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Board of Governors HANDBOOK 2023

Welcome Letter

Dear 2023 Board Member,

Congratulations for being chosen as one of eleven members who will hold the mantle of Governance over the next year. This handbook will provide you with the critical areas to help understand how effective boards work from the Board's fiduciary responsibilities to defining the Roles and Responsibilities of each constituency – the Board, Committees, and staff, from the Club Bylaws verses Rules & Regulations and the importance of being current, to fully understanding the membership makeup and demographics that will help drive decision making.

In my short tenure, we have begun to lay down a solid foundation and we will need to continue working in concert with one another so that the Board stays focused on governance while I keep the Operations Team aligned with our Mission Statement and Goals. If you have any questions along the way please reach out to me directly for clarity.

The Seabrook Island Club Membership thanks you for your time and expertise to volunteer for this very important role; the landscape of private clubs is very unique and challenging. I hope that you find your time on the Board very rewarding.

All my best,

Why We Are Here Today

Empower you to be comfortable, prepared, and informed... ...and therefore properly equipped for meetings, discussions, and decision-making.

Seabrook Island Club Mission Statement

Our mission is to provide an elevated club experience within a member owned oceanfront club where the enjoyment of our Members and guests is of the highest priority.

Seabrook Island CLub Three Pillars of Success

1. Elevation of Service & Culture

2. Top-Tier Infrastructure & Amenities

3. Distinguished Club Alignment

Organizational Chart

Club Treasurer

Club Board of Governors

General Manager / Chief Operating Officer

Real Estate BIC / Chief Operating Officer

Club Controller

Department Heads Managers

Club Staff Members

Real Estate Staff Members

Long

Board, Committee, and Management Roles and Responsibilities

Capital

Decisions on Building Renovations and Expansions Make decisions that are based on mission and vision statements Provides input if authorized, signs and executes contracts

Supply

Emergency Repairs Works with GM and acts with concurrence from Chair Notifies Executive Committee for immediate approval and notifies Board

CLUB FINANCES

KEY TERMS

Operating Budget

The operating budget is essentially the P&L, or income statement of the Club, broken down by department, showing the revenues, payroll expenses, and operating expenses.

Capital and Reserves Budget

The capital and reserves budget is the current-year budget of capital/reserves expenses. These items are a list of capital (items with a value of $2,500 or more and a life expectancy of at least five years) and major maintenance items, such as roof replacement, flooring, HVAC, etc.

Capital/Reserves Plan

This is the Club’s long-term (30+ years) plan of capital/reserves items. Each asset or major maintenance component mentioned above is listed, given a life expectancy and a future value based on 3% compounding annual increase in cost. This enables the Club to forecast cash needs in order to properly maintain the Club’s physical plant and assets. This is a key driver of the Club’s budget and financial strategies.

Monthly Financial Packet

Two financial reports produced each month and distributed to the Board from the Club’s Chief Financial Officer include:

Financial Statements

• Club and Real Estate P&L’s broken down by department

• Balance Sheet

• Cash Flow Statement

• Club P&L's

Supplemental Financial Statements

• Real Estate P&L’s

• CFO Variance Report

• Membership Report

• Member Refundable Equity & Assessments

• Capital Spend

• Spending Report (By Membership and Non-Member)

• Full Member Equivalent (FME) Spending Report

Full Member Equivalent (FME)

The FME is a calculation that enables a standardized comparison between clubs of differing memberships and measures the overall “health” of the Club’s membership population. FME’s are calculated by dividing total dues revenue by the annual Full Member dues rate. Monitoring FME count is essential to identifying trends that may not be otherwise obvious.

LIABILITIES AND NET ASSETS

Seabrook Island Club and Subsidiary Consolidated Statements of Activities For The Years Ended December 31, 2021 and 2022

Consolidated Statements of Cash Flows For The Years Ended December 31, 2021 and 2022

23,168,708 The Club at Seabrook Island Member Spending 2022

Member Demographics

2,249 MEMBERSHIPS TOTAL

317 Single Members

5,491 5,491 Members (this includes 850 “children” classified as 22 and younger.)

