The fiscal year of Mabwe Safari Club shall be January 1 through December 31 of each year.

2. All minute books, correspondence, and other records of Mabwe Safari Club shall be preserved by the Officers.

3. Records that have ceased to be of use for the conduct of the affairs of Mabwe Safari Club may be turned over for preservation to a depository designated by it, or discarded.

ARTICLE XI Rules and Regulations The Company will establish, through the Executive Committee, the following rules and regulations: 1. Management regulations 2. Employee regulations 3. Wage policies Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved Š Mabwe Safari Lodge/C. Mitchell 2007/8

Page 190 4. Rules on employee attendance, promotion, and rewards and penalties 5. Employee benefits rules 6. Financial regulations 7. Other necessary rules and regulations.

ARTICLE XII Employees 1. The handling of the recruitment, appointment, dismissal of and resignation by employees of the Company and such matters as their salaries, benefits, labor insurance, labor protection and labor discipline shall be in compliance with the Zambian Labor Management Regulations 2. Employees needed by the Company will be recruited locally from the Mukuni tribe through a competitive selection process as a matter of preference but not restricted thereto.

3. The Company has the right to take proper disciplinary action against any employee who violates the regulations and labor discipline of the Company.

The most serious offenders may be dismissed.

4. Employees' salaries shall be determined by the Executive Committee according to the particular circumstances of the Company and with reference to applicable regulations in Zambia, and shall be specified in labor contracts.

5. Employees' salaries shall be raised as is appropriate in the light of expanded production and operations and improved employee skills and technical abilities.

6. Such matters as employee benefits, bonuses, labor protection and labour insurance shall be addressed in various policies of the Company so as to ensure a normal production and working environment for employees.

ARTICLE XIII Supplementary Articles Any amendment to these Articles of Association shall require unanimous agreement by the Executive Committee and shall be submitted to the original examination and approval authority for approval.

ARTICLE XIV

Dissolution In the event of the dissolution Mabwe Safari Club, its property, funds, and other assets shall be shared among the directors according to shareholding.

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TABLE 1 NAMES, ADDRESSES AND TITLES OF SHAREHOLDERS

Name

Leon Pierre Joubert

Cecil Albert Mitchell

Address Plot No. 47 Cullinan 1000 RSA P.O.Box 688 Barberton 1300 RSA

Passport Number and Nationality

Title

Share% and number

468645281 South African

CHAIRMAN

54.3% 10,860,000

428045368 South African

DIRECTOR

45% 9,140,000

Signature

Dated this_________ Day of ____________ 2008

Witness to the above signatures:

_______________________ _______________________ _______________________

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Page 192

Certificate of Incorporation

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Certificate of Share Capital

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Replacement of Share Capital

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Change in Directors C

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Consent to act as Director/Secretary

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Notice of Resolution

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Transfer of Shares

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Advisory Board Mr I. Lief Full Name:- Israel Lief, Age:- 65 Marital Status:- Married with 3 children Interests:- Conservation & Wildlife, Reading, Traveling, Rugby and Cricket Identity Number:- 3607295075088 Passport Number:- 437667124

Education Commonwealth Corporation of Secretaries - C.C.S. - Obtained 1959

Leadership Representative for the Province of Mpumalanga on the Budget Council of South Africa from 1994 to 2000.

Member of the Steering and Finance Committees of the New Government Office Complex Development totalling R 850 million.

Curator of the Mpumalanga Parks Board for period 1998 to 1999.

Chairman of the Curatorship Committee for the Departments of Education, Health and Environmental Affairs.

Responsible for the introduction of the Medium Term Expenditure Framework (MTEF) budgeting process for the Province of Mpumalanga as approved by the South African Parliament.

Spearhead the consolidation of various Government Departmental entities into the new Provincial Government Structures for the Province of Mpumalanga in 1994 with the introduction of the new South African Constitution.

Experience 1955 - 1958 Internal Auditor - Central News Agency.

1958 - 1964 Credit Manager - Edgars Stores Ltd. Retail Chain quoted on the Johannesburg Stock Exchange.

1964 - 1969 Group Credit Manager - Imperial Motor Company.

1969 - 1980 Pogir, Ginsberg and Associates - Associate Member Financial Services.

1980 - 1991 Lowveld Plant Hire and Fencing Services. Partner.

1991 - 1994 Budget Director for Self Governing State of KaNgwane - Department of Finance.

1994 - 2000 Head of the Provincial Treasury - Department of Finance Mpumalanga Provincial Government.

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Page 201 2000 - Current Chief Executive Officer - Wild Areas Holding Co and venture partner in Pemba Bay Development and stationed in Mauritius to establish Offshore Structures.

Dr. N van Rooyen/Ecotrust Biographical information Academic qualifications include BSc (Agric), BSc (Honours), MSc (1978) and DSc degrees (1984) in Plant Ecology at the University of Pretoria, South Africa.

Until 1999. Professor in Plant Ecology at the University of Pretoria and at present I am Director of Ekotrust CC. Member of the Wildlife and Environmental Society of Southern Africa and the Wildlife Management Association of Southern Africa.

Publications Author/co-author of more than 100 peer reviewed research publications and was supervisor or co-supervisor of 8 PhD and 33 MSc students, who currently fill positions in various educational institutions and nature conservation organisations. During his academic career more than 140 papers and/or posters were presented at national and international congresses.

He has contributed to numerous chapters in a book on game ranch management, which in now in its 4th revised edition: Bothma, J. du P. (Ed.) Game Ranch Management (2006). Van Schaik, Pretoria.

Author / co-author of various chapters on the Savanna and Grassland Biomes in a book by: Low, B. & Rebelo, A.R. (1996, 1998) Vegetation types of South Africa, Lesotho and Swaziland, Department of Environmental Affairs and Tourism, Pretoria as well as chapter in: Knobel, J. (Ed.) (1999, 2006) The Magnificent Natural Heritage of South Africa.

Author of a botanical field guide for the Kalahari: Van Rooyen, N. (2001) Flowering plants of the Kalahari dunes. Ekotrust, Pretoria.

Co-editor of the book on intensive wildlife production: Bothma, J.du P. & Van Rooyen, N. (2006) Intensive wildlife production in southern Africa, Van Schaik, Pretoria.

Ekotrust Core Services Ekotrust specializes in wildlife management, wildlife production and economic assessments, vegetation ecology, range condition assessment, floristic diversity and rare species assessments, and alien plant management.

Examples of projects Numerous projects have been undertaken in large conservation areas. Of note is the project that was carried out on behalf of the National Department of Environmental Affairs and Tourism on the phytosociology, vegetation dynamics and conservation in the Kalahari Gemsbok National Park, a region covering 2 approximately 10 000 km . Some modelling aspects of this project were carried out in collaboration with the Institute for Ecological Modelling, Leipzig, Germany.

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Page 202 The project was followed up by a request by the Peace Parks Foundation to classify the vegetation and compile a map of the entire Kgalagadi Transfrontier 2 Park covering an area of approximately 36 000 km , which could serve as basis for future planning of the Kgalagadi Transfrontier Park. This project was done in collaboration with the University of Botswana, Gaberone.

Other large privately owned game reserves in which vegetation surveys, range condition assessments, and wildlife management plans have been developed include amongst others: Tswalu Kalahari Reserve (96 000 ha), Maremani Nature Reserve (42 000 ha) and Timbavati, Klaserie & Umbabat Game Reserve (145 000 ha).

Also involved in the Maguga Dam project in Swaziland, which is a joint venture between South Africa and Swaziland. As a result of the building of the dam some of the inhabitants had to be relocated and a feasibility study had to be done to establish whether the resettlement area would be able to sustain the new inhabitants. The study included a range condition assessment and development of a cattle management plan. Annual monitoring of the vegetation layer since 2000 to determine whether any changes are occurring.

A comprehensive study was undertaken for the Authority of the Greater St Lucia Wetland Park. This study covered the part of the Greater St Lucia Wetland Park from Mapelane and St Lucia in the south to Sodwana and Mkuzi Game Reserve 2 in the north (approximately 2 070 km ).

The study included an assessment of the following elements: a synthesis of available information regarding the environment, vegetation types, veld condition, fire management, fencing and plantations; the preparation of veld management and ecological grazing and browsing capacity guidelines; the preparation of management guidelines for the retracted forestry areas in the park; a review of information on the suitable types of wildlife for the Greater St Lucia Wetland Park; a review and assessment of present grazing and browsing capacity estimates for all the different sections in the park; an evaluation of the wetland reed beds in terms of ecological grazing capacity and its ecological role. The outcome of the study was a wildlife re-establishment and introduction management plan for the next five years. The plan was framed within the objectives of biodiversity conservation, ecosystem functioning and tourism promotion.

Requested to develop policy documents for Ezemvelo KwaZulu-Natal Wildlife.

These policies concern the re-establishment and introduction of wildlife in the Greater St Lucia Wetland Park as well as a policy on alien plant management in Ezemvelo KwaZulu-Natal Wildlife reserves.

Have made numerous contributions to Environmental Impact Assessments (EIA) both locally and also internationally, e.g. the vegetation of the proposed Langer Heinrich Uranium mine near Swakopmund in Namibia.

Involved in various research programs while employed at the University of Pretoria, e.g.:

• • •

Savanna Ecosystem project at Nylsvley, South Africa - the Council for Scientific and Industrial Research.

Kuiseb River Project (Namibia) – Council for Scientific and Industrial Research.

Grassland Biome Project - Department of Environmental Affairs & Tourism.

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Page 203 • •

Studies on the ephemerals of Namaqualand - Department of Environmental Affairs and Tourism.

Kruger Park Rivers Ecosystem research programme: The riparian vegetation of the five major rivers in the Kruger National Park - Water Research Commission and National Research Foundation.

Selected references of studies done VAN ROOYEN, N. & BREDENKAMP, G.J. 1993. A survey of the riparian vegetation of the Sabie River, Olifants River, Letaba River, Crocodile River and Levubu River in the Kruger National Park. Report to FRD and WRC. Ekotrust CC, Pretoria.

VAN ROOYEN, N., THERON, G.K., BREDENKAMP, G.J., VAN ROOYEN, M.W., DEUTSCHLäNDER, M. & STEYN, H.M. 1996. Phytosociology, vegetation dynamics and conservation of the southern Kalahari. Final report on a project executed on behalf of the Department of Environmental Affairs & Tourism, Pretoria.

VAN ROOYEN, N. 1999. The vegetation types and veld condition of Tswalu Kalahari Reserve. Ekotrust CC, Pretoria.

VAN ROOYEN, N. 2000. Livestock management plan for the host area. Maguga Dam project, Swaziland. Ekotrust CC, Pretoria.

VAN ROOYEN, N. 2000. Environmental audit of Namakwa Sands Mine at Brandse-Baai, Western Cape. Ekotrust CC, Pretoria.

VAN ROOYEN, N. 2000. Vegetation survey of the Gemsbok National Park, Botswana and mapping of the Kgalagadi Transfrontier Park. Ekotrust CC, Pretoria.

VAN ROOYEN, N. 2001. The vegetation types and veld condition of Maremani Nature Reserve, Musina. Ekotrust CC., Pretoria.

VAN ROOYEN, N. 2002. Ex situ breeding programme with West African roan antelope Hippotragus equinus koba under special conditions: application for official registration. Ekotrust CC., Pretoria.

VAN ROOYEN, N, VAN ROOYEN, M.W. & GROBLER, A. 2004. Habitat evaluation and stocking rates for livestock and wildlife - PAN TRUST RANCH. Ghanzi, Botswana.

VAN ROOYEN, N. 2004. Vegetation of the Langer Heinrich area, Swakopmund, Namibia. Ekotrust CC., Pretoria.

VAN ROOYEN, N. 2004. Vegetation types and wildlife re-establishment in the Greater St Lucia Wetland Park, KwaZulu-Natal. Ekotrust CC., Pretoria.

VAN ROOYEN, N. 2004. Vegetation and wildlife of the farm Lagersfontein, Heidelberg. Ekotrust CC., Pretoria.

VAN ROOYEN, M.W., STOFFBERG, G.H. & VAN ROOYEN, N. 2005.

Quantifying the vegetative carbon stocks for the Tisand and Zulti-North lease areas at Richards Bay Minerals. Confidential report to Richards Bay Minerals.

VAN ROOYEN, N. & VAN ROOYEN, M.W. 2005. The Alien plant strategic management plan for the Zululand Region. Report to Ezemvelo KwaZulu-Natal.

VAN ROOYEN, N., VAN ROOYEN, M.W., BOTHMA, J. DU P. & PURCHASE, A. 2006. Vegetation of the Timbavati, Klaserie and Umbabat private nature reserve. Report to APNR Council.

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Page 204 VAN ROOYEN, N. 2006. Biophysical analysis of Equestria portions 200 and 201, Pretoria.

D. K. Green PhD, P. Eng. Education PhD, Structural Engineering, University College Cardiff, UK MSc, Civil Engineering, University College, Cardiff, UK BSc, (Hon) Civil Engineering, Middlesex Polytechnic, Enfield, UK NTD. National Technicians Diploma (Mech), Witwatersrand Technical College, Johannesburg, RSA NTC. National Technical Certificate (Civil), Witwatersrand Technical College, Johannesburg, RSA

Professional Registrations Professional Engineer, Ontario Chartered Engineer, United Kingdom Professional Engineer, South Africa (Requires Renewal)

Experience Summary Dr. Green has more than 30 years of experience in the Structural and Civil Engineering fields’ with him often managing mechanical, electrical, process and instrumentation engineering. His experience encompasses Business Management, Project Management, Engineering Management, Quality Management, Contract Administration, Design and Construction, Negotiations with Government and Quasi-government bodies and Mediation. For 10 years, prior to immigrating to Canada in 1993, Dr, Green managed his own Consulting Engineering and Construction Companies in Swaziland and South Africa. Since October 2003, he once again set up his own company which he is operating at present.

Through this company he has acted as Proposal Manager and Engineering Manager on a number of Design Build projects for extensions and alterations to Nuclear Plants, Factory and Plant Upgrades which required the coordination of engineers, contractors and customers and set up a Quality Management Program for Aecon, a Major Canadian Contracting Company and also assisted them in finalizing and achieving their N286 Nuclear Quality status. He also set up and managed the engineering division for SLN’s Balance of Plant project at Bruce Power which included a staff compliment of 50 people.

He has handled civil and structural projects throughout Swaziland, South Africa, Mozambique, England, Wales, Canada and the United States of America. His projects have ranged from simple garage slabs through to fourteen-storey apartment and office blocks, major water and wastewater treatment facilities, nuclear generating plants and numerous industrial and institutional buildings. His design expertise has included the use of structural mediums such as concrete, structural steel, masonry, gunite / shotcrete and pultruded plastics

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Page 205 Through his research into reinforced concrete, he has become fully conversant with the needs and requirements of testing and evaluating the condition and integrity of existing structures and has been called upon to undertake Discoveries for Major Projects where legal disputes have arisen. He has also been appointed as the North American Agent to source funds for three Major Southern African ventures.

As Chief Engineer for Earth Tech, a subsidiary of Tyco International, his duties included review of all design, procurement of engineering services within and outside the company and coordinating the design efforts and value engineering sessions for all Design-Build-Own-Operate Projects and reviewing and or writing proposals, where his experience at writing documents played a significant role in producing a concise, grammatically correct and accurate account of the customer’s requests and requirements.

While acting as the Chief Engineer, he also assumed the role of Quality Management Representative and successfully led the Design - Build team through the establishment of its ISO 9001/2000 registration in a record five months. He later became the Corporate Quality Manager to set up and manage the Quality Management Systems for Earth Tech Inc. globally His exceptional interpersonal dynamic skills finely tuned through years of successful employee interaction and often dealing with diverse cultures have enabled Dr. Green to deftly guide and encourage staff to work together through extremely difficult conditions and effectively address challenges with rewarding results.

Project Experience Nuclear Facilities Engineering Manager, February 2006 to present

CiviStruc Inc., Bruce Nuclear Balance of Plant, Canada. Responsible for the management of all engineering for the BOP of the Bruce Nuclear Restart for Units 1 & 2, coordinating the efforts of engineers and contractors, liaising with the PMC on behalf of SLN Nuclear. Project value: Engineering CAN $ 100 million, Construction CAN $ 100 million Engineering Manager and Proposal Manager,

CiviStruc Inc., Stelco, Design Build, Canada. Responsible for coordinating the efforts of engineers and contractors, liaising with the client and writing the proposal for and on behalf of Aecon for the New Pickle Line for Stelco in Hamilton Ontario. Estimated project value approx: CAN $ 45 million Engineering Manager and Proposal Manager,

CiviStruc Inc., Bruce Nuclear E. Q., Design Build, Canada. Responsible for coordinating the efforts of engineers and contractors, liaising with the client and writing the proposal for and on behalf of Aecon for the Bruce Nuclear Power Station Environmental Qualification. Estimated project value approx: CAN $ 45 million Engineering Manager and Proposal Manager,

CiviStruc Inc., Bruce Nuclear Upgrade, Design Build, Canada. Responsible for coordinating the efforts of engineers and contractors, liaising with the client and Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved Š Mabwe Safari Lodge/C. Mitchell 2007/8

Page 206 writing the proposal for and on behalf of Aecon for the Bruce Nuclear Power Station Upgrades. Estimated project value for Aecon: CAN $ 450 million plus.

Total project value approx: CAN $ 1.5 billion Engineering Manager and Proposal Manager,

CiviStruc Inc., Darlington Nuclear UFSF, Design Build, Canada. Responsible for coordinating the efforts of engineers and contractors, liaising with the client and writing the proposal for and on behalf of Aecon for the Darlington Nuclear Power Station Dry Fuel Storage Facility. Estimated project value approx: CAN $ 45 million

Discoveries for Legal Actions Expert Witness,

CiviStruc Inc., Kagiano Hydro-Electric Power Station, Manatowadge, Canada. Responsible for review of engineering documents and advising Legal Council on action to be taken in regards to engineering matters. Estimated claim value: CAN $ 10 million Expert Witness,

CiviStruc Inc., Shades Mills Water Treatment Facility, Cambridge, Canada.

Responsible for review of engineering documents and advising Legal Council on action to be taken in regards to engineering matters. Estimated claim value: CAN $ 12 million

Composting and Recycling Facilities Engineering Manager and Proposal Manager.

Earth Tech Inc., Design Build, Canada. Chief Engineer (Design Build) responsible for coordination and management of the engineering and proposal for the Dufferin Municipal Recycling Facility, Ontario. Estimated Cost USD $ 5.6 million Engineering Manager and Proposal Manager.

Earth Tech Inc., Design Build, Canada. Chief Engineer (Design Build) responsible for coordination and management of the engineering and proposal for the Guelph Municipal Recycling Facility, Ontario. Estimated Cost USD $ 10 million Engineering Manager and Quality Manager.

Earth Tech Inc., Design Build, Canada. Chief engineer and quality manager for the design-build of the Prince Albert Municipality Composting Facility project in Alberta. Estimated value CAN $ 3.5 million

WasteWater Engineering Manager and Quality Manager.

Earth Tech Inc., Design Build, Canada. Chief engineer and quality manager for design-build of the City of Toronto, Ashbridges Bay Biosolids Loading and Odour Control Facility project in Ontario. Estimated value CAN $ 4.7 million Senior Project Manager

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Page 207 ABR, Structural Engineering, Canada. Senior Project Manager for the Greater Vancouver Regional District, Annacis Island Wastewater Treatment Plant, New Westminster, British Columbia, Canada for dissolved air floatation thickener tanks. Estimated value CAN $ 45 million Senior Project Manager

ABR, Structural Engineering, Canada. Senior Project Manager for the Greater Vancouver Regional District, Annacis Island Wastewater Treatment Plant, New Westminster, British Columbia, Canada for structural review and value engineering of clarifier raft slab. (350m x 120m x 2m thick) Estimated value CAN $ 100 million Senior Project Manager

ABR, Structural Engineering, Canada. Senior Project Manager for the Greater Vancouver Regional District, Annacis Island Wastewater Treatment Plant, New Westminster, British Columbia, Canada trickling filters. (4 x 50m diameter).

Estimated Cost CAN $ 54 million Senior Project Manager

ABR, Structural Engineering, Canada. Senior Project Manager for the Greater Vancouver Regional District, Annacis Island Wastewater Treatment Plant, New Westminster, British Columbia, Canada to provide review and value engineering for secondary clarifiers.

Senior Project Manager

ABR, Structural Engineering, Canada. Senior Project Manager for the Greater Vancouver Regional District, Annacis Island Wastewater Treatment Plant, New Westminster, British Columbia, Canada for seismic evaluation of existing settlement tanks.

Senior Project Manager

ABR, Structural Engineering, Canada. Senior Project Manager for the Greater Vancouver Regional District, Lulu Island Wastewater Treatment Plant, Vancouver, British Columbia, Canada for solids facilities.

Senior Project Manager

ABR, Structural Engineering, Canada. Senior Project Manager for the Greater Vancouver Regional District, Lulu Island Wastewater Treatment Plant, Vancouver, British Columbia, Canada for the retrofit of settlement tanks and chlorine contact tanks. Estimated value CAN $ 13 million Project Manager and Office Management

Associated Engineering. Project Management, Canada. Project Management of the Kitchener Wastewater Treatment Plant Influent Channel for the repair of precast influent channel to prevent a major spill. CAN $ 3.7 million Project Manager and Office Management

Associated Engineering. Project Management, Canada. Project Management of the Regional Municipality of Waterloo, Wastewater Treatment Plant Upgrade providing leadership and Contract Administration for the new roof over the digester.

Project Manager and Office Management

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Page 208 Associated Engineering. Project Management, Canada. Project Management of the Regional Municipality of Waterloo, Gault Wastewater Treatment Plant, Filter Replacement, assisted by lead process engineer with investigation into cause of filter failure.

Engineering Management and Office Management

Stantec Inc. Engineering Management, Canada. Management of the engineering for the Regional Municipality of Waterloo, Morningside Wastewater Treatment Plant Upgrades which included managing structural engineering, mechanical engineering, electrical engineering, instrumentation and controls for new treatment plant. Estimated value CAN $ 3,5 million Engineering Management and Office Management

Stantec Inc. Engineering Management, Canada. Management of the engineering for the Regional Municipality of Waterloo, Elmira Wastewater Treatment Plant Upgrades which included managing structural engineering, mechanical engineering, electrical engineering, instrumentation and controls for upgrades to existing treatment plant.

