2022-08-03T10:28:04-05:00 2021-09-30 420714325 RSM US LLP 1555 PALM BEACH LAKES BLVD SUITE 700 WEST PALM BEACH FL 33401 990 2020-10-01 540181850 THE COUNTRY CLUB OF VIRGINIA INC COUN 8042882891 6031 ST ANDREWS LANE RICHMOND VA 23226 ANGELA H STEWART CHIEF FINANCIAL OFFICER 8042882891 2022-07-29 1 ANGELA STEWART XXX-XX-XXXX CHRISTOPHER CECIL P01877773 5616971785 2 AAL1 IAL1 2020 2022-09-23 18:48:47Z ANGELA H STEWART 6031 ST ANDREWS LANE RICHMOND VA 23226 48247541 0 X WWW.THECCV.ORG X 1908 VA TO PROVIDE FOR ITS MEMBERS QUALITY PRODUCTS, PROGRAMS, ACTIVITIES, FACILITIES AND SERVICES. 15 15 851 96 2511300 518710 0 0 26095817 27307635 406995 602586 9574829 12774846 36077641 40685067 0 0 0 0 21080045 20105209 0 0 0 11763261 12476648 32843306 32581857 3234335 8103210 90818476 91534297 8697977 7718730 82120499 83815567 THE COUNTRY CLUB OF VIRGINIA IS A TRADITIONAL, PRIVATE MEMBERSHIP, FAMILY-ORIENTED SOCIAL CLUB, DEDICATED TO PROVIDING ITS MEMBERS EXCELLENT PROGRAMS, FACILITIES, AND SERVICES. 0 0 PROVIDING SOCIAL INTERACTION AT THE CLUB THROUGH FOOD & BEVERAGE OFFERINGS INCLUDING 241,793 MEALS SERVED IN THE CLUB'S 4 RESTAURANTS, $554,224 IN THE CLUB'S 4 SNACK BARS, AND $1,604,515 IN BANQUET SALES. PROVIDING GOLFING INTERACTION AT THE CLUB INCLUDING 77,779 ROUNDS BEING PLAYED ON THE CLUB'S 3 GOLF COURSES AND 97,847 VISITS TO THE CLUB'S 3 DRIVING RANGES. PROVIDING SPORTING INTERACTION AT THE CLUB INCLUDING OVER 151,288 VISITS TO THE FITNESS FACILITIES AND OVER 72,603 VISITS TO THE AQUATICS FACILITIES. 0 0 0 0 0 0 0 0 0 1 1 0 0 1 1 1 0 0 0 0 0 0 0 0 0 0 0 0 1 0 1 0 0 0 0 0 0 0 0 0 0 0 0 1 101 0 851 1 1 1 0 0 0 1 1 5815640 2474455 0 0 0 X 15 15 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 X ANGELA H STEWART 8042882891 6031 ST ANDREWS LANE RICHMOND VA 23226 WYATT S BEAZLEY IV PRESIDENT 2.00 X X 0 0 0 G SCOTT HETZER VICE PRESIDENT 2.00 X X 0 0 0 AMANDA L SURGNER SECRETARY 2.00 X X 0 0 0 MELINDA C HARDY TREASURER 2.00 X X 0 0 0 JAMES E CAIN DIRECTOR 2.00 X 0 0 0 AMY DE VENOGE DIRECTOR 2.00 X 0 0 0 G MANOLI LOUPASSI DIRECTOR 2.00 X 0 0 0 S PRESTON DILLARD DIRECTOR 2.00 X 0 0 0 LEAVENWORTH M FERRELL II DIRECTOR 2.00 X 0 0 0 JOHN M BLANKENSHIP DIRECTOR 2.00 X 0 0 0 CLEIGHTON L HILBERT JR DIRECTOR 2.00 X 0 0 0 ERIN S JEWETT DIRECTOR 2.00 X 0 0 0 BETTS W MCGURN DIRECTOR 2.00 X 0 0 0 THOMAS M PARRISH DIRECTOR 2.00 X 0 0 0 DOUGLAS D WESTMORELAND DIRECTOR 2.00 X 0 0 0 