RESIDENT GROWTH

37% of Members are Residents (within the 29455 zip code)

2017: 622 Resident Members

2022: 842 Resident Members

35% Resident growth in 5 years

83% of Seabrook Island is Member owned properties (2,590 total property count as of December 31, 2022 per SIPOA)

FASTEST GROWING MEMBERSHIP OVER 5 YEARS

RENTAL PROPERTIES

According to TOSI, there are 537 rental properties with a Club Membership.

352 Community 201 Social 11 Full

AVERAGE 7 YEAR OUT 5% RESIGNATION

Since 2012 however, (69/1,337 total resigns), take out 2012 and 2013, it is 3% of all reginations (36/1,192 total resigns).

AVERAGE AGE: 65 YEARS

Bylaws vs Rules & Regulations

BYLAWS

A club’s bylaws govern its board and set the foundation for club rules. Bylaws are the backbone of the Club that typically cover such topics as:

• Membership Requirements

• Membership Categories

• Policies for Reprimands, Suspensions, and Expulsions of Members

• Guidelines for the Board of Governors, Officers, Executive Management, and Committees

• Election Procedures

• Membership Meeting Guidelines

• Bylaw Amendment Procedures

RULES & REGULATIONS

A club’s rules define the expectations of its members. Typically, a club’s rules are easier to establish and/or amend than the bylaws, and cover topics such as:

• Member Dress and Conduct

• Billing Procedures and Requirements

• Problem Resolution

• Accessibility of Members and Non-Members to Facilities

Primary SIC/SIPOA Agreements

Access Agreement: Defines policies and fees for island access for Club employees, vendors, guests, and nonproperty owning Members. Expires: 12/31/2024.

Assessment Agreement: Defines calculation method for SIC’s assessment costs to SIPOA. Calculation reviewed every 5 years. Up for review this year.

Lakehouse Agreement: Defines policies and fees for SIPOA Lakehouse access for non-property owning Members, employees, and point-of-sale billing procedures between SIC and SIPOA.

Drainage Agreement: Defines responsibilities and cost-sharing for various drainage-related issues.

Section 40 of SIPOA Covenants

• Section 40 is the SIPOA covenant that requires club membership with the purchase of property after January 1, 2005.

• Is critical to the long-term success and viability of the Club and Island.

• Has been challenged and upheld: 2009.

• Defines grandfathered Members, 7-year minimum membership requirement.

Board of Governors Meetings

MEETING SCHEDULE AND TIMES

The Board is required by the bylaws to meet at least quarterly. Meetings are typically held in the Cooper Room of the Island House. The President will preside over all meetings and the Vice President will preside over meetings in the President’s absence. An annual schedule of meetings is provided to the BOG members in January.

Special meetings of the Board (those not included on the meeting schedule) to review a specific item or items may be called by the President or any three Board members with at least two days notice. Only that which is specified in the meeting announcement may be discussed at this meeting.

AGENDA

An agenda will be provided in advance of the Board meeting.

Items requiring a board vote that are initiated at the board meeting will not be voted upon at that particular meeting. The item will be taken under consideration and reviewed at the next regularly scheduled board meeting to allow ample time for consideration by the Board members.

MINUTES

Drafted minutes of the Board’s meetings are usually distributed to the Board for review within ten days following the meeting by the Secretary, to allow for review and edits. These minutes are approved at the next regularly-schedule meeting and then posted on the Member Portal on the Club’s website.

It is important to review the minutes, as once approved, they become the permanent record of the actions taken and information reviewed at the Board meeting.

QUORUM

Two-thirds Board members present (either in person or by phone/video) will constitute a quorum. A quorum is required to conduct an official meeting and take action, unless otherwise dictated in the Club’s bylaws. Voting by proxy at Board of Governors meetings is prohibited.