Engineering Management and Office Management

Stantec Inc. Engineering Management, Canada. Management of the engineering for the Regional Municipality of Waterloo, Baden New Hamburg Wastewater Treatment Plant Upgrades which included managing the engineering for structural engineering, mechanical engineering, electrical engineering, instrumentation and controls for new treatment plant.

Engineering Management and Office Management

Stantec Inc. Engineering Management, Canada. Management of the engineering for the Regional Municipality of Halton, Rebecca Street Wastewater Holding Reservoir which included managing structural engineering, mechanical engineering, electrical engineering, instrumentation and controls for a new wastewater holding tank.

Engineering Management and Office Management

Stantec Inc. Engineering Management, Canada. Management of the engineering for City of Branford, Branford Wastewater Treatment Plant Digesters which included managing structural engineering, mechanical engineering, electrical engineering, instrumentation and controls for new treatment plant.

Water Storage and Treatment Engineering Manager and Proposal Manager,

Earth Tech Inc., Design Build, USA. Chief Engineer (Design Build) responsible for coordination and management of the engineering and proposal for the Laurence Water treatment Plant Upgrades Design Build project, Massachusetts.

Estimated Cost USD $ 100 million Engineering Manager and Proposal Manager.

Earth Tech Inc., Design Build, USA. Chief Engineer (Design Build) responsible for coordination and management of the engineering and proposal for the Sacramento Water treatment Plant Upgrades Design Build project, California.

Estimated Cost USD $ 45 million Engineering Manager and Quality Manager.

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Page 209 Earth Tech Inc., Design Build, Canada. Chief engineer and quality manager for design-build of the Banff Municipality Water treatment Plant Extensions project in Alberta. Estimated value CAN $ 5.5 million Engineering Management and Office Management

Associated Engineering. Engineering Management, Canada. Management of the engineering for the Regional Municipality of Waterloo, Pinebush and Turnbull Water Treatment Plants, including project management and contract administration for the removal of iron and manganese. Estimated value CAN $ 5.5 million Engineering Management and Office Management

Associated Engineering. Engineering Management, Canada. Management of the engineering for the Regional Municipality of Waterloo, Shades Mill Water Treatment Plant including project management, contract administration, site supervision and witness at legal meetings for removal of iron and manganese.

Estimated value CAN $ 3.5 million Engineering Management and Office Management

Associated Engineering. Engineering Management, Canada. Management of the engineering for the Regional Municipality of Waterloo, Greenbrook Water Treatment Reservoirs in the investigation into the condition of existing damaged water storage tanks and provided recommendations for repair.

Engineering Management and Office Management

Associated Engineering. Engineering Management, Canada. Management of the engineering for the Regional Municipality of Waterloo, G16 Pumping Station providing project management and contract administration for the construction of a new pump station.

Engineering Management and Office Management

Stantec Inc. Engineering Management, Canada. Management of the engineering for the Regional Municipality of Waterloo, Morningside Water Treatment Plant Upgrades which included managing structural engineering, mechanical engineering, electrical engineering, instrumentation and controls for new treatment plant Engineering Management and Office Management

Stantec Inc. Engineering Management, Canada. Management of the engineering for the Regional Municipality of Waterloo, Greenbrook Water Treatment Plant Upgrades which included project management and construction administration for the repair and upgrades of existing water retaining structures.

Engineering Management and Office Management

Stantec Inc. Engineering Management, Canada. Management of the engineering for the Michelin, Wastewater Treatment Plant Upgrades for all structural elements of project.

Water Transmission Engineering Management and Office Management

Associated Engineering. Engineering Management, Canada. Management of the engineering for the Regional Municipality of Waterloo, Saginaw Raw Water Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved Š Mabwe Safari Lodge/C. Mitchell 2007/8

Page 210 Transmission Main providing project management and contract administration for installation of new raw water main including upgrading of road.

Engineering Management and Office Management

Associated Engineering. Engineering Management, Canada. Management of the engineering for the Regional Municipality of Waterloo, Clyde Road Raw Water Transmission Main providing project management and contract administration for installation of new raw water main including upgrading of road.

Hydroelectric Engineering Management and Office Management

Stantec Inc. Engineering Management, Canada. Management of the engineering for the Kagiano Power Corporation, Twin Falls Hydro Station, Manitouwadge providing project management and construction administration for construction, and advice at legal meetings of 5 MW Hydro Electric Station including concrete weirs, penstock, mining in granite for two 54m deep vertical shafts and 300m horizontal discharge tunnel including negotiations with DFO, MOE and MNR. Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Government of Swaziland, Swazi Hydro Project providing engineering advice on supports/thrust blocks for penstock.

Food and Beverage Engineering Management and Office Management

Stantec Inc. Engineering Management, Canada. Management of the engineering for the Schneider's Pork, Burlington Plant Expansion for all structural upgrades.

Engineering Management and Office Management

Stantec Inc. Engineering Management, USA. Management of the engineering for the Citerio, Sausage Plant, Michigan for all structural engineering and architectural elements of new plant.

Engineering Management and Office Management

Stantec Inc. Engineering Management, Canada. Management of the engineering for the Pillars Saugages, Waterloo Packaging Plant for all structural and architectural upgrades to existing plant.

Industrial Plants Engineering Management and Office Management

Stantec Inc. Engineering Management, Canada. Management of the engineering for the Owens Corning, Guelph Plant Upgrades for all structural, architectural and building upgrades.

Engineering Management and Office Management

Stantec Inc. Engineering Management, Canada. Management of the engineering for the National Standards, Guelph Plant cleanup and structural upgrades.

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Page 211 Engineering Management and Office Management

Stantec Inc. Engineering Management, Canada. Management of the engineering for the Polycon, Guelph Plant Upgrades for the engineering of several minor projects for process development.

Engineering Management and Office Management

Stantec Inc. Engineering Management, Canada. Management of the engineering for the Sterling International Trucks, London Plant Expansion for all structural engineering and building elements of new plant.

Engineering Management and Office Management

Stantec Inc. Engineering Management, Canada. Management of the engineering for the Westcast, Windham Plant Upgrades for structural and building upgrades for existing plant for a number of on-going projects.

Safety Review Engineering Management and Office Management

Stantec Inc. Engineering Management, Canada. Management of the engineering for Gabion Canada, Safety Review of Existing Ayre Production Line safety review of existing factory.

Engineering Management and Office Management

Stantec Inc. Engineering Management, Canada. Management of the Development of the Stantec Safety Review Manual for procedures for safety review of production lines in factories.

Engineering Management and Office Management

Stantec Inc. Engineering Management, Canada. Management of the engineering for Daimler Chrysler, Windsor Plant for structural elements and building elements of review.

Engineering Management and Office Management

Stantec Inc. Engineering Management, Canada. Management of the engineering for the Schneider's, Burlington Storage Facility safety review of existing stacking system.

Transportation Engineering Management and Office Management

Stantec Inc. Engineering Management, Canada. Management of the engineering for the Hamilton Aviation, Cargo Plane Runway design and construction supervision for concrete runway and taxiway Engineering Management and Office Management

Associated Engineering. Engineering Management, Canada. Management of the engineering for the Regional Municipality of Waterloo, Saginaw Road Upgrades providing management of road repair and resurfacing.

Engineering Management and Office Management

Stantec Inc. Engineering Management, Canada. Management of the engineering for Kagiano Power, Twin Falls Hydroelectric Project, Manitouwadge Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved Š Mabwe Safari Lodge/C. Mitchell 2007/8

Page 212 providing project management and contract administration services for access road to the hydroelectric plant.

Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Swaziland Aviation, Airport Control Tower and Operations Building including project management, design and construction supervision for structural and building elements of the construction.

Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Swaziland Government, Concrete Traffic Bridge including design and construction supervision for four lane single span concrete bridge.

Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Mbabane Development Corporation, Pedestrian Bridges including design and construction supervision for two single span concrete pedestrian bridges over Mbabane River.

Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Mbabane Development Corporation, Pedestrian Bridge including design and construction supervision single span concrete pedestrian bridge over access drive.

Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Lutheran Church, Pedestrian Bridge including design and construction supervision for single span steel pedestrian bridges over Manzini River.

Design Engineer

C A Rigby and Partners. Structural Design, South Africa. Carried out the design and construction Management for the Port Elizabeth Municipality, New Air Cargo Concrete Taxiway and Storage facility.

Design Engineer

C A Rigby and Partners. Structural Design, South Africa. Carried out the design for the East London Municipality, New Air Cargo Concrete Taxiway and Storage Facility.

Design Engineer

C A Rigby and Partners. Structural Design, South Africa. Carried out the design and construction supervision for the Uitenhage Municipality, New Railway Workshops which included the installation of 1000 Fraki-Piles and major earthworks operations.

Buildings Engineering Management and Office Management

Stantec Inc. Engineering Management, Canada. Management of the engineering for the Gault Country Clubhouse, Clubhouse Upgrades and

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Page 213 Extensions providing project management services for upgrades and extensions to existing clubhouse.

Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Royal Tisuka Trust, Mbabane Apartment Complex including site supervision and project management of all civil and structural elements of the 14-storey complex.

Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Royal Tisuka Trust, Manzini Three Apartment Complexes including site supervision and project management of all civil and structural elements of the 9storey buildings.

Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Royal Tisuka Trust, Mbabane Office Block including site supervision and project management of all civil and structural elements of the 6-storey office block.

Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Royal Tisuka Trust, Malkerns Office Block with Exposed Aggregate including site supervision and project management of all civil and structural elements of the 7storey building.

Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Royal Tisuka Trust, Malkerns Shopping Center including site supervision and project management of all civil and structural elements of project.

Engineering Design, Management and Office Management

Rigby Cronje and Levendis. Engineering Management, Swaziland. Design engineer for the Swaziland Provident Fund, Mbabane Head Office including site supervision and project management of all civil and structural elements of the 7storey building.

Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Swaziland Provident Fund, Design Review of all aspects of the existing design of the Manzini office complex on special request of the Provident fund present.

Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Swaziland Provident Fund, Duplex Flat Project including site supervision and project management of all civil and structural elements of project.

Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Mansoor Supermarket Mbabane, Supermarket and Office Complex including site supervision and project management of all civil and structural elements of the 4storey complex.

Engineering Design, Management and Office Management

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Page 214 K R Green Inc. Engineering Management, Swaziland. Design engineer for the Mansoor Supermarket Manzini, Supermarket and Office Complex including site supervision and project management of all civil and structural elements of the 2storey complex.

Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Mbabane Portuguese Club, Renovation to Include Offices including site supervision and project management of all civil and structural elements of project.

Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Mbabane Club, Renovation and Expansion and Offices including site supervision and project management of all civil and structural elements of project.

Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Swaziland Supply Center, New Supply Center and Offices including site supervision and project management of all civil and structural elements of project.

Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Swaziland Quarries, Quarry Conveyor Upgrades including site supervision and project management of all civil and structural elements of project.

Engineering Design

Peter B White. Design Engineer, United Kingdom. Design engineer for the Saudi Arabian Government, Syringe Factory including detailed design and drawings for new factory.

Engineering Design

Peter B White. Design Engineer, United Kingdom. Design engineer for the London Bus Garage, New Bus Garage including detailed design, drawings and shop details for structural steel frame for new bus garage.

Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, South Africa. Design engineer for the Bosal Exhaust, New Pretoria Factory including detailed design, site supervision and project management of all civil and structural elements of project Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Mozambique. Design engineer for the US AID, Anti -Terrorist Upgrade to Existing Maputo Building including detailed design, site supervision and project management of all civil and structural elements of project.

Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Swazi Plaza, Shopping Complex, Multi Storey Office Block, Roads and Parking, Vehicular and Pedestrian River Crossings including detailed design, site Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved Š Mabwe Safari Lodge/C. Mitchell 2007/8

Page 215 supervision and project management of all civil and structural elements of all projects, which were built in a marsh area.

Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Nhlangano Shopping Center, Major New Shopping Center including Substantial Earthworks for Roads and Parking including detailed design, site supervision and project management of all civil and structural elements of project.

Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Nhlangano Bus Garage, New Bus Garage and Terminal including Roads and Parking including detailed design, site supervision and project management of all civil and structural elements of project.

Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Mbabane Bus Garage, New Bus Garage and Terminal including Roads and Parking including detailed design, site supervision and project management of all civil and structural elements of project.

Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Siteki Sugar Plantations, Pig Sty’s Using Low-Cost Alternatives for Construction including detailed design, site supervision and project management of all civil and structural elements of project.

Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Swaziland Government, New Matsapa Vegetable Market including detailed design, site supervision and project management of all civil and structural elements of project.

Prisons and Police Stations Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Swaziland Correctional Facility, Matsapa Prison Security Wall and Buildings Upgrade including detailed design, site supervision and project management of all civil and structural elements of project.

Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Swaziland Government, Siteki Police Station and Township including detailed design, site supervision and project management of all civil and structural elements of project.

Military Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Swaziland Military Services, Matsapa Military Barracks including detailed design,

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Page 216 site supervision and project management of all civil and structural elements of project.

Palaces Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Swaziland Royal Family, Renovations to Existing Ezulwini Palace for King Sabuza including detailed design, site supervision and project management of all civil and structural elements of project.

Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Swaziland Royal Family, Royal Guest House for King Sabuza including detailed design, site supervision and project management of all civil and structural elements of project.

Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Swaziland Royal Family, Glass Residence for King Maswati II Royal Advisor including detailed design, site supervision and project management of all civil and structural elements of project.

Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Swaziland Royal Family, Review and Design Check of New Palace for King Maswati II including detailed design review and site supervision and project management of all civil and structural elements for rectification of inadequate design.

Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Swaziland Royal Family, Matsaps Warehouse for Prince Mashlaba including detailed design, site supervision and project management of all civil and structural elements of project.

Banks Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Barclays Bank Mbabane, Building Upgrades including detailed design and site supervision of structural elements for the 7-storey building.

Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Barclays Bank Matsapa, New Building in Marsh Land including detailed design and site supervision of structural elements for this single-storey building.

Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Estele, Bank of Swaziland, Manzini Glass-Clad Building including detailed design, site supervision and project management of all civil and structural elements of this new 3-storey building.

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Page 217 Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Swaziland Building Society, Building Renovations including detailed design, site supervision and project management of all civil and structural elements of major renovations to existing building to incorporate a new "safe" floor.

Fire Stations Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Matsapa Fire Station, New Fire Station with Six Storey Tower including detailed design and site supervision of civil and structural elements for this project.

Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Mbabane Fire Station, New Fire Station including detailed design and site supervision of civil and structural elements for this project.

Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Nhlangano Fire Station, New Fire Station with Six Storey Tower including detailed design and site supervision of civil and structural elements for this project.

Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Manzini Fire Station, New Fire Station with Six Storey Tower including detailed design and site supervision of civil and structural elements for this project.

Churches Engineering Management and Professional Witness,

CiviStruc Inc., New Ministries, USA Carried out an engineering evaluation of an existing structure and provided reports and cost estimates for use in court for the New Ministries Church, Detroit, after its contractor had vacated the site before completion. Contract value USD $ 2.5 million Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Anglican Church, New Mbabane Church including detailed design and site supervision of civil and structural elements for this project.

Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Lutheran Church, New Pedestrian Bridge and Community Hall including detailed design and site supervision of civil and structural elements for this project.

Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Lutheran Church, New Siteki Church including detailed design and site supervision of civil and structural elements for this project.

Engineering Design, Management and Office Management Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved Š Mabwe Safari Lodge/C. Mitchell 2007/8

Page 218 K R Green Inc. Engineering Management, Swaziland. Design engineer for the Mata Delarosa Convent, Major Upgrades to Existing Mbabane Convent including detailed design and site supervision of civil and structural elements for this project.

Universities and Schools Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Ekwetsembene School, New Primary School including detailed design and site supervision of civil and structural elements for this project.

Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Sifunzani School, Upgrades to Existing School including detailed design and site supervision of civil and structural elements for this project.

Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the University of Swaziland, University Extensions including detailed design and site supervision of civil and structural elements for this project.

Engineering Design, Management and Office Management

K R Green Inc. Engineering Management, Swaziland. Design engineer for the Swaziland College of Technology, College Extensions including detailed design and site supervision of civil and structural elements for this project.

Quality Management Quality Management

CiviStruc Inc., Operating Procedures, Canada. Reviewed and rewrote the Aecon Operating Procedures (Operating Bible) converting them into Flow Chart format to make them more user friendly and thus ensure that the Project Managers, Estimators and Staff used them as they should. Procedures implemented by the Aecon Quality Manager.

Quality Manager

CiviStruc Inc., N286, Canada. Reviewed existing documentation, liaised with the clients and set up a sample project to be reviewed and evaluated by the Nuclear Board and the TSSA in order to finalize the Aecon N286 Manual and ensure that Aecon qualified to work on nuclear related projects.

Global Corporate Quality Manager

Earth Tech Inc., Quality Management Program, Worldwide. Set up, managed and ran a Quality Conference in Tankersley, England, UK which included representation from all the Earth Tech offices globally and set the precedent for how the Earth Tech Quality Management Systems would be laid out.

Global Corporate Quality Manager

Earth Tech Inc., Quality Management Program, Worldwide. Developed a corporate quality management system for Earth Tech Global Management and an operating Quality Management System for Global Water and Global Environmental Services Divisions within Earth Tech.

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Page 219 Global Corporate Quality Manager and Engineering Manager

Earth Tech Inc., Project Review, Design Build, Worldwide. Part of an eighteen person team that reported directly to the president and evaluated all the projects undertaken by Earth Tech which ranged from USD $ 5 million through to USD $ 1.25 billion and provided the GO – NO GO decision on whether Earth Tech would proceed with the project or not.

Quality Manager,

Earth Tech Inc., ASDBU (Design Build), ISO 9000 / 2000, Canada. Developed and implemented the Alternative Services Delivery Business (Design Build) Unit's ISO program for design build.

Quality Reviewer

Aecon, Quality Management System, Canada. Provided review and advice to Quality Manager on setting up of new quality system and later set up the system myself.

Training and Certifications ISO 14000 EMS Lead Auditor ISO Orientation, 2001 ISO 9001-2000 Training Course, 2001 ISO 9000-2000 Auditor Training Course, 2001 AUTO CAD 2000 National Technicians Diploma (Mech), Witwatersrand Technical College, Johannesburg, South Africa National Technical Certificate (Civil), Witwatersrand Technical College, Johannesburg, South Africa

Professional Memberships Professional Engineers of Ontario South African Council for Professional Engineers (South Africa) Chartered Engineer (England UK)

Conference Presentations "Fiber Reinforcement to Resist Torsional Effects which Occur in Concrete Subjected to Combined Bending and Torsion," Institute of Civil Engineers, South Wales Division.

“Earth Tech Inc., Quality Management System” Senior management of Construction and Project Delivery Group

Publications The Bond Mechanism Between High Tensile Deformed Bars and Concrete Subjected to Flexure. PhD Thesis – University College Cardiff, Department of Civil and Structural Engineering 1988.

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Page 220 Steel Fiber Reinforced Concrete Beams Subjected to Bending, Pure Torsion and Combined Bending and Torsion. M.Sc. Thesis – University College Cardiff, Department of Civil and Structural Engineering, 1979.

Fiber Reinforced Concrete Beams in Pure Torsion. Proceedings of the Institution of Civil Engineers, Part 2, 1980, 69, September.

Fiber Reinforced Concrete Beams In Combined Bending and Torsion.

Indian Concrete Journal, August 1981, Pages 222-228.

The Effects of Fluctuating Stress on Welded High-Tensile Reinforcement in Concrete Beams. Report submitted to the Science Research Council (UK).

University College Cardiff, Department of Civil and Structural Engineering 1979.

Fiber Reinforcement to Resist Torsional Effects which Occur in Concrete Subjected to Combined Bending and Torsion. Paper submitted and presentation given to Institute of Civil Engineers, South Wales Division. Awarded Millar Prize 1982 for presentation and publication of paper.

Seismic Evaluation of Existing Primary and Chlorine Contact Tanks. Report for the Greater Vancouver Sewerage and Drainage District Secondary Treatment Project for Annacis Island and Lulu Island Wastewater Treatment Plants, July 1994.

Project and Professional Awards Millar Prize, Institute of Civil Engineers, Wales Chapter, Wales UK, 1979 Dr Green developed and successfully patented a low cost building system in South Africa for use in building economic housing.

Employment History 10/2003 – Present CiviStruc Inc. Owner, Manager providing Project Management, Engineering Management, Quality Management, Engineering, Fund Raising for projects and Discoveries for Legal Actions.

06/2000 – 10/2003, Earth Tech, Chief Engineer, Design Build and Corporate Quality Manager for all Earth Tech offices, Globally 10/1997 - 06/2000, Stantec Consulting Ltd., Structural Department Manager, Kitchener, Ontario, Canada 03/1995 - 10/1999, Acres & Associated Engineering Ltd, (Associated Engineering) Office Manager, Waterloo, Ontario, Canada 12/1993 - 03/1995, Associated Engineering, Senior Project Manager, Vancouver, B.C. Canada 04/1984 - 11/1993, Consulting Practice and Construction Companies, Owner and Managing Director, South Africa and Swaziland 04/1982 - 03/1984, Rigby Cronje and Levendis, Office Manager, Mbabane, Swaziland 10/1979 – 04/1982, University of Wales, PhD Student, Research Assistant, Lecturer, Cardiff, Wales 10/1978 – 10/1979, University of Wales, MSc Student, Cardiff, Wales 06/1978 – 10/1978, Peter B White, Design Engineer, London, England Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved © Mabwe Safari Lodge/C. Mitchell 2007/8

Page 221 10/1975 – 06/1978, Middlesex Polytechnic, BSc Student, Enfield, England 12/1974 - 10/1975, Oscar Faber and Partners, Designer Detailer, St Albans, England, UK 01/1970 – 12/1974, C.A. Rigby and Partners, Designer Detailer, Johannesburg South Africa

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Page 222

Zambian Lands Act 1995 CHAPTER 184 OF THE LAWS OF ZAMBIA Act No.29 of 1995 An Act to provide for the continuation of Leaseholds and leasehold tenure; to provide for the continued vesting of land in the President and alienation of land by the President; to provide for the statutory recognition and continuation of customary tenure; to provide for the conversion of customary tenure into leasehold tenure; to establish a Land Development Fund and a Lands Tribunal; to repeal the Land (Conversion of Titles) Act; to repeal the Zambia (State Lands and Reserves) Orders, 1928 to 1964, the Zambia (Trust Land) Orders, 1947 to 1964, the Zambia (Gwembe District) Orders, 1959 to 1964, and the Western Province (Land and Miscellaneous Provisions) Act, 1970; and to provide for matters connected with or incidental to the foregoing.

