BY-LAWS OF THE GREENVILLE COUNTRY CLUB, INC. Revised March, 2010 ARTICLE I Organization and Purpose 1. Corporate Name. The Name of the Corporation is the "Greenville Country Club, Inc." 2. Purpose. The purpose for which the corporation is formed is to own and operate a Country Club and as part of the operation of a Country Club, to own and operate a golf course, swimming pool, tennis courts, and Clubhouse, and to establish and maintain such other facilities for its Members from time to time in order to provide a convenient and pleasant place for their recreation and enjoyment. 3. Duration. The corporation shall be of perpetual duration. 4. Principal Place of Business. The principal place of business shall be at 216 Country Club Drive, Greenville, County of Pitt and State of North Carolina. 5. Corporate Seal. The corporate seal shall be circular in form and shall have inscribed thereon in the circle the words "Greenville Country Club, Inc., 1923." ARTICLE II Limitations of Members 1. The Corporation shall be limited to 600 Stockholding Members as defined in Article IX hereof, but other classifications of Members may be permitted to be affiliated with the corporation as the Board of Governors may from time to time declare and authorize. Voting rights shall be limited to Stockholding Members. 2. Each stockholding Member, upon payment of all fees and charges fixed by the Board of Governors for admission to stockholding Membership, shall be issued a nontransferable stock certificate. 2
ARTICLE III Board of Governors 1. The government of the Club shall be vested in a President and twelve (12) Governors, all of whom shall be elected as hereinafter provided and who shall hold office until their successors are elected or qualified. At all meetings eight (8) voting Members shall constitute a quorum. The President and the twelve governors are the voting Members. In addition, the retiring President shall serve a term of one (1) year as an Ex-Officio Governor immediately following his retirement from the office of President. An Ex-Officio Governor, a Secretary and/or Treasurer who is not an elected Governor, shall have no vote on motions presented to the Board of Governors. 2. The Board of Governors shall have power, by a majority vote of those Governors present at any meeting (where a quorum exists) to make and amend the By-Laws, except to those powers reserved exclusively to the stockholders under Article IV, Section 9. The Board of Governors shall have the further authority to a. make and amend rules and regulations for the conduct of the Members and the operation of the activities of the Club; b. make and amend rules and regulations for the admission of visitors to the premises and facilities of the Club; c. prescribe penalties for the violation of the rules and regulations, and to waive or remit such penalties; d. receive and redress complaints; e. provide for the financing of the Club activities and the proper handling of the funds and properties of the Club; f. elect the President, Secretary and Treasurer of the Club; g. fill any vacancy on the Board of Governors or the slate of officers in the event of the resignation or death of such Governor or officer for the unexpired portion of his term; h. engage, discharge and supervise such employees as necessary for efficient operation of the properties of the Club; 3
i. authorize the officers to make and execute contracts, notes, deeds of trust, security agreements, mortgages, or other necessary documents in order to provide for the proper operation, maintenance or expansion of the Club; j. authorize the officers to acquire property, both real and personal, by purchase, gift, or otherwise; k. sell or otherwise dispose of the personal property of the Club; l. elect, suspend and expel Members of the Club pursuant to the provisions of Article X, Sections 1-5 as hereinafter provided; and m. do such other acts and exercise such powers not inconsistent with the Charter of the corporation and these By-Laws, as may be deemed proper in promoting the general welfare of the Club. n. (I) set initiation fees and dues for each application, and for each classification, (II) set any financing terms, (III) set food minimums, charges, fees, capital fees and assessments, and (IV) limit the types and classifications of available memberships. 3. The Board of Governors, at their last regular monthly meeting prior to the annual stockholder meeting, shall elect, from the existing Board of Governors, a President-elect for the ensuing year. This person shall then become President for the next year This person shall continue to serve as a voting Member of the Board of Governors. The Board shall elect a President, as set forth in the preceding paragraph, and a Secretary and Treasurer, or a combined position of Secretary/Treasurer. The election of the Secretary and Treasurer shall take place at the first regularly scheduled meeting of the Board, following the annual meeting of Stockholders. At the request of any governor the election shall be held by secret ballot The person receiving the majority of votes for each office shall be elected. All Governors and Officers shall assume their duties at the first regularly scheduled monthly meeting following their election. The dues of the President, Secretary and/or Treasurer shall be waived during the time they serve in those capacities. 4. The Board of Governors shall hold regular meetings at least once each month, at such time and at such place as may be designated by the President. 5. Special meetings of the Board may be called by the Club President or upon request by any three (3) Governors. The Secretary of the Club, or designee, shall give 4