ANGELA H STEWART CFO/ASSISTANT TREASURER 40.00 X 235465 0 25719 PHILIP R KIESTER CEO/ASSISTANT SECRETARY 40.00 X 577345 0 25749 CHRISTIAN DOMINICK SAIN DIRECTOR OF GOLF & GROUNDS 40.00 X 295523 0 17945 ANNE STRYHN ASSISTANT GENERAL MANAGER 40.00 X 161918 0 12265 WARREN WEST DIRECTOR OF GOLF 40.00 X 227682 0 14213 ROBERT OAKES JR DIRECTOR OF RACQUET SPORTS 40.00 X 173557 0 22727 RYAN BENDER FOOD & BEVERAGE DIRECTOR 40.00 X 204129 0 14997 CHARLOTTE A WRIGHT DIRECTOR OF ATHLETICS 40.00 X 154426 0 14074 JONATHAN YORK EXECUTIVE CHEF 40.00 X 203032 0 20682 GARY NOWAK DIRECTOR OF OPERATIONS 40.00 X 138828 0 14434 THOMAS PREST DIRECTOR OF HUMAN RESOURCES 40.00 X 132615 0 12894 ERIC S LAYTON DIRECTOR OF INSTRUCTION 40.00 X 122829 0 22722 CARLA WALDRON INFORMATION TECHNOLOGY DIR 40.00 X 126558 0 18002 DANIEL EMIRZIAN TENNIS PROFESSIONAL 40.00 X 128524 0 11321 2882431 0 247744 14 0 1 0 CROZIER CONSTRUCTION 1834 RIVER RD W CROZIER VA 23039 GENERAL CONTRACTOR 855747 KJELLSTROM & LEE CONSTRUCTION 1607 OWNBY LANE RICHMOND VA 23220 CONSTRUCTION 785035 LANDSCAPES UNLIMITED LLC 1201 ARIES DRIVE LINCOLN NE 68512 LANDSCAPING 293655 GROUND FORCE IT 4424 SPRINGFIELD RD GLEN ALLEN VA 23060 TECHNOLOGY SERVICES 216611 COLONIAL WEBB CONTRACTORS 2820 ACKLEY AVENUE RICHMOND VA 23228 BUILDING MAINTENANCE 198113 5 MEMBERSHIP DUES 713910 22015336 22015336 GREEN AND CART FEES 713910 2257511 2066079 191432 ATHLETICS 713910 1633550 1633550 GOLF TOURNAMENT 713910 544113 0 544113 OTHER ADMINISTRATIVE 713910 344407 344407 512718 512718 27307635 157977 157977 4293825 16806 3860071 5951 433754 10855 444609 433754 10855 10645950 3696452 6949498 5765474 1184024 INITIATION FEES 713910 5815640 5815640 PENSION LIABILITY ADJUSTMENT 713910 9708 9708 5825348 40685067 38162912 2511300 10855 2401449 10036731 7667029 1388312 5026914 INCOME TAXES 33109 FOOD & BEVERAGE 1901360 GOLF COURSE MAINTENANCE 1073118 GENERAL & ADMIN 877193 2176642 32581857 9411317 12952712 2092062 2470214 37629 35540 6200004 0 634686 768794 422904 337355 135034271 69760539 62821591 65273732 9048283 9545950 150000 150000 90818476 91534297 3749143 2791548 1115027 967461 3833807 3959721 8697977 7718730 X 82120499 83815567 82120499 83815567 90818476 91534297 8103210 -208138 -6200004 0 X X 0 1 X 1 0 3106280 3106280 98986609 45818035 53168574 28804634 20543847 8260787 4136748 3398657 738091 65273732 CLUB INVESTMENTS 9545950 F 9545950 