MORE INTERESTING STUFF:

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 PENINSULA 9 HOLE COURSE AT RED BEACH

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Notice of Motion for SGM 09.03.2015

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MINUTES OF THE SPECIAL GENERAL MEETING OF THE PENINSULA GOLF CLUB HELD IN THE CLUBROOMS AT 7pm ON THE 9th MARCH 2015.

The Chairman, Mr. Patrick Kennelly, addressed those gathered and welcomed all members especially life members present.

He officially declared the General Meeting of the Club open to 136 members in attendance. He asked Business Manager Karen Osborne to read the written apologies received.

The following written apologies were received: Brian Attwood, Leonie Attwood, Heather Barnes, Jeanette Barry, Brian Batty, Brett Bensky, Robert Benzie, Pam Bolland, Lynair Bruce, Richard Burton, Ann Cambie, Michael Cambie, Ian Carroll, Brian Chippendale, Margaret Chippendale, Tony Clarke, Neil Cranefield, Glen Craven, Mel Davies, John Dias, Peter Dine , Waka Donnelly, Anne Douwes, Keith Duffin, Richard Eames, Clive Edmonson, Diana Elder, Malcolm Elder, Don Elliott, Martin Ellis, John Fisher, Anne Fletcher, John Forster, Bryan Francis, Brian Glaum, Denis Graham, Ken Grieve, Wayne Hart, Pam Hoffman, Norma Houghton, Jim Humphrey, Blair Inglis, Ian Judkins, Judith Judkins, Philip Kerr, Ken King, Mark Kjestrup, Vicki Lambert, Ann Lees, Peter Mathewson, Richard Miller, Peter O’Sullivan, Lars Palmgren, Colin Peacock, Jenny Perrow, Ted Ranyard, Charlotte Reese, Victoria Riddell, Bruce Rutter, John Ryan, Neil Shakes, Sue Smith, Ken Souster, Colin Taylor, Rodney Taylor,, Pauline Vallance, Perry Waldman, Margaret Watkins, Fred Watson, Graeme Webb, Reno Wijnstock, Mitchell Willis, Wes Willis, Michael Watson, Keith Young.

It was moved that the apologies be accepted. Bryan Fairgray/Bob Hagan Carried

The Chairman advised the meeting would be recorded and Secretary of the Golf Club, Karen Osborne would be keeping the minutes and that the purpose of the Special General Meeting called by the Board is to vote on the special motion sent to members.

The Chairman introduced visitors to the meeting –

Michael Newby – PLDL Director involved in this project since 2008,

Sam Cooper – PLDL,

David Halsey – Consultant to Fletcher Residential Ltd and previous General Manager at FRL, involved in PGC Development and Manukau,

Grant Puddicombe – Golf Course Designer and developer/construction

Ben Langdon – PGC Lawyer from Claymore Partners.

PGC President Barry Davison

Board Members, Sarah Dunning, John Small, Russell Maloney, Gary Colhoun, Bruce Larmer.

    Patrick Kennelly –

Occupation right agreement re-negotiated gives us use of the Gold course until 1 October 2015.

That came about from that Special Meeting we held in December 2013 where we let you know that as of January 2015 we were going to lose part of the 2nd hole and a number of other holes and would have then had to have found another 9 hole golf course.

David Halsey and Fletchers agreed to allow us full use of the Gold Course until 1 October 2016 – so it is clear our relationship with Fletchers is very good and it works both ways.

You received the notice of Motion and in that it set out the purpose of the meeting.

Last Friday (6 March 2015) we sent out the brief that answered some of the questions that members had raised.

CLICK HERE TO GO TO THOSE QUESTIONS and ANSWERS: 

If you could please indulge the Board for a few minutes we will try and narrow down the issues as we see them and hopefully shorten the meeting this evening.

As a Board we have an obligation under the Constitution to get approval by the members for any sale of Club land.

To be clear to you, as a board we didn’t want to have to come back to you again – simply no point in visiting old complaints and concerns.

The golf course at Wainui is progressing well and is going to be something we can all be very proud of and we need to keep going forward.

We have called this meeting to ensure there is no hold up to the completion of the project at Wainui.

In December 2013 after the Special General Meeting had been called, the then Board and our Lawyers worked through the agreements and the result was this – that’s what we call the Bible – that’s the documentation that came out of the December 2013 meeting.

There are various step in agreements, various security agreements and those agreements and step in agreements preserve the clubs position in the event that PLDL fall over.

At that meeting in December 2013 Mike Newby said they had to raise a further $20 Million to complete their obligations to the Peninsula golf Club.

In that time we have also asked for considerable change to the club house – reconsidered the layout originally agreed to.

The original agreement transferred the title of Stages 1 and 2 and later Stages 3 & 4.

We own the land on which the Golf Course at Wainui is being built and hold that land in trust.

When PLDL required further funding FRL came back to them and made an offer – along same lines as what happened in December 2013.

