Merger Update from Chairman Kevin Greaves

Sandhurst Golf Melbourne North Course

An update on the merger offer recently made to Rossdale Golf Club

Dear Members,

Further to my recent communication regarding the merger offer to Rossdale Golf Club (RGC), I can advise that Club Board representatives recently met with the RGC Board. The offer was discussed in detail, clarifications were made and some further offerings presented to facilitate a possible merger. They are summarised as follows

1. Free trial Sandhurst membership for RGC Members for the period up to and ending 28 February 2017. This would enable RGC members to experience the   benefits of playing on our courses and utilising its additional services so if required an informed decision could be made;

2. Trial the use of a bus to transport RGC members to Sandhurst Club on days of high activity.  If the merger was to proceed a bus would have been purchased in accordance with the initial letter to RGC dated August 23, 2016;

3. Confirmed that the legal advice taken to date would allow the free subscription membership as per the offer document;

4. Confirmed that the legal advice had been taken prior to the Offer Document being issued to RGC Board and Sandhurst members; and

5. Confirmed that Sandhurst Club had capacity for the RGC members to play on our courses

We have been advised by the RGC Board they have declined the offer and the extensions above. However, they have informed that this is not to say the offer will not be appropriate at a later date.

Consequently, the RGC Board were advised that the financial viability of a merger at a later date would need to be reassessed and that the current offer the Club had made would expire on 28 February 2017. The financial modelling completed by the Club to formalise the offer which was anticipated to be implemented prior to end of the current membership year (February) was based on the known facts at the time and any further offers would need to reassess this information and adjust the offer accordingly.

The Club Board and management will continue with a multi-pronged approach to achieve and maintain financial viability by pursuing any potential viable merger and/or amalgamation and members will be kept informed as and when factual information relating to any merger is known and can be released.

Regards,

Kevin.