DEFERRED COMPENSATION 3959721 3959721 X 44159392 -208138 -208138 44367530 -3682463 -3682463 40685067 36264320 3682463 3682463 32581857 0 32581857 PART X, LINE 2: THE CLUB HAS EVALUATED ITS TAX POSITIONS AND HAS CONCLUDED THAT THE CLUB HAD TAKEN NO UNCERTAIN TAX POSITIONS THAT REQUIRE ADJUSTMENT TO THE FINANCIAL STATEMENTS. GENERALLY, THE CLUB IS NO LONGER SUBJECT TO INCOME TAX EXAMINATIONS BY THE U.S. FEDERAL OR VIRGINIA TAX AUTHORITIES FOR TAX YEARS ENDING BEFORE SEPTEMBER 30, 2017. PART XI, LINE 4B - OTHER ADJUSTMENTS: COST OF GOODS SOLD -3,696,452. MANAGEMENT FEES NETTED IN INTEREST INCOME 13,989. PART XII, LINE 2D - OTHER ADJUSTMENTS: COST OF GOODS SOLD 3,696,452. MANAGEMENT FEES NETTED IN INTEREST INCOME -13,989. X X 0 1 0 PHILIP R KIESTER CEO/ASSISTANT SECRETARY 484750 0 65000 0 27595 0 11400 0 14349 0 603094 0 0 0 CHRISTIAN DOMINICK SAIN DIRECTOR OF GOLF & GROUNDS 262140 0 11250 0 22133 0 10975 0 6970 0 313468 0 0 0 ANGELA H STEWART CFO/ASSISTANT TREASURER 199828 0 7500 0 28137 0 8738 0 16981 0 261184 0 0 0 WARREN WEST DIRECTOR OF GOLF 199097 0 11250 0 17335 0 8682 0 5531 0 241895 0 0 0 JONATHAN YORK EXECUTIVE CHEF 195092 0 6000 0 1940 0 8582 0 12100 0 223714 0 0 0 RYAN BENDER FOOD & BEVERAGE DIRECTOR 190021 0 13750 0 358 0 8188 0 6809 0 219126 0 0 0 ROBERT OAKES JR DIRECTOR OF RACQUET SPORTS 165652 0 7500 0 405 0 7323 0 15404 0 196284 0 0 0 ANNE STRYHN ASSISTANT GENERAL MANAGER 149564 0 11250 0 1104 0 6631 0 5634 0 174183 0 0 0 CHARLOTTE A WRIGHT DIRECTOR OF ATHLETICS 132653 0 7500 0 14273 0 5718 0 8356 0 168500 0 0 0 GARY NOWAK DIRECTOR OF OPERATIONS 130198 0 7500 0 1130 0 5625 0 8809 0 153262 0 0 0 PART I, LINE 4B ANGELA H. STEWART, PHILIP R. KIESTER, WARREN WEST, CHARLOTTE WRIGHT & CHRISTIAN SAIN BOARD MEMBERS MEMBERS OF THE CLUB AND MEMBERS OF THE BOARD OF DIRECTORS RECEIVABLES IN THE NORMAL COURSE OF TRADE OR BUSINESS X 27760 27760 0 1 0 RYAN BENDER KEY EMPLOYEE SIGNING BONUS FORGIVEN OVER 5-YEAR PERIOD X 25280 7780 0 0 1 35540 FORM 990, PART VI, SECTION A, LINE 6 SECTION 1. THE MEMBERSHIP OF THE CLUB SHALL BE MADE UP OF STOCKHOLDER MEMBERS AND CONTRIBUTING MEMBERS. STOCKHOLDER MEMBERS SHALL BE PERSONS WHO HAVE BEEN DULY ELECTED TO MEMBERSHIP IN THE CLUB BY THE BOARD OF DIRECTORS, WHOSE MEMBERSHIP HAS NOT BEEN TERMINATED AND WHO OWN IN THEIR OWN RIGHT ONE OR MORE SHARES OF THE CORPORATE STOCK OF THE CLUB. CONTRIBUTING MEMBERS SHALL BE PERSONS