[13th September, 1995]

Part I: Preliminary Short title 1. This Act may be cited as the Lands Act. Interpretation 2. In this Act, unless the context otherwise requires"Certificate of Title" means a Certificate of Title to land issued in accordance with the Lands and Deeds Registry Act; Cap. 185 "customary area" means, notwithstanding section thirty-two, the area described in the Schedules to the Zambia (State Lands and Reserves) Orders; 1928 to 1964 and the Zambia (Trust Land) Orders, 1947 to 1964;Appendix 9 of the Laws of Zambia "Fund" means the Land Development Fund established by section sixteen; "improvements" means anything resulting from expenditure of capital or labour and includes carrying out of any building, engineering or other operations in, on, over, or under land, or the making of any material change in the use of any building or land and charges for services provided and other expenses incurred in the development or towards the development of land; "land" means any interest in land whether the land is virgin, bare or has improvements, but does not include any mining right as defined in the Mines and Minerals Act in respect of any land; Cap. 213 "lease" means a lease granted by the President or a lease that was converted from a freehold title under the repealed Act and "lessee" shall be construed accordingly; "Permanent Resident" means an established resident or a person holding an entry permit in accordance with the Immigration and Deportation Act; Cap. 123

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Page 223 "Provisional Certificate of Title" means a Provisional Certificate of Title to land issued in accordance with the Lands and Deeds Registry Act; Cap. 185 "Registrar" has the meaning assigned to it in the Lands and Deeds Registry Act; Cap. 185 "Repealed Act" means the Land (Conversion of Titles) Act; 1972 Edition

Cap. 289 of the

"State Land" means land which is not situated in a customary area; "Tribunal" means the Lands Tribunal established by section nineteen.

Part II: Administration of Land All land to vest in the President 3. (1) Notwithstanding anything to the contrary contained in any other law, instrument or document, but subject to this Act, all land in Zambia shall vest absolutely in the President and shall be held by him in perpetuity for and on behalf of the people of Zambia.

(2) Subject to subsection (4) and to any other law, the President may alienate land vested in him to any Zambian.

(3) Subject to any other provisions and procedures relating to alienation of land, the President may alienate land to a non-Zambian under the following circumstances: (a) where the non-Zambian is a permanent resident in the Republic of Zambia; (b) where the non-Zambian is an investor within the meaning of the Investment Act or any other law relating to the promotion of investment in Zambia; Cap. 385 (c) where the non-Zambian has obtained the President's consent in writing under his hand; (d) where the non-Zambian is a company registered under the Companies Act, and less than twenty-five per centum of the issued shares are owned by non-Zambians; Cap. 388 (e) where the non-Zambian is a statutory corporation created by an Act of Parliament; (f) where the non-Zambian is a co-operative society registered under the Co-operative Societies Act and less than twenty-five per centum of the members are non-Zambians; Cap. 397 (g) where the non-Zambian is a body registered under the Land (Perpetual Succession) Act and is a non-profit making, charitable, religious, educational or philanthropic organisation or institution which is registered and is approved by the Minister for the purposes of this section; Cap. 186 (h) where the interest or right in question arises out of a lease, sublease, or under-lease, for a period not exceeding five years, or a tenancy agreement;

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Page 224 (i) where the interest or right in land is being inherited upon death or is being transferred under a right of survivorship or by operation of law; (j) where the non-Zambian is a Commercial Bank registered under the Companies Act and the Banking and Financial Services Act; or Cap. 388 Cap. 387 (k) where the non-Zambian is granted a concession or right under the National Parks and Wildlife Act. Cap. 201 (4) Notwithstanding subsection (3), the President shall not alienate any land situated in a district or an area where land is held under customary tenure(a) without taking into consideration the local customary law on land tenure which is not in conflict with this Act; (b) without consulting the Chief and the local authority in the area in which the land to be alienated is situated, and in the case of a game management area, and the Director of National Parks and Wildlife Service, who shall identify the piece of land to be alienated; (c) without consulting any other person or body whose interest might be affected by the grant; and (d) if an applicant for a leasehold title has not obtained the prior approval of the chief and the local authority within whose area the land is situated.

(5) All land in Zambia shall, subject to this Act, or any other law be administered and controlled by the President for the use or common benefit, direct or indirect, of the people of Zambia.

(6) The President shall not alienate any land under subsection (2) or (3) for a term exceeding ninety-nine years unless(a) the President considers it necessary in the national interest or in the fulfilment of any obligations of the Republic; and (b) it is approved by a two-thirds majority of the members of the National Assembly.

(7) In alienating land the President shall take such measures as shall be necessary to(a) control settlements, methods of cultivation and utilisation of land as may be necessary for the preservation of the natural resources on that land; and (b)

set aside land for forest reserves and game management areas and national parks and for the development and control of such reserves, game management areas and national parks.

Conditions on alienation of land 4. (1) The President shall not alienate any land under subsection (2) or (3) of section three without receiving any consideration, in money for such alienation and ground rent for such land except where the alienation is for a public purpose:

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Page 225 Provided that where a person has the right of use and occupation of land under customary law and wishes to convert such right into leasehold tenure, no consideration shall be paid for such conversion.

(2) In this section "public purpose" includes the following: (a) for the exclusive use of Government or for the general benefit of the people of Zambia; (b) for or in connection with sanitary improvements of any kind including reclamations; (c) for or in connection with the laying out of any new township or the extention or improvement of any existing township; (d)

for or in connection with aviation;

(e)

for the construction of any railway authorised by legislation;

(f) for obtaining control over land contiguous to any railway, road or other public works constructed or intended at any time to be constructed

by Government; (g) for obtaining control over land required for or in connection with hydro-electric or other electricity generation and supply purposes; (h) for or in connection with the preservation, conservation, development or control of forest produce, fauna, flora, soil, water and other natural resources.

Consent of President 5. (1) A person shall not sell, transfer or assign any land without the consent of the President and shall accordingly apply for that consent before doing so.

(2) Where a person applies for consent under subsection (1) and the consent is not granted within forty-five days of filing the application, the consent shall be deemed to have been granted.

(3) Where the President refuses to grant consent within thirty days, he shall give reasons for the refusal.

(4) A person aggrieved with the decision of the President to refuse consent may within thirty days of such refusal appeal to the Lands Tribunal for redress.

Surrender of land held by a Council 6. (1) Subject to subsection (2), all land held by a Council on a lease including that which has been subleased, for a period of ninety-nine years or less shall, by virtue of this Act and without further assurance or conveyance, be deemed to have been surrendered to the President and the sub-lessee be deemed to hold that land, as if a direct lease had been granted by the President.

(2) Subject to subsection (3) the sublessee referred to in subsection (1) shall be deemed to hold land on the conditions and convenants of the lease granted to the Council, except that the lessee shall pay such annual ground rent to the President as may be prescribed by statutory instrument.

(3) Subsection (1) shall not apply to land held by the Councils for their own use or held under the Housing (Statutory Improvement Areas) Act. Cap. 194

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Page 226 (4) On the commencement of this Act, and on the payment of a prescribed fee, the Registrar shall endorse on the relevant folio of the register, the effect of this section.

Customary holdings to be recognised and to continue 7. (1) Notwithstanding subsection (2) of section thirty-two but subject to section nine, every piece of land in a customary area which immediately before the commencement of this Act was vested in or held by any person under customary tenure shall continue to be so held and recognised and any provision of this Act or any other law shall not be so construed as to infringe any customary right enjoyed by that person before the commencement of this Act. (2) Notwithstanding section thirty-two, the rights and privileges of any person to hold land under customary tenure shall be recognised and any such holding under the customary law applicable to the area in which a person has settled or intends to settle shall not be construed as an infringement of any provision of this Act or any other law except for a right or obligation which may arise under any other law.

Conversion of customary tenure into leasehold tenure 8. (1) Notwithstanding section seven, after the commencement of this Act, any person who holds land under customary tenure may convert it into a leasehold tenure not exceeding ninety-nine years on application, in the manner prescribed, by way of(a)

a grant of leasehold by the President;

(b)

any other title that the President may grant;

(c)

any other law.

(2) The conversion of rights from a customary tenure to a leasehold tenure shall have effect only after the approval of the chief and the local authorities in whose area the land to be converted is situated, and in the case of a game management area, and the Director of National Parks and Wildlife Service, the land to be converted shall have been identified by a plan showing the exact extent of the land to be converted.

(3) Except for a right which may arise under any other law in Zambia, no title, other than a right to the use and occupation of any land under customary tenure claimed by a person, shall be valid unless it has been confirmed by the chief, and a lease granted by, the President.

Prohibition of unauthorised occupation of land 9. (1) A person shall not without lawful authority occupy or continue to occupy vacant land.

(2) Any person who occupies land in contravention of subsection (1) is liable to be evicted.

Renewal of leases 10. (1) The President shall renew a lease, upon expiry, for a further term not exceeding ninety-nine years if he is satisfied that the lessee has complied with or observed the terms, conditions or covenants of the lease and the lease is not liable to forfeiture.

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Page 227 (2) If the President does not renew a lease the lessee shall be entitled to compensation for the improvements made on the land in accordance with the procedure laid down in the Lands (Acquisition) Act. Cap. 189 Ground rent and benefit of lessee's covenants and conditions 11. (1) Notwithstanding severance of a reversionary estate, ground rent and the benefit of every covenant or provision contained in a lease or any Act of Parliament having reference to the subject matter of the lease shall be annexed and incidental to, and shall go with, the revisionary estate in the land or in any part of the estate immediately expectant on the term granted by the lease.

(2) The obligation under a condition of a covenant entered into by the President or contained in any Act of Parliament having reference to the subject matter of the lease shall be annexed and incidental to and shall go with the reversionary estate, or the several parts of that estate, notwithstanding severance of that estate and may be enforced by the person in whom the term is vested by assignment, transfer, devolution in law or otherwise.

(3) Subsection (1) shall be without prejudice to any covenant, lease or Act of Parliament which imposes a duty on a lessee to observe or perform the covenant and to every condition of re-entry.

Apportionment of conditions on severance 12. (1) Every condition or right of re-entry and every other condition contained in the lease except for ground rent fixed in the grant shall be apportioned, in like manner as if the land comprised in each several part, or the land as to which the term remains subsisting, as the case may be, had alone originally been comprised in the lease, notwithstanding(a) the severance by assignment, transfer, surrender, or otherwise of the reversionary estate in any land comprised in a lease or any other grant of land; and (b) the avoidance or cession in any other manner of the term granted by a lease as to part only of the land comprised in the lease.

(2) Every condition or right of re-entry referred to in subsection (1), shall remain annexed to the severed parts of the reversionary estate as the term where each several part is reversionary, or the term in part of the land as to which the term has not been surrendered or has been avoided or has not ceased in the manner as if the land comprised in each several part, or the land as to which the term remains subsisting, as the case may be, had alone originally been comprised in the lease.

(3) This section applies to leases or any other grant subsisting before or made after the commencement of this Act and whether the severance of the reversionary estate was effected before or after the commencement of this Act. Certificate of re-entry to be entered on register 13. (1) Where a lessee breaches a term or a condition of a covenant under this Act the President shall give the lessee three months notice of his intention to cause a certificate of re-entry to be entered in the register in respect of the land held by the lessee and requesting him to make representations as to why a certificate of reentry should not be entered in the register.

(2) If the lessee does not within three months make the representations required under subsection (1), or if after making representations the President is not Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved Š Mabwe Safari Lodge/C. Mitchell 2007/8

Page 228 satisfied that a breach of a term or a condition of a covenant by the lessee was not intentional or was beyond the control of the lessee, he may cause the certificate of reentry to be entered in the register.

(3) A lessee aggrieved with the decision of the President to cause a certificate of re-entry to be entered in the register may within thirty days appeal to the Lands Tribunal for an order that the register be rectified.

Payment and penalty for late payment of rent 14. (1) A lessee shall pay such ground rent as may be prescribed by the President, by statutory instrument.

(2) Subject to subsection (3) where any amount of ground rent unpaid after the day on which it became payable under subsection (1) remains unpaid after the day on which it became payable, the lessee shall be liable to pay a penalty of twenty-five per centum of the rent due.

Application to Lands Tribunal on land disputes 15. (1) Any person aggrieved with a direction or decision of a person in authority may apply to the Lands Tribunal for determination.

(2) In this section "person in authority" means the President, the Minister or the Registrar.

Part III: The Land Development Fund Land Development Fund 16. (1) There is hereby established a Land Development Fund.

(2) The Fund shall consist of(a) Fund;

all moneys appropriated by Parliament for the purposes of the

(b) seventy-five per centum of the consideration paid under section four; and (c)

fifty per centum of ground rent collected from all land.

Administration of the Fund 17. The Fund shall be vested in the Minister responsible for finance and shall be managed and administered by the Minister responsible for land.

Application of moneys of the Fund 18. (1) The Ministers referred to in section seventeen shall apply the moneys of the Fund to the opening up of new areas for development of land.

(2) A council that wishes to develop any area in its locality may apply to the Fund for money to develop the area.

Statement of income and expenditure 19. The Ministers referred to in section seventeen shall cause an annual statement of the income and expenditure to be prepared and laid before the National Assembly.

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Page 229

Part IV: The Lands Tribunal Lands Tribunal 20. (1) There is hereby established a Lands Tribunal.

(2) The Tribunal shall consist of the following members who shall be appointed by the Minister: (a) a Chairman who shall be qualified to be a judge of the High Court; (b) a Deputy Chairman who shall be qualified to be appointed as a judge of the High Court; (c)

an advocate from the Attorney-General's Chambers;

(d)

a registered town planner;

(e)

a registered land surveyor;

(f)

a registered valuation surveyor; and

(g)

not more than three persons from the public and private sectors.

(3) The members referred to in paragraph (a) and (b) of subsection (2) shall be appointed after consultation with the Judicial Service Commission.

(4) The members of the Tribunal shall be appointed on such terms and conditions as may be specified in their letters of appointment.

Assessors 21. The Tribunal may appoint persons who have ability and experience in land, agriculture, commerce or other relevant professional qualifications as assessors for purposes of assisting it in the determination of any matter under this Act. Jurisdiction of Tribunal 22. The Tribunal shall have jurisdiction to(a) inquire into and make awards and decisions in any dispute relating to land under this Act; (b) to inquire into, and make awards and decisions relating to any dispute of compensation to be paid under this Act; (c) generally to inquire and adjudicate upon any matter affecting the land rights and obligations, under this Act, of any person or the Government; and (d) to perform such acts and carry out such duties as may be prescribed under this Act or any other written law.

Proceedings of Tribunal 23. (1) The Chairman or the Deputy Chairman shall preside over the sittings of the Tribunal.

(2) The Tribunal, when hearing any matter, shall be duly constituted if it consists of five members which number shall include either the Chairman or the Deputy Chairman.

(3) The determination of any matter before the Tribunal shall be according to the opinion of the majority of the members considering the matter.

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Page 230 (4) A member of the Tribunal or an assessor shall not sit at a hearing of the Tribunal if he as any interest direct or indirect, personal or pecuniary, in any matter before the Tribunal.

(5) The Tribunal shall not be bound by the rules of evidence applied in civil proceedings.

Rules 24. The Chief Justice may, by statutory instrument, make rules(a)

regulating the procedure of the Tribunal; and

(b) prescribing the procedure for the summoning and appearance of witnesses and the production of any document or other evidence before the Tribunal.

Legal representation 25. A person appearing as a party before the Tribunal may appear in person or through a legal practitioner at his own expense.

Frivolous or vexatious proceedings 26. If the Tribunal is satisfied that any application to the Tribunal is frivolous or vexatious, it may order the applicant to pay his costs, that of the other party and that of the Government in connection with the proceedings.

Expenses of Tribunal 27. The expenses and costs of the Tribunal shall be paid out of funds appropriated by Parliament for the performance of the Tribunal's functions under this Act. Secretarial and accounting 28. The Ministry responsible for legal affairs shall provide the necessary secretarial and accounting assistance to the Tribunal to enable the Tribunal to perform its functions under this Act. Appeals 29. Any person aggrieved by any award, declaration or decision of the Tribunal may within thirty days appeal to the Supreme Court.

Part V: General Saving of existing interests and rights 30. Subject to the other provisions of this Act, nothing in this Act shall affect any estate, right or interest legal or equitable, in or over any land which was at any time before the commencement of this Act created, granted, recognised or acknowledged.

Regulations 31. (1) The Minister may, by statutory instrument, make regulations for the better carrying out of the provisions of this Act. (2) In particular, but without prejudice to the generality of subsection (1), such regulations may prescribe-

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Page 231 (a)

the terms, conditions and covenants of leases;

(b) the procedure for applying for the President's consent to any transaction relating to or affecting land; (c) the procedure for converting customary tenure to leasehold tenure; (d)

the procedure for applying for the renewal of a lease;

(e)

the ground rent for land;

(f)

fees for transactions in land; and

(g) Act.

any other matter which is to be or may be prescribed under this

(As amended by Act No. 20 of 1996) Repeal of Cap. 289 of the old Edition and Laws in the Schedule 32. (1) The Land (Conversion of Titles) Act is hereby repealed.

(2) The Laws set out in the Schedule are hereby repealed.

Schedule (Section 32) REPEALED LAWS 1. The Zambia (State Lands and Reserves) Orders, 1928 to 1964.

2. The Zambia (Trust Land) Orders, 1947 to 1964.

3. The Zambia (Gwembe District) Orders, 1959 to 1964.

4. The Western Province (Land and Miscellaneous Provisions) Act, 1970.

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Zambian Commercial Overview Executive Summary Zambia is a landlocked southern African country of 10.4 million people, with good mineral resources, extensive arable land and normally adequate rainfall. The country’s GDP in 2001 was $3.9 billion. A Zambian Central Statistics Office (CSO) survey (1998) indicated that 72.9% of Zambians live below the poverty line. Zambia has one of the highest urban populations, at 46%, in sub-Saharan Africa, with high unemployment. Agriculture accounted for 20% of GDP in 2001 and over 17% of employment, while copper and cobalt exports accounted for 77% of export earnings. Copper alone increased by 27% in export volume in 2001.

Zambia began an economic reform program in 1991, and has made significant progress in liberalizing the domestic economy, foreign trade, and privatizing parastatal enterprises. The vast majority of Zambia’s 330 parastatal companies had been privatized by April 2000, including the copper mining conglomerate ZCCM. The remaining parastatals either have begun the process or are scheduled for privatization over the following year.

The tariff structure is designed to facilitate imports of certain materials particularly in the agriculture and energy sectors. There is no discrimination against foreign investors, and no overt restrictions on repatriation of capital or profits. A number of instances of government interference in the private sector, a weak court system, and inadequate law enforcement tarnish in practice Zambia’s liberal investment framework.

There is a significant presence of U.S. companies in the Zambian market.

Bilateral trade, however, is limited by high transportation costs, the relatively small Zambian market, and low incomes. Zambia is a member of the World Trade Organization (WTO), the Common Market for Eastern and Southern Africa (COMESA), and the Southern African Development Community (SADC).

Economic Trends and Outlook Major Trends and Outlook: Zambia’s extensive economic reform program took a giant step forward in 2000 with the sale of the parastatal Zambia Consolidated Copper Mines (ZCCM) in 2000. ZCCM had been the major impediment to Zambia’s macroeconomic stability; its privatization has opened the doors for foreign investment and donor cash injections by demonstrating Zambia’s commitment to serious reform.

Other companies slated to be privatized or run on a concession basis include the Zambian National Commercial Bank, the Zambian Telecommunications Company, and Zambia Railways. The US government funded a feasibility study for the divestment of the state-owned Zambia Electrical Supply Corporation (Zesco), and in late 2001 the GRZ approved the privatization option and directed the Zambia Privatization Agency (ZPA) to proceed with the selection of consultants to assist in the concessioning process. There have also been studies commissioned to examine the privatization of the postal service and the National Airports Company (NAC).

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Page 233 However, investment in the mining industry was thrown for a loop this year when the Anglo-America Corporation (AAC), the major shareholder in Zambia’s largest mine, Konkola Copper Mines (KCM), informed the government that it would not proceed with further investments in KCM. They cited financial losses linked to declining world copper prices and failure to secure funding for the Konkola Deep Mining Project (KDMP), which was the main basis for its investment in Zambia in March 2000. Other mining companies have also informed the government that the viability of their investment plans is threatened by low copper prices. The government, in consultation with the private minority stakeholders, is conducting negotiations with AAC to pursue options, including attracting a new strategic investor to ensure that KCM remains open and in the hands of the private sector.

Privatization of the economy allows quicker and more flexible responses to unforeseen economic developments (see chapter V for an updated look at the privatization climate in 2001). Governmental corruption and bureaucratic inefficiency are continuing problems that affect the business environment. As was expected, in December 2000 international financial institutions supported interim debt relief for Zambia under the Highly Indebted Poor Country (HIPC) initiative, which should reduce Zambia’s debt service obligations by about 45%.

Total debt service relief from all Zambia’s creditors should be worth more than US$2.5 billion, with bilateral donors pledging 100% debt cancellation once HIPC conditions have been met. So far, Zambia has drawn $134.8 million under the Fund. In addition, in May of 2002, the IMF completed its 4th review of Zambia’s performance under an economic program supported by the Poverty Reduction Growth Facility (PRGF), and agreed to increase the amount of potential access to IMF resources under the program. Zambia is expected to reach its HIPC Completion Point by late 2003. The total external debt increased by 15.2% in 2001, from $6.3 billion to $7.2 billion.

Inflation decreased in 2001 from 30.1% in 2000 to 18.7%, which was well in line with the 2001 target of 17.5%. The favorable inflationary developments were a result of the slow down in money supply growth, appreciation of the Kwacha against the US dollar, and lower oil prices, leading to stable petroleum and electricity prices. The year-end target for 2002 is 13%. However, food shortages will keep up food prices, the main component of the consumer price index. As a result of pressure from international financial institutions, Zambia will continue its tight fiscal and monetary policies, as well as stabilizing the exchange rate to mitigate inflationary pressures.

The $229 million target for foreign reserves in 2002 will be difficult to realize and will be greatly dependent on the amount of pledged donor support that is realized. In July 2000, the twelfth Consultative Group meeting in Lusaka, resulted in pledges worth US$1 billion, US$355 million of which was balance of payment support. In July 2002, the thirteenth Consultative Group (CG) meeting in Lusaka and Livingstone resulted in pledges totaling $1.3 billion, the largest amount in Zambia’s CG history.