sufficient and reasonable notice to each Member of the Board and the President in advance of convening any special meeting. 6. Attendance at Meetings. If any elected or appointed Member of the Board of Govenors shall fail to attend, in a one-year period commencing after the Annual Meeting of the Stockholders of the Club, at least one-half of the scheduled meetings of the Board of Govenors or any Committee to which such a Member is appointed, such Member s office or Committee appointment, as the case may be, shall be automatically vacated. Vacancies shall be filled by the Club President.. ARTICLE IV Meeting of Stockholders 1. The annual meeting of the stockholders of the Club shall be held at the Clubhouse, or any other designated place in Greenville, North Carolina, on the first Tuesday in February of each year for the election of Governors and the transaction of such other business as may be properly brought before such meeting. 2. The Nominating Committee (Article VII, Section 8) shall propose nominees for vacancies on the Board of Governors. Nominations from the floor may also be made by any stockholder present at the annual meeting of stockholders. The election of nominees for the Board of Governors shall be by ballot of the shares represented at such meeting in person or by proxy. The four (4) nominees receiving the highest number of votes of a majority of the votes cast, shall be declared Governors for a three (3) year term. In the event of a tie or ties, additional balloting shall be held until such tie is broken. No Governor shall be eligible for re-election after a full three-year term, until such time as one year after his/her last term has elapsed. Governors will assume their duties at the first regularly scheduled monthly Board meeting after their election. 3. The Board of Governors will upon their own motion, or upon the written request of not less than twenty five (25) stockholders of the Club, call a special meeting of the Members. The notice of every special meeting shall state the object or objects for which it is called and no other business shall come before such special meeting. 4. No less than five (5) nor more than twenty (20) days' notice shall be given of any annual or special meeting, and such notice shall be given by mailing a notice to each 5
stockholder at his or her last known address, and by posting a copy of the notice on the bulletin boards of the Club located at a conspicious place. 5. Each stockholder of the Club shall be entitled to one (1) vote at all meetings of the stockholders for each share of stock owned. 6. Twenty (20%) percent of the stock, represented in person or by proxy, shall constitute a quorum at all meetings of the stockholders. 7. A Member may be represented at any corporate meeting by proxy, which proxy must be in writing, signed by the shareholder, and which shall be filed with the Secretary prior to convening the meeting. Forms shall be mailed by the management of the Club with the notice of the meeting of the stockholders, and the proxy forms shall name as proxy two (2) stockholder Members of the Club selected by the Board of Governors, and in addition, a blank space shall be provided in which some other proxy may be designated by the Member. 8. At all annual meetings of the stockholders of the Club, the President shall preside, or in his absence, the President-elect. The order of business shall be as follows: (1) Establish a quorum. (2) Reading of the minutes of the last annual meeting and of all special meetings held subsequent thereto. (3) Report of the Nominating Committee (4) Nomination and election of Governors (5) Report of the President (6) Report of the Treasurer (7) Reports of the Operating Committees (8) Report of the Election Results (9) Unfinished Business (10) New Business (11) Adjournment 9. The following powers, pursuant to the provisions of the Charter of the Greenville Country Club, Inc., as amended February 3, 1987, are reserved exclusively to the stockholders of the Club: (a) the power to amend the Charter of the Club; (b) the right to sell and transfer Club-owned real estate, other than the right to mortgage; and (c) to amend that portion of the By-Laws pertaining to meetings of stockholders. In addition to the above exclusive rights 6
