Ngan Anh Trading and Tourism J.S Company (hereinafter referred to as the Ngan Anh Company) which is the owner and manager of Doson Seaside Golf Club (hereinafter referred to as the Club) located at Ngoc Xuyen Ward, Do Son District, Hai Phong city. The Club consists of an18-hole golf course, a clubhouse, a driving range and subsidiary facilities to serve members and golfers. Ngan Anh Company has created a “Doson Seaside Golf Club” program as a part of the Doson Golf Project to manage and issue categories of “Membership” with certain rights and privileges for its Members therein. Ngan Anh Company deems it appropriate to promulgate “The Charter of Ruby Tree Golf Resort” as follows:
Section I: general description & definitions
General Description
The name of the Club is “Doson Seaside Golf Club” which shall consist of an international 18-hole golf course, a clubhouse, a driving range and related facilities. Use of all such facilities by Members and Golfers are subject to the Rules and Regulations of the Club.
Doson Seaside Golf Club is being created in three stages:
- Stage 1: The first 9 holes, driving range and subsidiary facilities open in December 2008.
- Stage 2: Construction of all 18 holes and subsidiary infrastructure is expected to be complete by the end of 2009.
- Stage 3: The first class Clubhouse with modern facilities and luxury services is expected to begin operation in 2010.
Article 2.0 Definitions
2.1. “Company” means Ngan Anh Trading and Tourism J.S Company which has the Business License No. 0103001126 issued by the Business Registration Office, Hanoi Department of Planning and Investment on 10th June 2002, to be the owner and developer of Ruby Tree Golf Resort which was approved by Hai Phong People Committee about the project of constructing Doson18-hole international golf course at Ngoc Xuyen Ward, Do Son District, Hai Phong City.
2.2.“Project” means the investment project of constructing an international standard golf course at Do Son district, Hai Phong city including a 18-hole golf course, a clubhouse, a driving range, villas and other subsidiary facilities.
2.3.“Founders Ownership” means legal investors who have shares of the Ngan Anh Trading and Tourism Joint - Stock Company.
2.4.“Members” are persons or companies who have joined the Doson Seaside Golf Club, completed all procedures to register as Members of the Club and have been issued Membership cards according to the regulations.
2.5.“Membership card” is what certifies that its holder has rights and privileges as a member of the Club after completing all procedures of joining the Club.
The Membership card has different terms depending on its category which is indicated clearly on the card. The Membership can be upgraded or have its validity extended according to company policy.
2.6. “Membership” means the ownership of certain rights and privileges associated with the use of the golf course, Clubhouse and other facilities as stipulated in the Membership Charter and can be amended periodically.
2.7.“Management” means the persons or legal entity appointed by the Company, having the responsibility to enforce the Rules and Regulations of The Club, and having the duty to manage and carry out the daily operation of the Club and ensure that The Club is operating according to its objectives.
Section II: OBJECTIVES OF THE CLUB
Article 3.0: Objectives of the Club
3.1.To develop the operation of an international standard 18 hole golf course and services for members and golfers.
3.2.To promote high standards of conduct and behavior among Members and golfers, and to create an excellent environment for the conduct of business and social relations among Members and guests from around the world.
3.3.To provide an ideal environment for recreation and relaxation within the Club facility which is healthy, safe, and promotes the welfare of its members and golfers.
3.4. To build the club into a well established facility so that Membership increases in value and holds that value into the future.
Section III: management of the club
Article 4.0 Management Policy
The operation and management of the Club shall be under the control of the Company through the Company Leader who appoints a Manager, other professionals, and technical staff to the Club. The Members can communicate their ideas and suggestions to the Manager. The Company Leader will give consideration to all suggestions and form a conclusion based on company policy and the good of the Club.
Section IV: membership
Article 5.0 Membership and Membership Categories
5.1According to the Membership Application of persons and companies who have a request for Membership, the Club promulgates following membership categories:
- Honorary Member and Honorary Membership;
- Complimentary Member and Complimentary Membership;
- Individual Member and Individual Membership;
- Corporate Member and Corporate Membership;
- Associate Member and Associate Membership;
- Floating Member and Floating Membership.
