TIN:
SCHEDULE O
(Form 990 or 990-EZ)
Department of the Treasury
Internal Revenue Service
(Form 990 or 990-EZ)
Department of the Treasury
Internal Revenue Service
Supplemental Information to Form 990 or 990-EZ
Complete to provide information for responses to specific questions on
Form 990 or 990-EZ or to provide any additional information.
Attach to Form 990 or 990-EZ.
Go to www.irs.gov/Form990 for the latest information.
OMB No. 1545-0047
2018
Open to Public
Inspection
Inspection
Name of the organization
THE UNIVERSITY CLUB
Employer identification number
13-1429480
13-1429480
| Return Reference | Explanation |
|---|---|
| PART III, LINE 1 | PROMOTION OF LITERATURE & ART, BY ESTABLISHING & MAINTAINING A LIBRARY READING-ROOM, & GALLERY OF ART. THE CLUB ALSO PROVIDES A CLUBHOUSE & ATHLETIC FACILITIES FOR THE USE AND ENJOYMENT OF ITS MEMBERSHIP. |
| FORM 990, PART VI, SECTION A, LINE 4 | ARTICLE II (OFFICERS), SECTION 1: THE CLUB IS SUBJECT TO THE PROVISIONS AND REQUIREMENTS OF THE NEW YORK NOT-FOR-PROFIT CORPORATION LAW ["N-PCL"]. N-PCL 714(A) PROVIDES IN PERTINENT PART THAT ABSENT A CONTRARY PROVISION IN THE CLUB'S CONSTITUTION, ANY OFFICER ELECTED OR APPOINTED BY THE COUNCIL MAY BE REMOVED BY THE COUNCIL, WITH CAUSE OR WITHOUT CAUSE. THUS, SINCE THERE IS CURRENTLY NO PROVISION IN THE CONSTITUTION TO THE CONTRARY, AT PRESENT OFFICERS CAN BE REMOVED FROM OFFICE BY THE COUNCIL FOR ANY REASON OR NO REASON AT ALL. THE PROPOSED REVISION REFLECTS THAT THE COUNCIL WOULD REQUIRE CAUSE BEFORE REMOVING AN OFFICER. THE THREE-FIFTH SUPERMAJORITY VOTE PROVIDED FOR REMOVAL FOR CAUSE IS THE SAME AS REQUIRED TO EXPEL A MEMBER FROM THE CLUB. SEE CONSTITUTION ARTICLE XIV. ARTICLE III, SECTION 10: THE CONSTITUTION PROVIDES THAT THE COUNCIL HAS THE POWER TO DETERMINE IF A COUNCIL MEMBER WHO FAILS TO ATTEND TWO CONSECUTIVE MEETINGS SHOULD BE REMOVED. THERE IS A CONCERN THAT THIS PROVISION MAY CONFLICT WITH N-PCL 706(C) GIVEN THAT THE COUNCIL IS COMPRISED OF MEMBERS ELECTED BY TWO DISTINCT CONSTITUENCIES: (I) TWENTY (20) MEMBERS ELECTED DIRECTLY BY THE CLUB MEMBERSHIP, AND (II) SIXTEEN (16) MEMBERS (OFFICERS AND STANDING COMMITTEE CHAIRS) ELECTED BY THE COUNCIL. THE CONCERN IS THAT N-PCL 706(C) MAY PRECLUDE COUNCIL AS A WHOLE FROM REMOVING ONE OF THE TWENTY MEMBER-ELECTED MEMBERS OF COUNCIL BECAUSE THEY WERE ELECTED BY A DIFFERENT CONSTITUENCY (I.E. MEMBERS). THIS PROPOSED AMENDMENT OBVIATES THOSE CONCERNS. UNDER THE PROPOSED LANGUAGE, A MEMBER WHO MISSES TWO CONSECUTIVE MEETINGS IS DEEMED TO HAVE OFFERED TO RESIGN, BUT COUNCIL CAN ACCEPT THAT OFFER OR NOT, OR SIMPLY IGNORE IT, AS IT DEEMS APPROPRIATE. ARTICLE XIV (SUSPENSION OR EXPULSION), SECTION 1: AT PRESENT, THE CONSTITUTION PROVIDES THE COUNCIL WITH ONLY TWO REMEDIES, TOTAL SUSPENSION OR EXPULSION FROM THE CLUB. CIRCUMSTANCES HAVE ARISEN IN THE PAST WHERE SOME LESSER OR MORE FINE-TUNED MEASURE MIGHT HAVE BEEN MORE APPROPRIATE BUT WAS SIMPLY NOT AVAILABLE. [THIS AMENDMENT WOULD, IN LIEU OF FULL SUSPENSION OR EXPULSION, PERMIT THE COUNCIL TO SUSPEND ONLY SOME OF THE MEMBER'S CLUB PRIVILEGES, FOR EXAMPLE, USE OF THE FITNESS CENTER, ACCESS TO THE TAP ROOM, OR OTHER PRIVILEGE. HOWEVER, THERE WOULD BE NO REDUCTION IN DUES OR ASSESSMENTS DURING SUCH PARTIAL SUSPENSION UNLESS THE COUNCIL DETERMINED OTHERWISE.] ARTICLE XIV, (NEW) SECTION 2: IT HAS BEEN THE LONGSTANDING AND PREFERRED PRACTICE FOR MEMBER ISSUES, COMPORTMENT AND OTHERWISE, TO BE HANDLED INFORMALLY WHEREBY THE MEMBER ENTERS INTO A VOLUNTARY AGREEMENT WORKED OUT WITH THE PRESIDENT, CHAIR OF THE HOUSE COMMITTEE