Royal Malta Golf Club Annual General Meeting - Thursday 29 th June - - PowerPoint PPT Presentation

Royal Malta Golf Club

Annual General Meeting - Thursday 29th June 2019

Agenda

1 Previous minutes 7 Appoint auditors for 2017 2 Chairman’s report 8 Election of BOM 3 Outgoing Captain’s report 9 Approve new Captain 4 Matters arising from reports 10 New Captain’s address 5 Auditors report 11 Transact any business 6 Approval of audited accounts 12 Resolutions

Chairman’s report – the course today

• Suffering from several issues due to a lack of preventative maintenance:-
• Poa annua infestation
• Mole cricket infestation
• Poor quality Bermuda sward at transition
• Badly maintained irrigation system
• Whole course in dire need of aeration and feeding

Chairman’s report – the course action plan

• Employment of seasoned ‘golf’ professionals
• 100% Bermuda grass cover going into the over seed
• Dedicated application of herbicides to all areas at pre and post emergence

stages to store eradication of Poa annua

• Major upgrades to irrigation to ensure complete water cover
• Aeration on greens, tees, fairways to alleviate current compaction

Chairman’s report – the business

Chairman’s report - deliverables

Chairman’s report - deliverables

Chairman’s report – thank you

Chairman’s report – modernising the RMGC

Resolution 17

• To approve in principle, the RMGC’s Course Development Plan. And,

in harmony with the RMGC Constitution’s fiscal parameters, to approve funding for Phase One of that plan.

Course Development Policy (CDP)

• Headlines
• Course re-routing and lengthening
• New USGA Greens
• 5 new tees
• 3,000m2 new fairways
• Irrigation upgrade
• Tree planting project
• Water quality project
• PV farm
• GEO certification

CDP – Course re-routing and lengthening

• Course par increases from 68 to 70 and harmonising card
• Extra 230+ yards on course length
• Removes dangerous crossovers 12/13, 14/15
• Delivers 2 loops of 9 AND 3 loops of 6
• Breaks up the trio of par 3’s on present front 9 (5,6,7)

CDP – new USGA Greens (and bunkers)

• 17 new on course USGA specification greens
• 5th green already built to USGA specification
• Average size of new greens 450m2 plus (current average 264m2)
• Increases pin options for 6 to 21 on each green
• 3 large turf nurseries built in 2019 to surface new greens

CDP – new USGA Greens (and bunkers)

• The benefits
• Year round grass cover – offering consistency and quality
• No greens closure for over seeding
• No loss in revenue (or tempers) during play on temporary greens
• Significant reduction in maintenance costs
• No greens closure for flooding

CDP - 5 new tees & 13 old upgraded

• Brand new tees on new 5th, 6th, 7th,8th and 12th (now 10th) holes
• New tees built with proper drainage and sand tops
• New tees will be ‘WHS ready’
• Positioning of new tees increases safety and flow of course
• All existing tees to get a levelling and makeover

CDP - 3,000m2 new fairways

• Establish new fairways for new holes – 5th, 6th (landing area), 7th, 8th

(landing area) and 13th (landing areas)

• Relaying of existing irrigation heads as required
• Planting of summer grasses as seed base
• Shaping and grading as required

CDP - Irrigation upgrade

• Present system installed in 1999/2000
• Current software and decoder system recently rendered

‘unsupported’ by Toro

• Migration of legacy system to new Toro Lynx system
• All new tees and greens to have new irrigation heads

CDP - Tree planting project

• Phase one – to replace vital trees that were taken from us either by

the Eucalyptus Cull or the February 19 storm

• To uproot and replant trees to facilitate the creation of the new holes
• To plant flowering trees, flora and fauna to beautify the course
• To plant oleander trees around the entire circumference of the course

CDP - Water quality/quantity/cost project

• Water remains a key issue for the RMGC
• Quality – chemical treatment applications and plant for salinity
• Quantity – upgrades to water distribution system to reduce

consumption

• Alternative energy to offset the current 35K per annum electricity

cost of pumping and distributing the water

CDP - PV farm

• Club has substantial unused roof space
• Current ‘cost’ of annual electricity (without mentioning harm to the

environment) is €50,000 per annum

• Eventual EU law will demand it
• GEO certification already calls for it

CDP – Project teams

• Project

Management

• Risk
• Finance
• Contracts &

Legal

• Environmental

CDP – phase one (2019)

• USGA design – 9 greens

€ 70,000

• Irrigation upgrade

€ 55,000 €55,000

• Various tree projects

€ 29,000 €29,000

• Phase one total

€154,000 €74,000

CDP estimate – phase two (2020)

• USGA design – 8 greens

€ 64,000

• Architects on site fees

€ 15,000

• Construction 9 greens, 5 tees, fairways,

€ 620,000 Phase two total € 699,000

CDP estimate – phase three (2021)