5.2The Club will issue additional Membership categories to conform to each development stage of the Project.
5.3“Honorary Members” are persons who satisfy the Company’s criteria and conditions for Honorary Membership and are invited to join the Club with an Honorary Membership.
Honorary Membership is characterized by limited or non-limited term per the Company Leader’s decision, non-transferability, and having to pay annual dues as Individual Membership.
Honorary Member’s spouse is considered as Associate Member, but not applied for their children under 18 years old.
5.4“Complimentary Members”are persons who satisfy the Company’s criteria and conditions for Complimentary Membership and are invited to join the Club with a Complimentary Membership.
Complimentary Membership does not pay green fees but must pay maintenance fee upon each time playing or pay all annual dues one time/ year.
Complimentary Membership is characterized by limited term as the Company Policy, non-transferable, and is not eligible to have Associate Members.
5.5“Individual Members” are persons who have registered for the Club’s Individual Membership and received the approval from the Company Leader.
Individual Members are issued an Individual Membership and are entitled to enjoy all privileges stipulated in the Membership Charter
5.6“Corporate Members” are organizations which have formally registered for the Club’s Corporate Membership and received the approval from the Company Leader.
One unit of Corporate Membership provides membership rights privileges for one to three persons (Corporate Nominees) who are selected by the corporate membership’s owner.
Corporate Members are issued a Corporate Membership and are entitled to enjoy all privileges as regulations of the Charter outlined herein
5.7 “Associate Members” are persons who are Member’s spouse and children under 18 years old. Associate Members have had the proper annual dues paid so that they are entitled to the use of all public facilities and privileges as regulations of the Charter outlined herein.
5.8“Floating Members” are granted to Corporate Members but nominee names are not showed on the Membership cards. Floating Membership users can be changed to different players for each time playing. Using floating Membership is subject to regulations of the Charter.
5.9“Period of Validity” of Individual Membership, Corporate Membership, Floating Membership is 25 years from 20th December 2008 to 19th December 2033. All Membership rights and ownership cease to exist beginning of 20th December 2033.
Once the Membership has expired, the Member can extend Membership by purchasing a new Membership at that time.
5.10“Member’s Guest” is anyone brought to the Club by a Member, who must be accompanied by the Member at all times and be subject to applicable provision in Article 8 - “Code of Conduct” of this Charter.
5.11“Golfer” is a person who does not own the Club Membership but has permission to visit the Club under certain pre-approved arrangements between the Company with hotels, tour operators, golf tournaments or the Company Policy.
5.12“ Joining fees” and the related terms and conditions thereof are set forth in Appendix A “Table of Joining Fees of Doson Seaside Golf Club” which is a part of Policy for joining Doson Seaside Golf Club. The Company Leader can change this Table appropriately periodically without prior notice.
5.13 “Annual dues” is a normal fee for the Club to use to maintain the golf course, repair and replace old and broken machinery, buy necessary equipment … to ensure the best golf course conditions for all Members and golfers.
Annual Dues are promulgated in detail in the “Table of Annual dues” and “Regulation for paying annual dues” of Policy for Annual dues of Doson Seaside Golf Club, which is enacted and amended periodically without prior notice by the Company:
- Annual dues for Honorary, Individual and Corporate Membership are collected yearly.
- Annual dues for Floating Membership is applied at active status and collected yearly.
- Annual dues for Complimentary are collected in each time playing
Article 6.0 Membership Application
6.1 Application for Membership and acceptance of any applicant as a Member shall be in accordance with the procedures prescribed by the Company.
Article 7.0Member’s Rights & Responsibilities
7.1Member’s Rights
- Have the right to use all public facilities of the Club in accordance with the Rules and Regulations of The Club.
- Members do not pay greens fees.
- Have the right to bring guests to the golf course in accordance with the Rules and Regulations of the Club.
- Have the right to change their playing status during January of each year.