PLDL in addition to their obligation to the golf club also have other obligations to Fletchers, they have the obligations to the owner for the balance of land at Wainui and now to their contract with Met Life Care – and the money that is to be secured against the mortgage that is proposed cannot be used for any of those other obligations that PLDL may have.

As with the Plan Change application and the $600,000 that has been paid to the club since we entered into the agreement with PLDL, those funds have all be paid by the Shareholders.

They also met the Land Change agreement costs relating to the changes made December 2013 as well as meeting our Lawyers costs.

They will also meet our Lawyers costs relating to the changes being made today.

Ben Langdon is here and if required can answer any questions that relate to the documentation that protects the club’s interests.

The main concern the Board members have got is over the 11 Million which is the balance that is due to be paid in terms of our agreement.

A mortgage secures the sum of $29,875 of which $18,875 can be drawn down to meet PLDL’s contractual obligations to PGC.

It is written into the documentation that Fletchers will pay that $11 Million directly to PGC so it won’t be paid by PLDL.

The $11 million is secured under the Mortgage and can’t be drawn down against and Fletcher Residential Ltd pay us when we move from this golf course and go to Wainui.

Don’t go to Wainui until it is signed off by the Sports Turf NZ – not Grant Puddicombe or PLDL making that decision.

Dollar amounts required to complete the Club House, amenities – car park, water etc in the agreement with PLDL warrant there will be enough to meet their obligations.

This is not an ideal situation for us but to make it happen we will get an additional $500,000 dollars from PLDL – this will help us to engage experts and not eat into our $1 Million dollar deposit.

The project requires a great number of skill sets the Board don’t possess.

So to make sure that we get to a situation where we can derive the maximum benefit from the new facility at Wainui we have engaged experts.

We have now, as a result of spending some time before Christmas with O’Connor Sinclair, engaged a Project Manager, simply because the Board, as volunteers, have other commitments to work , family as well as other Board Duties so that time has been spent largely getting us to a point where we need to engage experts and need to find ways to pay for that.

The Board has established a good track record over the years in being able to meet its commitments and acts fiscally and responsibly.

The Club’s had a number of Special General Meetings over the years particularly in relation to the Pitman Plan and now we have them in relation to the move to Wainui – all resulted in the club members supporting the way forward.

The Board see this as a way forward in getting us to Wainui, if we don’t do what is being proposed then there is a long road ahead for us.

Given the established relationship between Fletchers and PLDL we believe this in fact gives us better security that what we had previously.

It means if effect that we know that the money the PLDL needed to borrow is going to be spent on PGC.

Grant Puddicombe updated on the progress that has been made –

In December 2013, I addressed everyone last - looking back at the year a lot has been done. To put things in perspective from my stand point – our schedule is going well, by the end of the season 16 holes essentially will be done and get a start on the 2 last holes, in the spring the last 2 holes will be completed as well as getting into the practice and short game areas.

Next summer (2016) you should be able to play out there on some of the holes – it is on track and coming together quite fast. We have had a great summer and a brutal winter which extended in to spring – all work was compressed into January, February and March.

Stuart Reese is looking after the club’s interest at Wainui and happy with the progress and Grant’s comments.

David Halsey – Fletchers representative.

My background is I have been responsible for Manukau Golf Club transaction and this transition from the beginning and have also been responsible for some quite major projects throughout Auckland – many of similar size but not involving golf clubs. Have learnt a lot about golf, and am not a golf player – and learnt a lot about club operations, committees and members.

FRL are a spec builder to build homes and land development.

When this opportunity came up for us to get involved in this project we jumped at it 12 months ago to secure this opportunity and to ensure work would take place on your golf course as Wainui FRL provided project funding by purchasing half the course, down the bottom.

To enable the project to proceed without a break in construction at Wainui, FRL have entered into an agreement to provide funding to support both the Club and PLDL in completing this transaction on the same basis as we have done on the lower level and virtually on the same basis as Manukau.

I am impressed with what the club has done at Wainui – very impressed with it. We wish to see the club succeed. We support both the Club and PLDL in this transaction and completing this project.

Michael Newby –

PLDL have obtained funding from FRL.

On behalf of PLDL I would like to assure the members that we have now arranged further funding that will underpin and secure the completion of the new golf course at Wainui thanks to our supportive partner Fletcher Residential.

The funding proposal is the best available package for completing the project for the client and its members. Provides funds to complete the course at Wainui as well as this time including the $11 Million balloon payment.

Process is transparent for the Club – consistent with the payment process that has worked well over the past 14 months.

It is a dedicated fund for PGC Course construction and facilities play the provision for the balloon payment. Provides certainty to the club and will not cause delays in progress at Wainui.

Club House is designed and ready to start work – we ask the members to vote in favour so together we can work on our vision.

Important for me to acknowledge the strength of having a partner such as Fletcher Residential come on board with us.

PLDL requests the members to give the necessary support so that together we can realize the vision we have planned for, for so long and that we can continue to work towards.

    Patrick Kennelly –

    So you have heard from the Board, Fletchers and PLDL. We open it up to the floor – we ask that you       simply ask questions and keep it simple.

