
How it is owned. How it is run.
A campus held in public interest. Run by a replaceable manager.
The lease moves out of a private company into an NPC + Co-op. A Managing Partner runs the day-to-day. Neither LifeStone, the founding sponsor, nor any single vertical can hijack the vision.
The structure
LifeStone → NPC Co-op → ManCo → Campus.
Four tiers. Each one accountable to the one above it. The asset itself sits at the public-interest tier — it is never privately owned again.
Why it matters
- Donors and government can engage. An NPC asset unlocks blended capital, heritage funding, and education-department partnership.
- The valley has a seat. Co-op governance — one member, one vote — keeps the community at the table.
- Execution stays accountable. ManCo is replaceable. Strong upside if it works, exit if it doesn't.
The rule above the rules
Education & Growth Foundation SA
Public-interest PBO. Holds the equity-pledge contracts from every incentivised party. Mandate: bursaries, teacher development, school scale-out, valley founder grants. To be formed or nominated.
Broker · cornerstone
LifeStone
Brings concept, vision, shareholders and sustainability. Founding partner seat sunsets after year 3. Broker exit proceeds routed via the Foundation.
Asset owner · public-interest steward
WeGroYou NPC + Co-op
Holds the lease, the campus, the school and the Wegro.africa IP pool. One-member-one-vote co-op governance. 7-director board, 75% supermajority on reserved matters.
Day-to-day operator
ManCo (Pty Ltd)
Wim Meyer as Managing Partner. Runs hospitality, programmes, vertical coordination, school operations support. Replaceable on 6-month notice by 75% NPC vote.
Product
The campus + 6 engines
Hotel · School · Chefs · Rangers · Sportif · Ventures. Vertical operators are tenants under ManCo coordination.
Co-op members (one member, one vote)
- • Founding sponsor seat (Hein Koegelenberg / La Motte)
- • LifeStone founding partner (sunsets year 3)
- • Education & Growth Foundation seat (permanent)
- • Wegro.africa ecosystem seat
- • Franschhoek municipal / heritage seat
- • Education seat (school + universities)
- • Vertical operator seats × 5
- • Community / valley NPO seat (InHarmonie)
- • Independent chair (appointed by board)
Protections
Six things that need a 75% supermajority.
Reserved matters are the asset-defining decisions. They cannot be passed by a simple majority of the board, and they cannot be passed by ManCo at all.
- 01Sale, sub-lease or encumbrance of the campus lease
- 02Closure or material restructure of the WeGroYou Basic School
- 03Licensing, sale or pledge of the Wegro.africa IP pool
- 04Replacement or material variation of the ManCo agreement
- 05Material change to the co-op constitution or member rights
- 06Distribution policy beyond the published 30%-after-R12m-reserve rule
ManCo economics · standard fee · month 1
How the Managing Partner gets paid.
Standard 5% management fee, agreed at lease cession, paid monthly from month 1 — no ramp, no waiver. Performance fee only after the R12m NPC reserve is funded. 25% of any ManCo upside is pledged to the Education & Growth Foundation.
Base management fee
5%
of gross campus revenue
Standard. Agreed and signed at lease cession. Paid monthly from month 1 — no ramp, no waiver. Fixed for years 1–3, reviewable thereafter only by 75% NPC vote.
Integrator royalty
2%
of gross site revenue
Recognises Wim as the architect who put the entire stack together. Paid monthly from month 1. Excludes Foundation donations and restricted grants. Sunsets 10 years from lease cession; thereafter reverts to the NPC.
Performance fee
15%
of EBITDA above hurdle
Only triggers after the R12m NPC reserve is funded each year. Aligns ManCo with the NPC's reserve-first policy.
Wegro Ventures carry
10%
of vertical equity outcomes
Carried interest in ventures graduated through the campus. Paid only on realised exits.
ManCo founders' equity
10%
of ManCo (4-year vest)
Skin in the game. Vests over 4 years with a 1-year cliff. Reverts on for-cause termination.
Wim's mandate: Managing Partner of the campus AND Head of Sport across the WeGroYou ecosystem (NXT Sportif, sport-tech R&D, athlete residencies, sport-tourism, sport content rail across Wegro.africa).
Foundation pledge: 25% of ManCo equity exit proceeds, 25% of Ventures carry, and 25% of Integrator royalty proceeds are contractually pledged to the Education & Growth Foundation SA. Vertical operators pledge 10% of operator equity to the Foundation at incorporation. See Where the upside goes.
ManCo is replaceable on 6-month notice by a 75% NPC board vote. Base fee, royalty, performance fee and carry all stop accruing on termination; equity vesting follows the standard schedule unless terminated for cause.
Where the upside goes
All incentivised equity sits inside an education foundation.
The structural answer to: is this just another private play dressed up as a co-op? No. Because every share that is offered with an incentive is contractually pledged, in part or whole, to a public-interest South African education foundation.
The rule above the rules
Education & Growth Foundation SA
All shares offered as incentives — to ManCo, to operators, to brokers, to anyone — sit inside, or contractually pledge a slice back to, a public-interest South African education foundation. The Foundation is to be formed or nominated, with a board appointed jointly by the NPC and the founding sponsor seat. No-one walks away from this campus rich without the school, the bursaries and the next campus also walking away funded.
ManCo founders' equity
Wim Meyer / ManCo (10%, 4y vest)
25% of any exit or dividend
Wegro Ventures carry
ManCo (10% of realised exits)
25% of carry on every realised exit
Vertical operator equity
Tenant operators (chefs, rangers, sportif, ventures)
10% of operator equity issued to Foundation at incorporation
LifeStone broker fee
LifeStone (sunsets year 3)
100% routed via Foundation on exit
Patron donations
Sponsors (Hein / cornerstone tier)
100% to NPC; education-tagged portion held by Foundation
The IP pool
Scalability is held by the NPC. Not by ManCo. Not by any vertical.
Curriculum, programmes, brand, operating playbooks, the Wegro.africa rails — every replicable asset created on campus flows into a single IP pool held by the NPC.
The pool can be licensed to other campuses, valley operators and Wegro.africa franchises. Royalties flow back to the NPC and are subject to the same 30%-after-reserve distribution policy.
Any sale, pledge or exclusive license of the pool is a reserved matter and needs 75% board approval.