- Have the right to transfer their Membership to another individual or corporation providing the transfer fee of 15% of the current Membership value and related fees are paid in full.
- Be protected by the Rules and Regulations of The Club
- Enjoy a peaceful and comfortable atmosphere that is free of excess noise, distraction, or unruly behavior.
- Be entitled to preferred Tee Times.
- Be entitled to issuance and maintenance of a handicap once 18 holes are operational.
- Have the right to give their ideas and suggestions to the Manager
7.2 Member’s Responsibilities:
- Pay annual dues fully as the Club’s regulations periodically.
- Have the responsibility to adhere to and implement the Rules and Regulations of The Club and to follow Manager’s direction while at The Club.
- Accompany their guests at all times and have the responsibility for the behavior of their guests while at The Club to ensure that the guests follow the Rules and Regulations of the Club
Article 8.0 Code of Conduct
8.1Should a Member display any of the following behavior, depending on the level of seriousness, the Company reserves the right to temporarily suspend or terminate his/her Membership.
8.1.1Violating the Club’s Rules & Regulations.
8.1.2Damaging or stealing Club property.
8.1.3 Failing to make annual payment as stated in Article 7.2 before 30th September yearly.
8.1.4 Failing to respect and implement the Member’s responsibilities.
8.1.5 Other reasons considered appropriate by the Board of Directors of the Company.
Article 9.0 Transfer of Membership
9.1 Membership can be transferred to another Individual or Corporate entity. All transfers require the approval of the Company Leader and must follow the specified procedures regulated by the Company. Transfer cannot be completed unless the Transferor clears fully his outstanding debt to the Company.
9.2 If the Company Leader approves the application stated in Article 9.1, and after the Transferee pay fully Membership Transfer fee as fixed by the Company regulations, the Company shall provide a membership card, a copy of Charter, Rules and Regulations of the Club for new Member.
9.3 The Transferee shall be entitled to receive all privileges and responsibilities of the Transferor.
Article 10.0 Change of Nominee of Corporate Membership
10.1 For managing the Club Membership when the nominee of Corporate Membership retires or changes task, the corporate Membership owner must inform the Club of the change of nominee and provide all information and related documents of new nominee.
After receiving the approval of the Company Leader, the owner of corporate Membership must pay change fee and other related fees as the Club’s regulations, and then be issued a Membership card.
Article 11.0 Termination of Membership
11.1 Membership may be terminated, at the absolute discretion of the Company, upon any one of the following:
a. Membership transferred
b. Member’s death
c. Member violating the Rules and Regulations of the Club
d. Dissolution of the Corporate Member
e. Acceptance of the Club’s request for resignation.
11.2 The Company has full power to allow the terminated Member under Clause 11.1 b., d., to transfer his/her Membership provided the transfer are satisfied under Article 9 of this Charter.
Article 12.0 Death of a Member
12.1 In case of the death of an Individual Member, the Company shall facilitate the transfer of the Membership to his/her heir, unless other provision had been made beforehand by the deceased Member.
The heir shall submit a request of transfer of Membership together with Membership card, the certificate of Membership and other related documents to the Company Leader.
If having the approval of transfer, the heir shall pay 50% of the Membership Transfer Fee as established by the Company.
12.2 If there is more than one heir, only one heir shall be entitled to the Membership.
12.3 The request of transfer of Membership stated in Provision 12.1 shall be made within one year from the time of the death of the Individual Member.
12.4 If the Membership stated in Provision 12.1 is not claimed by the heir within 1 year, the Membership shall be deleted without further claim for recovery.
The Charter of Do Son Golf Resort is approved by Ngan Anh Trading and Tourism JSC and is promulgated publicly at the Club, Website and sent to all Members.
The Charter can be supplemented and amended as the decision of the Company Leader in accordance with the stage and development of the Club
This Charter consists of 4 Sections, 12 Articles, 41 Clauses approved by the Company Leader of Ngan Anh Trading and Tourism JSC on 1st December 2008
Ngan Anh Trading and Tourism JSC
On Behalf of Board of Directors
Chairwoman
Nguyen Thi Nga