The Kwacha remained relatively stable in 2001, with a December average of ZK4, 215.90 per US$1. Then in mid-January the Kwacha appreciated after a move by the Bank of Zambia and Ministry of Finance to tighten the monetary supply and to take precautionary exchange measures. Most notable was the use of US$25 million worth of foreign exchange reserves in an attempt to stabilize the currency. The sudden, but brief appreciation hurt exporters, particularly those in the non-traditional exporter sector. The Kwacha depreciated further this year and was trading at about 4,435 Kwacha per $1 as of July 2002.

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Page 234 Principal Growth Sectors: The 2001 outlook for copper is still encouraging, despite the KCM situation. Most noted was the rebound of the mining sector in 2001, recording a growth of 14% in real valued added compared to a growth of .1% in 2000. The performance of the sector was due to a significant increase in copper and cobalt production for the period. In 2001, Zambia produced 296,000 tons of copper compared to 226,169 in the previous year, an achievement given that the privatized companies took over on April 1. In 2001, export earnings increased by 17%, reaching US$871 million compared to $746 million in 2000.

The 2000-2001 rainy season was generally unfavorable and thus negatively affected agricultural activities. The 2001-2002 production season was even worse, resulting in widespread food shortages. The poor harvest was the result of both drought and delayed availability of agricultural inputs. There is growing interest by small farmers to engage in more valuable crops such as coffee and tobacco, which provide cash income.

Non-traditional exports, such as tobacco, coffee and floriculture and horticulture products rose by 13% in 2001. Non-reciprocal access offered by the African Growth and Opportunity Act (AGOA) and Cotonou Agreement to the US and EU markets, respectively, should encourage additional growth. In 2000, Zambia qualified as an eligible country under the AGOA and gained access to the preferential treatment for apparel in the fall of 2001.

In June 2001, the World Bank signed an agreement with the African Trade Insurance Agency (ATI), of which Zambia is a member, extending credit to the group in an effort to improve terms of trade finance for exporters in the region.

The tourism industry in Zambia continues to grow. The opening of two new hotels in Livingstone marks a significant investment in the tourism industry in Zambia. In 2001, tourism in Zambia grew by a phenomenal rate of 24.2%, earning $116.9 million in revenues compared to $92.5 million in 2000. The sector also enhanced employment by building the workforce to 13,675 employees from 11,891 in 2000.

The social sector currently suffers from government’s fiscal constraints and structural changes. Private sector incomes have not kept pace with inflation. The result is that people often do without basic social services. The HIV/AIDS pandemic continues to impede development, as an estimated 25% of the working age population is infected. In 2001, Zambia continued to implement health reforms focusing on the decentralization of the delivery process for health services. The drug supply situation improved marginally in 2001. However, there was a general increase in the incidence of major diseases such as malaria, HIV/AIDS and tuberculosis. Malaria was the leading disease diagnosed in all age groups during the review period with an incidence of 320 diagnoses per 1000 people.

Regarding environmental protection, Zambia continued to implement programs such as the Environmental Support Programme (ESP), Environmental and Natural Resources Management Programme (ENRMP), Zambia Forestry Action Plan (ZFAP) and Industrial Pollution Prevention Programme (IPP). The sector is constrained by a nonexistent national environmental policy, limited public awareness of environmental problems, and poor mainstreaming of environmental concerns into sector policies.

Government role in the Economy: The 2001 budget continues to be dependent on donor support, which accounts for 53% of revenues. The primary source of additional income for the Zambian government would be the proceeds from the Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved Š Mabwe Safari Lodge/C. Mitchell 2007/8

Page 235 privatization of remaining parastatal assets, and increased tourism and energy revenues. Substantial progress was made in implementing structural reforms. At end-March 2002, the government issued instructions to the ZPA to proceed with the technical work on the divestiture of the government’s interests in the Zambian National Commercial Bank (ZNCB) and approved the privatization of ZESCO. Some of the budget expenditure categories are inflexible, thus more flexible budget line items will likely absorb any budget shortfalls. The more flexible items include capital expenditure and payment of domestic arrears, the former being vital to the infrastructure development of the economy and the latter to the confidence and ability of the private sector to perform and contribute further to revenues.

Balance of Payments Situation: The trade deficit worsened as newly privatized mining companies imported equipment and spares to modernizing their operations. Despite resumed donor funding and disbursements, the current account deficit in 2001 was US$743 million, up from US$608 million in 2000. The current account deficit is projected to narrow from 20.4% of GDP to 16.2% in 2004 because of reduced borrowing by the copper mines and consequently lower imports. The World Bank continues to release Balance of Payment support (fiscal sustainability credit), which is aimed at helping Zambia sustain fiscal progress achieved in recent years by expanding fiscal adjustment beyond the central government to other public entities. It also aims to re-establish fiscal discipline through improvement in the predictability, accountability, and transparency of public spending.

The fiscal deficit was 8.1% of GDP compared with the program target of 7.4%, thus net borrowing from the banking system exceeding the program target by about 1.8% of GDP. The overall deficit is projected to narrow to 5.9% in 2004, while the domestic deficit is expected to decline from 4.7% of GDP in 2001 to 2.9% in 2003. However, despite the narrowing deficit, the government projects fiscal gaps to average around 3% of GDP in 2003-2004, partly reflecting the additional debt-service payments and a projected further decline in donor budgetary support.

Infrastructure: Transport and communications infrastructures are fair by regional standards. Telecommunications is expensive and is expected to stay so, as it is one of the few sources of revenue left to the government. Nevertheless, the government has promised that it will privatize telecommunications. A road maintenance board has been created, funded by a gasoline tax; to deal with Zambia’s deteriorated roads, although financial accountability has been problematic. Health facilities are mostly of poor quality.

The government has attempted to rehabilitate the health-related infrastructure by constructing and refurbishing over 100 health centers countrywide in 2001.

Educational facilities vary greatly in quality, and Zambia suffers from an acute shortage of teachers. While university enrollment increased by 30%, enrollment in basic education declined by 4.2%, leveling off at 1,627,902 students.

The Ministry of Education claimed that there was only an acute increase of primary school staffing because of HIIV/AIDS, while a growth in high school level teaching was a victim of "brain drain" to other countries.

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Page 236

Political Environment Political Issues Affecting the Business Climate: The business community pays close attention to the progress of privatization and the status of balance of payments support. The latter is dependent on donor concerns about democracy and governance issues in Zambia. The privatization of ZCCM helped restore business confidence and revitalized activity in the mining sector. There is some antipathy in Zambia towards perceptions of foreign control of Zambia's resources and economy.

Political System, Election Schedule: Until 1991 Zambia was constitutionally a one-party state ruled by the United National Independence Party (UNIP). In 1991, a popular movement pushed for an end to the one-party state and adoption of a multi-party democratic system.

Multi-party elections were held in October 1991, and again in November 1996.

The Movement for Multiparty Democracy (MMD) won landslide victories in both elections. The electoral process preceding the November 1996 elections was flawed, prompting a boycott by UNIP. Several parties, including UNIP, participated in local government elections and parliamentary by-elections in 1998 and 1999. Early in 2001, supporters of then president Chiluba mounted a campaign to amend the constitution to enable Chiluba to seek a third term of office.

Civil society, opposition parties, and many members of the ruling party exerted sufficient pressure on Chiluba to force him to back away from any attempt at a third term. The elections held on December 27th 2001 experienced numerous administrative problems. Opposition parties alleged that serious irregularities occurred. Nevertheless, MMD presidential candidate Levy Mwanawasa was declared the victor by a narrow margin, and was sworn into office on January 2, 2002. Three parties submitted petitions to the High Court, challenging the election results.

Opposition parties won a majority of parliamentary seats. In July 2002, President levy Mwanawassa called a special meeting of Parliament at which he detailed corruption charges against former president Chiluba. On July 16, 2002, Parliament voted unanimously to lift Chiluba’s immunity from prosecution, thus setting in motion a legal process to advance these corruption issues.

The political system is a hybrid of the British and American systems. The one house, Parliament, has 150 seats. The head of government is an independently elected president who must draw most of his cabinet from elected members of parliament. Elections for both the President and Parliament occur simultaneously every five years. The President is limited to two five-year terms.

Orientation of Major Political Parties: The MMD platform is for democracy, human rights, and free market economics. With some important deviance, the MMD has generally pursued these policies since 1991, although calls for a constitutional amendment for a third presidential term early in 2001 caused a split within the party. Following its 1991electoral losses, UNIP dropped its socialist orientation for a "social market" approach, which they define as "capitalism with a social conscience."

There are several other opposition parties, many of which had broken away from the MMD. All favor market-oriented economies. Strongest amongst these is the United Party for National Development (UPND), which has shown strength in several recent elections. During the December 27, 2001 presidential elections, Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved Š Mabwe Safari Lodge/C. Mitchell 2007/8

Page 237 MMD received 29% of total votes, while the UPND candidate received 27%.

Forum for Democracy and Development (FDD), a coalition of expelled MMD members who opposed the third term constitutional amendment, is another important opposition party. Also influential in party politics are the Republican Party (RP), which was created by a founding member and former cabinet minister of the MMD, and Heritage Party, which was founded by a former VP of the MMD.

Marketing Products and Services Distribution and Sales: Distribution and sales of goods and services are mainly through the private sector. There are both formal and informal distribution channels, large and small, through which goods are sold to the consumer.

Wholesale trade is concentrated in cities and large towns, with retail outlets and individual vendors operating in cities, towns, and remote areas throughout the country.

Franchising: Franchise business arrangements in Zambia are based on British standard "Law of Contract." A Distributor/Agent type of franchising is most common in Zambia, while a Business-Format type of franchising is beginning to develop. There is increased interest in franchising in Zambia generated by publicity and exposure to international franchise trade events in the U.S. Financing remains a major obstacle to franchise business in Zambia.

Direct Marketing: There are no restrictions on foreign firms directly marketing products in Zambia.

Joint Ventures/Licensing: There is strong interest in the Zambian business community in joint ventures and licensing agreements. These arrangements are often expected to help overcome domestic shortages of capital, technology or expertise.

Steps to Establishing an Office: The legal requirements for establishing an office in Zambia are relatively simple. A prospective company must register with the Registrar of Companies at the Ministry of Commerce, Trade and Industry by submitting the company charter and a registration fee. This may be done by an individual, a law firm, or by a business consultant. The minimum nominal capital required to register a limited company is currently $5,000 plus a 2.5% registration fee. After submission of the company charter and payment of registration fees, a Certificate of Incorporation is generally issued within 24 hours.

Foreign companies that plan to invest in Zambia should obtain an investment license from the Zambian Investment Center (ZIC) to take advantage of ZIC advocacy and services. The procedure is simple and licenses are approved or disapproved within 30 days. Licenses generally allow for up to five expatriate managerial/technical staff. The ZIC is proposing changes that would require that licenses be reviewed annually.

Selling Factors/Techniques: Selling is normally done on a cash basis, due to scarce and expensive credit. Companies that can offer credit, or an extended payment schedule, have an edge even if their prices are higher. Cost, reliability, simplicity, and durability are also important factors in marketing products in Zambia. After sales service is an important factor for technical products.

Advertising and Trade Promotion: Electronic Media: Zambia has one national television station and six community radio stations, three of which have a limited Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved Š Mabwe Safari Lodge/C. Mitchell 2007/8

Page 238 audience. Television reaches roughly 10 percent of households. Radio coverage is broad and covers the country on both English and local language stations. The television and most powerful radio stations are run by: Zambia National Broadcasting Company (ZNBC) PO Box 50015, Lusaka, Zambia Tel: (260) 1-251-961; Fax: (260) 1-246-489 Radio Phoenix P/B E 702, Lusaka, Zambia Tel: (260) 1-222-403 Fax: (260) 1-221-655 Email: rphoenix@zamnet.zm Print media: There are two state-owned daily newspapers, the "Times of Zambia" and the "Zambia Daily Mail." The major independent daily is the " The Post." " The Zambia Daily Mail" and the "Times of Zambia" also publish business weeklies, the "Financial Mail" and "Financial Times," respectively.

Two monthly business publications are the Zambia National Farmers Union’s "Zambian Farmer," and the Zambia Association of Chambers of Commerce and Industry (ZACCI) "Profit Magazine." The two latter publications are strong voices for private sector business in Zambia. The following are contact addresses for the major print media: Price Competition: As Zambia’s economy has become more open, pricing has become more competitive. International and domestic transportation costs can be a considerable factor in selling goods. Credit is scarce and expensive, making it a major consideration in a purchasing decision.

Sales Service/Customer Support: After sale service and customer support are important factors, particularly for technical products. In general, after sales service and support are not generally good, but are strongly prized by customers.

Selling To The Government: The Government of Zambia purchases directly from suppliers for goods worth ZK 500,000 (USD 115) and below. Purchases exceeding ZK 500,000, including capital expenditures from external assistance, go through the National Tender Board.

Protection from IPR Infringement: Trademark protection is limited. There are fines for revealing business proprietary information, but the fines are not large enough to penalize disclosure adequately. Copyright protection is limited and does not cover computer applications.

Zambia’s patent laws conform to the requirements of the Paris Convention for the Protection of Industrial Property, of which Zambia is a signatory. It takes a minimum of 4 months to patent an item or process. Duplicative searches are not done, but patent awards may be appealed on grounds of infringement.

Need for a Local Attorney: An attorney is not required to register and establish a company, but a local attorney familiar with Zambian law handles best many routine problems that may arise.

Leading Sectors for Exports and Investment Best Prospects for Non-Agricultural Goods and Services: Franchising in Zambia is beginning to develop and offers some good prospects. Best franchising prospects are printing, fast food, postal services, computer/office supplies, telecommunications, education, and business services.

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Page 239 The computer market is limited, but steadily growing in Zambia. Many corporations are introducing computer applications in their operations to enhance efficiency and productivity. The introduction of internet services in 1995 is also spurring demand. There is a shortage of skilled repair facilities and software experts. Zambia has significant requirements for infrastructure rehabilitation.

Sectors requiring extensive rehabilitation or new investment include the railway and road networks, hydroelectric power, mining, and telecommunications.

Multilateral lending institutions and bilateral donors fund many of these rehabilitation projects.

The manufacturing sector continues its trend of increasing output since 1996. In 2001 5.8% growth was achieved, up from 2.8% in 1999. Growth in the sector largely emanated from the food, beverages and tobacco sub-sector, which recorded strong growth in the output of processed foods. The government also offered some incentives to the sector aimed at stimulating growth. The other major sub-sectors that recorded growth were textiles and leather goods due to increased cotton yarn and lint production for export, especially following the increase in access to the South African markets. The continued implementation of economic reforms such as privatization and liberalization of trade and investment have helped increase efficiency and productivity in many sub-sectors.

The suspension of duty on some imported industrial inputs and improvements made in the classification of some inputs and raw materials in the tariff structure provide impetus to performance in the sector.

Manufacturing is dominated by relatively small-scale industries that concentrate on production for the local market. Manufacturing is concentrated in food, beverages, tobacco, fabricated metal products, and textiles (mostly yarn and gray cloth). The re-capitalization in the mining sector and the launch of the COMESA Free Trade Area are expected to increase demand for prefabricated metal products, food, and beverages. The clothing sector, although small, is growing. AGOA benefits have led to the privatization of a parastatal textile company, which is leading to resurgence in the field. Furthermore, other regional apparel producers have created a demand for African-produced textiles in order to qualify for AGOA benefits themselves. This has created an extraordinary opportunity for Zambia’s textile mills.

Aging machinery and high energy, transport and telecommunications costs hamper production efficiency. Government manipulations of fuel markets through the Energy Regulation Board (ERB) and parastatal oil company and refinery have increased costs.

Mining centers on copper and cobalt (cobalt is often found alongside copper).

Zambia ranks among the world's top five copper nations in terms of reserves and refining capacity, but production dropped from an annual average of nearly 700,000 tons in the 1970s to less than 260,000 tons in recent years. The privatization of the mines has already begun to increase productivity and reverse the situation.

The mining and quarrying sector rebounded in 2001, recording a growth of 14%, mainly due to increased production. Copper production increased from 256,884 metric tons in 2000 to 296,773 metric tons in 2001. However, the increase in metal production was dampened by low metal prices on the international market and disruptions in operations at a major mine. The prospects in mining are bright with both Zambian mineral production and global metal prices projected to rise.

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Page 240 Zambia also produces gemstones such as emeralds, aquamarine, amethyst, garnet, tourmaline, and others. There is tremendous interest in developing Zambia’s gemstone industry. Zambia also has deposits of gold, silver, selenium, talc, limestone, coal, clay graphite, and silica.

The potential to cut and polish marble, precious stones, gemstones and malachite for export is immense. There are plans to develop auction floors as part of a marketing strategy. During recent exploration for other minerals, small quantities of Col-tan were discovered in Zambia. While no direct efforts have been made to mine this valuable mineral itself, great potential exists.

The abundance of land, labor, and water resources in a climate and topography favorable to a wide variety of crops provides Zambia with good conditions for agricultural production. One-third (25 million hectares) of Zambia's land area is suitable for agricultural production: sixteen million hectares for animal grazing and 9 million hectares for cultivation. However, only about 2.9 million hectares are currently used for production, mostly in Southern, Central and Eastern provinces.

Production is affected by the levels of rainfall and the distribution of inputs, but potential for irrigation and improved input distribution channels exist. Zambia's major agricultural products include maize, wheat, millet, cotton, tobacco, coffee, soya beans, groundnuts, sugar cane, sunflower, paddy rice, flowers and horticultural products, sorghum, cassava and paprika.

After an excellent year in 2000, coffee exports decreased to levels similar to 1999 levels in 2001. Coffee export earnings dropped from $9.2 million in 2000 to $5.8 million in 2001. The significant decrease was due to two factors. First, a disease in the important Mpongwe region affected production; production there decreased from 5,668 metric tones to 4,389 metric tons over the year. Secondly, the coffee price decreased in the international markets. Nevertheless, 2002 appears promising. Production should increase to 6,000 tons and then up to 8,000 tons by 2003.

The tobacco industry recorded an increase in export growth from $13.2 million to $15 million in 2001. The figure includes tobacco from the eastern region, which is sold to Malawi for tax purposes and, therefore, is not recorded in Zambia’s official tobacco export revenues.

While Zambia has only a 5% tax on tobacco, its neighbor, Malawi pays up to 14%, thus providing an incentive for buyers across the border. Looking ahead, there is growth potential for tobacco production in the Mungwi and Lumumba regions spurred on by a spillover of Zimbabwean commercial farmers seeking opportunities in Zambia. Total Non-Traditional Export earnings in 2000 were approx. US$297 million while total export earnings were approx. US$ 871 million.

Both the horticulture and floriculture markets are expected to grow twofold by 2005. The latter is projected to earn $85 million in 2005 in export revenues compared to $43 million achieved in1999.

Small-scale farmers hold most of the national livestock, mainly in the Southern and Western Provinces. The government expects cattle numbers to rise to the 1990 levels of well over 2.7 million cattle by the year 2005 following huge losses due to disease. The government intervenes in the fishing sector by issuing licenses in an effort to control over-exploitation of fish stocks. The catch rose from 40,000 metric tons in 1982 to 70,000 metric tons in 1994. Half of Zambia’s land area is covered by forest with a few commercially exploitable species;

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Page 241 indigenous forests are sources of sawn timber, poles, mining timber, and wood for fuel.

The performance of the agriculture, forestry, and fishing sector was unsatisfactory in 2001. The sector declined by 2.6% in 2001, compared to a growth rate of 1.8% in 2000. Additionally, its share of GDP fell to 15.9% from 17.2%. The drop was mainly due to the negative performance in the agriculture and fishing sub-sectors. Maize production declined due to droughts, excessive rainfall in certain areas of the country, and late deliveries of inputs.

Best Prospects for Agricultural Products: Agricultural imports are normally about 10 per cent of total imports. The major imports are farm implements, fertilizers, packaging, maize, rice, live animals for breeding, and agricultural chemicals such as pesticides. Agricultural exports include fresh coffee, cut flowers, sugar, tobacco, groundnuts and fresh vegetables. The largest share of investment in the sector is from abroad, mainly from South Africa, although several US investors are engaged. Government suspended import duty on agricultural machinery and equipment for two years with effect from 1999. Tariffs on imports of horticultural inputs and veterinary medicines were also suspended.

Zambia generally imports wheat, usually from South Africa, Canada and the United States. Corn (maize) is also imported in years when drought affects Zambia. Total imports totaled $1,215 million in 2001, an immense increase from $978 million, severely affecting the current account.

Significant Investment Opportunities: Approximately 90% of Zambia's parastatal companies were privatized by the end of 2000. There are still a number of opportunities for purchasing existing parastatal companies or assets in the mining, agricultural, tourism/hotel, insurance, telecommunications and energy sectors. Major U.S. companies have purchased assets in the mining industry and metal fabrication.

Privatization and Private Sector Reform for 2001: Zambia’s objective in 2001 was to expedite the privatization of the remaining state-owned enterprises. In this regard, a total of seven enterprises were privatized, bringing the cumulative total of privatized units to 254 as of end-October 2001 with 2 companies under negotiation and 20 under preparation. The most significant privatization deals from 2001 were those involving the sale of 42% government shares in Kagem Mining Limited to Hagura, government reduction of 25% shares in Dunlop Zambia Limited, and reduction of government share holding in Lubland Zambia limited to 38%.

The following lists the privatization activities undertaken in 2001 and a selection of companies remaining to be privatized: Zambia Railways (ZR) The company was advertised for concessioning and bids closed on December 7th 2001.

National Airport Corporation (NAC) Manages Lusaka International Airport, Ndola, Livingstone, and Mfuwe Airports.

NAC's airports in Livingstone, Ndola and Mfuwe were approved for leasing.

Zambia State Insurance Corporation (ZSIC) Zambia's premier insurance company engaged in providing all types of insurance - both life and non life. ZSIC is undergoing a restructuring program and will be available for privatization once restructuring is completed.

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Page 242 Nitrogen Chemical of Zambia (NCZ) The large fertilizer and explosives chemical-manufacturing company began privatization negotiations with interested parties.

Kafue Textiles of Zambia (KTZ) A large and versatile textile manufacturing complex. Invitation of offers for immediate sale is outstanding. As of end-2001, the company was still available for sale.

Mukuba Hotel A privately owned hotel in the Copperbelt of Zambia, with a minority government shareholding. Preparation for the sale of 24% GRZ shares to the Zambia International Trade Fair is underway.