Board of Governors Meetings

COMMITTEE REPORTS AT BOARD MEETINGS

For accuracy in minutes and timeliness of meeting conduct, all committee reports are required to be presented to the Secretary in writing prior to each Board meeting. Any committee representative without a written report is asked to keep their report brief or give no report. Unless there is anything requiring the Board’s attention or action, Committee Chairs are asked not to review details of their committee reports in the Board meeting, as it is expected that these reports, being sent to the Board in advance, have already been reviewed. Key points or items of interest are indeed appropriate to mention at the Board meeting.

OPEN MEMBER MEETINGS

Typically in April, July, and November an Open Member Meeting will be held to update Members on recent activities and on key items that warrant communication and attention. The standing agenda, although easily changed, consists of a Financial Report from the Treasurer and/or Club Controller, Club Report from the GM/COO, and Real Estate Report from the Broker-In-Charge. These meetings are designed to be relatively casual and engaging to the Membership, enhancing transparency between the Board and the Membership.

ANNUAL MEMBERSHIP MEETING

Each Saturday of President’s Day weekend the Club holds its required Annual Membership Meeting. This meeting is the official “kick-off” to a new governance year and is a more formal business meeting. Thirty days notice of the meeting date is required and a quorum (more than 50%) of total Members eligible to vite either electronically in advance or in person at the meeting is required in order to officially conduct this meeting. At this meeting, the Board Nominees are officially voted into office and other official governance matters, as required by our bylaws, are handled.

The Basics of Robert’s Rules of Order

Robert’s Rules of Order is the Club’s chosen parliamentary procedure, something that is new to many of the Club’s volunteer leaders. While memorizing a 300+ page book of Robert’s Rules is not realistic, it can easily be surmised into three primary actions: Making a Motion, Discussing a Motion, and Voting on a Motion.

MAKING A MOTION

To make a motion, a Member must obtain the floor. When the Member is recognized by the presiding officer, the motion may be made.

Member 1: “I move that we host the Joe Smith charity outing at a discounted rate of 20%.”

A second is then required. If there is not an immediate second, the presiding officer may ask for a second. If no second is made, the motion is not considered.

President: “Is there a second?”

Member 2: “Second.”

*It’s important to understand that seconding a motion is not saying “I agree”, but “Let’s discuss”.

*Motions made from committees of more than one do not require a second and go straight to discussion.

When a second is received, the presiding officer opens the motion up to discussion among all Members. President: “It is moved and seconded that we host the Joe Smith charity outing at a discounted rate of 20%. Is there any discussion?”

DISCUSSING A MOTION

After the motion is seconded, the presiding officer may recognize those Members who wish to discuss the motion. In accordance with Robert’s Rules of Order, the following rules should be adhered to:

1. The Member who made the motion should start the discussion.

2. A Member must be recognized by the chair in order to comment. (This rule is often relaxed, but should be enforced if needed to gain control.)

3. No one should be allowed to speak a second time on a subject until everyone who wants to speak has done so.

4. The maker of a motion may vote against it.

5. The presiding officer may sense when the group is through discussing and ask for a vote.

6. The presiding officer can limit discussion by a general consent, President: “If no one objects, we will limit discussion to five more minutes.”

*If there are objections, you need a 2/3 vote to limit the discussion.

VOTING ON A MOTION

When the discussion has concluded, the presiding officer may call for a vote and should repeat the motion as it stands. President: “If there is no further discussion, the question is on the adoption of a motion to host the Joe Smith charity outing at a discounted rate of 20%. All those in favor say aye.” Wait for vote.

“Those opposed say no.”

Tues, March 21

Wed, April 12

Tues, April 25

Tues, May 23

Tues, June 20

Fri, July 21

Tues, July 25

Tues, August 22

Tues, September 26

Tues, October 24

Thurs, November 16

Tues, November 21

Tues, December 19

Tues, January 23

2023 Meeting Schedule

9:00 AM

AM

Deveaux/Cooper 12 PM - Lunch, 1 PM - Meeting

AM

Deveaux/Cooper 12 PM - Lunch, 1 PM - Meeting

4:00 PM

AM

12 PM - Lunch, 1 PM - Meeting

12 PM - Lunch, 1 PM - Meeting

PM

9:00 AM

Deveaux/Cooper 12 PM - Lunch, 1 PM - Meeting

AM

2024 Annual Meeting / Saturday, February 17, 2024 2025 Annual Meeting / Saturday, February 15, 2025

Sample Agenda

LIVE/VIDEO CONFERENCE VIA ZOOM

• Approval of prior meeting minutes

• President’s report (15 min)

