BYLAWS
ARTICLE II Form of Government
The determination of policy for and the ultimate control of the Club, its affairs, property, and funds shall be entrusted to a Board of Directors, subject to certain limitations (Article III), elected by the Members as provided in Article VIII. The various Standing and Special Committees (Article IV) shall assist the Board of Directors in the formulation of the Board’s policies and directions in particular areas. The Board of Directors shall elect Officers of the Club (Article V) and engage the services of a Chief Operating Officer (Article VI). The Officers and the Chief Operating Officer and Staff are responsible for implementing the policies and directions established by the Board of Directors. The Chief Operating Officer shall directly supervise and be responsible for all aspects of the Club’s operations including, without limitation, the Clubhouse; all food and beverage services; entertainment; grounds maintenance; golf, racquet sports, fitness, and aquatics activities; and the administrative and financial offices. The Chief Operating Officer shall be responsible for the employment and termination of all personnel employed or engaged by the Club; however, the Chief Operating Officer shall obtain the approval of the Board of Directors before employing or terminating the Golf Professional, Grounds Superintendent, or Director of Finance/Chief Financial Officer, all of whom shall report to the Chief Operating Officer. ARTICLE III Board of Directors Section 1. Number, Classes and Nomination. The Board of Directors shall be nine in number and shall be divided into three classes of three Members each (except as provided in Article V, Section 3). The term of office of one class shall expire at each Annual Meeting (Article VIII), when three Directors shall be elected by ballot to serve for three years (except as provided in Article V, Section 3). Any vacancy in the Board shall be filled by the remaining Directors by election of a Member to serve until the next Annual Meeting, at which time the Members shall elect such new Board candidate as nominated by the Board of Directors pursuant these Bylaws to serve for the balance of the unexpired term. No person shall be eligible to serve as a Director unless he or she is a current Resident Member and has been a Member for the preceding five years, and each Director may serve up to three consecutive terms subject to a recommendation to the Members by the Board of Directors upon the conclusion of any three-year term and election by the Membership pursuant to Article VIII, Section 6.
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ARTICLE III
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