A.
This Association shall be managed by a Board of Governors, consisting
of (i) members of the Association elected at the Annual Meeting, the
majority of whom shall be residents of the City of Kalamazoo; (ii)
two City residents who have a demonstrated interest or background
in golf, turf management, finance or accounting and who shall be appointed
by the City Commission; and (iii) the three following ex officio public
officials who shall have voting privileges; the City Manager, or his
or her designee, the Director of Parks and Recreation, or his or her
designee, and the Director of Finance, or his or her designee.
B.
The elected and appointed members of the Board of Governors shall
hold their offices for three years or until their successors are elected
or appointed. An elected or appointed member may not serve more than
two consecutive terms of the Board of Governors. Elected or appointed
members who are serving on the Board as of June 1, 2010, are deemed
as serving in his or her first term and are eligible for only one
additional consecutive term on the Board..
By September 15 of each year, the Secretary shall notify membership
of the annual election of members to the Board of Governors through
conspicuous posting of notices in each golf course clubhouse. Such
notice shall provide information as to how members interested in seeking
election to the Board of Governors should disclose their candidacy
to the Secretary.
A.
The Secretary shall compile a list of all members who have declared
they are a candidate for the Board of Governors.
B.
The list of candidates shall be presented by the Secretary to the
Board of Governors at its regular October meeting and a ballot shall
be created.
C.
Additional spaces shall be provided on the ballot for write-in candidates.
A.
The election of Association members to the Board of Governors shall
be by ballot. Ballots containing the candidates' names shall
be mailed to all members of the Association at least two weeks prior
to the date of the Annual Meeting. Said ballot may be voted and mailed
to the Secretary, dropped off at any clubhouse prior to the date of
the annual meeting, or may be cast at the annual meeting.
B.
Beginning with the November, 2010, election, no less than five Association
members, and with the November, 2011, election, no less than four
Association members, elected to the Board shall reside within the
City of Kalamazoo.
C.
The two candidates receiving the highest number of votes shall be
declared elected to the Board of Governors; provided, however, in
all elections where it is necessary to elect a member or members residing
within the City limits of the City of Kalamazoo, the successful candidates
shall be chosen from those City resident members receiving the highest
number of votes, regardless of ballots cast.
B.
In addition, the President shall appoint a Greens Committee Chairman
and a business manager, subject to Board approval. Neither the Greens
Committee Chairman nor the business manager shall be required to be
elected or appointed members of the Board.
C.
A majority of the Board of Governors shall constitute a quorum.
D.
Any elected members of the Board or any officer of the Association
who neglects his duties or violates the rules of the Association may
be removed from office. A petition of 20 members of the Association
and/or 2/3 vote of the Board of Governors is necessary for such action.
Appointed members of the Board may be removed from office for cause
by the City Commission.
E.
Vacancies on the Board of Governors caused by change of residence,
being absent from three consecutive meetings unless excused by the
Board, or failing to attend at least eight of the 11 regularly scheduled,
monthly board meetings during the year, or for any other cause, shall
be filled by the City Commission in the case of an appointed member
and by Board of Governors in the case of elected members; provided,
however, such person shall stand for election for the remainder of
the term at the November Annual Meeting.
The duties of the Board of Governors shall be:
A.
To select officers as provided in § 4 of Article II.
B.
To be the final authority upon all matters affecting the Association
and the golf courses.
C.
To enact and enforce such rules and regulations for the use of the
golf courses and for the conduct of members as it may deem necessary.
D.
To have the authority to discipline or expel members for infraction
of the rules; a 2/3 vote of the entire Board being necessary for such
action and after giving the member involved reasonable notice of the
reason for the action and an opportunity to address the Board regarding
his or her position.
E.
To control and direct the expenses and have management of the practical
working of the Association, providing that any proposal to expend
money for any purpose shall receive the affirmative vote of at least
one of the ex officio members.
F.
To appoint any special committee which it considers necessary, but
such committee shall have only the power of recommendation to the
Board on all matters pertaining to the expenditure of money.
G.
To adopt a budget for one year at the regular monthly meeting in
February. Specific amounts shall be set up for expenditures during
the fiscal year. Said budget shall be approved by the City Commission
of the City of Kalamazoo.
H.
To recommend with the budget in November of each year for the approval
of the City Commission such greens fees and membership fees as shall
be charged for the following year.
I.
To conform in all respects, in the operation of the Association,
to the provisions of this Constitution, and at no times to deviate
from those provisions. If changes are necessary, it shall be by amendment
as provided for in Article IV.
J.
To see that those who handle money for the Board shall be bonded
in an amount sufficient to protect all interests of the Association.
The cost of the premium of said bond is to be paid by the Association.
K.
To see that an annual audit is performed of the Association's
financial affairs.