retained by the stockholders, they also, by majority vote, may amend or negate the By-Laws in whole or in part. ARTICLE V Fiscal Year same year. The fiscal year of the Club shall be from January 1 through December 31 of the ARTICLE VI Officers 1. The Officers of the Club, to be elected as set forth in Article III, Section 3, shall be a President, a President-elect, a Secretary and Treasurer. The Secretary and Treasurer may be a combined office. 2. The President shall preside at all meetings of the Club and at all meetings of the Board of Governors, and shall exercise such executive supervision as the welfare of the Club may require, consistent with policies established by the Board of Governors. 3. The President-elect shall perform the duties of the President, in the President's absence, and such other duties as may be assigned from time to time by the President or by the Board of Governors. 4. The Secretary shall keep the minutes of meetings of the stockholders of the Club and the meetings of the Board of Governors. The Secretary shall give proper notice of such meetings and shall supervise the safekeeping and preservation of the corporate records of the Club. 5. The Treasurer shall supervise in conjunction and association with the Finance Committee; (a) the finances of the Club and (b) keeping adequate books of account showing the receipt and disbursement of funds of the Club. The Treasurer shall make a financial report at each meeting of the Board of Governors and to the annual meeting of the stockholders of the Club. The Treasurer shall have the books of the Club reviewed or audited, at the discretion of the Board, under his supervision not less than once each year by a Certified Public Accountant appointed by the Board of Governors at the beginning of the fiscal year. 7
6. An Executive Committee consisting of the President, President-elect, Secretary, Treasurer, and one other member of the Board of Governors may be designated to perform such duties as prescribed by the Board of Governors. ARTICLE VII Committees 1. Appointment of Committees. The President shall, with the advice and consent of the Board of Governors, appoint the following standing committees to serve a one year term commencing at the first regularly scheduled Board of Governors meeting following the annual stockholders meeting each year. (1) Membership Committee (2) Finance Committee (3) Golf Committee (4) House & Pool Committee (5) Tennis Committee The Board of Governors shall have the power to appoint such committees as it may deem advisable from time to time and to delegate to such committees, such duties and powers as may be found necessary for the proper conduct of the committee and the Club. The President shall have the power and authority to appoint Members to such ad hoc committees. 2. Membership Committee. The Membership Committee shall consist of a Chairman appointed by the President from the Board of Governors and at least two Stockholding Members or spouses of Stockholding Members. Additional Committee Members may be selected from any Membership category. The duties of the Membership Committee shall include (i) screening new applicants for Membership, (ii) reviewing all resignations, deaths, or requests for change in classification of Members and (iii) making recommendations to the Board of Governors on all applications received, requests for change in classification of Members and changes to the application process, initiation fees or altered dues schedules. Any applicant for Membership who receives two (2) negative votes from the Board of Governors is rejected for Membership. Rejected applicants shall receive a refund of their initiation fee and shall not be reconsidered for Membership for a period of twelve (12) months following rejection. 8
Applications for Membership shall be dated upon receipt by the Club. Except as specified in the Membership Classification Section in Article IX, application shall be considered by the Board of Governors in chronological order. The Membership Committee shall maintain a record of its activities and report monthly to the Board of Governors. 3. Finance Committee. The Finance Committee shall consist of the Treasurer as elected by the Board and at least two other Board Members. Additional Committee Members may be selected from any Membership category. The Committee shall work in conjunction with the General Manager in preparing an annual budget for the operation of the Club in all departments and shall supervise the accounting and financing of the Club activities. The proposed budget shall be presented by the Finance Committee to the Board of Governors and upon approval by the Board, will constitute the budget of the Club for all departments, unless changed by the Board of Governors thereafter. Unless specifically authorized by the Board of Governors, expenditures shall not exceed the budgeted line-items. The Committee will also enforce regulations pertaining to over-due accounts. The Committee shall maintain records of its activities and will report monthly to the Board of Governors. 4. Golf Committee. The Golf Committee shall consist of a Chair appointed from the Board of Governors and at least two (2) other stockholding Members of the Club, or their spouses, a representative of the Ladies and Men s Golf Association, who will report to the Committee on the financial activities and status of the Associations. Additional Committee Members may be selected from any Membership category. The Committee shall act in an advisory capacity to the General Manager regarding maintenance, modifications, or upgrading of the Golf Course, Golf Shop, Golf Club Storage, Golf Carts, and Golf Practice Range. The Committee shall promote golf tournaments and other golf programs for the enjoyment of the Members and maintain safe conditions at all times. The Committee shall maintain records of its activities and will report monthly to the Board of Governors concerning the activities and condition of the above facilities and any proposed use of the Golf Course which would affect play by the Membership at large. 5. House & Pool Committee The House & Pool Committee shall consist of a Chair appointed from the Board of Governors and at least two (2) other stockholding Members of the Club or their spouses. Additional Committee Members may be selected from any Membership category. This Committee shall act in an advisory capacity to the General Manager 9