• Financial update (15 min)

• Real Estate report (15 min)

• Club report (15 min)

• Committee items

• New business

• Old business

• Adjournment

Treasurer / Club Controller

BIC / COO

GM / COO

Officers & Committee Chairs

OFFICER NOMINATION

As outlined in the bylaws under Section 3.3, the Secretary of the Board will poll each member of the Board by December 31, seeking nominations for the coming year for the offices of President, Vice President, Secretary, and Treasurer. The Secretary will then prepare a ballot of nominees for each office to be voted upon at the regularly-scheduled January Board meeting. Those who have not served at least one year on the Board will only be eligible to be nominated for the offices of Secretary and Treasurer.

INDEMNIFICATION/D&O INSURANCE

To protect those who choose to assume a voluntary leadership role with the Club, Directors, and Officers Liability Insurance is provided, relieving the liability of each Board member. This insurance carries a limit of liability of $5,000,000. For more details, refer to section 3.2.4 of the Club’s bylaws.

LEGAL ISSUES

If approached by someone who has suggested legal action against the Club, Board members should refer the individual, the Club President, and Club’s Legal Counsel and make no further statements

Primary Duties of the Board

DUTY OF CARE

Board members must take the same precautions in governing the Club that an “ordinarily prudent” person would take.

DUTY OF LOYALTY

Board members must put the interests of the Club ahead of their own personal interests or any external influences.

DUTY OF COMPLIANCE

Board members must act to carry out the purposes of the Club in compliance with local, state, and federal laws, rules, and regulations.

CONFIDENTIALITY

Board members must not disclose information about the Board’s or the Club’s legitimate activities unless they are known by the public or are public record.

COMMITTEE CHAIRS

Committee Chairs of established, standing committees are appointed by the President each year within 30 days of the Annual Membership Meeting, and approved by the Board. The Nominating Committee Chair must be appointed and approved no later than May 1.

Best Practices & Guiding Principles

• The Board is accountable to the Membership.

• The Board and each Board member speak as one unit. No Board member shall speak on behalf of the Board unless authorized to do so.

• The Board delegates to the GM/COO and measures performance by establishing the parameters, not by establishing their methods.

• Fact-based governance, rather than pushing “my” view on how the Club should operate.

• Represent all Members unselfishly, keeping in mind future Members as well.

• Ensure policies are consistent with vision and mission.

• Ensure resources are consistent with strategies and goals.

• A minority of Members or Board members will not dictate Board actions.

• Board members should not become involved with employee situations or direct staff on how to perform their duties.

• Board members will not publicly criticize fellow Board members or executive staff.

• Information Flow: GM/COO

• The Two I’s: Input vs. Influence

Input = Suggestions and advice

Influence = Can become micro-managing

Committee Summary

GENERAL RESPONSIBILITIES OF COMMITTEES

Committees assist the Board and Management Team by focusing their time and energy on a specific aspect of the Club or the Board’s responsibilities. Generally, they review and evaluate the Club’s policies and practices specific to their area to measure its effectiveness in addressing the Club’s needs. In lieu of making operational decisions as they relate to the day-to-day management and operation of the Club, the committees act as guides or focus groups of the Membership body, offering opinions and recommendations to the appropriate Department Head strategically aligned with the Club’s long-term vision.