AND THE GENERAL MANAGER, REDUCED TO WRITING AND SIGNED. THIS REMAINS THE PREFERRED METHOD OF RESOLVING MOST ISSUES, AND IT IS RECOMMENDED THAT THIS PROCEDURE BE PROVIDED FOR IN THE CONSTITUTION. ARTICLE XIV, (NEW) SECTION 3: UNDER THE PROPOSED ARTICLE XI, SECTION 7, AFTER A MEMBER HAS BEEN IN ARREARS FOR OVER THREE MONTHS, THE TREASURER WILL BE IN CONTACT WITH THE MEMBER TO MAKE A LAST EFFORT TO HAVE THE MEMBER'S ACCOUNT BROUGHT CURRENT. IF IT IS NOT CURRENT AFTER THE FOURTH MONTH, THE TREASURER IS TO SEEK THE MEMBER'S EXPULSION FROM THE CLUB "ABSENT EXCEPTIONAL CIRCUMSTANCES AS DETERMINED BY THE TREASURER." SEE ARTICLE XI, PROPOSED SECTION 7. AN "EXCEPTIONAL CIRCUMSTANCE" WOULD EXIST IF, FOR EXAMPLE, THE MEMBER ENTERED INTO A WRITTEN PAYMENT SCHEDULE WHEREBY THE MEMBER REMAINS SUSPENDED FROM USAGE OF THE CLUB WHILE DUES AND ASSESSMENTS CONTINUED, AND UPON PAYMENT OF ALL AMOUNTS OWED, THE MEMBER WOULD BE REINSTATED AND COULD RESUME FULL USE OF THE CLUB. HOWEVER, FAILURE TO ABIDE BY THE REPAYMENT AGREEMENT WOULD IMMEDIATELY RESULT IN THE MEMBER'S INVOLUNTARY RESIGNATION FROM THE CLUB. A SECOND TYPE OF AGREEMENT WOULD REQUIRE THE MEMBER'S IMMEDIATE RESIGNATION FROM THE CLUB WITH AN AGREED PAYMENT SCHEDULE WHICH, IF COMPLIED WITH, WOULD DEEM THE MEMBER'S RESIGNATION TO HAVE BEEN "IN GOOD STANDING" FOR PURPOSES OF THE ABBREVIATED READMISSION PROCEDURES IN ARTICLE XI, (RENUMBERED) SECTION 4. THIS PROVIDES AN INCENTIVE FOR THE DELINQUENT MEMBER TO MEET THE PAYMENT OBLIGATIONS AND COULD AVOID HAVING THE MEMBER'S ACCOUNT BEING TURNED OVER FOR COLLECTION. ARTICLE XVII (AMENDMENTS): N-PCL 602(C) SPECIFIES IN PERTINENT PART: "UNLESS OTHERWISE PROVIDED IN THE [CHARTER] OR THE [CONSTITUTION] ADOPTED BY THE MEMBERS, ANY [CONSTITUTION] ADOPTED BY THE MEMBERS MAY BE AMENDED OR REPEALED BY THE [COUNCIL]." SINCE THE CONSTITUTION DOES NOT "OTHERWISE PROVIDE" THAT THE CONSTITUTION CAN ONLY BE AMENDED OR REPEALED BY THE MEMBERSHIP, AND IT IS CERTAINLY THE EXPECTATION OF THE MEMBERSHIP THAT THE CONSTITUTION SHOULD ONLY BE SUBJECT TO AMENDMENT BY THE MEMBERSHIP, IT IS CONSIDERED APPROPRIATE TO SO PROVIDE IN THE CONSTITUTION. |
| FORM 990, PART VI, SECTION A, LINE 6 | THE UNIVERSITY CLUB WAS INCORPORATED AS A MEMBERSHIP ORGANIZATION. |
| FORM 990, PART VI, SECTION A, LINE 7A | THE MEMBERS VOTE FOR THE PARTICIPANTS OF THE MEMBERS NOMINATING COMMITTEE WHO IN TURN ELECT THE EXECUTIVE AND COUNCIL MEMBERS. |
| FORM 990, PART VI, SECTION A, LINE 7B | CHANGES MADE TO THE CONSTITUTION BY THE GOVERNING BODY MUST BE APPROVED BY THE MEMBERSHIP. |
| FORM 990, PART VI, SECTION B, LINE 11B | THE FORM 990 IS REVIEWED BY THE TREASURER PRIOR TO FILING WITH THE INTERNAL REVENUE SERVICE. |
| FORM 990, PART VI, SECTION B, LINE 12C | THE AUDIT COMMITTEE OVERSEES THE DISTRIBUTION AND COLLECTION OF THE CONFLICT OF INTEREST POLICY STATEMENTS. IF ANY CONFLICTS ARISE IT IS REVIEWED AND REPORTED TO THE COUNCIL. |
| FORM 990, PART VI, SECTION B, LINE 15 | COMPENSATION FOR OFFICERS AND KEY EMPLOYEES ARE REVIEWED BY THE CLUB'S PRESIDENT AND HOUSE COMMITTEE CHAIRMAN FOR APPROVAL. |
| FORM 990, PART VI, SECTION C, LINE 19 | THE CLUB DOES NOT MAKE ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, OR FINANCIAL STATEMENTS AVAILABLE TO THE GENERAL PUBLIC. |
| FORM 990, PART XI, LINE 9: | PENSION ADJUSTMENT -638,654. DEFERRED COMP. INTEREST INCOME -11,314. NET PARTNERSHIP INCOME 7,464. |
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.
Cat. No. 51056K
Schedule O (Form 990 or 990-EZ) 2018
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