Lundazi Castle The only castle hotel in the country built between 1949 and 1952 and is now a government monument. On October 4th 2001, a lease was transacted on behalf of the national heritage Conservation Commission (NHCC).

Zambia Electricity Supply Corporation (ZESCO) Cabinet approved the method of privatization and directed the Zambia Privatization Agency to proceed with the selection of consultants to assist in the concessioning process.

Indeni Petroleum Refinery The Zambian government approved the sale of 50% GRZ shares in Indeni and approved the ZPA proposal on concessioning the Tazama pipeline and Ndola storage facilities.

Zambia Postal Services Corporation (ZAMPOST) The largest provider of traditional and modern postal services in Zambia. A study is soon to be commissioned on options for private sector involvement.

Zambia National Commercial Bank (ZNCB) The ZPA advertised the sale of 35% of the government’s interest in ZNCB with management control to the buyer. The response was limited by the uncertainty regarding the status of the balance sheet. Therefore, the cabinet approved the sale of at least 51% of the government’s shares.

Zambia Telecommunications Company (ZAMTEL) Zambia's national telecommunications services provider. Cabinet approved the sale of 20% of the government’s shares.

Mulobezi Railways Concessioning of the Mulobezi Railway is expected to begin once the Zambia Railways Limited concessioning is completed.

Kariba Minerals Limited Negotiations were completed for the sale of 50% Lonrho shares and 37% GRZ shares to Gemhouseonline.com Zambia National Oil Company Limited (ZNOC) The state-owned company was put under receivership in conjunction with the World Bank’s petroleum sector reform program.

ZCCM Lnsemfwa and Mulungushi Hydro Power Stations The company was sold to ESCOM and MBO. Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved © Mabwe Safari Lodge/C. Mitchell 2007/8

Page 243 New Savoy Hotel As of June 2002, Hawthorn Suites (U.S. company) purchased 35% of ownership, and in currently refurbishing the hotel in the Copperbelt. The remaining 65% is owned by Integrated Hospitality, a Zambian firm.

Zambia Educational Publishing House The government is still considering the mode of privatizing the company.

Maamba Collieries Limited Negotiations were concluded with Kuyasa Mining of South Africa and the sale and purchase agreement is being finalized.

Ndola Lime Company Limited A negotiating team had offered the company to Socomer of Belgium, but the deal was not completed and the company has been re-advertised.

Monarch Zambia Limited The metal manufacturing company was re-advertised in 2001. The offer was for 100% of the firm’s shares.

Trade Regulations and Standards Trade Barriers: A small number of goods may be imported into Zambia dutyfree. These include medicines, pharmaceuticals, veterinary and medical equipment, chemicals in bulk, fertilizers, seeds etc. Most goods fall into one of three tariff bands: 5% selected raw materials, and capital equipment); 15% (intermediate goods); or 25% (final products). Duty on productive machinery for agriculture and mining is zero percent. Selected items attract alternative specific duty rates that are protective taxes. These apply on vegetable cooking oils and soaps.

Customs Valuation: Customs valuation is ad valorem on a CIF basis.

Import Licenses: No import licenses are required for general importation into Zambia. However, certification must be obtained for the following imports: meat/poultry (Veterinary Department); plants (Mount Makulu Research Station); food & drugs (Ministry of Health); firearms and ammunition (Zambia Police). Ivory imports are banned.

Export Controls: Export licenses are required for fertilizer, firearms, live animals, historical artifacts, and wildlife trophies.

Import/Export Documentation: Standard customs declarations are required for imports. Banks are responsible for documenting payment.

Temporary Entry: These are grouped under two categories that are treated differently: Goods for tourist/visitor’s own use (not applicable to Zambian residents): Tourist/Visitors declare their goods to Customs at point of entry and declare and produce them for inspection at the point of departure. Generally a list describing the goods, prepared in duplicate well in advance would hasten clearance on entry. In case of a tourist/visitor with a motor vehicle not covered by a valid carnet, Customs will issue a customs import permit (CIP), other goods may be declared thereon.

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Page 244 Goods other than those for tourist/visitor’s own use: These require the permission of the Commissioner of Customs and Excise. Thus, prior to importation, persons intending to such goods should seek authority in writing, detailing the goods, value, purposes for importing and duration of stay in Zambia.

The Commissioner will in turn indicate the conditions for importation, which may include a refundable monetary security pending exportation after expiry.

Labeling/Marking Requirements: There are no special labeling or marking requirements.

Prohibited Imports: There are no prohibited imports of otherwise legal goods.

The importation of the following is expressly prohibited: false and counterfeit coins or bank notes; indecent, obscene or objectionable material; goods manufactured or produced wholly or in part by prison labor; pirated and counterfeit goods; and any goods prohibited under any other law in Zambia such as the Drug and Psychotropic Act, the Wildlife Act, and the National Heritage Act for Historical Artifacts.

Standards: Standards legislation is outdated and not enforced. The Zambian Bureau of Standards intends to reevaluate and update existing legislation.

Several companies have undertaken to become certified to ISO 9000.

Free Trade Zones/Warehouses: In 2002, the government amended the Customs and Excise Act in order to accommodate the tax free zones, and passed the Export Processing Zones Act to provide incentives for investors in export processing zones.

Special Import Provisions: N/A Membership In Free Trade Arrangements: Zambia belongs to the 20 member Common Market for Eastern and Southern Africa (COMESA), which allows for preferential tariff duty rates which, when applied to the three band tariff rates, translate to 2% (selected raw materials and capital equipment); 10% (intermediate goods); 15%(final products). In October 2000, COMESA launched a Free Trade Area (FTA), which has nine member countries, including Zambia.

The FTA is working to increase intra-COMESA trade and to make the region more competitive globally. Zambia also belongs to the 14-member Southern African Development Community (SADC). SADC has proposed a free trade area before 2004.

Investment Climate Over the last decade Zambia has significantly opened up its doors to foreign investment, reduced government intervention in commercial activities, eliminated market distortions, and has lead regional trade to become one of the most liberal economies in Africa.

Zambia has already privatized over 258 enterprises and continues to set an example for other African countries.

Privatization will advance following the completion of the large mining sector and has shifted from small enterprises to large utilities and state-owned enterprises, namely the electricity, telephone, railway, and oil companies. Macro-economic performance is showing signs of improvement as indicated by a continual increase in GDP, a 3-year increase in the country’s growth rate, and a decline in inflation. Nonetheless, investment in Zambia should be backed by a guaranteed Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved Š Mabwe Safari Lodge/C. Mitchell 2007/8

Page 245 high rate of return. High transaction costs, poor infrastructure and political risk create an uncertain business and commercial environment. One should take all the necessary steps in assessing the risk involved in any investment or businessrelated activity.

For the past thirty years, copper production had been declining steadily from a 1973 high of 700,000 tons to a 2000 low of 226,192. The decline was the result of poor management and the lack of investment into the copper mines.

Government subsidies of Zambia Consolidated Copper Mines (ZCCM) divested GRZ funds from other sectors and discouraged investment.

With the privatization of the mines in April 2000, the downward trend in production and exports was reversed, due to efficient management and new investment. As a result copper production increased by 27% to 296,000 tons in 2001. The investment climate in the mining industry was stunned in the beginning of 2002 when AAC, the major shareholder in Zambia’s largest mine, Konkola Copper Mines (KCM), announced that it would not proceed with further investments in KCM. Other mining operations have also stated that their future in the Copperbelt is uncertain due to the decreasing trend in international copper prices.

The privatization of parastatals has also meant that creditors are more willing to follow through with debt forgiveness proposals. Debt cancellation is continuing under the terms of the 1999 agreement with the Paris Club of creditors in which 67% of the $1 billion debt affected (incurred before 1983) is to be written off. In May of 2002, the Executive Board of the international Monetary Fund (IMF) announced that it had completed the fourth review of Zambia’s performance under an economic program supported by the Poverty reduction and Growth Facility (PRGF).

As a result, the IMF agreed to increase the amount of potential access to IMF resources over the remainder of the program. Zambia will be able to draw up to $64 million from the ability immediately and the potential to access $159.8 million in the course of subsequent program reviews scheduled into February 2003. This was originally conditional on the privatization of seven more parastatals (many of which are in the negotiation stage of being privatized): Zambia Electricity Supply Corporation (ZESCO), Zambia Telecommunications Corporation (ZAMTEL), Zambia Railways, Zambia National Commercial Bank (ZNCB), Indeni Oil Refinery, and Zambia National Oil Company (ZNOC). IMF disbursements resumed following the privatization of ZCCM, and Zambia’s total external debt was recorded at $7.2 billion for 2001. In July 2002, a total of $1.3 billion in pledges were granted at the thirteenth Consultative Group meeting held in Livingstone. It was the largest amount ever pledged in a Consultative Group meeting in Zambia.

During the year-end 2001 through 2002, the Zambian Kwacha remained relatively stable after dramatically depreciating in 2000 against major international currencies, particularly the US Dollar. Reasons for the drop in 2000 were the sharp rise in international oil prices, the appreciation of the US Dollar, delays in disbursements of balance of payment assistance, and growth in the money supply.

These conditions not only put pressure on the exchange rate but ultimately inflation. When the Kwacha continued to decline in January 2001, the Minister of Finance & Economic Development (MoFED), now the Ministry of Finance and

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Page 246 National Planning, announced measures to stabilize the foreign exchange market, and by mid-February the Kwacha had appreciated significantly.

While these measures had positive effects for local consumers of imported goods, they had adverse implications for the business community, particularly to exporters in the non-traditional sector. MoFED’s support for the Kwacha required that the Bank of Zambia (BoZ) offload nearly 50% of its foreign exchange reserves. This held the Kwacha at an unsustainably high value for almost ten weeks before it began to depreciate again.

Reflecting financial policies, the Kwacha appreciated against the U.S. dollar by about 8 percent in the local currency terms in 2001, or about 23 percent in real terms, thereby reversing most of the real depreciation that took place in the fourth quarter of 2000. In November 2001, the Kwacha came under pressure from uncertainties in the lead-up to the national elections and seasonal factors. In response, The BoZ tightened monetary policy and the Kwacha remained broadly stable for the rest of the year. As of July 2002, it was trading at 4,435.00 per $1.

The political and economic conditions in neighboring Zimbabwe have had generally negative effects on the Zambian economy since virtually all road and rail transport is routed through Zimbabwe. However, due to the limited amount of capital transactions between the two countries, fund markets should emerge unscathed.

Since many foreign investors do not differentiate between Zambia and Zimbabwe, the political and economic quarrels in Zimbabwe hurt Zambia’s tourism industry. Victoria Falls is perceived internationally as a Zimbabwean site, although shared by both countries. Nevertheless, the tourism industry in 2001 generated $116.9 million up from $92.5 million in 2000. Last year, Zambia received 591,942 tourists, a dramatic improvement from 457,419 visitors in 2000. With improved marketing and infrastructure, tourism could increase further in 2002. This effort received a boost from the total solar eclipse of June 2001, for which an estimated 12,000 tourists visited Zambia.

Agriculture is one sector that may benefit from the problems in Zimbabwe. The Zambia National Farmer’s Union (ZNFU) has reported that numerous Zimbabwean commercial farmers have leased land in Zambia, and many more have inquired about shifting their base in the wake of displacement in Zimbabwe.

In Zambia, where land possession is not an emotive issue, large tracts of arable soil remain virgin. In addition, Zambia’s investor-friendly laws allow the government to offer land to investors who are committed to develop the country’s long-neglected agriculture industry (see Investment Possibilities).

Financial analysts that specialize in the Sub-Saharan region rate Zambia among the top seven destinations for foreign direct investment. Since 1995, it has attracted an average of $160 million a year in FDI, and this figure is expected to reach $300 million a year with the sale of the copper mines. In 2001, a total of $110.2 million in investment pledges were made compared to $101 million in 2000. However, these figures understate actual investment because they only reflect those enterprises that have registered in Zambia.

The Zambia Investment Center (ZIC) is currently pushing for legislation making it an offence for any foreign national who is not registered with ZIC to operate a business without an investment certificate. It was not required in the original act.

Out of the $110.2 million pledged in 2001, foreign investors pledged a total of $107.3 million, while local investors pledged the remainder. The investment

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Page 247 pledges made in 2001 were expected to generate a total of 4,586 jobs. The ZIC projects that investment pledges for 2002 will total $200 million.

Trade and Project Financing The Banking System: Zambia has a commercial banking sector composed of private international banks, private domestic banks, and parastatal banks. It is made up of twelve banks, six of which are foreign owned subsidiaries, four owned by local investors, one government owned and another a joint venture between the Zambian and Indian governments. Parliament is also creating banks to service sectors of the economy, which traditionally do not benefit from the commercial banks.

It is a requirement for all banks operating in Zambia to incorporate locally. As a result, there are no branches of foreign banks or U.S. financial/lending institutions operating locally as such. However, Citibank Zambia Limited is a wholly owned subsidiary of Citicorp NY in the United States and the Equator Bank is providing corporate banking in Zambia, under the ownership of Equator Bank USA. The banking sector is supervised by the central bank, Bank of Zambia, which reports to the Ministry of Finance and National Planning. The sector is governed by the Banking and Financial Services Act of 1994 and accompanying regulations of the Laws of Zambia. The BoZ has proposed amendments to this Act to strengthen its supervisory powers and make the Act applicable to nonbank financial institutions. Industry observers generally credit the BoZ with making large strides in improving bank oversight over the past several years.

Parliament passed legislation for deposit insurance systems and for controlling money-laundering activities.

Foreign Exchange Controls Affecting Trade: Following a repeal of the Exchange Control Act in February 1994, Zambia established full convertibility in both the current and capital accounts. There are no controls on the movement of capital in or out of Zambia. Bank accounts may be held in local or foreign currency, and funds are easily transferred out of the country or held offshore.

Amounts over 5,000 U.S. dollars, carried in or out in cash or travelers checks, must be declared. In March 1999, the Central Bank BoZ instructed commercial banks and Bureau de Change operators to restrict issuance of over-the-counter cash to $5,000 per transaction.

In mid-January 2001, as a result of foreign exchange troubles, the Ministry of Finance and National Planning announced the following measures to stabilize the exchange market:

•

a 75% domestic receipt of all export proceeds within 180 days from date of export

•

all external payments over $ 5,000 must be channeled through commercial banks

•

only foreign exchange dealers authorized by the BoZ would be allowed to price foreign currency and receive, buy or sell foreign exchange

•

authorized foreign exchange dealers were required to limit margins between buying and selling rates for no more than 2%

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Page 248 •

charge and settle all domestic transactions in Kwacha, except for licensed tourist enterprises authorized by BoZ

•

a mandatory BoZ auctioning window was introduced

•

foreign currency sales were limited

•

bank reserve rates were raised dramatically.

These measures severely over inflated the value of the Kwacha during the first quarter of 2001 and forced the BoZ to offload approximately $25 million, almost half of its foreign exchange reserves.

General Financing Availability and Terms of Payment: There is a shortage of domestic financing except for export-oriented production. Interests rates rose dramatically in 2000, and continue to increase through 2002, and therefore are still too high, making medium or long-term borrowing unfeasible. The increase in reserve rates noted above caused interest rates to increase accordingly, which in turn forced the government to lower the reserve rates, reversing its initial decision after only four weeks. Short-term borrowing is available, but expensive.

Many businesses either self finance or seek finance outside the country, in hard currency.

Financing Exports and Insurance for Exporters: The use of credit is the most common method of payment used for Zambian imports. In general, companies find it very difficult to finance their own imports and seek credit arrangements, but businesses considering offering their exports on credit should make a very careful check of the bona fides and finances of Zambian companies before doing so. Delinquent payments to suppliers are a common problem in Zambia.

The Overseas Private Investment Corporation (OPIC), an U.S. government agency offers project financing, political risk insurance, and investor services in Zambia. The U.S. Export-Import Bank (ExImBank) is not currently open in Zambia. Domestic finance for imports is available from commercial banks only on a short-term basis.

Project Financing Available: The availability of project financing, particularly for export-oriented projects, is improving. Besides bilateral and multilateral government agencies, commercial banks and venture capital funds are playing an increasing role. Both the U.S. and European Union (EU) have established enterprise development funds which encompass Zambia. The International Finance Corporation (IFC) and Commonwealth Development Corporation (CDC) both offer financial assistance for projects in Zambia.

Almost all commercial banks have correspondent U.S. banking arrangements.

Travel Business Customs Zambia inherited the British legal system at independence in 1964. Business law is based mostly on British law, and business customs are similar to those in the U.S. and Europe.

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Travel Advisory ad Visas Visas are required for U.S. passport holders, and it is highly recommended that travelers obtain visas in advance of arrival. Multiple entry visas may be obtained from the Embassy of the Republic of Zambia, 2419 Massachusetts Avenue, NW, Washington DC 20008, telephone (202) 265-9717. A multiple entry visa costs forty U.S. dollars, and a single entry visa costs twenty-five dollars. Zambian Embassy officials generally require a letter of invitation from the individual or entity in Zambia with whom one intends to do business. Tourist visas may be obtained at the border at the airport upon arrival.

Crime is a problem in Zambia. Mugging is relatively rare, but car thefts and house and car break-ins are not uncommon. The Copperbelt towns along the border with the Democratic Republic of Congo (Zaire) have seen periodic surges in crime due to problems across the border. There are no internal travel restrictions in Zambia, although areas around military bases may have restricted access. Police/traffic checkpoints do occur, fining vehicles deemed not to meet safety regulations. Many observers see this as corruption problem.

Medical Medical facilities are generally limited. Doctors and hospitals often require immediate cash payment for health care services. Medical insurance covering air ambulance evacuation is highly advisable

Business Infrastructure English is the official language and the language of government and business in Zambia.

Transportation There are weekly or more frequent airline connections to Lusaka from London, Dar es Salaam, Harare, Johannesburg, Lilongwe, Nairobi and among other cities. Domestic flights are available between Lusaka, Ndola or Kitwe (Copperbelt Province), Mfuwe and Chipata (Eastern Province), Livingstone (Southern Province), and Kasama (Northern Province). There are also five flights per week from Johannesburg to Ndola and four per week from Johannesburg to Livingstone.

The railway system is rundown and undergoing restructuring. Passenger train travel is unreliable and uncomfortable. There are numerous private city bus lines, but they are overcrowded and often unsafe. There are well-maintained and affordable luxury coach services on inter-city runs, including Lusaka-Harare, Lusaka-Johannesburg, and Livingstone -Lusaka- Copperbelt routes.

Road transportation is the preferred means of transport for many goods. The road network is uneven: quite good on some stretches and abysmal on others.

Zambia is landlocked and goods come in and out via air freight, or four ports: Dar es Salaam, Tanzania; Beira, Zambia; Durban, South Africa; and Walvis Bay, Namibia.

Telecommunications Telecommunications are generally adequate, but often unreliable, especially during the rainy season. Cellular service is currently offered in Lusaka, Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved Š Mabwe Safari Lodge/C. Mitchell 2007/8

Page 250 Copperbelt towns, and some towns along the line of rail. International telephone calls are expensive, about 8 U.S. dollars per 3 minute call to the U.S., including tax. AT&T’s USA Direct service is available, as well as similar services to Britain, Sweden and some other European countries. A number of callback service companies are operating, although their legality is disputed by the parastatal telephone company, ZAMTEL. Fax machines are widely used in Zambia. The Internet is a popular communications tool.

Housing Good quality housing is available, but generally in short supply, particularly for rental housing.

Communicable Diseases Malaria is endemic in Zambia; cases occur in Lusaka, as well. Prophylaxis is strongly recommended. HIV prevalence is very high in Zambia, with estimated rates of 30-40% of the adult population in urban areas. Water should always be treated if bottled water is not available.

Fresh Foods Fresh meat, dairy products, fruits and vegetables are readily available and of high quality. Most processed food is imported from South Africa and is available in urban supermarkets, although it may be expensive. Lusaka has a number of good restaurants.

Country Data Population (2000 est.): 10.4 million Population growth rate: 2.9% Religion(s): Christian (75%), Muslim and Hindu (24%) Animist 1% Government System: Parliamentary democracy Language(s): English (official) other major languages: Bemba, Lozi, Lunda, Nyanja, Kaonda Work week: Monday - Friday; 08:00-17:00 Saturday; 08:00 - 12:30

Domestic Economy GDP (million $): GDP per capita ($): GDP Growth Rate: Inflation: (end of period) Unemployment: Foreign Exchange Reserves: ($ million) USD Exchange Rate (kwacha/$):(period average) Debt Service Ratio: (before rescheduling) U.S. Assistance (% million):

1999 2,413 400 2.4% 20.6% 10.3% 45 2,595

2000 2,921 273 3.5% 30.1% N/A 50 4,108

2001 3,620 302 5.2% 18.7% N/A 114 4.215.9

22.9 29

19.9 27

N/A 37

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Page 251 2002 estimates are unreliable, and therefore excluded due to the instability of the exchange rate.

Data sources: U.S. Department of Commerce, Ministry of Finance, IMF (Statistics are unofficial estimates). Various estimates may vary among sources.

Trade (million $ unless noted) Total Exports (fob):

1999 756

2000 746

2001 871

Total Imports (cif): U.S. Exports: U.S. Imports:

871 23.2 44.5

978 19.1 17.7

1,253 15.9 15.6

Notes: 2002 estimates are largely unreliable due to the instability of the exchange rate US import statistics are generally underreported as much of their value is credited to RSA, because goods are re-exported to Zambia from RSA. Various estimates may vary among sources.

Trade Schedule Zambia holds three annual trade fairs. The main trade event is the Zambia International Trade Fair, held the first week of July in the Copperbelt city of Ndola. This is followed by the Zambia Agriculture and Commercial Show held in Lusaka, the first week of August. The Zambia Mining, Agriculture, and Commercial Show has become increasingly important due to the privatization of the copper mining parastatals and is the premier event for any mining-related business. It is held in the Copperbelt town of Kitwe during the first week of June.

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Zambia Investment Act of 1993 (amended 1 April 1996 ) The Investment Act of 1993 (amended 1 April 1996 ) offers a wide range of incentives including:

• •

15 percent income tax for non-traditional exports; One-seventh of the normal 35 percent corporate income tax rate in its first 5 years of operation for rural enterprises;

Income Tax Allowance •

•

Buildings used for manufacturing, mining or hotels qualify for a wear and tear allowance of five percent of the cost, plus an initial allowance of 10 percent of the cost in the year in which the building is first used.