As mentioned earlier, the President will appoint the Chairs of established, standing committees, with the Board’s approval, within 30 days of the Annual Membership Meeting

Standing Committees

Executive Committee

Audit Committee

Compensation Review Committee

Finance Committee

Grievance Committee

Nominating Committee

SELECTING COMMITTEE MEMBERS

Advisory Committees

Equestrian Committee

Golf & Greens Committee

House Review Committee

Long Range Planning Committee

Membership Committee

Racquet Sports Committee

In January each year, an electronic committee volunteer form is emailed to the Membership to find those interested in serving on a committee within 30 days of the Annual Membership Meeting, each Committee Chair will receive a list of names of those interested in serving on a committee and the priority (on a scale of 1 to 3, with 1 being their top priority) of their selection. Using this list, the Committee Chairs may establish their committees. It is mandatory that the Chair partner with their respective Department head and/or the GM/COO regarding committee selection. The Board also asks for each Committee Chair to reach out to all of those who give their committee a priority 1, whether they are selected to serve on the committee or not.

There is a three year term limit for all committee volunteers.

WHY COMMITTEES EXIST

1. Involve many Members in the strategic planning process, enhancing the opportunities for Members to participate in the governance and leadership of the organization.

2. Provide support to the appropriate staff director.

3. Develop within Members the awareness and governance skills that are necessary to serve effectively on the Board of Governors.

4. Capitalize on the experience, expertise, and contacts of many Members.

5. Provide a means for communication and information flow between the Members, staff, and Board.

It is also important to remember that the role of committees is to make recommendations, with regard to policy, as it is the Board’s role to make decisions on policy.

Standing Committees

Executive Committee

Committee Chair: President

Staff Liaison: General Manager/Chief Operating Officer (GM/COO)

Committee Members: Vice-President, Treasurer, Secretary, Immediate Past President (ex-officio), other Members as appointed by the President, and approved by the Board.

Role of Committee

1. Act on behalf of the Board when the Board cannot be convened in an emergency situation.

2. Prioritize and organize complex issues to be brought before the full Board on an as needed basis.

3. Assist chairpersons and staff professionals with Long Term & Strategic Goals.

4. Enthusiastically support and advocate for the Department Head and staff members.

Audit Committee

Committee Chair: Governor or Member in good standing appointed by the President

Staff Liaison: Club Controller and GM/COO

Committee Members: 3 or more Governors and/or Members in good standing; Treasurer may not chair; Membership excludes President, COO, Club Controller, any paid employee.

Role of Committee

1. Review Club's financial reporting practices, internal controls, and compliance procedure.

2. Advise in the selection and retention of the independent auditor

3. Meet with management and the independent auditor to review the audited financial statements prepared and submitted by the independent auditor.

4. Meet with auditor without management present.

5. Approve any non-audit services and fees provided by the independent auditor

6. Review Committee's Charter annually and recommend changes, if needed to the Board.

Compensation Review Committee

Committee Chair: Selected by Members if the Committee

Staff Liaison: Human Resources Director and GM/COO

Committee Members: 3 Governors self-nominate; selected by secret ballot at March Meeting, if fewer than three, President may nominate; Neither President or Treasurer may serve.

Role of Committee

1. Annually review Club's Compensation Philosophy and make any recommended changes to the Board.

2. Review the recommendations of the President for compensation of GM/COO based on fulfillment of pre-established annual performance goals.

3. Review the recommendations of the GM/COO for compensation of Club Controller based on fulfillment of pre-established annual performance goals.

4. Review the recommendations of the GM/COO for compensation of direct reports based on fulfillment of pre-established goals.

Finance Committee

Committee Chair: Treasurer Staff Liaison: Club Controller

Committee Members: President (ex-officio), Members of the Club at Large and GM/COO (ex-officio)

Role of Committee

1. Recommend and monitor the long-term financial planning of the Club and the administration of the Club’s financial plans.

2. Review, amend, and recommend operating budgets, including amenity pricing and dues.

3. Review the monthly financial performance of the Club and ensure this performance aligns with all requirements of the bank loan agreement.