• Architects on site fees

€ 15,000

• Construction 8 greens

€ 480,000

• Phase three total

€ 495,000

CDP estimate – phase 4 (2022)

• Photo voltaic

€ 55,000 €55,000

• Water quality

€ 25,000 €25,000

• GEO certification

€ 15,000 €25,000

• Phase four total

€ 95,000 €95,000

CDP – estimated costs

• The course
• Greens/tees/fairways

€ 1,100,000

• Architects fees (design and on-site supervision)

€ 164,000

• Irrigation upgrade

€ 55,000 €55,000

• Various trees projects

€ 29,000 €29,000

• Water quality

€ 25,000 €25,000

• Photo voltaic

€ 55,000 €55,000

• GEO certification

€ 15,000 €15,000

• Total

€1,443,000 €179,000

Financing the CDP

• Phase one

From reserves

• Phase two

From reserves and CCS 2

• Phase three

From reserves and CCS 2

• Phase four

From reserves

CDP phasing and estimated costs

• Four phases

Phase one (2019) € 154,000 Phase two (2020) € 699,000 Phase three (2021) € 495,000 Phase four (2020) € 95,000 Total € 1,443,000

Funding sources CDP

693,000 750,000

Reserves CCS2

Phased funding sources CDP

Phase one Phase two Phase three Phase four Club Funds CCS2

CDP – business as usual

• Same undertakings as clubhouse project
• Day to day operations unaffected
• Emphasis on a robust business plan for day to day running of club
• Fees projected not to rise more than reasonable COL increase annually
• CCS to be amended to be more inclusive
• Capex for machinery et al as normal

CDP – the cost to you

€153.85 p.p.pa

Resolution 17

• To approve in principle, the RMGC’s Course Development Plan. And,

in harmony with the RMGC Constitution’s fiscal parameters, to approve funding for Phase One of that plan.

Resolutions

• A general modernisation of the RMGC Constitution with the focus
• n:-
• continuing the drive towards professional management of the club
• taking out all (nearly all) non-constitutional items
• creating the three sections properly

Resolution 1

• Resolution #1
• Rule 2.10 (Visitors) is redefined as follows:
• a) Visitors (as defined in Rule 2.2) who are not members of the MSC may play golf as a Visitor to

the RMGC on payment of green fees within a period of any 3 calendar months in a calendar year.

• b) Visitors (as defined in Rule 2.2) who are members of the MSC may play golf no more than 3

times as a Visitor to the RMGC on payment of green fees within any period of 3 calendar months in a calendar year.

• c) All Visitors may also play as Guests (as defined in Rule 2.2) as stated in Rule 2.12.
• Justification: Bye-Law #2 was approved by BOM on 19/2/19. It must now be approved by the

members at the AGM and be incorporated in the Constitution, in a Policy or be dismissed.

• This brings the RMGC definition of a Visitor into line with the MSC definition and encourages

regular visitors and those non-residents with accommodation in Malta to become members of the RMGC.

Resolution 2

• Resolution #2
• Modify Rule 6.3.9. The Chairman of MSC shall no longer hold the

position of Honorary President of the RMGC. He has the right to attend but may not vote at meetings of BOM or any Committee.

• Justification: We have an Honorary Patron and have no role for an

Honorary Chairman.

Resolution 3

• Resolution #3
• Delete Rule 6.4.3 which demands that the agenda of each

regular monthly meeting of the BOM and associated minutes be sent to the MSC Secretary.

• Justification: These requirements reflect MSC Rule 18 that

Minutes of their Committee Meetings be sent to Ancillary Clubs. Neither RMGC nor MSC has complied in recent years.

Resolution 4

• Resolution #4
• Update Rule 9.4. 1st paragraph now updated to read: ‘provided

they conform to Policy #9 which covers ‘Use of the Clubhouse’ including Dress Code and add bullet point:

• e) Members of the MSC.
• Justification: This reflects current practice, makes better use of our

clubhouse and should improve the social atmosphere.

Resolution 5

• Resolution #5
• Change Rule 7.3 Finance Committee (Composition & Responsibilities) to Treasurer (Role &

Responsibilities.

• The role and responsibilities of the current Finance Committee are now adopted without change by the

Treasurer, namely:

• The principal role of the Treasurer is to review, consult about and advise upon the financial

management and affairs of the RMGC on behalf of the membership. The objective is to ensure that the RMGC’s money is spent prudently and appropriately in accordance with the wishes of the majority and the

• bjectives of the RMGC. Specifically:
• a) To review the financial management and accounting procedures, systems and controls of the RMGC
• b) To give advice to the BOM as required; and to raise issues of relevance and concern with the BOM
• c) To review and comment upon the management and statutory accounts, the annual budget, income

and cash flow issues and the fee structure

• d) To represent a view on behalf of members on significant financial issues.
• Although the Treasurer is not a member of the BOM and has no management authority, he is responsible for

enquiring and raising issues of concern on behalf of the membership with the BOM and the RMGC auditor.