Questions & Answers

Gordon Trainer to the Chairman –

You made in your statement to us a comment that this is not a good position we find ourselves in and yet you also said that with Fletchers paying us the money we are actually going to have a better security position.

I don’t know how you reconcile those two statements – could you please.

Patrick Kennelly –

We didn’t want to have to transfer the land, that’s clearly a position we expressed back in 2013, the position however that we are in now is that we know there is sufficient funding to complete the construction and that funding will only be applied to the construction and each month when the payments are to be made, PGC will approve the payments along with Fletchers.

We will have a pretty clear understanding where they are tracking in relation to the pricing or figures we have been given and it that we now know that the project can be competed.

If what’s asked to happen tonight doesn’t happen then that is a completely different scenario for the club if PLDL cannot get the finance.

In a worst case situation it falls back on PGC to complete the project and that’s not what the Board believes is in the best interest for the members.

What we are looking for is continuity and we are satisfied on the basis of what’s been disclosed to us that what has been proposed tonight will ensure that.

Mike Kinsella –

At the Special General Meeting on 9 December 2013 Mr Newby gave assurance that approval to that variation would enable PLDL to fund the construction and all amenities at Wainui.

He gave us the names of Westbrook Capital, Holmes Consulting, Robinson Family, McQueen Interests and 2 additional substantial parties had been acquired to participate in the funding of around $20 Million.

Can Mr Newby now tell us why those arrangements fell down please.

Michael Newby

If I could explain that those parties you mentioned were out of context in that question.

 We described that we needed to raise $20 Million from external funding parties – that’s actually mentioned in the minutes.

That meant that we had to go to bonafide funding parties like Banks, Equity partners etc for that additional funding.

It was always intended that development funding because of its quantum had to be externally funded through banking or other financial companies. We were told the approval to the variation would give funds to complete the development.

PLDL’s own obligations to undertake in addition to Wainui and that’s where our shareholder continue to focus their resources.

I think one of the strengths of this proposal is that the 2 funding lines are separate – and the application of these funds are not interrelated so the club can have comfort that this is dedicated funding for your work and for your work only.

Geoff Rodwell –

Sorry I don’t necessarily agree with Michael Newby – because at the meeting in December 2013 you discussed the PLDL/Strong shareholding base  

I quote – you said collectively you have the experience, the resources and capability to deliver, that was based on a $44 Million project broken down within our minutes.

That obviously hasn’t evolved that way. The Board also assured us the members that due diligence had been made to ensure that finance was in place- they obviously weren’t.

With the previous background regarding the walk off walk on - I am not going to go over that – we know that situation.

This fiasco of a situation we now find ourselves in a very, very, more so than ever, precarious situation I feel. I would like, if we accept this proposal tonight, the variation I would like to make quite clear, we should not refer to expected costs of the completion of the golf course, there should be some mention of actual costs for the end result of achieving what we set out to achieve 5 years ago – this is a statement, not a question.

1 question I do have, put to the board by a member who may not be here tonight, is the value of the sections in stages 3 & 4 –

I would like to see a specific answer to that.

One other question, I am not sure, but the development here at Peninsula Golf Club.

I think the council approved consent on the basis that access was at the bottom end of the course and the top end of the course. If we decide not to accept this variation tonight, how does Fletchers stand with regards to councils consent being granted because I believe we will still own stage 4 of land from which access is required.

Patrick Kennelly-

Corrected Mr Rodwell in that there is no evidence that the Board had done any due diligence and would like Mr Rodwell to point out where that is in the minutes and asked Michael Newby to respond to Stage 4 queries from the statement made by Mr Rodwell.

Michael Newby –

Estimated for cost of completion is GMP – Gross maximum price of course and lump sum contract for the building works. Those prices PLDL have warranted those prices to complete – within the $18.875 Million to complete.

The Valuations of Stage 3 & 4 – there is such spectrum of who you ask on that, I don’t know if it worth giving the range. It was one of our problems when trying to secure funding that various parties did not think there was sufficient value in stages 3 & 4 to warrant putting proposals forward.

Ray Gaul –

Give us a range of values –

Michael Newby –

$32 to about $42 Million based on a number of assumptions, primarily relates to contract FRL have on Stage 3 and whether there is any certainty of getting the Met Life Care contract unconditional,

Met Life Contract is conditional for a period of 12 months – unable to disclose Met Life Care details as it is a publicly listed company and it is for them to disclose.

M Radonich –

Question for Patrick please – in the written information we received and in your talk to us tonight there is not mention of specifically the 9 hole par 3 course being completion, is it still the intention that it will be completed.

Patrick Kennelly answered – yes

Grant Puddicombe –

We will complete the 18 hole course by Christmas and our intention is to have the 9 hole course and driving range in early 2016 – our focus is on the 18 holes.

Construction start on 9 hole course in spring.

Gordon Trainer –

 we effectively have a Claytons choice, we all want to move forward.

The choice has been taken away from us what I am concerned about is when did the Board first know about this problem and here we are on the 9th and we have been asked to grant you a resolution to grant title before the end of March which is a very short time.