regarding the use and maintenance of the Clubhouse, Pool and other Club facilities under its jurisdiction. The Committee shall also promote swimming events subject to the approval of the Board of Governors for the enjoyment of the Members, and promulgate rules to encourage and enforce safe conditions in the use of such facilities. The Committee shall maintain records of its activities and will report monthly to the Board of Governors concerning the activities and condition of the Clubhouse, Pool, facilities and grounds and any proposed use of the Clubhouse, Pool or grounds which would affect the use of the Club by the Membership at large. 6. Tennis Committee. The Tennis Committee shall consist of a Chair appointed from the Board of Governors and at least two (2) other stockholding Members of the Club or their spouses. Additional Committee Members may be selected from any Membership category. The Committee shall act in an advisory capacity to the General Manager for the use and maintenance of the tennis pro-shop and courts. The Committee shall also promote tennis tournaments and other tennis programs for the enjoyment of the Members, and maintain safe conditions at all times. The Committee shall maintain records of its activities and will report monthly to the Board of Governors concerning the activities and condition of the facility and any proposed use of the tennis courts which would affect play by the Membership at large. 7. Nominating Committee. a. At least sixty (60) days prior to the Annual Stockholders Meeting, the President shall appoint a Nominating Committee of four (4) Members in good standing, two (2) Board Members and two (2) Non Board Members. The Committee shall be approved by the Board of Governors. b. The committee shall select candidates for the Board of Governors equal to the number of Governors to be elected. Any member in good standing and/or his/her legal spouse is eligible for nomination to the Board of Governors. c. At least fifteen (15) days prior to every Annual Meeting, the Committee shall submit to the President the names and brief biographical sketches of each nominee proposed. The names and biographical sketches of the nominees shall be sent to the Membership with proxy forms as set forth in Article IV, Section 7. 9. Rules and Regulations. Each of the above committees is required to formulate such rules and regulations as it deems advisable, necessary, or helpful in promoting the activities 10
under its supervision provided such rules and regulations shall become effective only when submitted to and approved by the Board of Governors. Any material changes or modification of rules should be disseminated to the Membership prior to effective date of change through the Club Newsletter or otherwise as early as possible. In the interest of maintaining continuity of committee operations, each committee chairman will maintain minutes of meetings and records of projects to be passed on each year to succeeding committee chairman. A copy will be maintained by the Secretary as part of the corporate records referred to under Article VI, Section 4. 10. Ex-Officio Members. a. The President is an Ex-Officio voting Member of all Committees except the Nominating Committee. b. The General Manager is an Ex-Officio non-voting Member of all Committees except the Nominating Committee. c. The Golf Professional and the Superintendent are Ex-Officio nonvoting Member of the Golf Committee, Tournament Committee, Ladies Golf Association and Men s Golf Association. d. The Tennis Professional is an Ex-Officio non-voting Member of the Tennis Committee and Sub-Committees thereof and the Ladies Tennis Association. 11. Committee Expenditures. All Committees will adhere strictly to the Budget approved by the Board of Governors. Unless specifically authorized by the Board of Governors, expenditures shall not exceed the budgeted line-items. ARTICLE VIII Operation of the Club 1. Operation of the Club shall be under the direction of a General Manager who shall be employed by the Board of Governors and report to the Club President. The General Manager shall receive such compensation and allowances as the Board may authorize from time to time. 11