Income Tax Deduction - Expenditures on research, technical education, or any further training related to a company’s specific business activity

Agricultural Enterprises • • • • • •

Dividends payable to farmers are tax exempt for the first 5 years of operation.

15 percent income tax on farming profits; 100% tax allowance for outlay on land development, conservation and other costs; Capital expenditure on farm improvements qualify for an allowance of 20 percent per annum for each of the five first years; Substantial rate of depreciation allowing farm machinery to be rapidly written off against tax; Special development allowances for growing certain crops: tea, coffee, banana plants, citrus fruit trees or other similar plants or trees; and

Miscellaneous • •

• • • •

No foreign exchange controls; Where a double taxation agreement exists between Zambia and another country, the foreign tax payable by the investor to the other country, in respect of any foreign income, shall be allowed as a credit for that investor against Zambian tax in respect of the foreign income. Double taxation agreements have been concluded with Botswana, Canada, Denmark, Finland, France, Germany, India, Ireland, Italy, Japan, Kenya, Netherlands, Norway, Romania, South Africa, Sweden, Switzerland, Tanzania, Uganda, United Kingdom and the United States Incentives relating to investments on the Lusaka Stock Exchange include: Corporate income tax reduced to 33 percent, compared to the normal 35 percent corporate tax; No restrictions on foreign ownership and share holding levels; and No capital gains tax

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Export Incentives Special incentives are offered to exporters of non-traditional products, such as reduced corporate tax to 15 percent. Special exemption from duty and sales tax on imports and machinery is offered to exporters of non-traditional products with net foreign exchange earnings, tourism investment with foreign exchange earnings in excess of 25 percent of the gross annual earnings, and agro-related products for export.

Corporate •

Companies listed on the Lusaka Stock Exchange - 33 %

•

Manufacturing and services - 35 %

•

Farming and exports of non-traditional products - 15 %

•

Individual income tax – 10–30 %

•

Withholding tax - 15 %

Banking and financial institutions •

Up to K 250 million - 35 %

•

Above K 250 million - 45 %

•

Other National Budget-Provided Fiscal Investment Incentives:

Mining Sector •

Mineral royalty ranges from 0.6% to 5% of the gross value

•

Corporate tax has been reduced from 35% to 25 % and the period of carry forward of mining losses has been extended from 10 to 20 years

•

Exemption from payment of customs duty on consumables and mineral royalty up to a cap of U S $ 16 million in the first year and U S $ 15 million per year for the next four years thereafter.

•

No payment of withholding tax on interest, dividends, royalties and management fees paid to shareholders and affiliates

•

Copper and cobalt price participation fees is tax deductible

•

No payment of excise duty on electricity consumed

•

The restriction of offsetting loses against profits which is limited to 20 % for mines with a common owner which are not adjacent have been removed so that 100 % of the losses can be offset.

•

Duty free importation of capital equipment and utility vehicles

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Manufacturing Sector • •

• •

Duty on a number of raw materials has been reduced from 15% to 5 % 5-15 % duty on some categories of industrial machinery ( e.g. industrial furnaces and ovens, printing machinery and machinery used in food production ).

Custom duty rate on selected items used on manufacturing process has been reduced Excise duty on some goods (tyres and tubes) has been removed completely

Agriculture Sector: (Horticulture and Floriculture) • • • •

Duty agricultural inputs such as bovine semen, animal embryos and fish meet has been removed completely Duty rate on green house plastic sheeting, tubes, pipes and hollow profilies has been reduced from 25 % to 15 %.

Duty on the medium used for growing roses has been removed Duty on cold-room equipment has been reduced from 25 % to 5 %

Tourism Sector •

The list of tourism activities that are zero-rated has been extended to include boat cruising, micro-lighting, helicopter tours and walking safaris

•

Duty on importation of airplanes of any weight has been removed

•

The waver on tourist visas has been re-instated.

All Sectors • •

Excise duty on electricity has been reduced from 10 % to 7 % No duty on eligible goods traded within the C O M E S A FTA among member states when the block became a Free Trade Area on 1st November 2000

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Page 255

Spa Health and Wellness Tourism Study Definition Over the past decade there have been a number of definitions put forward to define health and wellness tourism. Gail Andestad, author of Linking Pleasure with Health: The Development of Health Resorts as Venues for Health Promotion”, makes reference some subtle variances in defining health resorts in both a European and North American context.

“A health resort [spa] is a place where people engage in activities intended to improve or maintain their health. The concept of a health resort…describes a place and a product; it is a place that provides rest and recreation facilities for overnight guests.

The product consists of goods and services aimed at the maintenance or improvement of a guest’s physical or mental health.”

The true meaning of the word spa is ’mineral waters known for the curative powers’. Today in European health resorts, water treatments are frequently administered usually under the supervision of a specifically trained spa doctor as part of a spa program. In North America the term health spa, is commonly referred to destination health resort where water may or may not play an important part in their treatment program.

The definition put forward by renowned health and wellness specialist and resort spa developer, Mel Zuckerman of Canyon Ranch in Arizona, arguably best represents the accepted definition of health and wellness tourism.

“Today’s total spa-places providing programs devoted to an individual’s health and fitness, re designed to make the guest feel significantly better than when they arrived. The combination of fun, exercise, a healthy and Balanced diet, pampering relaxation, and education on managing stress offers magnificent chance for renewal. A spa is a comfortable environment in which to learn how to use the tools of life enhancement and get motivated to back into the real world and practice what they have learned.”

For Mabwe Safari Lodge, in defining the scope and parameters for it’s focus on spa health and wellness tourism for product innovation and enhancement purposes, it is recommended that we target those stakeholders of the spa industry segment who conform to these established guidelines:

•

Spa facilities who offer health and wellness programs administered by professionally trained medical personnel;

•

Spa facilities with fixed accommodations or accommodations offered through a cooperative agreement with a stand-alone accommodation facility.

•

Spa facilities for whom traceable tourism visitation accounts for a minimum of 10% of its gross revenues.

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Health and Wellness Health tourism and wellness tourism are very different products. A client with various medical conditions would travel to experience therapies that will help to make him well - or to improve his health.

A person who seeks a wellness travel experience, is generally healthy to start with, and seeks therapies to maintain his or her well being. It may sound like hairsplitting, but they really are very different needs and are addressed in different ways.

Based on research conducted for Spas Ontario in 2003, wellness is derived from both human physical and mental conditions.

Elements include: 1) Exercise 2) A healthy diet 3) Use of vitamins/supplements 4) Following a prescribed personal program 5) Fulfilling emotional, mental or spiritual needs.

Today’s health and wellness consumer seeks to look and feel better; to lose weight: to slow the effects of aging; to relieve pain or discomfort; to manage stress; or to partake in the use of natural supplements like vitamins and minerals improve their health.

Today’s health and wellness programs respond to the growing consumer demands for fitness level improvement; for healthy lifestyle education; for nutrition counseling; for healing; for preventative medicine; for solving personal problems like stress or depression; for holistic, naturopathic, alternative or eastern medicinal practices/therapies.

Ultimately, as echoed in Mel Zuckerman’s definition of health and wellness, it is through professionally delivered health and wellness programs that people learn to be happy in life, find and maintain a sense or attitude of well-being or find personal fulfillment, meaning and purpose in life. Combining the consumer’s quest for health and wellness with travel, leisure, and fun (products of the travel industry) is, simply stated, spa health and wellness tourism.

Economic Planning Group, A Business Plan for Spas Ontario: 2004-2008, [2003]

Sector Profile The spa industry segment is regarded as the leading player in health and wellness tourism in North America.

In searching for health and wellness travel experiences, travelers can find structured and professionally delivered programs at several kinds of spa venues.

Around the world, spa facilities fall within several different categories.

The International Spa Association has defined seven spa facility types, each in it’s own right technically capable of delivering health and wellness programming.

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Page 257 1. CLUB SPA: A facility whose primary purpose is fitness and which offers a variety of professionally administered spa services on a day use basis.

2. CRUISE SHIP SPA: A spa within a cruise ship providing professionally administered spa services, fitness and wellness components and spa cuisine menu choices.

3. DAY SPA: A spa offering professionally administered spa services to clients on a day use basis. By far and away, this category of spa is the most prolific both in Canada and the USA. 4. DESTINATION SPA: A spa whose sole purpose is to provide guests with lifestyle choices improvement and health enhancement through professionally administered spa services, physical fitness, educational programming and on-site accommodations. Spa cuisine is served exclusively.

5. MEDICAL SPA: A spa whose primary purpose is to provide comprehensive medical and wellness care in an environment, which integrates spa services, as well as conventional and complementary therapies and treatments. It is predicted that this spa category will realize strong growth in the next few years as more consumers seek holistic medicinal treatments and therapies.

6. MINERAL SPRINGS SPA: A spa offering an on-site natural mineral, thermal, or seawater, which is used in professionally administered hydrotherapy treatments. This category typifies the European spa product offering focusing on health and wellness.

7. RESORT/HOTEL SPA: A spa within a resort or hotel providing professionally administered spa services, fitness and wellness components and spa cuisine menu choices. This category represents the second largest group of spa facilities in North America. The majority has been and is being developed where the spa is a profitable amenity added to traditional resort vacation opportunities. Consumer trends indicate that spas facilities in a resort setting will become the deciding factor in a resort vacation rather than just a resort amenity.

Destination spas and medical spas are spa categories most widely associated with health and wellness programs. These types of facilities offer traditional spa services [beauty and pampering], traditional and/or non-traditional medical services, fitness programs and resort amenities. A growing number are offering European style services in combination with Aboriginal and Asian treatments.

Resorts and hotels are joining the health spa development craze albeit only some resorts are moving into the scope of services currently offered by destination spas. Likewise, a growing number of day spas are adding and health and wellness programming options.

In summary, many spa facilities offer a prime year-round vacation experience.

They cater to young and old alike – those consumers who seek a pleasant and Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved Š Mabwe Safari Lodge/C. Mitchell 2007/8

Page 258 energizing vacation of exceptional quality and personal care complete with specialized services such as massage therapy, therapeutic treatments, beauty care and healthful cuisine.

Health and wellness programs in Canada focus on hydrotherapy [water based therapeutic treatments], algotherapy [all forms of the use of algae in therapeutic treatments], fangotherapy [warm mud therapies], sudation [sauna], exfoliation, pressure therapy and several message techniques.5 Fitness programs, wellness assessment, and nutritional counseling are other services offered.

Health and Wellness Tourism Consumer Profile Table 1 profiles some key consumer characteristics for consumers who seek spa vacations. The information is compiled of data found in several sources of research conducted in Canada and US since 1999.

Demographic

Canadian

American

20,200,000 spa visits

136,000,000 spa visits

Female – 96% Female – 84%

Female – 85% Female – 65%

25-55 36-55 37-47% - University degree 33% - Associate degree Expressed in Cdn$

Mean age is 45 Years Mean age is 47 years 39%-40% - College degree 41%-46% - some college Expressed in US$

Day Spa

<$50K = 16% $50K-$80K = 25% $80K-$120K = 23% $120-$162K = 19% $162K-$242K = 10% >$242K = 7%

<$35K = 26% $35K-$45K = 10% $45K-$75K = 32% $75K-$99K = 18%

Destination/Resort Spa

<$50K = 25% $50K-$80K = 28% $80K-$120K = 23% $120-$162K = 12% $162K-$242K = 8% >$242K = 4%

<$35K = 27% $35K-$45K = 11% $45K-$75K = 31% $75K-$99K = 15%

Marital Status

50%+ married 35% - empty nesters [pre/no children] 29% - families with 1-2 children

60%+ married 14% - single 20%+ divorced/widowed/separated

Spa awareness factors

Word of mouth, website or previous experience

Word of mouth, received as a gift, website, newspaper advertising, travel agent, books/guides

Why visit a Spa?

Rest, relaxation, skin care, body treatments/massage, wellness education programs, healthful cuisine, outdoor adventure activities, hydrotherapy, yoga, T’ai Chi, Qi Gong, meditation

Relaxation, pampering, stress reduction, rejuvenation, weight loss, enjoyment/personal reward /mental health, health reasons, fitness, beauty services

Market Size From ISPA 2004 Study Gender Day Spa Destination/Resort Spa Age Day Spa Destination/Resort Spa Education Household Income [HHI]

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Spa-Goers Favourite NonSpa Leisure Pursuits?

Day Spa vs.

Destination/Resort Spa

Adventure: 40%-43% Heritage: 12%-12% Family Time: 28%22% Golf 9%-9% Learning/Education: 3%-6%

Willingness to Travel for Destination/Resort Spa Vacation by

Anywhere – 63% vs. 61% To the US – 6% vs. 5%

Day Spa vs. Resort Spa Users

To Europe – 1% vs. 3% Only in Canada – 8% vs. 14% Own Province – 21% vs. 17%

Seasonality for spa vacations

Year-round pursuit. Seasonality not a factor.

Data taken from: 1) Canadian Spa Association, Research of the Canadian Spa Industry, Mary H. Tabacchi, 2003; 2) International SPA Association, The International SPA Association’s 2002 and 2004 Spa Industry Studies, PriceWaterhouseCoopers, 2002/2004; 3) The American Spa-Goer Survey, Yesawich, Pepperdine & Brown, 1999.

Key Consumer Trends ISPA’s 2002 Spa Industry Study noted several key consumer trends to watch for: 1. Consumers envision the spa experience as a requisite to staying healthy and looking good. This is a change from the previous mindset, which suggested that spas were all about pampering. The spa goer is more knowledgeable about what she/he is seeking and is demanding better quality and consistency in spa products and services they receive.

Good service and a good treatment are no longer enough. The consumer expects a stress- free environment complete with spa treatment programs that cater to improved well-being.

2. Spas are expected to become major vacation activity and that spa vacations will enjoy the same profile and recognition as ski or golf vacations.

3. Balancing work and leisure responsibilities, consumers are seeking flexibility in booking spa vacations [shorter but more frequent visits].

4. Consumers want simplicity in their spa experiences, including a trend suggesting getting back to the basics. There is a growing interest in services for couples particularly massage and hydrotherapy.

5. The Eastern/Asian wellness programs continue to be very strong within the industry segment. Yoga, pilates, reiki, ayurveda and Thai massage continue to be popular among Western consumers. There also general agreement that a blending of the European and North American spa models will appear.

1. Strong growth is predicted in the medical spa product line in the future.

The concept of an ‘integrated wellness centre” is becoming more popular.

In this case traditional spas will be adding non-traditional medical treatments to their programming and medical clinics will add spa services. Medical type products such as laser treatments, Botox, and medical acupuncture are featured.

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Page 260 Following these ongoing trends, Spa Finder 7, (Hotel Marketing NewsWeekly, February 2004) which is the largest travel wholesaler of spa vacations in the world and interacts with the largest audience of spa consumers, notes these consumer trends in 2004: 1. Spas are becoming more and more relevant to everyday Americans, as more and more people turn to spas to improve their looks and their well-being.

2. Medical spas will provide the prescription for health and wellness.

Cosmetic treatments were the rage in 2003, but in 2004, baby boomers will use medical spas for truly medical purposes – namely preventative health treatments and regimens, nutrition and fitness, and health and wellness education.

3. Spa experience will become more mainstream with the corporate world. Mixing business with ‘spa’ pleasure entails the businesses will engage the use of spas to build relationships, motivate employees, and manage employee health. Innovative businesses, including insurance providers, will underwrite regular spa visit is to promote employee health and productivity and to lower medical costs.

(Interestingly, the American Academy of Family Physicians estimates that 60% of all problems brought to physicians is stress- related. US corporations lose approximately $150 billion each year to stressrelated disorders.)

4. The “Destination Day Spa” will become a new spa facility category. Moving beyond the typical day experience, destination day spas offer a holistic mind/body/spirit experience similar to experiences normally associated with destination spas, minus accommodations. One-day mini retreats will include education programs, fitness programs, and healthy meals, in addition to spa/beauty treatments.

5. The spa experience will become more affordable and inclusive of mainstream America, thanks to the continued explosion of affordable spas geared to middle income earners seeking professional treatments and wellness programs.

6. International spa tours will replace international spa treatments.

Rather than seeking specific treatments from specific facilities, the international traveller will seek to sample a variety of spa experiences within the same destination.

7. Spa cuisine will break out of the spa and into America’s dining rooms, thanks to popular spa cuisine cookbooks and recipes.

High-end spas will enlist celebrity chefs, expand menus, employ innovative branded diet programs, and accommodate special diets.

8. Spas will become the primary consideration for many travellers. In recent years the fastest growing segment of the hospitality industry was hotels with spas. Indications are that spas with hotels will become an even bigger factor in consumer travelling decisions.

Rather than being an ‘amenity’ offered at hotels or resorts, spas will be the deciding factor or the primary draw.

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Page 261 9. Spas will increasingly cater to pets; offer kennels and pet treatments and programs.

10. Spas will continue to attract men and offer male-focused activities like golf, outdoor adventure, male cosmetic programs, and highoctane fitness programs. Men will use spas in record numbers and more spa facilities across the spectrum will offer equal facilities for men and women.

11. A strong family orientation will prevail. Teenage girls used spas in record numbers in 2003 for beauty treatments and the glamour of a luxurious spa experience.

It is predicted that spas will cater to even younger visitors including boys. These young spa-goers will come with their families seeking health and wellness programs. Spas will cater to them by offering more family-oriented activities, spas-for-kids, and or kids-only spa programs.

All of the research and analysis points to a favourable business case for supporting spa health and wellness tourism as a product cluster at Mabwe Safari Lodge.

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Referenced Articles

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PricewaterhouseCoopers Study Finds Growing Awareness of Luxury Fractional Ownership

Almost one-half of affluent US. households are familiar with fractional ownership and one-sixth may purchase within five years NEW YORK, Dec. 7, 2006 (PRIME NEWSWIRE) (PRIMEZONE) -- As a growing segment of the broader vacation home sector, fractional ownership has achieved an initial base of awareness in the U.S. according to the Measuring Luxury Fractional Ownership Awareness study conducted by PricewaterhouseCoopers on behalf of The Ritz-Carlton Club, Interval International, and Starwood Vacation Ownership, Inc. The study reveals almost half of all affluent U.S. households (41%) have heard of fractional ownership, and one-sixth of affluent households indicate they may consider purchasing at a fractional ownership resort within the next five years.

"Fractional ownership is indisputably growing in popularity as the vacation home market continues to evolve," said Scott D. Berman, Principal, Hospitality & Leisure Practice, PricewaterhouseCoopers. "Despite the increase in product awareness, there are many U.S. households with means who are still not familiar with fractional ownership and its lifestyle attributes, creating demand-side opportunities where fractional ownership is suitable."

According to the study, among potential fractional ownership buyers, the most important factors in considering a fractional ownership purchase relative to other types of resort real estate include access to a highly-desirable location, residential features, and the overall ease of the fractional ownership experience, such as pre-arrival preparations and freedom from maintenance responsibilities.

Additionally, possessing a deed in their fractional ownership purchase was an important factor among those respondents.

When choosing a location for a second home or fractional ownership purchase, broad destination characteristics are more important than any particular activity.

Characteristics consistently receiving ratings with the highest level of importance were natural or scenic beauty (78%), ease in getting around once at the destination (69%), close proximity to water (64%), and the cost of real estate (59%).

Additionally, the study found potential fractional ownership buyers are more than twice as likely to purchase fractional ownership at a resort managed by a luxury hotel company (68%) than an independent or boutique resort (32%).

Traveling to a mix of vacation destinations is widely preferred by high-income individuals (73%). This is consistent with the fractional ownership model, which frequently permits owners to travel to their home resort as well as other fractional ownership resorts in a club portfolio. Only seven percent prefer to travel to the same destination, while one in five prefer to travel to new destinations for their vacation experience.

The study findings also highlight the resiliency of the luxury market real estate buyer. Only one in seven respondents indicated that recent trends in the real estate market have caused them to be more cautious about purchasing a second Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved Š Mabwe Safari Lodge/C. Mitchell 2007/8

Page 264 home (14%), demonstrating the majority of affluent households are not significantly concerned with current real estate market trends.

Measuring Luxury Fractional Ownership Awareness was conducted by PricewaterhouseCoopers on behalf of The Ritz-Carlton Club, Interval International, and Starwood Vacation Ownership, Inc. The online survey was conducted by Synovate. The purpose of the research was to gauge the awareness of fractional ownership among affluent households, and understand the preferences of potential fractional ownership customers.

Synovate distributed the online survey to a random sample of 2,891 high-income American households selected from Synovate's Online Consumer Opinion Panel, made up of over one million American households. A total of 897 individuals responded to the survey. The margin of error is plus or minus three to four percent for most questions, and plus or minus nine percent for the question related to the preference to purchase at a resort managed by a luxury hotel brand company, which had a smaller response base.

The response base consisted of individuals with an annual household income of $200,000 or more, and 55.0 percent of respondents reported an annual household income in excess of $250,000. According to Woods & Poole, an economic research firm, 2.5 percent of U.S. households had an income of greater than $200,000 in 2000. The average age of the respondents was 50 years, and 76.6 percent were married or in a domestic partnership.

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Fractional Ownership Market Booming.

PR Newswire; 8/25/2005 Fractional ownership is appealing to a growing number of vacationers who want an exclusive home environment where their every need and desire is met -- and The Ritz-Carlton Club has established itself as the industry leader in this niche.

"Instead of paying $5 million or more for a home in Aspen, Colo., for example, this new breed of vacation home owner is purchasing luxury condominiums at the base of Aspen Highlands for about $300,000 and using it for four weeks or more a year," said Bob Phillips, senior vice president of The Ritz-Carlton Club.

"With The Ritz-Carlton Club they also gain the signature services of a five-star hotel in the comfort of their own residence." See http://www.ritzcarltonclub.com/ Luxury amenities, ease of use, deeded ownership and the backing of major hotel companies are the primary reasons for the strong growth, according to industry analysts. At least 158 resort properties worldwide now offer fractional interests with sales growing to $624.7 million in 2004, as noted by Ragatz Associates.

Mountain resorts are seeing the biggest impact of this trend. In Aspen alone, there are now 12 fractional properties and these accounted for nearly 20 percent of all area home sales in 2004.

The four Ritz-Carlton Club properties led the industry with more than $140 million in contract sales in 2004 (roughly 23 percent of the industry).

"Approximately 50 percent of our business results from Members buying additional interests and referring friends and family," continued Phillips. "This indicates an exceptionally high level of satisfaction."