WHO HAVE BEEN DULY ELECTED TO MEMBERSHIP IN THE CLUB BY THE BOARD OF DIRECTORS, WHOSE MEMBERSHIP HAS NOT BEEN TERMINATED, AND WHO DO NOT OWN ANY OF THE CORPORATE STOCK OF THE CLUB. ADULT MEMBERS OF THE CLUB ARE THOSE MEMBERS WHO ARE TWENTY-ONE (21) YEARS OF AGE OR OLDER. STOCKHOLDER MEMBERS SHALL CONTROL THE DIRECTION AND MANAGEMENT OF THE CLUB AND SHALL HAVE THE SOLE RIGHT TO VOTE AT MEETINGS OF THE CLUB. CONTRIBUTING MEMBERS SHALL NOT HAVE ANY VOTING RIGHTS. EXCEPT AS TO THE DIRECTION AND MANAGEMENT OF THE CLUB AND THE RIGHT TO VOTE, THE PRIVILEGES OF STOCKHOLDER MEMBERS AND CONTRIBUTING MEMBERS SHALL BE SIMILAR IN ALL RESPECTS. SECTION 2. STOCKHOLDER MEMBERS AND CONTRIBUTING MEMBERS SHALL BE DIVIDED INTO THE FOLLOWING CLASSIFICATION: ACTIVE, SENIOR ACTIVE, HONORARY, ASSOCIATE "A", ASSOCIATE "B", ASSOCIATE "C", JUNIOR ASSOCIATE, ASSOCIATE (21-29), NON-RESIDENT ACTIVE, NON-RESIDENT ASSOCIATE, CLERICAL ACTIVE, CLERICAL ASSOCIATE AND JUNIOR MEMBERS. SECTION 3. ACTIVE MEMBERS SHALL BE MEN WHO ARE AT LEAST THIRTY (30) BUT UNDER SEVENTY (70) YEARS OF AGE, OR WHO ARE AT LEAST TWENTY-ONE (21) BUT UNDER THIRTY (30) YEARS OF AGE AND HAVE QUALIFIED AS ACTIVE MEMBERS, EXCEPT WHERE ANY SUCH MEN ARE QUALIFIED FOR SOME OTHER MEMBERSHIP CLASSIFICATION. THE NUMBER OF ACTIVE MEMBERS SHALL BE LIMITED TO FIFTEEN HUNDRED (1500); PROVIDED, HOWEVER, THAT SUCH LIMITATION MAY BE EXCEEDED WHERE ASSOCIATE (21-29) MEMBERS, BY REASON OF AGE, OR NON-RESIDENT ACTIVE MEMBERS BY REASON OF CHANGE OF RESIDENCE OR PRINCIPAL PLACE OF BUSINESS, ARE TRANSFERRED TO ACTIVE MEMBERSHIP, BUT NO PERSON SHALL BE ELECTED TO ACTIVE MEMBERSHIP WHEN THERE ARE FIFTEEN HUNDRED (1500) OR MORE ACTIVE MEMBERS. SECTION 4: SPOUSE ACTIVE MEMBERS SHALL BE MEN WHO (I) ARE AT LEAST TWENTY-ONE (21) YEARS OF AGE, (II) PRIOR TO THEIR MARRIAGES, WERE NOT ALREADY MEMBERS OF THE CLUB, (III) MARRY AN EXISTING FEMALE MEMBER, AND (IV) ARE NOT QUALIFIED FOR SOME OTHER CLASSIFICATION. THE HUSBAND OF ANY WOMAN (I) WHO WAS NOT AN ASSOCIATE "B" MEMBER AS OF NOVEMBER 27, 2007, AND (II) WHO PRIOR TO HER MARRIAGE WAS AN ASSOCIATE "A", ASSOCIATE "C", OR ASSOCIATE (21-29) MEMBER, OR (III) SUBSEQUENT TO HER MARRIAGE TRANSFERS TO RESIDENT MEMBERSHIP FROM NON-RESIDENT MEMBERSHIP SHALL BECOME A SPOUSE ACTIVE MEMBER IF HE IS NOT ALREADY A MEMBER OF THE CLUB. SECTION 5. SENIOR ACTIVE MEMBERS SHALL BE MEN SEVENTY (70) YEARS OF AGE OR