My question is around timing of when the Board knew there was a problem and why didn’t the Board communicate this to us effectively – this is theme I will probably always raise at every meeting I come to.

Why will the Board not communicate with us effectively and timely?

Patrick Kennelly –

PLDL came to us before Christmas, no certainty about the arrangement with Fletchers until the beginning of February. Up until that time, to be fair, we were communicating on a regular basis.

We also had, as I explained to you, O’Connor Sinclair working with us before Christmas and as a result of that we’ve got a document that sets out all the requirements that we need to do to get us to Wainui.

We were working on that - there are the gant sheets that we get every Monday.

Without a great deal of warning we were told the financing option was with Fletchers.

We have spent a reasonable portion of February in meetings, we have had meetings with Michael Newby asking questions we thought the members would want to ask, we have gone back to them –

Ben has been working with Lawyers the last 3 weeks trying to get all of the agreements in place.

To be fair to the Board, we have actually put in a huge amount of time on this and yes, it is not what we wanted, I don’t know how many times we have to say that.

We didn’t want to come back to members again or face accusations and allegations that have been made.

At the end of the day we believe this actually gives us some control over how that money is spent, it’s going to be spent on what we need and what the vast majority of members want.

Get us to Wainui onto a new golf course, get us out of here and give us some security for our future.

The number of hours that have been spent, taken away from family and work to try and get this project across the line – we believe that working with FRL gets us the security.

We are an Incorporated Society and no-one wants to tip over an Incorporated Society.

Fletchers providing the mechanism and funding and we will get what we want.

Gordon Trainer –

Don’t take comments personally – when do you talk to members in terms of final proposal.

You should tell members we may have a hiccup and we may have to look at other arrangements and tell members as soon as you can – all about communication.

Patrick Kennelly –

We are sending our more regular Board reports and have kept you informed – this side tracked us – but we need to make a decision and go forward.

Roger Thrussell –

Question for you and the Board - In terms of funds, now talking of controlling that FRL will provide, and I assume it is near enough to $30 Million, what have you done to determine the correctness or the value of that against final costs of producing the course that we want including the club house, par 3 course, drainage, practice areas etc.

Have you taken any independent advice as to the correctness of the figures being put to you by PLDL.

All the meetings we have had about this have all come about because of the lack of actions and the duplicity in some instances of PLDL

Ben Langdon answered–

The Club has not got Quantity Surveyor to assess the accuracy of the costs to complete – three aspects to the development.

The Golf Course, 9 hole and driving range, all fall under Grant Puddicombe’s development which is a guarantee maximum price contract.

Contractor lined up, NZ Strong who will start the Club House using sub-contractors, tenders go out soon – in terms of funds set aside for the club house probably account for 35% of the balance.

Separate consultants involved. NZ Strong have verified their costs, RCP independent to PLDL been involved in the costings – RCP signed letter to PGC re club house cost, reasonable amount of comfort.

 Costs have come in on line with the budgets – no reason why balance won’t come in on line too.

Then other amenities to be done – caretaker, tennis courts the other 15% of funds.

Savings will flow through and some contingency is built into that.

Quantity Surveyor involvement would cause significant delays. Board has done everything they can to verify what PLDL is saying.

Michael O’Brien –

3 questions related to each other.

This is the 2nd or maybe the 3rd meeting we have been to –

1) what confidence we won’t be back here in 6 - 9 months time with another proposal and plan to deal with?

2) I understood Mike you were saying that the finance was secured and yet the proposal we have here tonight is designed to do that

3) given the situation we are in, we are in why are we persisting with amenities like Tennis Courts and Gym – that seems to me to be a nice to have but not necessary at this point.

Patrick Kennelly –

Re the last question it is included in the price.

Michael Newby –

Clarification – the Funds are approved subject to the club approving the terms tonight.

Patrick Kennelly –

As far as coming back for another meeting – I don’t expect so.

Fred McGowan –  

We have this $18,875 million to complete the course, clubhouse, short course etc – what is our situation as a golf club if the costs actually exceed this $18,875 Million 2) how protected is our $12 Million that is expected to benefit the members going forward keeping subscription fees down?

If there is excess beyond the $18,875 do we have to draw down from the $12 Million to meet whatever costs they might need to finish?

 Patrick Kennelly –

Michael can answer that – but based on the assurances we have got, if there is an overrun on that then PLDL will meet that – the second thing is that the $11 Million is set aside as per the mortgage agreement we have – PLDL cannot access our $11 Million – this will be paid to us by Fletchers.

Fred McGowan –

I’ll ask that question again – I understand that $12 Million is under control of the golf club – how confident are we that the $12 Million will still be there to benefit the members as we go forward or could there be situations where some of that $12 Million gets used ?

We have previously disclosed that we will probably have to spend some of that on the fixtures and chattels in the club house and we will also need to spend some of it on the machinery which we need for the golf course.

We have always anticipated that of that $12 Million we will apply some of it towards that part of it – i.e. chairs, desks and anything else – if you turn the club house upside down – anything that falls out we pay for.