2. The General Manager shall be responsible for the operation and maintenance of all Club properties and personnel, and shall perform such other duties as the Officers and Board of Governors may require. 3. The Golf Professional, Tennis Professional, Golf Course Superintendent and other Club Department Heads, shall be under the direction and supervision of the General Manager. Their duties and responsibilities shall be formulated by the Board of Governors in conjunction with the General Manager. 4. The General Manager will submit oral and written reports at each Board meeting detailing the operations and activities of the facilities under his direction. 5. The General Manager will implement Club policy as defined by the Board of Governors and will utilize guidance as necessary in so doing from the appropriate committees. The General Manager will see that all activities, services and events planned and authorized by the Board and its Committees are carried out, and that all expenditures are either within budget limits or approved in Board action. 6. The General Manager and other employees shall be bonded to the extent and in the manner deemed advisable by the Board of Governors. ARTICLE IX Membership 1. Age of Members. All Members of the Club (except dependent Members as hereinafter described) shall be at least twenty-one (21) years of age. 2. Membership Classes. The Membership of the Club shall consist of the following classifications: a. Family Golf. A Family Golf Member is an individual who has (i) paid the full initiation fee, (ii) purchased one share of stock, (iii) committed to pay full Membership dues, charges and assessments (iv) been approved for Membership by the Board of Governors and (v) the right to vote. Each share of stock has a par value of $100.00. Each application for Stockholding Membership shall be accompanied by the full initiation fee as set by the Board of Governors when the application is received. The Board of Governors may allow for financing of the initiation fee, in which case the Member will be an Associate Member until 12
such time as the initiation fee and stock fee are paid in full. Applications for Family Golf Membership shall be considered by the Board of Governors before any other classification. b. Single Golf. A Single Golf Member is an individual who is unmarried, living alone, with no children or significant others residing in the household, and has (i) paid the full iniation fee, (ii) purchased one share of stock, (iii) committed to pay full Membership dues, charges and assessments, (iv) been approved for Membership by the Board of Governors and (v) the right to vote. Each share of stock has a par value of $100.00. Each application for Single Golf Membership shall be accompanied by the full initiation fee as set by the Board of Governors when the application is received. The Board of Governors may allow for financing of the initation fee, in which case the Member will be a Single Associate Member until such time as the initiation fee and stock fee are paid in full. [85% dues] c. Associate. A Member who elects to finance the initiation fee will have full use of the facilities. When the initiation fee is paid in full, the Member will be issued one share of stock at the cost of $100 to be billed to their club accout. d. Emeritus. An Emeritus Member is an individual who has (i) reached seventy (70) years of age, (ii) been a Stockholding Member of the Club for twenty-five (25) combined years, (iii) agreed to relinquish their stock in exchange for the par value of $100.00, (iv) agreed to pay dues, charges, fees and assessments as set by the Board of Governors from time to time, (v) been approved for Emeritus status by the Board of Governors and (vi) no right to vote. [3/4 dues] e. Honorary. An Honorary Member is an individual who has (i) been unanimously recommended by the Board of Governors, (ii) been relieved from paying any dues, assessments, and food minimums, and (iii) has no voting rights. Individuals granted this Membership category due to their position (i.e. Chair of Chamber of Commerce), may be allowed to change to other Membership categories when they vacate the position. Honorary Memberships can be revoked by the Board of Governors at any time. f. Special. A Special Member is an individual who has (i) been unanimously approved by the Board of Governors as a non-stockholding "Special" Member, (ii) been exempted from paying an initiation fee, (iii) committed to pay dues, fees and assessments as set by the Board of Governors from time to time and (iv) no voting rights. [3/4 dues, ECU] 13
g. Absentee. An Absentee Member is an individual who (i) is a Stockholding Member in good standing at the time of application for change in classification, (ii) has moved his legal residence outside of Pitt County for a period of not less than six (6) months and not more than thirty-six (36) months, (iii) has committed to pay both fifty percent (50%) of the monthly dues and the full fees and assessments as set by the Board of Governors, (iv) has been unanimously approved by the Board of Governors, (v) can be reinstated as a Stockholding Member upon return within this time period and (vi) has no right to vote. h. Social. A Social Member is an individual who (i) has paid or financed the full initiation fee, (ii) has committed to pay reduced Membership dues and full charges and assessments, (iv) is entitled to use of all Club facilities except the golf course, which can be used by the member only for one round per month by paying regular greens and cart fees, (vi) has been approved for Membership by the Board of Governors and (vii) no right to vote. i. Professional I. A Professional I Member is an individual who (i) is between the