OVER, EXCEPT WHERE QUALIFIED FOR SOME OTHER CLASSIFICATION. SECTION 6. HONORARY MEMBERS SHALL BE THE WIDOWS OR WIDOWERS OF FORMER CLUB PRESIDENTS WHO UPON THEIR DEATH WERE STILL MEMBERS OF THE CLUB; AND THOSE MEMBERS OF THE CLUB, FORMER MEMBERS OF THE CLUB OR RETIRED MEMBERS OF THE CLUB'S EXECUTIVE STAFF WHO, BY REASON OF THEIR CIRCUMSTANCES OR EXTRAORDINARY SERVICE TO THE CLUB, THE COUNTRY, OR THEIR COMMUNITY, ARE CONSIDERED BY THE BOARD OF DIRECTORS TO BE DESERVING OF UNUSUAL RECOGNITION. HONORARY MEMBERS SHALL HAVE NO OBLIGATION FOR THE PAYMENT OF DUES OR INITIATION FEES. SECTION 7. ASSOCIATE "A" MEMBERS SHALL BE THE SPOUSES, WIDOWS OR WIDOWERS OF ACTIVE, SENIOR ACTIVE, SPOUSE ACTIVE, ASSOCIATE C, JUNIOR ASSOCIATE AND ASSOCIATE (21-29) MEMBERS. THE SPOUSE OF ANY PERSON ELECTED TO ACTIVE, SENIOR ACTIVE, OR ASSOCIATE C MEMBERSHIP AFTER JULY 1, 1959, OR TRANSFERRED TO ACTIVE MEMBERSHIP OR ASSOCIATE (21-25) MEMBERSHIP AFTER MAY 1, 1963, OR TRANSFERRED TO ACTIVE MEMBERSHIP OR ASSOCIATE (21-29) MEMBERSHIP AFTER JUNE 24, 1997, SHALL, UPON SUCH ELECTION OR TRANSFER, BECOME AN ASSOCIATE "A" MEMBER IF HE OR SHE IS NOT ALREADY A MEMBER OF THE CLUB. SECTION 8. ASSOCIATE "B" MEMBERS SHALL BE MARRIED WOMEN NOT QUALIFIED FOR SOME OTHER CLASSIFICATION, AND WHOSE HUSBANDS, AS OF NOVEMBER 27, 2007, WERE NOT MEMBERS OF THE CLUB AND HAVE NOT THEREAFTER BECOME MEMBERS OF THE CLUB. SECTION 9. ASSOCIATE "C" MEMBERS SHALL BE WOMEN, OR WIDOWS, THIRTY (30) YEARS OF AGE OR OVER, OR WHO ARE AT LEAST TWENTY-ONE (21) BUT UNDER THIRTY (30) YEARS OF AGE AND HAVE QUALIFIED AS ASSOCIATE "C" MEMBERS, EXCEPT WHERE ANY SUCH WOMEN OR WIDOWS ARE QUALIFIED FOR SOME OTHER CLASSIFICATION. SECTION 10. JUNIOR ASSOCIATE MEMBERS SHALL BE BOYS AND GIRLS WHO ARE AT LEAST SIXTEEN (16) YEARS OF AGE, BUT LESS THAN TWENTY-ONE (21) YEARS OF AGE, REGARDLESS OF PLACE OF RESIDENCE, WHOSE FATHER, MOTHER, OR GUARDIAN IS AN ACTIVE, SENIOR ACTIVE, CLERICAL ACTIVE, NON-RESIDENT ACTIVE, NON-RESIDENT ASSOCIATE, ASSOCIATE (21-29), ASSOCIATE "A", ASSOCIATE "B", ASSOCIATE "C", CLERICAL ASSOCIATE, OR HONORARY MEMBER. SECTION 11. ASSOCIATE (21-29) MEMBERS SHALL BE MEN AND WOMEN AT LEAST TWENTY-ONE (21) YEARS OF AGE BUT LESS THAN THIRTY (30) YEARS OF AGE WHO PREVIOUSLY WERE JUNIOR ASSOCIATE MEMBERS UNTIL THEY REACHED TWENTY-ONE (21) YEARS OF AGE; PROVIDED, HOWEVER, THAT AN ASSOCIATE (21-29) MEMBER MAY, UPON REQUEST TO THE