Working through the process with building sub-committee as to requirements for the new facility.

Michael answered re overruns – if there are any costs over runs, we are not expecting it at all, then that is our obligation and we take full responsibility to cover the deficit – no risk to the Golf Club.

Joe Grieg –

PLDL implied it had funding to take it forward through the various parties you mentioned – from my recollection, at that meeting it was never stated it was subject to outside banking sources, implied you had internal funds.

This is another instance as a club being let down by PLDL – it’s the 2nd time they have been here - they have offered $500,000 to compensate us, I think with the disruptions they have caused us we should be expecting a bit more than that. 

I think we have got a lever to ask for a little bit more and I’m not against what is being proposed to complete the development at Wainui but I am extremely disappointed in the performance of PLDL.

Michael Newby-

I would like to point out that in addition to the $500,000 we did enable changes be made to the club house design to increase the function space upstairs by the Board, these have cost PLDL $970,000 – we have not charged anything additional to the club for these changes.

Diane Wright –

I am concerned that we have given good consideration to protecting us through the construction of the course period, the concern I have is about the unexpected which may come about by us being required to vacate here by 1/10/16 and in the event the course at Wainui is not ready for us to be able to be play our golf at that stage.

What protection do we have ? I know it is a reasonable timeframe but there could be things that are not predicted that means we could be leaving here and not have a course to go to.

Patrick Kennelly –

At December 2013 meeting we told the meeting that one of the ways that this whole project was being funded was because PLDL had an agreement with Fletchers

So they have a guaranteed payment of a sum of money – so the construction seasons walked into each other - construction season and PLDL/FRL agreement, PLDL have to meet obligations.

Present indications are comfortable we will be off by then.

It is a risk we will have to take – PLDL had to be able to fund construction and meeting their obligations and part is that we agreed with them, and we did disclose at that meeting in December that they could have access from 1 October.

All indications from Grant and PLDL re club house construction have always felt that date would be comfortable.

Hugh Anderson –

Concerned over time the parameters changed, if there is shortfall can we be assured by the Board that funds are spent on the Golf Club and forget the Tennis Courts and the other bits and pieces if necessary. Was discussion amongst Board whether or not we have tennis courts – we will see what happens.

Gordon Trainer –

Re Tennis courts, you mentioned in your opening statement that you asked the stakeholders and made changes to club house that PLDL accepted cost of.

I am interest who were they because I was never asked about club house design and tennis courts ? What consultation you had with stakeholders? 

I am interested in understanding what work will the Board do in terms of preparing a 5 year financial plan so we understand what are going to be the costs of maintaining this new site what are the financial implications.

As members we want some assurance the Board will prepare some sort of 5 year financial plan for the post Wainui Financial Plan.

Patrick Kennelly – after the last AGM we found ourselves with no accountant on the Board and that came about after the election at the AGM last year. We seconded Wayne Hart for a brief time and now Gary Colhoun is working with a team of 4 members on it – they have had a number of meetings.

Gary is also working on the membership plan with assistance from Butch Mawdsley and Wayne Hart.

We are consciously aware of the need to get the plan out and what your sub is going to be when we get to Wainui.

We need to understand what our business is going to be out there and work out where our income is going to be coming from.

Karen Osborne replied to Stakeholders question –

The Stakeholders we contacted were randomly selected from our club database as well as a cross section of people in the local community and local businesses who were not golfers and asked what they would want from a venue in their area and what type of entertainment, activities and facilities would they like to take their families to in our area. 

I selected about 30 – 40 people, there was a wide range of replies, at the end of the day they all wanted the same sorts of things in a venue. 

I am sorry if I have offended you by not selecting you but it was just a random draw of people in our databases. 

Various business groups were approached and a template was given to them that went back to the Building committee.

Bruce Larmer –

We also took into account the questionnaire that was sent out to the members, however not a lot replied to that.

Mike Kinsella to Ben Langdon –

In the event we have to take action under our securities in respect of the contracts between PLDL, Fletchers and Peninsula Golf Club what would be the time and cost factors involved in achieving remedy under those securities.

Ben Langdon – are you talking about securities as they exist at the moment ?

Mike Kinsella – No – when we get the mortgage back and we get them to sign the sale and purchase agreement.

Ben Langdon –

Expecting PLDL default, you have to send out a breach notice, then a period after which send in receiver and they send the remaining monies under the mortgage – it’s not an overly time consuming process 30 – 60 days at $10,000. 

Then pay receiver - they manage process with a project development person there is considerable cost involved to get someone experienced – also other on-going costs. To step in and have a receiver appointed – the costs the receiver will charge will be considerable.

 Mike Kinsella

Considerable costs involved if PLDL default. The money is there but someone needs to do what PLDL are doing at the moment – you are going to want someone experienced in doing that for you.

Mike Kinsella- so there are substantial costs involved.

Ben Langdon –I don’t know what the receiver will charge you.

Mike Kinsella

Given the performance of PLDL to date I think that is a very legitimate question.

