In 2016 the St Georges Basin Country Club (SGBCC) amalgamated with the Vincentia Golf Club (VGC). SGBCC assumed all VGC debts ($1.3m) and gained control of the club, clubhouse and land (valued at >$20m). Both parties signed a Memorandum of Understanding, and the SGBCC agreed to 'revitalise', 'promote' and 'invest' in Vincentia.
They have not done this.
Poor Board leadership, lack of accountability to members, together with failure to meet appropriate standards of consultation and transparency, has resulted in numerous misconceptions and errors disseminated throughout the Shoalhaven community and beyond.
The Board now seems intent on adding unlawful conduct to its repertoire (vis a vis its Corporations Law obligation to provide a members register on request). FoVGC Inc believes it essential that the following FACTS are documented and shared with the broader community.
VGC was not dead in the water before amalgamation in 2016. The Club was able to meet current costs (including loan interest) but not undertake necessary refurbishment nor reduce loan principal.
The SGBCC and VGC Boards agreed on a strategy to realise the potential of the VGC business and detailed this as legally enforceable obligations in the Amalgamation MOU (which is an enduring Deed).
The members of both clubs agreed on the Amalgamation, and SGBCC assumed responsibility for the community and member obligations associated with operating a registered club in Vincentia, as well as the development obligations stipulated in the MOU.
Performance of the VGC enterprise improved until December 2020, noting some progress in meeting MOU development obligations, and notwithstanding significant operational challenges, the Board reported 2020 YTD results with a net profit for the VGC business.
Under new management from January 2021, in better trading conditions with no extraordinary expenses but apparent cost shifting from the St Georges Basin business unit, the full year result for VGC was a net loss of ~ $300K!
The SGBCC Board narrative also changed in 2021, from previous expressions of confidence in VGC to expressions of concern, and the Board sought negotiations with developers to dispose of part of the VGC course.
From 2021, the SGBCC Board rejected or ignored numerous offers by member groups (including VGC golf sub-clubs) to assist the Board to address claimed concerns regarding VGC performance.
In December 2023, the SGBCC Board advised their intent to develop a small part of the VGC course during a farcical presentation of a thoroughly discredited consultant’s report on VGC dated August 2022. While an Executive Summary of the Tully Heard report (complete with absurd conclusions) are posted on the SGBCC website, a few members were able to obtain and analyse copies of the full report. The flaws (errors and unsubstantiated assertions) in the report would be readily apparent to any competent reader, with the report based on poor methodology, lack of extensive consultation with members and guests of VGC, and collection of little local and accurate data.
Since 2020, while VGC revenue increased by 38% (45% at the Basin), costs attributed to VGC increased by >70% (25% for the Basin), notwithstanding negligible investment in development VGC and ongoing refurbishment of the St Georges Basin clubhouse. Thus, the real problem seems to be deceptive and inaccurate cost apportionment rather than patronage (note that departmental results are not audited).
The ‘eminently viable option’ in terms of a Resolution to support a large Seniors Living Development was put to members in August 2024, together with an attempt to intimidate members with a threat to close VGC if the resolution was not supported. The SGBCC Board rushed to present this resolution, ignoring community concerns that the supporting information was unethically imprecise and failed to meet the threshold specified in Supreme Court legal precedent for equivalent resolutions (and the Board was apparently aware of the precedent)!
The Extraordinary General Meeting held on 25 August 20204 was well attended by members who expressed numerous concerns, which the SGBCC Board were unable to address. This experience replicated earlier Developer consultation sessions, where Board members were unwilling or unable to candidly explain their advocacy of the proposed development. Very few members spoke in support of the proposal. When the resolution vote was called, unconvinced members refused to be intimidated and voted overwhelmingly to reject the proposal. Other members were so disgusted at the Board’s management of the resolution that they walked out of the meeting without voting.
In frustration, FoVGC Inc. is proposing to change the SGBCC Board composition to realise a future Board which:
A. Respects its accountability to ALL members, and complies with the direction by members to the Board for the proper administration of the SGBCC as detailed in the Club Constitution;
B. Acts lawfully, professionally and ethically, with appropriate standards of transparency and consultation to realise the objects of the Club;
C. Demonstrates the competence and skill to produce and then implement a published business strategy and plan; and
D. Candidly apprise members of progress in achieving this plan.
This aspiration of business sophistication is entirely appropriate for an Australian Company (as our club is) with annual revenue exceeding $20M and assets exceeding $30M.
THE FINANCIALS: A SUMMARY
We also present the following financial information regarding the Vincentia Golf Club precinct (per the published accounts).
Gross Revenue
Revenue increased year on year, apart from the COVID-impacted period which affected the SGBCC’s business as a whole.
FY 2024 FY 2023 FY 2022 FY 2021 FY 2020 FY 2019 FY 2018
1,999,220 2,035,767 1,612,631 1,695,608 1,379,521 1,695,920 1,485,799
Net Revenue
FY 2024 FY 2023 FY 2022 FY 2021 FY 2020 FY 2019 FY 2018
930,499 983,019 712,406 683,056 695,939 854,273 726,377
These results were achieved despite little or no promotion of the VGC precinct, with no signage to assist the expanding tourist trade to find the club. In fact, the contrary is true; where well-supported events from past years were either discontinued or moved to the SGB precinct, and in October of this year even the ever-popular Bamboo River Restaurant was relocated to the SGB clubhouse.
Expenses
Wages and 'on costs' is one of the largest of the expense items.
For the first 3 years, wages were fairly static, around half a million dollars per annum, and VGC operated at a profit.
Then in 2021, the wages allocation increased to $791,107 (despite a reduced working week for much of the year).
In 2022, wages increased to $886,870 (despite both a reduced working week and a two-month COVID-related club closure).
Then again in 2024, despite the VGC being closed for 2 days a week for much of the financial year, the allocated wages figure increased again to $954,548.
FY 2024 FY 2023 FY 2022 FY 2021 FY 2020 FY 2019 FY 2018
954,548 995,841 886,870 775,339 458,782 601,907 518,011
The above financial comparison across seven years of operation highlights increasing revenue BUT offset by ever increasing wages and other allocated, but not necessarily actual, expenses!!
interested in digging deeper?
Here’s some articles that provide greater detail about the status of Vincentia Golf Club along with several financial analyses.
SGBCC Ltd Financials for 2023-24 Simplified (19 November 2024)
No response from SGBCC Board re 23rd October legal letter (12 November 2024)
Vincentia Golf Club - Background & Current Situation (22 October 2024)
The cost of keeping VGC closed (6 November 2024)
Losing our Golf Club and Social Connectedness (9 October 2024)
FoVGC tables 'Alternative Scenarios' document at CC Board meeting (13 September 2024)
The Country Club closes Vincentia Clubhouse & Golf Course (29 August 2024)
Information Memorandum for General Meeting and Financial Viability (19 August 2024)
KEEP IN TOUCH & STAY INFORMED!!
A copy of this Facts handout can be downloaded here.
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