CLUB AND UPON PAYMENT OF ALL APPLICABLE INITIATION FEES, BECOME AN ACTIVE MEMBER (IF A MAN) OR AN ASSOCIATE "C" MEMBER (IF A WOMAN) BY TRANSFER PRIOR TO ATTAINING THIRTY (30) YEARS OF AGE. NO ONE MAY BE ELECTED AS AN ASSOCIATE (21-29) MEMBER. SECTION 12. NON-RESIDENT ACTIVE MEMBERS SHALL BE ALL MEN WHO ARE THIRTY (30) YEARS OF AGE OR OVER, OR WHO ARE AT LEAST TWENTY-ONE (21) AND HAVE QUALIFIED AS ACTIVE MEMBERS, AND WHO DO NOT HAVE ANY PLACE OF ABODE OR PRINCIPAL PLACE OF BUSINESS IN, OR IF ON FULL TIME MILITARY DUTY ARE NOT STATIONED IN, THE CITIES OF RICHMOND, PETERSBURG, HOPEWELL, COLONIAL HEIGHTS, FREDERICKSBURG, OR WILLIAMSBURG, OR THE COUNTIES OF AMELIA, CAROLINE, CHARLES CITY, CHESTERFIELD, CUMBERLAND, DINWIDDIE, FLUVANNA, GOOCHLAND, HANOVER, HENRICO, JAMES CITY, KING AND QUEEN, KING WILLIAM, LOUISA, NEW KENT, NOTTOWAY, POWHATAN, PRINCE GEORGE, SPOTSYLVANIA, OR SURRY ("LOCAL RESIDENCE AREA"); PROVIDED, HOWEVER, THAT THOSE PERSONS WHO WERE NON-RESIDENT ACTIVE MEMBERS ON NOVEMBER 28, 1989, MAY CONTINUE AS NON-RESIDENT ACTIVE MEMBERS FOR SO LONG AS THEY DO NOT HAVE A USUAL PLACE OF ABODE OR PRINCIPAL PLACE OF BUSINESS IN THE CITIES OF RICHMOND, PETERSBURG, HOPEWELL OR COLONIAL HEIGHTS OR THE COUNTIES OF HENRICO, HANOVER, GOOCHLAND, NEW KENT, CHARLES CITY, CHESTERFIELD, POWHATAN, AMELIA, LOUISA, KING WILLIAM, PRINCE GEORGE, OR DINWIDDIE ("FORMER LOCAL RESIDENCE AREA"). SECTION 13. NON-RESIDENT ASSOCIATE MEMBERS SHALL BE WOMEN WHO ARE THIRTY (30) YEARS OF AGE OR OVER, OR WHO ARE AT LEAST TWENTY-ONE (21) BUT UNDER THIRTY (30) YEARS OF AGE AND HAVE QUALIFIED AS ASSOCIATE "B OR ASSOCIATE "C" MEMBERS, AND WHO DO NOT HAVE ANY PLACE OF ABODE OR PRINCIPAL PLACE OF BUSINESS IN, OR IF ON FULL TIME MILITARY DUTY ARE NOT STATIONED IN, THE LOCAL RESIDENCE AREA; PROVIDED, HOWEVER, THAT THOSE PERSONS WHO WERE NON-RESIDENT ASSOCIATE MEMBERS ON NOVEMBER 28, 1989, MAY CONTINUE AS NON-RESIDENT ASSOCIATE MEMBERS FOR SO LONG AS THEY DO NOT HAVE A USUAL PLACE OF ABODE OR PRINCIPAL PLACE OF BUSINESS IN THE FORMER LOCAL RESIDENCE AREA. SECTION 14. CLERICAL ACTIVE MEMBERS SHALL BE REGULARLY ORDAINED MINISTERS. SECTION 15. CLERICAL ASSOCIATE MEMBERS SHALL BE SPOUSES, WIDOWS, OR WIDOWERS OF CLERICAL ACTIVE MEMBERS. SECTION 16. JUNIOR MEMBERS SHALL BE BOYS AND GIRLS WHO ARE AT LEAST EIGHT (8) YEARS OF AGE BUT LESS THAN SIXTEEN (16) YEARS OF AGE, REGARDLESS OF PLACE OF RESIDENCE, WHOSE