CONSTITUTION OF MOUNT RIDGE COMMUNITY CONSERVANCY

                                              REPUBLIC OF SOUTH AFRICA

                                                     COMPANIES ACT, 1973

                                                ARTICLES OF ASSOCIATION

                             OF A COMPANY NOT HAVING A SHARE CAPITAL

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                                      REGISTRATION NUMBER OF COMPANY

                                                             2009/005521/08

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NAME OF COMPANY :      

 MOUNT RIDGE NATURE CONSERVANCY

 (ASSOCIATION INCORPORATED UNDER SECTION 21)

 1.         PRELIMINARY

1.1             The Articles of Table "A" contained in Schedule 1 to the Companies Act shall   not apply to the Association.

1.2             The Articles of the Company are as follows:-

2.         FOUNDING MEMBERS

            The founding members and properties are set out in Appendix 1 to this agreement.  Founding members do not include the joint owner that they represent.

3.         INTERPRETATION

            In this Association, unless the context otherwise requires: -

3.1             The headings to the clauses of this agreement are for reference purposes only and shall in no way govern of affect the interpretation of nor modify nor amplify the terms of this agreement nor any clause thereof.

3.2             Unless the context dictates otherwise, the words and expressions set forth below shall bear the following meanings and cognate expressions shall bear corresponding meanings:

               "agreement:                                    this agreement and any annexures or appendices to this agreement

               "Association"                                  the Mount Ridge Nature Conservancy consisting of all members of the Association.

               "Auditors"                            means the auditors of the Association;

               "Conservancy"                                the Agricultural Smallholdings in the Magisterial district of Vereeniging known as Houtkop, Lenteland and Helenasrus but not be limited thereto.

               "Members"                          a founding member and their successors in title, or a person admitted as a member to the association.

               "Rules"                                            the management rules in terms of which the rights of use and occupation of the conservancy by the members is set out.

               "Trustees"                           means the trustees of the Association who shall for the purposes of the Act, be the Directors of the Association.

3.3       Any reference in this agreement to:

3.4       a "clause" shall, subject to any contrary indication, be construed as a reference to a clause thereof;

a "member" shall be construed as a reference to any person. Firm, company, close corporation or any Association or partnership (whether or not having separate legal personality) of two of more of the aforegoing.

3.6             Unless the context dictates otherwise an expression which denotes any gender includes both the others; and to a natural person includes an artificial person and to the singular includes the plural, and vice versa in each case.

3.7             Where any term is defined within the context of any particular clause in this agreement, the term so defined, unless it is clear from the clause in question that the terms so defines has limited application to the relevant clause, shall bear the same meaning as ascribed to it for all purposes in terms of this agreement, notwithstanding that that terms has not been defined in this interpretation clause.

4.         PRE-AMBLE

4.1             The founding members are the subscribers to the Articles of Association.

4.2             The affairs of the conservancy will be administered by the Mount Ridge Conservancy  of which this document is the constitution