Patrick Kennelly –

We would have to take over PLDL’s job and manage the project – we would have to appoint someone to manage the Golf course construction and the club house construction paying an hourly rate that would be considerable – that is not a role as a Board we would want to take on.

Michael Newby –

Once the facility of $30 Million is in place why would we default on it – there is no reason to.

I’ve been on this job for nearly 5 years. 

I haven’t run away – always come back and turned up with outcomes on how to achieve it – so with $30 Million secured by Fletchers there is no reason to default.

Geoff Rodwell –

Mr Chair I do apologize - the minutes did not say the Board had taken due diligence so I apologize – what you did say was there was not risk.

Patrick Kennelly – thank you.

Patrick Kennelly –

Now ready to move to vote. You have the ballot papers and I suggest that’s what we do and that we now complete the ballot papers. I would like to appoint Jim Bremner and Launa Seddon as Scrutineers to account the votes.

We do hold 72 Proxy Votes as well so they will be added to the voting.

While the votes were being counted Stuart Reese addressed the members

Stuart Reese –

I stand before you as your representative to make sure we get the best possible golf facility that course we can.

It has been a labour of love, the original design was very impressive, a great piece of land and a great design by Grant Puddicombe.

I have been impressed watching Grant and his crew as they work and have the utmost respect for what Grant and his team has done.

This could possibly be the best golf course and best members club in the country.

I have taken friends, golf professionals, golf architects, I was out there when Bob Charles out there – everyone has said how impressed they are, how beautiful the land is and what a wonderful and marvelous facility.

It far exceeds anything most of you will imagine you would get.

I have the highest regard for Grant’s integrity and anything Grant Puddicombe tells you will happen – he truly believes it and you will get it.

Patrick Kennelly - thanked Stuart Reese for the time he has put into Wainui and its development and for working so closely and well with Grant.

Wayne Kidd –

Can the Board give an update on where the naming of the new course is at?

Patrick Kennelly –

Haven’t got to that yet but we hope in the next week or two to have a chance to look at it with the branding and marketing – that will involve some consultation with members.

Patrick Kennelly announced the voting results

177 for

24 against

8 abstained

The process forward is to meet with Ben and his firm, we will set a settlement date with Fletchers and PLDL.

The $500,000 will be paid to PGC on that date and at that point it is our expectation that things will go smoothly – the Board will monitor to make sure there is no blow out.

We thank you for coming out tonight , we thank you for your support – thank you very much

Moved to destroy the voting papers Peter Thomas/Gordon Trainer Carried

    There being no further business the meeting closed at 8:20pm.

   Minutes of 09.03.2015 Special General Meeting  (Go To Pages 42 to 49)

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11 March 2015

To the Members of PGC

At a Special General meeting on Monday 9 March 2015 the Members present (139) and by proxy (70) voted 177 For, 24 Against and 8 Abstained.

The Notice of Motion being carried and allowing the Board to enter into a further variation to the Original Contract for the sale of the Clubs land to PLDL.

The meeting heard addresses from the Board, Grant Puddicombe, David Halsey from Fletchers and Michael Newby from PLDL. In attendance was Ben Langdon a Director of Claymore Partners Limited the Club’s lawyers.

A number of questions were asked and answered of the panel.

While the votes were being counted Stuart Reese addressed the members on how impressed he is with the work being undertaken by Grant Puddicombe and his team and his view that we will end up with a great Golf Course.

This evening (Wednesday) the Board will sign the documents required to give effect to the transaction and settlement will occur this Friday being the 13th.

The Board wish to thank all of you who participated in the process.

The Board of PGC.

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PENINSULA GOLF CLUB

EXPRESSIONSOF INTEREST

The Peninsula Golf Club (PGC) is developing a new, world class golf and social destination at Wainui which provides a unique opportunity to the golf industry. 

PGC is seeking to appoint suitably qualified and experienced people to work alongside the Board, operating at both a tactical and strategic level, managing and continuously developing all aspects of the golf business. 

This will involve input into our strategic direction, providing exceptional customer service, identifying and realising sales and marketing opportunities and ensuring that revenues and profitability are maximised. 

This registration is seeking interest from individuals or consortiums interested in leading the golf operations areas of responsibility which may include any combination of the following..... 

- the golf shop, 

- providing services for the members’ club, 

- a golf academy, 

- marketing and retention strategies, 

- corporate, 

- community and school golf initiatives, 

- the driving range, 

- cart hire 

- and the facility’s administration. 

Requirements

Leadership attributes:

- People focused, able to influence, motivate, build teams, coach and mentor, with a ‘no problem’ mentality, and positive, strong interpersonal skills.  

Business acumen:

- Results orientated, decisive, plans and prioritises, willing and able to deliver change, experienced and credible in the industry, able to work at both strategic and tactical level, in touch with current trends/issues.  

Personal traits:

- Maturity of character, customer focused, good time manager, self‐motivated, creative: thinks outside the box, flexible, effective and natural communicator, strong presentation skills, logical thinker, pays attention to detail, uses initiative, confident and prepared to challenge, energetic.  