Vacationers are drawn to the value of fractional ownership based on actual usage (typically three to four weeks per year) as well as the "hassle-free" aspect of owning a second home without having to maintain it. Amenities at Colorado's Ritz-Carlton Clubs at Aspen Highlands and Bachelor Gulch include a personal concierge, twice-daily housekeeping services, ski valet, Ritz Kids program and a health club and spa. The Clubs will also store Members' personal items, and Members enjoy reciprocal use privileges at other Ritz-Carlton Club locations.

Jerry McCarthy of Boulder, Colo., a Member of The Ritz-Carlton Club, Bachelor Gulch sums up the lifestyle, "I enjoy owning a vacation residence where I don't have to lift a finger."

COPYRIGHT 2005 PR Newswire Association LLC

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Page 266

Fractional Ownership Offers Affordable Options Instead of diving into the expanding pool of second-home buyers on the Outer Banks, some people just want to get their feet wet. They question whether the amount of time they would spend in a vacation home justifies the cost of purchase and upkeep. Although they want access to an investment-grade piece of property, they don't want to exhaust their financial reserves or be forced to rely on rental income to cover their mortgage payments. For this type of buyer there is something called fractional ownership, also known as co-ownership, multiple-ownership and, in high-rent U.S. markets, private residence clubs. Fractional ownership, which has been around nearly as long as the time-share industry, is a way of purchasing real estate in which two or more people who are not married have title and use of the same property.

In addition to the one-time purchase price, buyers also pay a monthly fee that includes their proportionate share of maintenance, taxes, insurance, furnishings, utilities, repairs and association dues. In turn, owners are allowed an allotted number of weeks of home ownership privileges each year.

Each owner has a deed to the property and has the right the sell, rent or exchange his or her portion. Because it is real property, it can be included as an asset in estate planning and transferred to beneficiaries.

This idea attracts buyers on a budget needing entry-level vacation property and people who want the cachet of a second home in a specific place without the expense and hassle of full ownership.

One of the benefits of fractional ownership is that it's carefree living. There are no home repairs to make while vacationing, so time is spent relaxing with family and exploring the area. The house is completely furnished and stocked with items selected by the owners.

"If you're renting a beach house one or two weeks on the Outer Banks, you are covering someone else's association fees. Here, you can use that same money and get five weeks a year. Plus, you know what you're getting every time. It's your house," said West.

Jackson said owners don't sell their properties because they are disappointed in the concept or the development. < "It's usually a lifestyle change. They don't get back here anymore and want to sell, or their family has grown to include grandchildren and they need something bigger."

As with any real estate purchase, there are disadvantages to fractional ownership.

Financing isn't as readily available, so most buyers tap into their home equity lines of credit or pay cash. Although the resale market is growing, buyers aren't as plentiful.

There aren't the tax advantages of home ownership, and your fractional ownership probably won't match the appreciation value of single-owner houses.

"But then this is not intended to be a real estate investment," West emphasized.

"Instead, it's one you make in your family's well-beingâ&#x20AC;?

This material is published from the publisher through the Gale Group, Farmington Hills, Michigan.

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Marriott Vacation Club International Launches New Fractional Ownership Brand.

Marriott Vacation Club International (MVCI), the Vacation Ownership division of Marriott International, Inc. (NYSE: MAR), unveiled today a new brand of fractional ownership resorts -- Marriott Grand Residence Club. The brand combines the advantages of second home ownership with the services and amenities of a fine resort, as well as the benefits of exchange to worldwide destinations.

"Marriott Grand Residence Club is a great complement to our already diverse collection of Vacation Ownership brands," said Stephen P. Weisz, president, Marriott Vacation Club International. "Our objective is to offer consumers a variety of vacation experiences to best suit their needs."

Located in South Lake Tahoe, Calif., the first resort -- Marriott Grand Residence Club, Lake Tahoe (formerly, Grand Summit Resort Hotel) -- was acquired by MVCI (undeveloped) from American Skiing Company (NYSE: SKI). The 199-villa, quarter ownership property is adjacent to the Heavenly Ski Resort and the MVCI project, Marriott's Timber Lodge. Both resorts are targeted to open in November 2002.

The ownership structure for the resort gives owners one week every 28 days, based on a rotation calendar. Additionally, each owner gains a consecutive twoweek period once every fourth year. Marriott Grand Residence Club, Lake Tahoe ownership prices for studio, one-, two- and three-bedroom units, as well as penthouses, currently range in price from $83,900 to $550,000 per interest.

MARRIOTT INTERNATIONAL, INC. (NYSE: MAR) is a leading worldwide hospitality company with nearly 2,400 operating units in the United States and 59 other countries and territories. Marriott Lodging operates and franchises hotels under the Marriott, JW Marriott, Renaissance, Residence Inn, Courtyard, TownePlace Suites, Fairfield Inn, SpringHill Suites and Ramada International brand names; develops and operates vacation ownership resorts under the Marriott, Ritz-Carlton and Horizons brands; operates Marriott Executive Apartments; provides furnished corporate housing through its ExecuStay by Marriott division; and operates conference centers. Other Marriott businesses include senior living communities and services, wholesale food distribution and The RitzCarlton Hotel Company, L.L.C. The company is headquartered in Washington, D.C., and has approximately 154,000 employees. In fiscal year 2000, Marriott International reported systemwide sales of $19.8 billion. http://www.marriott.com

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Holiday dreams for a fraction of the cost; Property Mail: Overseas.

ST BARTH is the exclusive Caribbean island in the French West Indies which attracts the super rich and, until recently, no one else. But thanks to an intriguing property scheme, this is all set to change.

Buyers within the Isle de France development could soon be rubbing shoulders with A-listers such as actors Sylvester Stallone and Uma Thurman, singers Mariah Carey and Whitney Houston, and Microsoft boss Bill Gates.

The luxurious 33-room Isle de France beachfront hotel is set in a secluded bay a few miles from the airport. Its British owners, Charles Vere Nicoll and his wife Mandie, have set aside five properties for a villa club, one of which fronts directly onto the beach with the rest behind it.

Each villa has nine owners entitled to live in for five weeks a year for 75 years. One week is 'prime season' (mid- January to mid-March) and the remaining fourweekly blocks are available the rest of the year. Members can release unwanted weeks to the hotel, which splits the rental income with the member.

For example, a share in the one-bedroom Tropical Villa with splash pool costs [pounds sterling] 140,000, whereas the two-bedroom Beach Villa with Jacuzzi and kitchen is [pounds sterling] 265,000.

Annual maintenance fees are about [pounds sterling] 5,000. So the total cost could be nearer [pounds sterling] 500,000 (including the purchase price) over the years - but equivalent beachfront villas are priced at several million pounds.

Airport transfers, concierge services and linen are included in the membership fee, but meals at the hotel's superb French restaurant, massages at the Molton Brown spa and tennis lessons are extra.

You can sell your share and transfer it, or include it in your will. You can take all five weeks yourself or give one or more to a friend or relative as a gift.

On the downside, the most popular time of year - Christmas and New Year - is unavailable because the shares for this period have already been sold.

Most of December and January are available for holiday bookings, but you will be competing with the other owners for these prized slots.

To improve your chances, you will have to plan your holidays several months in advance.

Also, the villa is not yours to do with exactly as you like.

Guests in sleeping bags are a no-no - it must be two people per bedroom, and an extra bed costs extra.

Nor is St Barth easy to get to, but the hassle is a mixed blessing. My journey involved an eight-hour flight from Gatwick to Antigua, followed by a two-hour wait for a propeller plane to St Martin, then another hour before boarding the tenseater to St Barth.

But the inaccessibility is part of the island's charm. Hard to get to, expensive, and short on hotel rooms, St Barth isn't blighted by mass tourism.

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Page 269 This green, hilly island does not have a golf course, which limits visitor numbers.

It is culturally, as well as legally, French.

Many people dislike fractional schemes because they sound like a timeshare.

But there is a difference. Instead of 52 people each owning one week a year as in a timeshare, a handful of owners control a larger slice of the action.

For example, buyers of a fractional ownership at Isle de France purchase a beneficial interest, to use a legal term, in a U.S. trust that provides substantial legal safeguards.

Fractional owners are similar to equity members of country clubs, and the trust's lease is in the title for the hotel.

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Page 270

Vacation Home Options Redefine Leisure Travel

Second Home Sales Surge, Representing 40% of Home Sales (Washington D.C., October 10, 2006)—With today’s evolving vacation home market, consumers are faced with an increasingly diverse marketplace and options in leisure travel, according to the American Resort Development Association (ARDA). To select the vacation home best suited to meet their lifestyle needs and vacation dreams, consumers must educate themselves of the market terminology, ownership options, and assess their vacation preferences, travel goals and budget.

“Terms such as deeded, fractional ownership residences, destination clubs and timeshares are frequently heard because of a surging interest in vacation properties that move beyond the traditional vacation accommodations or second home,” said Howard Nusbaum, president and chief executive officer of ARDA. “Sorting through exactly what these products offer and for whom they are bestsuited can puzzle even the most sophisticated consumer.”

Four out of every 10 purchases are a second home – either being used for an investment or vacation property, according to the National Association of Realtors, and this trend is expected to grow as baby boomers enter their peak earning years. The growing variety of vacation home options is redefining leisure travel, with the following product categories:

Timeshare/Vacation Ownership Overview: Vacation ownership may be purchased through deeded property ownership, right-to-use or a points-based program. Owners purchase a vacation villa for one or more weeks within a fixed or “floating time” system, which allows scheduling each year's vacation during the most convenient week within a specified season. With timeshare, consumers have the opportunity to purchase time at resorts offering a wide range of amenities at different destinations. While many vacation ownership villas have two bedrooms and two baths, floor plans range from studios to three or more bedrooms.

Pricing: With vacation ownership, consumers buy in increments of one week. It is a one-time purchase, and owners also pay an annual maintenance fee, depending on the unit size, location and amenities of the resort. Timeshare is not intended to be an investment opportunity, rather an alternative to traditional vacation accommodations and seen as hedging on “vacation inflation.” According to a recently released Ernst & Young study, the average price of a timeshare interval, or week, sold during 2005 was $16,278.

Fractional Ownership/Private Residence Clubs Overview: Fractional ownership buyers typically have a recorded deed and title. Fractional ownership has the benefits of second home ownership, but for a fraction of the cost and without the maintenance responsibilities. Considering the average vacation home buyer uses the property just three to four weeks a year, Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved © Mabwe Safari Lodge/C. Mitchell 2007/8

Page 271 fractional ownership tends to be commensurate with actual use of a vacation home. Additionally, fractional properties are generally affiliated with high-end hotel companies or high-end boutique operators, where owners have the benefits of personalized services and amenities.

Pricing: According to 2006 Fractional Interests Leisure Real Estate Market Report, fractional pricing ranges from $60,750 to $649,564 per interest based on floor plan, location and size of fraction. In addition to the purchase price, there are annual maintenance fees, which in 2005 averaged $5,575.

Destination Clubs Overview: Members of a destination club are not buying a specific property/real estate, but rather the right to use any of a portfolio of homes owned or operated by the club company. With few exceptions, they offer a non-equity based membership emphasizing a broad selection in vacation home experiences. Most destination clubs also offer members concierge services.

Pricing: The Fractional Interests study also states the average length of stay at destination clubs ranges from one to nine weeks and costs include a one-time fee of $20,000 to $1.5 million, which is typically between 80 and 100 percent refundable should they choose to exit the program. Annual dues range from $1,500 to $30,000. The club may also charge a nightly fee while guests are in residence.

Condo Hotels Overview: Condo hotels offer a portion of their hotel room inventory for sale to the public. The owner may use it for vacation or corporate housing needs, or place in a rental program typically managed by the hotel. Owners then receive proceeds from the rentals. Buyers enjoy the benefits of owning real estate in a desirable location coupled with hotel amenities and services. Annual dues also apply.

Pricing: Condo hotel pricing varies by real estate market trends.

Traditional Second Home Ownership Overview: Viewed as a lucrative financial investment, traditional second home ownership appeals to those seeking a vacation setting to share with family and friends and/or use for business whenever they choose. Owners have full responsibility of maintaining the property, or the owner must hire a management company. Homes purchased in popular tourist regions can generate revenue for the owner because of the willingness of tourists to pay high rental rates.

Pricing: Prices follow local real estate market trends.

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Fractional ownership: one of the Fastest Growing Sectors With fractional ownership and the Private Residence Club concept now among the fastest growing sectors of the resort, real estate and hospitality industries worldwide, this is also the hottest leisure real estate trend in southern Africa and the Indian Ocean, says Jose Ventura, MD of Pam Golding Vacation in Property (VIP). As pioneers of this concept in Africa and Indian Ocean, Pam Golding VIP Division specialises in the design, marketing and sale of member-owned private residence clubs, condominium hotels and serviced apartments at prestigious resort and urban locations.

Says Ventura: "From an industry which in 1995 was still embryonic and has doubled in size since 1999, fractional ownership is today valued as a strong investment in any equity basket, while enabling members to own a share of a desirable residence - to be used at their convenience and at a fraction of the cost."

During 2004, fractional interest sales totalled the equivalent of approximately R7,2bn worldwide, of which R4,2bn were developer sales of new fractional interests and R3bn were sales of destination clubs. Over and above this, a further R215m in re-sales were concluded. These figures represent a substantial increase over 2003, when fractional interest developers sold an estimated R2,5bn in new fractional interests and R945m in destination club memberships.

Adds Ventura: "In terms of the Private Residence Club option of fractional ownership, for just a portion of the cost of purchasing or building a home, buyers are offered exclusivity of ownership in a private club with its luxury and high service standards - while only paying for what they can use and without the stress and hassle of whole ownership of a second home. In addition, this fractional ownership based product is likely to deliver a quicker and higher return on investment capital than more traditional hotel and resort properties.

"Key factors ensuring the success of the Private Residence Clubs which we market, is their prime location with access to hospitality features such as golf courses or ski slopes, with a recognised and reputable operator - and with an international exchange partner to provide for vacations in other prime locations internationally. This is coupled with a development team comprising fractional specialists who can properly assemble the product," he says.

This concept is well illustrated by the Pezula Private Residence Club on the Garden Route, and the Marriott Grand Residence Club at 47 Park Street in Mayfair, London.

At Pezula PRC, buyers are offered an equity based investment limited to only 70 shareholders who will have fractional ownership and use of a total of five residences situated on the award winning resort estate. The share price starts at R650 000 including VAT, with an annual management fee of R18 000 (including VAT) per annum per share. This fee covers all operating costs as well as a golf club membership at The Pezula Club, when in residence. The resort comprises The Pezula Private Estate with its Field of Dreams multi-sport complex, The Pezula Resort Hotel & Spa and The Pezula Championship Golf Course, and was recently awarded Best South African development, Best South African Golf

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Page 273 Development and Best International Property by the Bentley International Property Awards in London.

As a member and shareholder of Pezula PRC, investors have access to their home 21 days a year, for ever. Every need is taken care of on arrival, from security, garden and housekeeping services to maintenance and insurance. The residences are exceptional architectural and interior design statements that capture the natural essence of the environment, making them ideal for relaxing and entertaining. Each residence is 200sqm with two master bedrooms and spacious en suite bathrooms, luxurious living and dining areas, the latest video and sound systems including flat screen TV's, DVD players and multi-room speaker systems, fully fitted kitchens and a private heated plunge pool.

Those who are unable to use their time or a portion of that time in a particular year, can generate rental income on the residence through the rental pool, or exchange usage for that in The Pezula Portfolio of International Residences in destinations such as the Bahamas, Mexico, Tuscany, the Caribbean, Canada, USA and UK. Another of the many benefits of being a member of this club is having the ultimate global concierge service, Quintessentially, at your service, 24 hours a day - providing access into the best restaurants, health clubs, concerts, plays, operas, sporting events and nightclubs all over the world, as well as offering an exceptional travel service.

At the Marriott Grand Residence Club at 47 Park Street in the heart of London's exclusive Mayfair, 49 one and two bedroom luxury residences are available to members at prices ranging from GBP 93 000. Following a multi-million pound refurbishment, this Edwardian-style townhouse complex has been decorated with a refined elegance by renowned architectural and interior design firm Wimberley Allison Tong & Goo of London, who have combined eo-classical and Regency styles to complement the building's early 20th century Edwardian architecture.

Each residence has a separate living room with dining area, entertainment system (concealed in decorative armoires), kitchen equipped with emerald pearl granite worktops, hand-cut counter tiles by Cerban of Portugal and quality fittings and appliances. Light-filled, high ceiling living rooms have crystal light fixtures and each room has designer wall treatments, elegant drapes and plush furnishings. The beds, with carved mahogany headboards, are covered in Belgian linens, while the baths and sinks in Emperador marble bathrooms are adorned with period-style nickel fittings and faucets.

Says Ventura: "47 Park Street is London's first property to introduce the concept of fractional ownership, with members able to use the residence for their selected number of nights each year in multiples of 21 nights, and flexible for stays of just one night, two nights, a week or longer with each visit. This product has high appeal for corporate members, as a desirable alternative to staying in a hotel while in London on business for the executive and accompanying family members. Within a short distance are luxury shopping areas, a wide variety of gourmet restaurants, as well as London's renowned theatre district and peaceful Hyde Park."

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Fractional Ownership Sample Units The Ritz-Carlton Aspen Highlands Club Aspen, Colorado

Two- and three-bedroom residences. The homes have marble baths with heated floors and soaking tubs, gourmet kitchens, formal dining rooms and living-room entertainment centers.

Pricing starts at $180,000 for a 1/12 share

Esperanza Resort, Cabo San Lucas, Mexico

Esperanza Resort is a mixed-use facility that combines private villas, homes with fractional ownership arrangements and a boutique hotel. The villas are of two, three and four bedrooms and are built with traditional palm-thatched roofs and earth tone walls and they showcase local crafts in their furnishings. They have gourmet kitchens and large baths.

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Page 275 The resort features spas, infinity pools, rooms for children's entertainment, as well as and sailing, fishing, bathing and sea kayaking on the magnificent Sea of Cortez, which the resort fronts.

Price: Start at $395,000 (1/8 share)

Castello di Casole, Tuscany, Italy

Castello di Casole lies on 5,500 acres between Florence and Siena in the Tuscan Hills. So far seven villas, each hundreds of years old, have been completed. They have been furnished with all the modern amenities but restored to their original charm. The sizes and the number of baths of the villas vary and the lots surrounding them range in size from several to several hundred acres.

The estate produces many thousands of liters of its own wine and also harvests and presses its own olives. The main castle building has views of the famous towers of San Gimignano Price: Start at $585,000 (1/10 share)

St. Thomas, United States Virgin Islands

The Ritz-Carlton club in St. Thomas offers in-residence or restaurant dining and spas, pools and boutiques and twice daily housekeeping.

There are two- and three-bedroom villas available with private balconies or patios, fully equipped kitchens and formal dining rooms. They look out upon Great Bay, with its classic Caribbean view of aquamarine waters, white coral sands and hilly islets, all framed by tall palm trees.

Price: $225,000 (1/12 share)

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La Quinta, California

The Resident Club at PGA West is in the Palm Springs area, a golfer's paradise.

There are 32, 3,300 square foot, Spanish revival design villas. Each has two dual, master-bedroom suites and one-bedroom guest casitas with separate entrance. Sliding doors afford easy outdoor access to private, dining courtyards, covered, open-air living rooms, and patios with spa/pool and fire pit.

Owners can play on five different courses and practice on the club's three putting greens. There's swimming, tennis and a members clubhouse.

Price: $259,000 (1/9 share)

Coral Gardens, Grace Bay, Turks and Caico Iskands

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30 Oceanfront suites on of Grace Bay. 2200 square feet Price: Up to US$ 225,000 (1/12 share)

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Another Record Year for World Tourism

Madrid, 29 January 2007 – With 842 million arrivals and a 4.5% growth rate, 2006 exceeded expectations as the tourism sector continued to enjoy above average results, making it a new record year for the industry. The latest UNWTO World Tourism Barometer figures suggest that 2007 will consolidate this performance and turn into the fourth year of sustained growth.

«Despite downside risks facing global tourism twelve months ago – in particular terrorism, health scares due to avian flu and rising oil prices – 2006 was another year of good growth above the long-term forecast rate of 4.1%, backed up by one of the longest periods of sustained economic expansion », according to UNWTO Secretary General Francesco Frangialli.

One of the features of 2006 has been the continued positive results of emerging destinations, underscoring the links to economic progress. As one of the most dynamic economic sectors, Tourism has a key role among the instruments to fight against poverty, thus becoming a primary tool for sustainable development.

«By integrating sustainable tourism in the international development agenda, our sector can make a significant contribution to advance the Millennium Development Goals through a more moderate, solid and responsible type of growth . Three years ago world tourism began a historically new phase of growth, as it broke the barrier of 800 million international arrivals, growing more than 20% since then. Tourism continues to transform itself under pressure from its environment. We are now responsible for making this new phase of growth more economical in its use of energy and natural resources, more sustainable, and lastly, more in keeping with the spirit of solidarity »,Frangialli said .

Focus on Africa Africa has outpaced all other regions with almost twice the rate of global growth reaching 8.1% in 2006, following an already strong 2005. This star performance was led by Subsaharan Africa (+9.4%), while North Africa (+5.8%) also ended the year above average. Major destinations such as South Africa , Kenya and Morocco all continued to post excellent results.

Asia and the Pacific (+7.6%) was able to maintain its extraordinary growth level, both due to the recovery of Thailand and the Maldives from the impact of the December 2004 tsunami, as well as remarkable performances from emerging destinations in the region – international tourist arrivals in South Asia grew by 10%, boosted by India, the destination responsible for half the arrivals to the sub-region.

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Page 279 Europe performed on target last year (+4%). Germany took advantage of the Football World Cup 2006, while Italy had a strong comeback. Spain 's solid results also contributed to the generally positive outcome.

In the Middle East , international tourist arrivals are estimated to have risen by 4% in 2006, after the bumper years of 2004 and 2005, and in spite of the overall geopolitical situation, the IsraelLebanon crisis in particular.

Although the Americas 2% growth might seem disappointing at first, regional results vary considerably. The rise in the USA was not sufficient to compensate for the weak development in Canada and Mexico . On the other hand, the results from Central (+6.1%) and South America (+7.2%) show how Latin America is on track to consolidating the positive outcome of recent years: Chile , Colombia , Guatemala , Paraguay and Peru all grew at double-digit-rates.

Forecast 2007 The increase in international tourist arrivals is projected to be around 4%, much in line with the forecast long-term annual growth rate of 4.1% through 2020. Growth is expected to be more solid as businesses, consumers, governments and international institutions such as the UNWTO are now better able to anticipate shocks and to respond more effectively to crises.