Resolution 5

• Justification: With the impending resignation of the current Treasurer, the

BOM wants Members to elect a new Treasurer who is independent of the

• BOM. Meanwhile, the current Finance Committee is short of members and

no longer acts as a committee – rather providing individual expert advice

• n a (free) consultancy basis to the BOM. The new Treasurer will be able to

call on this expertise as required.

• [Note that if this change is approved at the AGM, an election process for

the new Treasurer will be drafted for approval by Members at the Budgetary EGM in November 2019 which, hopefully, will lead to the election of a Treasurer for a period of 3 years at the AGM in 2020. Meanwhile the BOM will appoint a Treasurer for an interim period of 1 year after this AGM as a Bye-Law].

Resolution 6

• Resolution #6
• Change Rule 6.3 – The Board of Management (Composition and Election).
• Rule 6.3.1 currently states:
• The BOM shall consist of seven Full Members including the Club Captain (ex officio). The

RMGC General Manager, who does not have a vote on the BOM, acts as Secretary.

• Proposed changes:
• The BOM shall consist of five Full Members plus the Club Captain (ex officio). The General

Manager will be expected to attend all meetings but does not have a vote on the BOM.

• Delete references to Treasurer in Rule 6.3.3
• Justification: Reducing the size of the BOM from 7 to 6 provides the opportunity to

appoint a Treasurer who is independent of the BOM. The BOM will appoint a Secretary under Rule 6.3.5.

Resolution 7

• Resolution #7
• Update Rule 5.1(b) AGM Business which currently states:
• Receive from the Chairman of the BOM a report on the general condition of

the course and progress of the Club during the preceding year.

• Proposed change:
• Receive from the Chairman of the BOM an update on the Club’s 5-Year

Capital Expenditure Plan, a report on the general condition of the course and progress of the Club during the preceding year.

• Justification: Provides members with the opportunity to discuss and

approve the 5-Year Capital Expenditure Plan. There may not be that

• pportunity if there is no Budgetary EGM – see Resolution #8.

Resolution 8

• Resolution #8
• Change Rule 5.4 to state that:
• The BOM shall call a Budgetary EGM in November each year only if the cost of any individual item or project identified in the Capital Expenditure Plan

• If no Budgetary EGM is required, the BOM will prepare an annual budget by the end of November for the forthcoming year which will be sent

• This budget will include, but will not be limited to:
• a.

• b.

• c.

• d.

• If there needs to be a Budgetary EGM, the budget will be presented to members for their approval at that meeting; otherwise it is deemed to be

• Justification: The BOM wants to provide a broad explanation and understanding of the Club’s finances as well as the results and outcomes of the

Resolution 9

• Resolution #9
• Update Rule 6.5.4(b) to increase the size of projects and items of expenditure in the 5-year

Capital Expenditure Plan presented to members for approval at a General Meeting.

• Current wording:
• To prepare a rolling 5-year capital and major project expenditure plan identifying individual items

which, together with associated project revenue costs, cost in excess of €40,000 and, in the case of the first year for inclusion in the budget for that year, in excess of €20,000, to be presented to members for approval at the Budgetary EGM in November each year.

• Proposed changes:
• Excess limits of €40,000 and €20,000 changed, respectively, to 8% and 4% of latest audited annual

turnover

• Justification: The €40K limit was set in 2004. The Club’s turnover is now some 3 times higher. This

limit has been increased to reflect cost increases over 15 years in line with the maximum specified in Rule 6.2.4(i), as updated in Resolution #10, beyond which members’ prior approval is

• required. The lower first year limit remains at 50% of the 5-year limit.

Resolutions 10 & 11

• Resolution #10
• Change Rule 6.2.4(i) to replace ‘exceeds €100,000’ to ‘exceeds the

limit imposed in Rule 6.5.4(b)’.

• Justification: Establishes common limit beyond which members’ prior

approval is required.

• Resolution #11
• Change Rule 5.4(d) to replace ‘in excess of €40,000’ with ‘in excess of

limits imposed in Rule 6.5.4(b).

• Justification: Establishes common limits beyond which members’

prior approval is required.

Resolution 12

• Resolution #12
• Change Rule 7.2 Captain’s Committee (Composition and Responsibilities) to

state:

• The Captain’s Committee will consist of the following 5 permanent members:
• Heads of the Men’s, Ladies’ and Junior’s Sections, Competitions Secretary and

Handicaps Secretary. The Club Captain is Head of the Men’s or Ladies’ Section.