Qualifications and Experience:

- Experienced General Manager with sales and marketing experience and/or Class AA member of PGA or higher.

- Active Membership in appropriate professional organisations.

- Ongoing personal and professional development reflective of current and/or future role responsibilities.

- Understanding of how the operation of each of the following areas can impact on the golf business: Golf Club Administration (e.g. Membership, competitions, handicaps, Corporate Functions / Events (e.g. Golf days, tournaments); Practice/Teaching Facilities (e.g. Driving Range, teaching academy, individual/group coaching).

- Experience of yield management, budgeting, revenue forecasting, capital expenditure, stock management, marketing plans.

- Experience of attracting, retaining and working with sponsors.

- IT literate with experience of relevant software applications (PC and/or Mac) and computerised POS; Management systems/data storage and tee time systems.

- Experienced in writing business reports.

Deadline for expressions 12 June 2015 

Click here to view full description 

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Email Thursday  22/10/2015 1:33 p.m.

Hi everyone,

On Tuesday morning this week the board of PGC offered Reese Golf Ltd a contract for the golf services at the club's new course at Wainui.

Unfortunately Charlotte and I have rejected the offer and therefore will not be working at the new club.

The last 6 months have been very stressful for us, so in some ways it is a relief to have it all sorted.

We submitted a 2 part proposal to the board in April. The idea being if they rejected the first proposal, we would be happy to accept part 2 which was virtually a continuation of our current contract, with the obvious understanding that the new set up would be a much bigger operation.

Part 1 was a partnership with Richard Ellis of Pacific Golf Management which I believed and still do, would have been the best possible outcome for the club, both in terms of administration costs and in creating revenue for the club.

The board disagreed with that and we accepted that. 

This led in May to our position being advertised.

Considering the years we had been at the club and the goodwill with which we put forward our proposal, this was particularly painful and disappointing.

Late in August while overseas I received an apology from the board for their treatment of us and a confirmation that they wanted us to go forward to the new club.

We have accepted the apology and also the board's assurance that their contract draft, from their point of view, was the best possible deal for both sides. And, that they, as always, are acting in the best interests of the members.

From both a business and a personal perspective the board's vision differs from ours. 

So time to move on.

We will be working through our exit strategy with Karen and the board over the next few days.

However, those of you with credits and/or debts with us might want to think about sorting them out.

While we are still here we will continue to provide all the same services and if there is anything we can help with please don't hesitate to ask.

At this stage we aren't sure of our actual finishing date, but presumably it will be a couple of months away. 

We would like to thank you all for the last what will be almost 17 years. It has been an honour and a privilege to have been at the Peninsula GC.

We are extremely grateful to all who have supported us and can only hope that every one of you has enjoyed dealing with us in that time. 

Kind Regards

Stuart and Charlotte 

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Email- Board Update – Friday 23 October 2015

Reese Golf

By now you will have received an email from Stuart and Charlotte about their decision not to move with us to Wainui.

Stuart and Charlotte have contributed a great deal to Peninsula Golf Club over the last 16 years and we are sad to be losing them from our club.

Over the last 6 months the Board has been giving a lot of thought to the staff structure that will work best for Wainui. 

Our first step was to find a General Manager.

The next step was to turn our minds to the golf operations. We consulted with the NZPGA who had just completed an industry survey on roles, responsibilities and remuneration across NZ.

We also sought out information from clubs of a similar standard to Wainui to benchmark against.

A key pillar of our business plan for Wainui is to grow and maintain membership across all categories, particularly in those areas where we are currently under-represented such as mid-weekers, women and juniors.

We believe the role of the golf operations team is critical to this. 

We put a proposal to Reese Golf that provided financial certainty during the start up years as well as meeting the needs of the clubs business objectives.

Unfortunately as you now know Stuart and Charlotte have decided not to accept our offer as it is not the direction they want to take.

In the meantime Stuart has indicated that he is keen to continue with his contract as the club's consultant to the course developments at Wainui and we are pleased that he wants to see this through. 

He has played a very valuable role in looking after our interests during the construction of the course.

We understand this has been a tough time for Stuart and Charlotte as they have sensed the changes that the move to Wainui might mean to their current operating model. 

We would like to wish Stuart and Charlotte every success for the future. 