4. Recommend policies to safeguard the Club’s assets (investments, insurance, etc.).

Grievance Committee

Committee Chair: Governor appointed by the President Staff Liaison: GM/COO

Committee Members: 2 additional Governors; Membership excludes President

Role of Committee

1. Annually review Club's Code of Conduct and Grievance Process and recommend any changes to the Board.

2. Review any initial written complaint from Members or staff.

3. Respond to complaint in accordance with the Code of Conduct and Grievance Process.

4. Approve any action in accordance with the Code of Conduct and Grievance Process.

5. Maintain a confidential record of action and supporting documentation.

6. Communicate decisions and actions to the affected parties and Membership Director when applicable. Communicate specific decisions to the Board when such action or decision is appealed.

7. Provide summary report to the Board at least annually.

Nominating Committee

Committee Chair: Governor as appointed by the President Staff Liaison: GM/COO

Committee Members: Five Members of the Club at Large as approved by the Board, Members of the Nominating Committee will serve twoyear terms, with the exception of the Committee Chairperson.

Role of Committee

1. Nominate, at least seventy-five days prior to the Annual Meeting, the names of dues paying Members in good standing to be elected to fill vacancies on the Board.

2. Advertise for and interview candidates to fill vacancies on the Board.

3. As part of the nominating process the committee will determine the skill profiles required by the Board for all nominees, and review Club Committee work (if any) and personal and business references for each nominee.

Unless specifically requested by a majority of the Board, the Nominating Committee will not nominate candidates to fill any vacancies on the Board occurring by reason of death, resignation, or otherwise, for any unexpired term.

Advisory Committees

Equestrian Committee

Committee Chair: Governor as appointed by the President

Staff Liaison: Equestrian Director

Committee Members: President (ex-officio), Members of the Club at Large and GM/COO (ex-officio)

Role of Committee

1 Provide feedback to the Department Head regarding the overall strategy of the equestrian facilities and programs.

2. Strive to support efforts to increase Member and guest participation in events and programs.

3. Review and make recommendations to the staff directors regarding operating budgets and capital expenditures.

4. Enthusiastically support and advocate for the Department Head and staff members.

Golf & Greens Committee

Committee Chair: Governor as appointed by the President

Staff Liaison: Head Golf Professional and Director of Agronomy

Committee Members: President (ex-officio), Men’s Golf Association Representative, Ladies Golf Association Representative, Couples Golf Representative, Members of the Club at Large, and GM/COO (ex-officio)

Role of Committee

1. Make recommendations to establish an annual golf event calendar.

2. Provide feedback to the Department Heads with regards to golf course conditions and golf shop service.

3. Provide feedback to the Department Heads with regards to golf events.

4. Strive to support efforts to increase Member and guest play.

5. Review and make recommendations to the Department Heads regarding operating budgets and capital expenditures.

6. Enthusiastically support and advocate for the Department Heads and staff members.

House Committee

Committee Chair: Governor as appointed by the President

Staff Liaison: Assistant General Manager

Committee Members: President (ex-officio), Members of the Club at Large, and GM/COO (ex-officio)

Role of Committee

1. Provide feedback to the AGM and GM/COO with regards to food and beverage quality and service.

2. Provide feedback to the AGM and GM/COO with regards to social functions to include dining, recreation, events, pool operations, and youth/family programs.

3. Support and strive to increase Member utilization/attendance of dining facilities, recreational facilities, and Member events.

4. Review and make recommendations to the Department Head regarding operating budgets and capital expenditures.

5. Enthusiastically support and advocate for the Department Head and staff members.

Long Range Planning Committee

Committee Chair: Governor as appointed by President Staff Liaison: GM/COO

Committee Members: Members of the Club in good standing

Role of Committee

1. Apply our Mission Statement and Guiding Principles to our Long Range Planning Process.

2. Consider the impact of a long range plan to all levels of Club Membership.

3. Partner with outside professionals in the development of the strategic plan.

4. Participate in active and open discussion with Membership to throughly vet key aspects of the plan before recommending to the Board.

