GAMTOOS MOUTH HOME OWNERS ASSOCIATION NPC 

(Registration Number 1999/0011483/08) 

("Association" or "GAMHOA") 

ANNEXURE “A” 
TO THE AGENDA FOR THE ANNUAL GENERAL MEETING OF 
GAMHOA TO BE HELD ON 30 NOVEMBER 2019 

Proposed resolutions relating to the possible amendment 
of 
GAMHOA’s Building 
Code of 
Practice 
(“Building Code”) 
to be 
discussed and 
proposed 
at 
the Annual 
General Meeting of GAMHOA to be held on 30 November 2019 

1. Background 
1.1 In terms of Article 8.1 of 
the 
Association’s Memorandum 
of 
Incorporation 
(“MOI”), 
the Directors may, subject to any restriction imposed or direction given at a 
general meeting of the members of the Association, make Rules in regard to, 
inter alia, the architectural standards and design, the building materials and 
aesthetics, the positioning, etc of all buildings and structures in the Township (as 
more fully set out in Article 8.1 of the MOI). 
1.2 In terms of Article 8.1 of the MOI, the aforesaid Rules shall be incorporated in a 
Building Code of Practice which shall form part of the Rules of the Association. 
Pursuant to the aforegoing and the applicable approvals for the development, the 
Association has an 
existing 
Building 
Code of 
Practice 
(“the 
existing 
Building 
Code”). 


1.3 Over the period of the development and for various reasons, certain provisions of 
the existing Building Code have become redundant, various commentaries have 
been issued, various departures have been granted, various interpretations have 
been made, building materials have changed and/or developed, security has 
become more of a concern, etc. 
1.4 The Directors of the Association, in consultation with some Members and the 
applicable competent 
authorities and after 
discussions at previous AGM’s, 
have 

considered the possible amendment of the existing Building Code for some time 
to, inter alia, clarify and update the Building Code, to incorporate applicable 


commentaries and to incorporate already applicable general departures into the 
Building Code. 

1.5 Attached hereto is a new draft proposed Building Code, including a second copy 
highlighting the changes to the existing Building Code. The Directors are all in 
agreement with the new draft proposed Building Code, subject to the following 
differences of opinion on the following specific aspects: 
1.5.1 whether the proposed increased coverage permitted for Caravan/Cabin 
erven recorded in clause 3.16.1 of the new proposed Building Code and 
being the greater of ninety seven (97) square metres or 27% of the area of 
the erf (existing is 90 square metres or 25%) should possibly be further 
increased to the greater of one hundred (100) square metres or 27% of the 
area of the erf. 
1.5.2 whether the proposed increase in percentage restriction on the size of 
basement areas in clauses 3.16.6, 4.13.3, 4.13.5.1 and 4.13.6.1 of the new 
proposed Building Code (from 55% to 65%) should be increased further. 
1.6 In terms of Article 8.7 of the MOI: 
“The Association may 
in general 
meeting 
itself 
make any 
rules which the 


Directors may make and may in general meeting vary or modify any rules 

made by 
the 
Association 
or 
by 
the 
Directors from 
time to time.” 


1.7 In terms of section 15 of the Companies Act 2008, Rules of this nature adopted 
by the Directors would in any event need to be ratified by an ordinary resolution 
of shareholders to be binding on a permanent basis. 
1.8 In order to allow the majority of members voting at a general meeting of the 
Association to make the final decision on any amendments to the existing 
Building Code, the Directors (and the Developer) have resolved to adopt the 
following procedure: 
1.8.1 The Directors have elected not to make any amendments to the existing 
Building Code themselves as allowed in terms of Article 8.1 of the MOI (and 
to then be ratified by a general meeting) but rather to allow the members of 
the Association to do so (or not) in a general meeting of the Association as 
provided in Article 8.7 of the MOI. 

1.8.2 The proposed amendments to the existing Building Code (attached hereto 
as Annexure ”D”) 
will be discussed and tabled at the AGM to be held on 30 
November 2019, and such discussions will include resolutions of the 
members to finalise the issues referred to in 1.5 above, any other relevant 
related issues and any consequential changes to the content and wording 
of the proposed amendments to the existing Building Code. 
1.8.3 Once the final wording and content of the proposed amendments to the 
existing Building Code have been finalised and resolved by the meeting, 
the amendments to the existing building code will be proposed as an 
ordinary resolution of members at the meeting. Such resolution will either 
pass or fail on a simple majority of members entitled to vote at the meeting 
(in person or by proxy) provided the meeting has the required quorum 
which is the Developer and 10% of the remaining members entitled to vote. 
[Important note: As members are aware, the Development is still 
in the Development Period and accordingly in terms of the MOI the 
Developer has sufficient votes to confer a simple majority of votes at 
the meeting. However, at the suggestion of the Developer and in order 
to ensure that the members themselves resolve whether or not to 
adopt the proposed amendments to the existing Building Code, the 
Developer has undertaken to support the majority decision of the 
members (either by voting with them or abstaining from the vote), 
provided only that any changes made at the meeting to the attached 
proposed amendments to the existing Building Code are, in the 
reasonable opinion of the Developer, generally in keeping and 
consistent with the general vision, ethos and intended aesthetic of the 
Development. 

1.8.4 Any amendment to the existing Building Code duly passed at the AGM will 
be filed if and as required in terms of section 15 of the Companies Act. 
1.9 It is noted that the Associations Building Code of Practice is always subject to 
applicable legislation and laws and the approvals of the Competent Authorities. 
2. Proposed Ordinary resolution Number 1 
THAT the existing Rules of the Association incorporated in the existing Building Code 
of Practice of the Association be and are hereby amended and replaced by the draft 


amended Building 
Code of 
Practice attached 
hereto as Annexure “D” 
(amended by any 
changes thereto resolved and passed at the meeting). 

3. Proposed Ordinary Resolution Number 2 
THAT any director of the company be and is hereby authorised to take all such steps 
and do all such things, and to sign all such documents, as are necessary or incidental 
to give effect to the proposed ordinary resolution number 1 if passed. 

Chairman of the Board