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Case Number: 2241 PENINSULA GOLF CLUB AGAINST THE AUCKLANDER Council Meeting MARCH 2012  A complaint by Patrick Kennelly, Chairman of the Board of the Peninsula Golf Club, against The Aucklander was not upheld, by a majority. Mr Kennelly had complained that an article breached principles of accuracy, fairness and balance, and of comment and fact. Background: On February 2 2012 The Aucklander published an article headed “Teed off over fairway”. It reported that the Peninsula Golf Course might soon be converted into ‘the site of little boxes on the hillside’ if plans to develop 500 houses on the site went ahead.  The paper had interviewed the CEO of the Hibiscus Hospice, built in 2008, and in their article stated that this was on land purchased from the Golf Club in 2004. The CEO was concerned that such a development would impact negatively on terminally ill people, as well as adding to existing traffic congestion, and that the sights and sounds of construction would ‘destroy the hospice’s peaceful environment’. She stated that the Hospice had not known of plans to sell the course, “and that’s disappointing. It would have been a factor in our decision to buy if we had known”.  A Hibiscus and Bays Local Board member was also cited as being concerned that strong opposition by his board had not been taken into consideration by the Auckland Council’s regional development and operations committee, who have accepted the re-zoning change for notification.  Auckland Council did not respond to requests for information, and the article does not include any information from the Golf Club itself.  Patrick Kennelly wrote to The Aucklander’s editor on 5 February claiming that the article published was defamatory of the Club; that the CEO’s quoted comment about non-disclosure was completely untrue, and that the journalist had made no attempt to contact the Club for a response. The Club had been actively involved in supporting the Hospice over the years, and was very disappointed with the article. The editor responded promptly, saying she would check with her journalist, and meanwhile had added some of his comments to the online version, giving Mr Kennelly’s opinion of the CEO’s comments.  Mr Kennelly replied that the sale of land to the Hospice had started in mid 2002, was signed off in late 2002 with delayed terms to suit Hospice, and was not finalised until 2004. Full payment was not made until May 2005. He argued that, in not seeking the Club’s input on the article and in publishing, without checking their correctness, the incorrect statements of the CEO (such as that the land was bought in 2004) fell far short of standards of fairness and accuracy, and a complaint to the Press Council would follow. Suggestions that the Club had acted dishonestly were particularly offensive when the Club had worked so hard to support the Hospice. The editor sent the draft of a follow-up apology, and offered to point readers to Mr Kennelly’s full letter of complaint online if he wished. Mr Kennelly responded with additional wording and a demand that the apology needed to be published on the front page, as the article had been. In its printed apology the paper issued an ‘unreserved apology’ to the Club for any implication that it had acted dishonestly, and acknowledged that comment from the Club should have been included in the article. This was run on 9 February, the next printed version of the paper.  The Complaint: Mr Kennelly sent a formal complaint to the Press Council on 14 February. It covered the details laid out above, and alleged breaches of the principles of accuracy, fairness and balance; and of comment and fact. Mr Kennelly also signed a waiver against any legal action against the paper or journalist. The Newspaper’s Response: In her response, the editor acknowledged shortcomings in the article, but suggested that the article did not, per se, allege that the Club had acted dishonestly. Regardless, the paper had published an amendment online to include the complainant’s comments and to correct the error regarding the land being sold in 2004, when it was 2002. The paper had dealt with the complaint rapidly, and doubted that the story has caused damage to the Club’s reputation. The Aucklander was not ‘creating or stirring’ the story, but reporting on a matter of great interest to local people. The editor reiterated that she had twice offered Mr Kennelly an opportunity to have his full complaint printed, both in print and online, but he had not responded. The paper had printed an apology swiftly. Further Comment from the Complainant: Mr Kennelly replied, reiterating his previous complaints. Despite having signed a waiver with regard to the publication of the article, his group still felt that the Club had been defamed. He felt that the story as written was one-sided and designed to stir the community’s interest in supporting the hospice’s opposition to the Plan Change Application. He concluded that the Press Council should draw to the journalist’s attention that truth and accuracy are important and that both sides should be considered.  Conclusion: The Council agrees entirely with Mr Kennelly that the published article was unbalanced and contained material inaccuracies. The paper should have sought the Club’s perspective in writing its article. The question is whether the newspaper’s subsequent actions were sufficiently remedial. The paper has already acknowledged its errors; it ‘unreservedly apologises’ to club members as it did not intend to portray the Club as being dishonest; and it corrected the online version, and published a letter on the matters raised the next time the paper was published in print. While viewing the imbalance and inaccuracy in the article seriously, the Council believes that the paper’s action, taken promptly and with due concern for the Golf Club’s position, was sufficient to avert the uphold decision that would otherwise have resulted. On this basis the complaint is not upheld by the majority of the Council.  Dissent: Barry Paterson did not support the decision as, in his view, the correction was inadequate. The comment attributed to the Chief Executive of the hospice inferred that the Golf Club sold land to the hospice knowing that it intended to sell the balance of the golf course for housing purposes and did not disclose such plans to the hospice. This was a false statement about the Golf Club to its discredit. The correction covered this point in a general way and did not identify the statement on which the apology was based. Further a correction, to be effective in the circumstances of this case, needed to be given reasonable prominence. The original article was a full page article and to blunt the effect of the inference the apology should have been given equal prominence and not placed at the end of an article headed “Your feedback: buses, bridges, berms and golf”. Press Council members considering this complaint were Barry Paterson, Pip Bruce Ferguson, Kate Coughlan, Sandy Gill, Penny Harding, Keith Lees, Clive Lind, Lynn Scott and Stephen Stewart. Chris Darlow and John Roughan took no part in the consideration of this complaint.

http://www.presscouncil.org.nz/display_ruling.php?case_number=2241