FATHER, MOTHER, OR GUARDIAN IS AN ACTIVE, SENIOR ACTIVE, CLERICAL ACTIVE, NON-RESIDENT ACTIVE, NON-RESIDENT ASSOCIATE, ASSOCIATE (21-29), ASSOCIATE "A", ASSOCIATE "B", ASSOCIATE "C", CLERICAL ASSOCIATE, OR HONORARY MEMBER. SECTION 17. ONLY THOSE HOLDING THE CORPORATE STOCK OF THE CLUB SHALL HAVE AN INTEREST IN THE FUNDS, PROPERTY AND ASSETS OF THE CLUB, AND, EXCEPT AS PERMITTED BY THE CONSTITUTION, BYLAWS, OR RULES OF THE CLUB, ONLY THOSE WHO ARE MEMBERS SHALL BE ENTITLED TO USE THE CLUB FACILITIES OR TO COME TO THE CLUB GROUNDS. SECTION 18. THE BOARD OF DIRECTORS OF THE CLUB MAY, BY A TWO-THIRDS VOTE OF THE ENTIRE BOARD, PRESCRIBE LIMITS OF MEMBERSHIP FOR THE VARIOUS CLASSES OF MEMBERS, PROVIDED SUCH LIMITS DO NOT EXCEED THOSE PRESCRIBED IN SECTION 3 OF THIS ARTICLE. SECTION 19. ONLY ADULT MEMBERS OF THE CLUB, OTHER THAN NON-RESIDENT MEMBERS, SHALL BE ELIGIBLE TO HOLD OFFICE OR HAVE THE RIGHT TO PROPOSE OR SECOND A CANDIDATE FOR MEMBERSHIP IN THE CLUB. FORM 990, PART VI, SECTION A, LINE 7A STOCKHOLDER MEMBERS SHALL CONTROL THE DIRECTION AND MANAGEMENT OF THE CLUB AND SHALL HAVE THE SOLE RIGHT TO VOTE AT MEETINGS OF THE CLUB. FORM 990, PART VI, SECTION A, LINE 7B STOCKHOLDER MEMBERS SHALL CONTROL THE DIRECTION AND MANAGEMENT OF THE CLUB AND SHALL HAVE THE SOLE RIGHT TO VOTE AT MEETINGS OF THE CLUB. FORM 990, PART VI, SECTION B, LINE 11B PRIOR TO FILING WITH THE IRS, FORM 990 IS EMAILED TO MEMBERS OF THE BOARD FOR THEIR REVIEW. FORM 990, PART VI, SECTION B, LINE 12C OFFICERS AND DIRECTORS COMPLETE QUESTIONNAIRES ANNUALLY THAT ARE SPECIFICALLY DESIGNED TO IDENTIFY ISSUES RELATED TO INDEPENDENCE, FAMILY, AND BUSINESS RELATIONSHIPS, OR CONFLICTS OF INTEREST. FORM 990, PART VI, SECTION B, LINE 15 REVIEW OF THE GENERAL MANAGER'S PERFORMANCE IS OVERSEEN BY THE CLUB'S PRESIDENT. EACH BOARD MEMBER PROVIDED INPUT TO THE PRESIDENT. THE PRESIDENT RECOMMENDS COMPENSATION ADJUSTMENTS FOR THE GENERAL MANAGER TO THE CLUB'S EXECUTIVE COMMITTEE FOR THEIR APPROVAL. REVIEW OF THE GENERAL MANAGER'S DIRECT REPORTS IS OVERSEEN BY THE GENERAL MANAGER. THE GENERAL MANAGER RECOMMENDS COMPENSATION ADJUSTMENTS TO THE EXECUTIVE COMMITTEE FOR THEIR APPROVAL. FORM 990, PART VI, SECTION C, LINE 19 THE CLUB DOES NOT MAKE AVAIABLE TO THE PUBLIC ITS GOVERNING DOCUMENTS, ITS CONFLICT OF INTEREST POLICY, OR ITS FINANCIAL STATEMENTS FORM 990, PART XII, LINE 2C: NO CHANGE FROM PRIOR YEAR.