age of 21-28, (ii) has paid or financed the full initiation fee, (iii) has committed to pay the remainder of the full initiation fee, stock purchase, reduced Membership dues and full charges, fees, and assessments, (iv) has committed to convert to a Family Golf Member when required, (v) has been approved for Membership by the Board of Governors and (vi) has no right to vote. [3/4 dues] j. Professional II. A Professional II Member is an individual who (i) is between the age of 29-35, (ii) has paid or financed the full initiation fee, (iii) has committed to pay the remainder of the full initiation fee, stock purchase, reduced Membership dues and full charges, fees and assessments, (iv) has committed to convert to a Family Golf Member when required, (v) has been approved for membership by the Board of Governors and (vi) has no right to vote. {1/2 dues} k. Non-Resident. A Non-Resident Member is an individual who (i) does not maintain a residence within Pitt County, (ii) has paid the full initiation fee, (iii) has committed to pay Membership dues and full fees and assessments as set by the Board of Governors, (iv) has been approved for Membership by the Board of Governors and (v) has no right to vote. [50% dues] l. Non-Resident ECU Pirate Club Member. A Non-Resident ECU Pirate Club Member is an individual who (i) does not maintain a residence within Pitt County 14
and is at lest 50 miles from the club, (ii) is an active Member of the ECU Pirate Club, (iii) has paid the annual dues established by GCC, (iv) has been approved for Membership by the Board of Governors and (v) has no right to vote. Members will be allowed 8 complimentary rounds of golf (with cart) that can be used by the Member or Member s Accompanied Guests, and will have full pool, tennis, and house privileges. Additional golf rounds will be at the prevailing rate charged for Member s Guests. No food minimums or Special Assesssments will be charged. Initiation fees and or sign-up fees will be as established by the Board of Governors. m. Out of State. A out of State Member is an individual who does not maintain a residence in North Carolina, (ii) has paid the full initiation fee, (iii) has committed to pay Membership dues and full fees and assessments as set by the Board of Governors, (iv) has been approved for Membership by the Board of Governors and (v) as no right to vote. {50% dues} 3. Dependents. Dependents are limited to (i) a spouse of a Member, (ii) children of a Member under the age of twenty-one (21) years and who reside with said Member or said Members' former spouse, or (iii) children of a Member under the age of twenty-five (25) years that attend an accredited college or university on a full-time basis. The Member is responsible for all charges made by their Dependents. 4. Resignation & Transfer. a. A Member may resign from the Club by giving written notice to the Board of Governors. All dues, fees, and assessments and other charges through the end of the month in which said written notice is received shall be immediately due and payable. A resigning Stockholding Member shall endorse their Stock Certificate and deliver it to the Club within ten (10) days from the effective date of the resignation. Failure to endorse and deliver the Stock Certificate in accordance with this section of the By-Laws shall void said Stock Certificate. b. The Club shall have a lien upon each share of stock for any indebtedness of the Member to the Club, and the Stock Certificate shall be redeemed by the Club for the par value thereof ($100), only after all dues and accounts of the resigning Member have been fully satisfied. 15
c. No Membership may be transferred except as provided in these By-Laws. d. If a Member resigns from the Club and re-applies for Membership, such Member shall be responsible for the lesser of (i) the new initiation fee or (ii) all past due dues, fees, and other assessments which have accrued since resignation. 5. Conduct of Members. All Members are subject to the rules, regulations and By-Laws of the Club, and are responsible for the conduct of and indebtedness incurred by their Dependents and Guests. 6. Survivor Rights. a. Upon the death of a Member leaving a surviving spouse, such spouse shall be entitled to continue in the category of Membership existing at the time of death, provided such surviving spouse notifies the Board of Governors in writing within three (3) months from the date of death. If such surviving spouse continues Membership, said surviving spouse shall assume all of the obligations of the deceased Member. If the deceased Member was a Stockholding Member, the Stock Certificate shall be re-issued to the surviving spouse at no cost. b. If a surviving spouse does not elect to continue Membership, any Stock Cetificate previously held by the deceased Member shall be surrendered and delivered to the Club within three (3) months from the date of death. Failure to surrender and deliver the Stock Certificate in accordance with this section of the By-Laws shall void said Stock Certificate. c. A surviving spouse, meeting all other criteria, may make application to become a Non-Golf Member regardless of Stockholding vacancies. ARTICLE X Suspension, Expulsion, or Censure 1. In the event of any infraction of any By-Law or any rule or regulation of the Club, or any conduct on the part of any Member or dependent of any Member of the Club which may tend to endanger the good order, welfare, or character of the Club, the Board of Governors, by majority decision, may withdraw all privileges of the Club from such Member for 16
