The Company was incorporated with the authorized capital of F$100,000, divided into 100,000 ordinary shares of F$1.00 each. The authorized capital of the Company is being increased to F$100,000,000, divided into 100,000,000 shares of F$1.00 each. The issued and paid up capital of the Company is F$87,506, divided into 87,506 shares at F$1.00 each. Many of the Company’s shares were issued at a premium. The rights, restrictions and privileges attached to each class of shares are described in full in the Articles of Association.

The directors have determined a need to increase the issued capital of the Company by a private placement of shares. This placement is limited by law to:

• Personal offers to directors and their relatives or close associates including shareholders, employees and executives of the Company;
• Personal offers to those whose principal business is the investment of money;
• Personal offers to the public with acceptance of the offer limited to 10 members of the public; and
• Personal offers where the underlying share subscription amount of the offer is a minimum of $100,000.00.

The share capital of the Company is currently being restructured. Parties expressing interest in purchasing shares in the Company will be provided with a share subscription form that details the price of shares, and attached share options. The directors retain the right of absolute discretion in the allocation of shares including
the right to:

• Accept a subscription in whole or part;
• Reject a subscription without providing reason or explanation;
• Take subscriptions and issue shares in excess of the proposed maximum amount;
• Withdraw the offer at any time;
• Keep open the offer; and
• Amend the offer at any time.  

In accordance with the dividend policy adopted by the Company, the directors intend to distribute up to fifty percent (50%) of its after tax profits by way of dividends. Undistributed profits will be retained for capital investment in the development of The Haven, or other projects in Fiji. It is expected the Company will pay dividends in all future periods, commencing no later than year ending 31st December 2010. The recommendation for the payment of dividends in future years will be at the discretion of the directors and will depend upon the Company’s earnings, investment requirements, financial conditions and other prevailing factors. Dividend policy will be subject to continuing review to ensure the policy remains in the best interest of the shareholders and the Company as a whole.

In line with its policy of promoting wider participation of communities in trade and commerce, and its interest in development of capital markets in the Fiji Islands, the Government is encouraging companies to list on the South Pacific Stock Exchange (SPSE) - an added benefit of which is that under Fiji’s Income Tax Act dividends, paid by listed companies to resident shareholders, are exempt from income tax.
The Company’s directors have developed The Haven project dominantly to fund works of charity through the Macedonian Trust. Initial shareholders provided their capital at a premium on the understanding that from share premium reserves the Macedonian trust would be issued with shares, initially on a 1.1 basis. The Company is intending to dual list on the South Pacific Stock Exchange (SPSE) and the Port Moresby Stock Exchange (POMSoX), to provide shareholders with the benefit of capitalising on the growth in value of the Company, and to ensure that each shareholder is provided asset management opportunities. Significant shareholders in the Company currently include the Macedonian Trust, members of various Baptist congregations, strategic partners and business associates. The Company’s directors believe that publicly listing Executive Development Properties Ltd will also provide the opportunity to broaden its shareholders in the project to include Fiji citizens, institutional investors, tenants, suppliers, and employees of The Haven.

The Company’s corporate objectives are to:

• Promote Fiji as a preferred global destination;
• Manage the development of The Haven in accordance with ‘world’s best practice’ polices;
• Maximise the economic potential of The Haven for the benefit of Fiji and for shareholders in the Company;
• Create economic growth and employment opportunities in Nausori, and the greater Fiji Islands;
• Provide shareholders in the Company with attractive returns on invested capital; and
• Capitalise on the Company’s skills and expertise through undertaking new initiatives and projects

The main activity of the Company is to invest in any operation in which the Company considers appropriate for the development of The Haven including the management, development and promotion of all land, businesses, services and facilities associated with The Haven. Although The Haven is the Company’s first and primary project, the Company’s ethical and Christian values have attracted a number of other development opportunities that may be suitable for joint venture and partnership arrangements. Subsequent to The Haven being fully developed and funded, and further to construction commencing, the Company intends to engage in other, Fiji based property developments and initiatives.

Real estate development opportunities in the Fiji Islands have, by and large, represented exceptional investments in both the short term and medium term for the astute investor - and indications are that this trend is set to continue irrespective of any political uncertainties that may prevail. Commercial property investment too represents a solid investment for the small to medium sized investors in Fiji. ‘Occupied premises’ are often a sound investment decision, as small retail, service and food and beverage businesses can gear rental payments towards the acquisition of a long-term asset, providing the investor with an ‘insurance policy’ for the future.
Investing in hotel rooms and apartments that operate under qualified management structures may also provide a strong income stream with good potential gain on the asset, and have the added advantage of a ‘personal use right’ of 28 days per annum. Tenants in commercial premises usually look after their premises well and generally focus on long-term objectives such as requiring options for extending their tenure, and they pay all outgoings.
The value of commercial property also tends to move more quickly than that of residential. Fiji continues to experience unprecedented activity in both the residential and tourism industries at a time when ‘realities’ are shifting towards more meaningful, long-term lifestyle solutions and sustainable patterns of growth. The desire to ‘live, work and play’ in environments where humanity and nature intersect has become the nucleus of the new lifestyle benefits of the 21st Century. Further, given the urgent global need for sustainability, and a greater than ever focus on ‘best practice’ principles, a ‘mixed-use’ development in a suitable location, with good critical mass, stands up as an investment opportunity capable of both short-term commercial returns, and strong long term security, in an established and growing marketplace.