Travellers are better informed and have become more adept at weighing their options and now include security factors as just another consideration among others when choosing their destinations.

As a whole, the global economy is expected to maintain last year's growth level. Oil prices have shown a tendency to remain less volatile and do not pose the risk to economic stability they did a year ago.

Nevertheless, some uncertainties remain on the global economic front and they could impact the tourism forecasts. Increasing interest rates in some countries and regions could diminish available income. A weaker US dollar might affect foreign travel demand by Americans. On the other hand, a stronger euro could stimulate European international travel.

Against the good tourism results of the past three years and given the still overall favourable economic outlook, this positive trend in the sector looks likely to consolidate in 2007.

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South Africa record growth in tourism JOHANNESBURG, Dec 15, 2005 (Xinhua via COMTEX) -- South Africa Thursday claimed record-breaking growth in its tourism industry as total foreign arrivals grew by 6.9 percent to 1,616,027, during the period from April to June 2005.

Moeketsi Mosola, CEO of South African Tourism, said that more than 8 million domestic trips were undertaken during the same period. This represents the fourth successive quarter in which the highest number of foreign arrivals to South Africa has been posted, and it reflects the significance and potential of the domestic travel market.

"The positive trend in foreign arrivals mirrors both the global resurgence of travel that took place last year and the continued efforts of all our stakeholders," he added.

Mosola noted that "Compared to the same quarter last year, we have seen a 19.7 percent increase in total foreign direct spend (TFDS) in rand terms."

Growth in this quarter has been driven out of Africa and the Americas, while Europe remained steady. Only Asia recorded losses.

Increased arrivals out of Africa came from both air and land markets. In the air market, a significant growth of 35 percent came from Nigeria. This was due to an improved visa regime; and with an increase in airlift at the end of this year -- with Virgin Nigeria coming on line -- further growth is expected.

In African land markets, the most significant growth came from neighboring countries. While Botswana reported a decline of 10 percent, there was 53 percent growth out of Zambia and 62 percent growth out of Zimbabwe.

Arrivals from the Americas have shown consistent annual growth of 8 percent since 2002, with more than 5,000 more visitors arriving from the United States.

Growth out of Australasia was largely due to two key markets, those being Australia by 2 percent, and Japan 21 percent. There was however a 4 percent decline in arrivals from China and India.

Arrivals out of Europe were flat for the quarter, but are up 2.5 percent for the year to date. In fact, 14,927 more European tourists have visited South Africa for the year-to-date.

Copyright 2005 XINHUA NEWS AGENCY. COPYRIGHT 2005 COMTEX News Network, Inc

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Tourism 2020 Vision: WTO Tourism 2020 Vision is the World Tourism Organization's long-term forecast and assessment of the development of tourism up to the first 20 years of the new millennium. An essential outcome of the Tourism 2020 Vision are quantitative forecasts covering a 25 years period, with 1995 as the base year and forecasts for 2000, 2010 and 2020.

Although the evolution of tourism in the last few years has been irregular, UNWTO maintains its long-term forecast for the moment. The underlying structural trends of the forecast are believed not to have significantly changed.

Experience shows that in the short term, periods of faster growth (1995, 1996, 2000) alternate with periods of slow growth (2001 and 2002). While the pace of growth till 2000 actually exceeded the Tourism 2020 Vision forecast, it is generally expected that the current slowdown will be compensated in the medium to long term.

UNWTO's Tourism 2020 Vision forecasts that international arrivals are expected to reach over 1.56 billion by the year 2020. Of these worldwide arrivals in 2020, 1.2 billion will be intraregional and 0.4 billion will be long-haul travellers.

The total tourist arrivals by region shows that by 2020 the top three receiving regions will be Europe (717 million tourists), East Asia and the Pacific (397 million) and the Americas (282 million), followed by Africa, the Middle East and South Asia.

East Asia and the Pacific, South Asia, the Middle East and Africa are forecasted to record growth at rates of over 5 percent per year, compared to the world average of 4.1 per cent. The more mature regions Europe and Americas are anticipated to show lower than average growth rates. Europe will maintain the highest share of world arrivals, although there will be a decline from 60 per cent in 1995 to 46 per cent in 2020.

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Long-haul travel worldwide will grow faster, at 5.4 per cent per year over the period 1995-2020, than intraregional travel, at 3.8 per cent. Consequently the ratio between intraregional and long-haul travel will shift from around 82:18 in 1995 to close to 76:24 in 2020.

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International World Travel sets new Record in 2006 MADRID, Spain (AP) -- World tourism set a record in 2006 despite fears of terrorism, bird flu and rising oil prices, the United Nations tourism watchdog reported Monday.

A total of 842 million international tourist arrivals were recorded last year, an increase of about 4.5 percent, the Madrid-based World Tourism Organization said, citing preliminary data.

By regions, Africa posted the biggest growth rate at 8.1 percent, benefiting from travelers' fears of terrorism elsewhere in the world.

"Although no destination is immune to terrorist attacks, sub-Saharan Africa in particular is seen as being a long way from the center of zones of tension and unrest," the agency said in a report.

Africa is also a lure because of its natural resources, including wildlife, and appeal as a place for "authentic" experiences for vacationers, it added.

The region with the weakest growth was the Americas -- just 2.0 percent -- due mainly to stagnation in arrivals in North America, the WTO said.

International tourism up by 5.5% to 808 million arrivals in 2005 MADRID, 24 January 2006â&#x20AC;&#x201C; In 2005 international tourism sustained the sharp upturn that began in 2004 in spite of the various tragic events it had to contend. According to preliminary results presented today by the United Nations specialized agency, the World Tourism Organization (UNWTO) the number of international tourist arrivals recorded worldwide grew by 5.5% and exceeded 800 million for the first time ever.

Although 2005 was certainly a tumultuous year, international tourism has fared amazingly well. Despite various terrorist attacks and natural disasters, such as the aftermath of the Indian Ocean tsunami and an extraordinarily long and strong hurricane season, the recovery, which started in 2004, continued firmly through 2005. Even though the disruptions experienced definitely left traces locally in the short-term, they did not substantially alter the global or regional traffic flows.

Based on detailed results for a large number of destinations included in the January issue of the UNWTO World Tourism Barometer the number of international tourist arrivals in 2005 is estimated at 808 million, up from 766 million in 2004. This corresponds not only to an increase of 5.5%, but also means a consolidation of the bumper growth achieved in 2004 (+10%). Although growth was more moderate, it still almost 1.5 percentage points above the long-term average annual growth rate of 4.1%.

UNWTO Secretary-General, Francesco Frangialli commented "The tourism sector has gained substantially in resilience over the past years. In spite of the turbulent environment we live in nowadays, destinations worldwide added some 100 million international arrivals between 2002 and 2005."

Results by region Africa led the way in 2005, with growth estimated at 10%. Growth was stronger in Sub-Saharan Africa (+13%) with particularly remarkable results for Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved Š Mabwe Safari Lodge/C. Mitchell 2007/8

Page 284 Kenya (+26% between January and October compared with the same period of the previous year) following an already buoyant 2004, and Zambia (+37% JanSep). South Africa (+11% Jan-Aug) as well as the island destinations of Seychelles (+7%) and Mauritius (+6%), all improved on their 2004 results. In North Africa growth continued, but at a more moderate pace, with Tunisia recording an increase of 8% between January and November and Morocco 5% for the full year.

Growth in Asia and the Pacific averaged 7%, following the exceptional postSARS rebound in 2004 (+27%). North-East Asia (+10%) emerged as the most dynamic subregion with the strongest performers being Taiwan (pr. of China) (+15% Jan-Oct), China (+13% Jan-Nov) and Japan (+9% Jan-Nov). In SouthEast Asia (+4%), Oceania (+4%) and South Asia (+4%), results overall were more modest and above all rather mixed. Cambodia (+35% Jan-Nov), Lao PDR (+27% Jan-Sep), Vietnam (+18%), the Philippines (+14% Jan-Oct) and India (+13%) nevertheless managed to report remarkable growth. Among the countries affected by the December 2004 tsunami tragedy, the Maldives reported a 39% decrease up to November although the rate of decline has eased in the last months. Arrivals to Indonesia were down by nearly 9%, as the country suffered also from the October Bali bombing. Sri Lanka reported only a slight 0.4% drop, although this result may in part be attributed to the large number of Sri Lankan expatriates who visited the country in the aftermath of the tsunami and to the flow of aid workers. As for Thailand, although overall data up to June shows a 6% decline, arrivals at the Bangkok airport registered 4% growth in the period through October.

In the Americas, growth reached 6% with North America (+4%) and the Caribbean (+5%) slightly below the regional average. Of the major destinations, the United States continued the recovery started in 2004 (+8% Jan-Sep), while Mexico (+8% Jan-Nov) and Cuba (+13% Jan-Nov) still showed above-average increases, even after having suffered the impact of last yearâ&#x20AC;&#x2122;s devastating hurricanes. Destinations in Central America (+14%) and South America (+13%), on the other hand, can look back on a very positive year. The strongest growth was reported by Venezuela (+23%) and Colombia (+22%), while Argentina, Brazil, Chile, Paraguay, Peru, Costa Rica, El Salvador, Guatemala, Honduras and Nicaragua all recorded, or were on their way to record, growth rates of between 10 -20%.

Following the very strong performance over the past couple of years, the Middle East seems to have entered a more moderate phase of growth, with the increase for 2005 estimated at 7%. Egypt (+6%), Dubai ( United Arab Emirates ) (+7% Jan-Sep) and Jordan (+5%) are all close to the regional average, while Bahrain (+11% Jan-Sep), Saudi Arabia (+21% Jan-Jun) and Palestine (+45% Jan-Sep, albeit from a small base) are on their way to exceeding it. Available data, however, is rather limited and the picture could certainly still change.

Europe recorded relatively modest growth of 4%, which is still one percentage point above the long-term trend of the region. This result can be considered very encouraging given the rather weak economy in some of its major intra-regional source markets. Moreover, due to Europe 's already very large base of over 400 million arrivals, in absolute terms it recorded the largest increase corresponding to some 18 million arrivals. Growth was strongest in Northern Europe (+7%), boosted by the United Kingdom (+10% Jan-Nov), which was seemingly not notably affected by the London bomb attacks. International tourist arrivals in Southern and Mediterranean Europe increased by 6%. Turkey was the star Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved Š Mabwe Safari Lodge/C. Mitchell 2007/8

Page 285 performer in this subregion with an increase of 20%, adding 3.4 million arrivals and passing the 20-million mark. Furthermore, Spain (+6%), Croatia (+7% JanNov), Israel (+26% Jan-Oct) and Serbia and Montenegro (+27% Jan-Oct) also recorded respectable results. Western Europe and Central and Eastern Europe grew by 2% and 4% respectively. In Central and Eastern Europe, the Baltic states, Latvia (+20%), Lithuania (+15% Jan-Sep) and Estonia (+7% Jan-Nov) stood out, while, in Western Europe, the best results came from Germany (+6% Jan-Nov) and Switzerland (+6% Jan-Nov).

Prospects for 2006 For 2006 the current pattern of gradually slowing growth is expected to continue.

In cooperation with the Fundación Premio Arce of the Universidad Politécnica de Madrid a short-term forecast has been elaborated according to which international tourist arrivals worldwide are expected to grow between 4 - 5% in 2006. Growth is projected to be around one percentage point lower than in 2005 but still somewhat above the forecast long-term annual growth rate of 4.1%. This outlook is supported by the continued good shape of the world economy in most parts of the world and the improved prospects for the eurozone economies, in particular its most important source market Germany .

Three major uncertainties remain for 2006.

•

First, it is likely that terrorism will continue to be present. However, experience shows that its impact lately has been rather limited and shortlived. Travelers overall have assumed the risk and have been undeterred by external threats.

•

Secondly, rising energy prices, inflation and interest rates might finally change the economic scenario. This has not been much of a problem until now, as the price hike has mostly been an expression of the strong economic growth and the corresponding demand for energy. Should this situation continue and affect economic growth in Asia , the tourism industry could start feeling the impact.

•

Finally, the further spread of avian flu could be a serious threat for the tourism sector. Avian flu has been present in the world for several years now and it is currently limited to birds and isolated cases of people living in very close contact with infected animals. As yet no transmission of the virus between humans has been detected and it is hard to say whether, when and where such a mutation will occur. For the moment there is no reason to change travel plans as long as recommendations issued by national and local health and veterinary authorities are respected.

“Panic is always a bad advisor”, says Mr. Frangialli. “What we can do is to monitor the situation closely and prepare for it, should it happen. In spite of the current uncertainties I am confident that world tourism and all its stakeholders will weather the storm - if it does come - in the best way possible.“

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Predicting the Future - Trends in the Golf Course Market

By Dr. Klaus Ennemoser Numerous golf insiders pretend to be clairvoyants and proclaim their forecasts for the "future golf market". But predictions of the future are always fraught with uncertainties and results can vary according to how you view the crystal ball.

Ennemoser Consulting has also tried to predict the future using its own oracle, a computer data base.

There is no international organisation collating information from all the golf clubs (golf courses) in the world. Consequently, no precise worldwide golf statistics exist, but it is estimated that, throughout the world, there are 60 million golfers and 30,000 golf courses The golf market is growing. It is not booming but it is growing steadily. Within the past 10 years the number of players in Europe has grown by an average of 7% while the number of golf courses has risen by an average of 5% per year.

Comparable statistics in Germany show an average yearly increase of 11% for golfers and 8% for golf courses. This comparison shows immediately that demand is growing faster than supply.

Within Europe, the UK and Ireland claim 51% of all European golf courses and 43% of all registered European golfers, yet only 15% of the European population.

The number of non-registered "independent" golfers is also extremely high in the UK, where there are an estimated 1,25 to 1,75 million players. On the continent, the "Big Four" in the golf market are Sweden, Germany, France and Spain.

These four countries have 68% of all golfers and 61% of all golf courses.

The following table, Golf Statistics Europe 2000, shows this in detail.

Golf Statistics Europe 2000 P Country 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23

England Scotland Wales Ireland UK and Ireland Sweden Germany France Spain Netherlands Denmark Norway Finland Austria Italy Belgium Switzerland Portugal Czech Republic Iceland Slovenia Hungary Luxembourg

Population in 1.000 Rank Courses Rank Registered Golfers

(Pos. 1-4)

48.903 5.136 2.916 3.586 60.541 8.830 81.869 58.060 39.199 15.460 5.220 4.354 5.110 8.054 57.204 10.146 7.039 9.927 10.332 268 1.992 10.229 410

4 16 20 19 12 1 2 5 6 15 18 17 13 3 10 14 11 8 23 21 9 22

1.890 542 159 392 2.983 420 604 511 247 130 131 115 97 110 222 76 72 59 23 53 8 6 6

1 3 9 6 5 2 4 7 11 10 12 14 13 8 15 16 17 19 18 20 21 21

860.000 263.000 83.060 267.131 1.473.191 394.042 370.490 291.754 174.854 160.600 108.922 80.000 76.522 60.478 53.972 40.074 36.734 9.500 8.589 8.500 2.504 1.180 1.000

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Rank 1 6 10 5 2 3 4 7 8 9 11 12 13 14 15 16 17 18 19 20 21 22

Page 289 24 Greece 25 Continent (Pos 6 bis 24) 26 EUROPE (Pos 5 +25)

10.467 344.170 404.711

7

4 2.894 5.877

23

955 1.880.670 3.353.861

23

About 77% of the golf courses are located in the five major European golf countries - UK, Germany, France, Sweden and Ireland. The remainder are spread over 25 other countries.

Also, the same five countries account for 75% of total golfers in Europe.

The following graph shows golf courses and golfers in the five major European golf nations.

The Major European Golf Countries Golf Courses

UK

Golfers

Germany

France

Sweden

Ireland

Rest of Europe

The three most characteristic methods for describing a golf market are: (a) Availability (population per 18 hole course) (2) Per capita (golfer in % of population) (3) Capacity (or Usage) (golfers per 18 holes)

Availability â&#x20AC;&#x153;Availability" indicates the number of inhabitants per 18 hole course. The lower the number, the better the availability. However, this statistic does not express whether or not there is sufficient capacity for admittance to a golf club (e.g. limitations like waiting lists or membership unavailability). Because of the lack of data available the figures for "population per golf course or golf club" are often used.

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Development Stages of Golf in Europe Insufficiently Developed Golf Nations

Threshold Countries 1 golf course for a population the size of a big city

Fairly Developed Golf Nations 1 golf course for a population the size of a medium sized city

Highly Developed Golf Nations 1 golf course for a population the size of a small town

Highest Developed Golf Nations 1 golf course for a population the size of a village 4.000 ...

25.000 Iceland Ireland Scotland Wales Sweden

25.001 ...

70.000 England Denmark Norway Finland Luxembourg 70.001 ...

140.000 Austria Netherlands Switzerland France Belgium 140.000 ...

500.000 Germany Spain Portugal Italy Slovenia 500.000 ... > Czech Republic Hungary Greece

Per Capita

This shows the percentage of registered golfers of the population.

Independent golfers (non club members) are not included in the statistics by the National Golf Associations.

Capacity (Usage)

How much golf courses are used by golfers is shown by the index 'golfers per 18 holes' or 'golfers per golf course' and is an indicator for the economic capacity of golf courses.

Index

The average of the countries included in this statistic equals 100.

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Page 291 Consequently, by using the respective index, it shows how much a country is over or below average.

A statistical overview of the European Golf Market 2000 is shown below:

Statistical Numbers of the European Golf Market 2000 P

Country

Availability

Index

Per Capita

Index

1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26

England Scotland Wales Ireland Great Britain and Ireland Sweden Germany France Spain Netherlands Denmark Norway Finland Austria Italy Belgium Switzerland Iceland Portugal Czech Republic Luxembourg Slovenia Hungary Greece Continent EUROPE

25.875 9.476 18.340 9.148 20.295 21.024 135.545 113.620 158.700 118.923 39.847 37.861 52.680 73218 257.676 133.500 97.764 5.057 168.254 449.217 68.333 249.000 1.704.833 2.616.750 118.925 68.864

38 14 27 13 29 31 197 165 230 173 58 55 76 107 374 194 142 7 244 652 99 362 2.476 3.800 173 100

1,8% 5,1% 2,8% 7,4% 2,4% 4,5% 0,5% 0,5% 0,4% 1,0% 2,1% 1,8% 1,5% 0,8% 0,1% 0,4% 0,5% 3,2% 0,1% 0,1% 0,2% 0,1% 0,0% 0,0% 0,5% 0,8%

212 618 344 899 294 538 55 61 54 125 252 222 181 91 11 48 63 383 12 10 29 15 1 1 66 100

Capacity (Usage) 455 485 522 681 494 938 613 571 708 1.235 831 696 789 550 243 527 510 160 161 373 167 313 197 239 650 571

Index

The top 5 countries by availability, per capita and capacity R 1 2 3 4 5

Greatest Availability Iceland 5.057 Ireland 9.148 Sweden 21.024 Great Britain 21.682 Norway 37.861

Highest Per Capita Ireland 7,4% Sweden 4,5% Iceland 3,2% Great Britain 2,1% Denmark 2,1%

Highest Capacity Netherlands 1.235 Sweden 938 Denmark 831 Finland 789 Spain 708

Until 1995 the UK and Ireland had more golfers than the rest of Europe combined.

Since 1996 this relation changes in favour of the "continent". By the end of 2000 "only" about 44% of the registered European golfers were on the British Isles and in Ireland.

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80 85 92 119 87 164 107 100 124 216 146 122 138 96 43 92 89 28 28 65 29 55 34 42 114 100

Page 292 Newly registered golfers per year (Europe) (1985 to 2000): 124.500 This graph shows this development

A comparison of the development of golf courses and the increase of golfers shows clearly that the growth of European golf is shifting to the continent.

o

Newly registered golfers per year (GB und IRL) (1985 to 2000): 29.500

o

New golf courses per year (GB und IRL) (1985 to 2000): 57

o

Newly registered golfers per year (Continent) (1985 to 2000): 95.000

o

Newly golf courses per year (Continent) (1985 to 2000): 129

o

Summarising the developments of European golf it can be said that:

o

the countries UK, Germany, Sweden, France and Ireland are the leaders. These 5 countries have 76% of the golf courses and 77% of the golfers

o

there is a total of about 5.800 golf courses and 3,3 million registered golfers in Europe. In addition there are about 2 million independent golfers, mostly from the UK

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the development of new golf courses and the growing number of new golfers are increasingly shifting to the continent. The British market is highly saturated.

Forecast 2010 Predicting for larger areas is easier because more data is available. Therefore it can be assumed that the outlook on the world market is quite realistic.

Prediction 2010 - Golf Course Country

2000

Worldwide USA Europe Continent Great Britain and Ireland Germany

28.562 16.743 5.877 2.894 2.983 604

Outlook for 2010 based on Absolute increase Relative increase 35.600 37.900 19.800 20.600 7.700 8.800 4.100 5.800 3.500 3.700 800 1.100

Average 36.750 20.200 8.250 4.950 3.600 950

Prediction 2010 - Golfers Country

2000

Worldwide USA Europe Continent Great Britain and Ireland Germany

Outlook for 2010 based on Absolute increase Relative increase Average 61.000.000 61.000.000 86.000.000 82.400.000 26.446.000 26.446.000 28.500.000 28.400.000 3.353.861 3.353.861 5.529.000 4.977.000 1.880.670 1.880.670 4.809.000 3.778.000 1.473.191 1.473.191 1.759.000 1.718.000 370.490 370.490 887.300 678.800

A comparison of the different countries and regions shows that the margins between the outlook based on absolute increase in the past and the increase rates in Europe show the biggest differences. This also means that the major increases within the next decade will take place in Europe, compared with other regions.

Summary o

General Trends The ratio between work and leisure time changes continuously - more leisure time used for personal interests. People get older, education gets better and there is the tendency towards small families and single households.

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Golf Trends Competition will make golf more affordable (tendency to mass sport).

There will be a greater variety of golf courses with an increasing number of both short and inexpensive courses, and expensive private clubs (at the other end of the scale).

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Golf worldwide 2010 Worldwide about 36.750 Golf Courses and 82,4 million Golfers can be estimated for 2010.

Importantly, development in Europe will be the most dynamic.

Mabwe Safari Lodge Business Plan Highly Confidential All rights Reserved Š Mabwe Safari Lodge/C. Mitchell 2007/8