a designated period. In the event such conduct is on the part of the dependent of a Member, the Board of Governors may withdraw all privileges from the dependent or from the entire family of the Member whose dependent is involved. 2. In the event of any infraction of any By-Law or rule or regulation of the Club, or any conduct on the part of any Member or dependent of a Member of the Club, which may tend to endanger the good order, welfare or character of the Club such Member may be permanently expelled by a two-thirds (2/3) vote of a quorum of the Board of Governors, provided that ten (10) days notice in writing shall have been given the offending Member or the Member whose dependent is involved, and to each Member of the Board of Governors attending the meeting at which such expulsion shall be considered. Any Member so charged with misconduct shall have the opportunity of defending himself, either in person or by a representative at the meeting of the Board, when the charges against him or her shall be considered. The decision of the Board of Governors shall be final. Upon expulsion, the a Stockholding Member shall surrender to the Club his share of stock. 3. Any Member of the Board of Governors or any officer of the Club may be expelled from office by a majority vote of a quorum of the Members of the Club for misconduct or neglect of duty at a special meeting called for that purpose. 4. All members shall pay their account for dues and all charges by the 15 th of the same month in which the monthly statement is rendered. If remittance of the monthly bill is not received by the 25 th day of the same month in which the monthly statement is rendered, a late fee of $10.00 or 4% which ever is greater will be assessed and the member notified by certified letter that the account is delinquent. If remittance is not received by the 15 th day of the following month, the members name will be posted as delinquent, and the Board of Governors shall be authorized to suspend the member until his account is paid in full and he pays a reinstatement fee of $100.00, all back dues, food minimum, and handling fees. During the period of suspension, the members and his dependents shall not be privileged to utilize the club or its facilities. The Board of Governors will receive status reports on suspended members. Reinstatement by payment of the $100.00 fee will be permitted only twice. 5. Any Membership which has been suspended in accordance with Section 4 for a period of sixty (60) days shall be automatically revoked and thereupon the stock held by such Member will be applied to any indebtedness due the Club, and such Member expelled. Any 17
person whose Membership has been revoked in accordance with this section who desires readmission must file as a new Member. If the Members debt remains unsatisfied 30 days after expulsion for non payment, the Club is to proceed with a judgement claim through small claims court. Any repayment plan that is offered by the former Member is to be approved by the Finance Committee. ARTICLE XI General Rules and Regulations The Clubhouse and all facilities of the Club are primarily for the use, entertainment and enjoyment of the Members and their families. However, any member may sponsor a non member event under the guidelines set forth by the Board of Governor s. The rules and regulations for the operation of the Club shall be designed to facilitate and promote Member usage. 1. The Club shall not be responsible to Members or guests for personal injury, or for loss of, or damage to, their personal property in the Clubhouse, Pro Shop or tennis buildings, swimming area, or anywhere on the Club grounds. 2. Members shall not reprimand Club employees directly. Any Member having a complaint against any Club employee shall refer such complaint to the Club General Manager, or the committee or officers having jurisdiction over the activity in which the employee is engaged. Violation of this By-Law is misconduct contemplated under Article X hereof. 3. Information such as schedules and fees which are subject to frequent change will be developed by appropriate committees and will be published separately They should be approved by the Board of Governors. 4. The General Manager and Head Golf Professional are entitled to full Club privileges, as if they are nonvoting Members. Further, they may host visiting Members of their professions who, as their guests will not be required to pay greens fees and cart rental. The Golf Course Superintendent, Tennis Professional and Assistant Golf Professionals are authorized to play golf and tennis and are not required to pay greens fees, guest 18
fees or cart rentals. The Golf Course Superintendent and Tennis Professional may also host visiting Members of his profession who will not be required to pay greens fees or cart rentals. No other employee, regardless of position, will be entitled to any Club privileges unless extended them by Board action. 19