• The Ladies Section is established as a sub-committee of the Captain’s Committee

with its own constitution covering its own General Meetings and regular sub- committee meetings. Should the Club Captain be Head of the Men’s Section, Full Members of the Ladies’ Section will elect a Lady Captain to be Head of the Ladies’

• Section. The other permanent members and a maximum of two ad hoc members
• f this Committee are appointed by the Club Captain.

Resolution 12 cont.

• Men’s and Juniors’ Sections will be established as sub-committees of the Captain’s Committee.
• The Heads of Sections ensure that Disciplinary Matters are handled in line with Policy #15 and that

competition funds and out of pocket expenses are managed and reported diligently.

• The Heads of Sections may form sub-committees as required to assist in the running of their

Sections by contributing to the following specific responsibilities delegated to the Captain’s Committee by the BOM:

• Maintaining the Fixture List on the RMGC website in consultation with the General Manager
• Organising Competitions and Course Set-Up in consultation with the General Manager and Head

Green Keeper

• Maintaining Competition Rules on the RMGC website in line with Policy #17
• Maintaining Handicaps in line with the Rules defined on the RMGC website
• e.

Handling Competition Funds in line with Policy #11

• f.

Sourcing Competition Prizes in line with Policy #12

• g.

Ensuring that Sponsorship is handled in line with Policy #13.

Resolution 12 cont.

• The Committee shall meet at such times and dates as it may determine, provided

that there shall be a Committee Meeting held at least once in every calendar month with the exception of the month of August. Three members will constitute a quorum.

• Minutes of the proceedings will be duly signed and posted on the Club notice

board within 14 days of their approval and will be kept by the Club Secretariat.

• Justification: As stated in Rule 6.2.3, the BOM is specifying the responsibilities it

has delegated and wants to reduce the size of committees and the demands on the time of volunteer members by introducing more professional management and administration through the Club Secretariat.

Resolutions 13 & 14

• Resolution #13
• Remove Rule 7.2.1 Ladies Section (Composition & Responsibilities).
• Justification: Now covered by Rule 7.2 – provided that Resolution #12 is approved.
• Resolution #14
• Update Rule 9.5(b) to state after 3rd Sentence:
• If no competition is scheduled on a morning reserved for competitions administered by

the Ladies’ or Men’s Sections, tee times can be booked exclusively by the respective Section’s members through the Office from 2 weeks before the relevant day. Remaining available tee times will be opened for general booking by all members and/or visitors from noon 2 days before the relevant day.

• Justification: Rule 9.5(b) was updated by BOM as Bye-Law #1 on 18/7/18 to allow social

golf to be played on Members’ Competition mornings. It must now be approved by the members at the AGM and be incorporated in the Constitution, in a Policy or be dismissed.

Resolution 15

• Resolution #15
• Change Rule 9.5(b) which currently states:
• Saturday mornings are reserved for competitions administered by the Men’s Competition Secretary with a

maximum of 2 additional tee times being reserved after the Men’s competition for competitions administered by the Ladies’ Competition Secretary. Thursday mornings are reserved for competitions administered by the Ladies’ Section. By invitation from the respective Competition Committees, from time to time, mixed competitions may be held on either Saturdays or Thursdays.

• Proposed change:
• Friday mornings are reserved for competitions administered by the Ladies’ Section. Saturday mornings are

reserved for competitions administered by the Men’s Section. A maximum of 3 additional tee times being reserved after the Men’s competition for competitions administered by the Ladies’ Section. By invitation from the Competition Secretary, mixed competitions may be held on Friday or Saturday mornings and on Thursday afternoons in the Summer out of season.

Resolution 15 cont. & 16

• Justification: This simplifies and reduces the cost of preparing the

course for competitions, frees up Thursday morning for Members and Visitors, removes the disruption of Ladies competitions by course maintenance and ensures that the course is better prepared for Ladies’ competitions. An extra tee time is made available if required

• n Saturday mornings for Ladies to play their competitions if they are

now unable to play on Fridays.

• Resolution #16
• Change Rule 9.5(c) Thursday to Friday if Resolution #15 is approved.

Resolution 15 – Dix/Holland Amendment

• 1

Friday mornings are reserved for competition administered by the Ladies Section until 11.00 am

• 2

If the Ladies Section grows then 11.00 am will be reviewed

• 3

All changes to the Ladies Section playing times and days are on a trial basis to be reviewed in January 2020

Resolution 15 – Stahl amendment

• Change latest proposed wording for Rule 9.5(b) to state after 1st

sentence: ‘A minimum of 6 additional tee times being reserved on Fridays after the Ladies’ competition for competitions administered by the Men’s Section’.

• Justification: This mirrors the requirement that Ladies have a

minimum of 3 additional tee times on Saturdays after the Men’s competition.