Attach to Form 990 or 990-EZ.
Go to www.irs.gov/Form990 for the latest information.
| Return Reference | Explanation |
|---|---|
| Form 990, Part VI, Section A, line 1a | The President, Vice President, Secretary/Treasurer and Immediate Past President of the Club constitute the Executive Committee. The Executive Committee has the power to perform any duties delegated to it by the Board, including immediate oversight and management of the day-to-day affairs of the Club. All action of the Executive Committee are subject to Board reveiw and approval. |
| Form 990, Part VI, Section A, line 4 | In 2021, the Moorhead Country Club reviewed and updated its otherwise unorganized, outdated, and internally inconsistent bylaws. The following significant changes were made: Art. II, Sec. 1 Shareholders & Members: Added language to clarify use of the terms "shareholder and "member" throughout the bylaws. Art. II, Sec. 2 Membership and House Rules: Added language to clarify the Board of Directors' authority to: (1) create and authorize the sale of certain memberships; and (2) adopt, amend, and enforce "House Rules" regarding member use of club facilities. Art. II, Sec. 3 Application for Membership: Added language to clarify the Board of Directors' role in reviewing and processing applications for membership. Art. II, Sec. 5, Voting Rights: Added language to clarify who may vote on matters presented for a vote of the members, the situations in which voting rights may be suspended (past due financial obligations) and the process associated with the suspension and reinstatement of voting rights. Art. II, Sec. 6 Termination of Membership: Added language to clarify the authority of the Board of Directors to suspend or expel members from Moorhead Country Club as well as the process associated with suspension or expulsion. Art. II, Sec. 7 Resignation: Added language to clarify the process and implications of resignation from Moorhead Country Club. Art. II, Sec. 8 Limitation on Membership: Added language to clarify the Board of Directors' authority to manage the number of memberships. Art. II, Sec. 9 Stock Ownership and Transfer: Added language to clarify that: (1) individuals may only sell shares of Moorhead Country Club stock to Moorhead Country Club; and (2) Moorhead Country Club will track stockownership on its books, but not issue physical shares. Art. III, Sec. 1 Annual Meeting: Updated language changing the timing of the annual meeting. Art. III, Sec. 2 Special Meetings: Updated language to clarify who may call a special meeting and the process for calling a special meeting. Art. III, Sec. 3 Notice of Meetings: Updated language to modernize and clarify meeting notice requirements. Art. III, Sec. 4 Quorum: Updated language to clarify quorum requirements and eliminate internal inconsistencies. Art. III, Sec. 5 Election of Directors: Updated language regarding election of the Board of Directors to make the bylaws more consistent internally and clarify that role of the President of Moorhead Country Club as it relates to its designated seat on the Board of Directors. Art. III, Sec. 6 Election Procedure: Updated language regarding election of the Board of Directors to make the bylaws more consistent internally. Art. III, Sec. 7 Election Inspectors: Updated language regarding election of the Board of Directors to make the bylaws more consistent internally. Art. IV, Sec. 2 Regular Meetings: Updated language to ensure the annual meeting of the Board of Directors follows the annual shareholder meeting. Art. IV, Sec. 3 Special Meetings: Updated language to clarify notice requirements. Art. IV, Sec. 4 Quorum: Updated language to clarify and modernize quorum requirements, including allowing remote attendance. Art. IV, Sec. 5 Removal: Eliminated redundancy and clarified the process by which a director may be removed from the Board of Directors. Art. IV, Sec. 6 Vacancies: Added language to clarify the authority of the Board of Directors as well as the process through which vacancies on the Board may be filled. Art. XI, Sec. 2 Assessments: Added language to increase the aggregate value of financial assessments the Board of Directors may levy against members and clarifying the situations in which member approval is required. Art. XI, Sec. 4 Capital Expenditures: Added language to increase the aggregate value of capital expenditures the Board of Directors may approve with and without member approval. Art. XIV Amendment of By-Laws: Changed terms used to make the bylaws internally consistent and clarify the process utilized to amend the bylaws. Removed policy language that had been placed in the bylaws but is more appropriate for a policy document (e.g., club credit policy, monthly billing practices, delinquency control measures, access and use of club facilities by children, etc.). |
| Form 990, Part VI, Section A, line 6 | There are two classes of stock, namely, Class "A and Class "B". Members must apply for membership. Upon acceptance, each member must purchase the requisit number and type of stock required for the class of type of approved membership. Only members that hold at least one share of Class "A" stock, and who are in good standing, are entitled to vote. |
| Form 990, Part VI, Section A, line 7a | Members holding at least one share of Class "A" stock are entitled to elect persons to the Board of Directors. Members who hold Class "A" stock can, by majority vote, also remove persons from the Board of Directors. |
| Form 990, Part VI, Section A, line 7b | Members holding at least one share of Class "A" stock must approve: any increase of dues that exceed 10% of the current dues for membership; any increase in stock requirement for each class of membership; any capital improvement, or series of related capital improvements the sum totoal of which exceeds $25,000; and any amendment to the Bylaws by a majority vote. |
| Form 990, Part VI, Section B, line 11b | The board of directors will receive an electronic copy of the Form 990 to review and approve before filing with the IRS. |
| Form 990, Part VI, Section C, line 18 | The organization's 990 is available upon request. The organization is not required to apply for tax-exempt status and, accordingly, does not have a Form 1023 or 1024. |
| Form 990, Part VI, Section C, line 19 | The organization makes its documents available to the public upon request. |
| Form 990, Part XI, line 9: | Member Stock Buyback -663,253. |
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