5. Make recommendations to the Board as appropriate.

Membership Committee

Committee Chair: Governor as appointed by the President

Staff Liaison: Membership Director

Committee Members: President (ex-officio), Members of the Club at Large and GM/COO (ex-officio)

Role of Committee

1. Review, amend, approve, and recommend to the Board any changes or revisions in membership categories.

2. Recommend policy and decisions to the Board with regards to membership.

3. Create and recommend to the Board, initiatives that would enhance existing memberships.

4. Create and recommend to the Board, initiatives that would assist in maintaining appropriate membership levels.

5. Enthusiastically support and advocate for the Department Head and staff members.

Racquet Sports Committee

Committee Chair: Governor as appointed by the President

Staff Liaison: Director of Racquet Sports

Committee Members: President (ex-officio), Men’s Tennis Association Representative, Ladies’ Tennis Association Representative, Members of the Club at Large and GM/COO (ex-officio)

Role of Committee

1. Make recommendations to establish an annual racquet sports event calendar.

2. Provide feedback to the Department Head with regards to court conditions and pro shop service.

3. Provide feedback to the Department Head with regards to racquet sports events.

4. Strive to support efforts to increase member and guest play and pro shop utilization.

5. Review and make recommendations to the Department Head regarding operating budgets and capital expenditures.

6. Enthusiastically support and advocate for the Department Head and staff members.

Club Executive Management

As a volunteer leader there are several members of the Club’s Executive Management team you will interact with, either directly or indirectly. To help put a face with the name and position, a directory of these individuals is included.

MITCHELL LASKOWITZ

General Manager / Chief Operating Officer

Time in Current Position: 1 year

Years of Industry Experience: 31 years

Education Background: BS, SUNY Fredonia

Professional Certifications: CCM

Professional Associations: Club Managers Association of America (CMAA), National Golf Course Owners Association

Prior Related Employment Experience: SVP Toll Brothers Golf Division, RVP Bluegreen Resorts, ClubCorp, Head of National Golf Operations American Golf

Broker-in-Charge / Chief Operating Officer

SIC Tenure: 4 years

Years in Current Position: 4 years

Years of Industry Experience: 40 years

Prior Related Employment Experience: Amelia Island Plantation Real Estate, Coldwell Banker Schmidt Real Estate, Callawassie Island Real Estate, Spring Island Realty

Years in Current Position: 6 months

Years of Industry Experience: 20 years

Education Background: BS in Economics, Lomonosov, Moscow State University

Professional Associations: Club Management Association of America (CMAA), Introduction to EGS by Corporate Finance Institution

Prior Related Employment Experience: The Polo Club of Boca Raton, Country Club of Florida, Club at Admirals Cove, Coast Edmonton Plaza Hotel, Delta City Center Hotel

Club Executive Management

LYNDSEY ARNOLD

Membership Director

SIC Tenure: 17 years

Years in Current Position: 5 years

Years of Industry Experience: 17 years

Education Background: BS, College of Charleston

Professional Certifications: Certified Membership Professional (CMP)

Professional Associations: PCMA

Years in Current Position: 10 Months

Years of Industry Experience: 24 years

Education Background: Bachelor’s degree in Accounting, Robert Morris University

Prior Related Employment Experience: ClubCorp

Years in Current Position: 10 Months

Years of Industry Experience: 17 years

Education Background: Masters of Art, Northeastern University

Professional Certifications: Professional Human Resources (PHR), Society for Human Resources Management Certified Professionals (SHRMCP)

Prior Related Employment Experience: Kiawah Island Golf Resort

Club Executive Management

Years in Current Position: 1 year

Years of Industry Experience: 21 years

Education Background: Culinary Arts, Johnson and Wales University

Prior Related Employment Experience: Poogan's Hospitality Group, Charleston Harbor Resort and Marina, James Beard House

Media Credit: Food Networks Chopped, Travel Channel, BBC Canada, USA Today, Sirius XM

SIC Tenure: 5 years

Years in Current Position: 2 years

Years of Industry Experience: 10 years

Professional Certifications: Licensed General Contractor for South Carolina, and Charleston County

Prior Related Employment Experience: Mars Petcare, J&R Home Services

SIC Tenure: 16 years

Years in Current Position: 16 years

Years of Industry Experience: 32 years

Education Background: BSBA, University of Arkansas

Professional Certifications: Professional Golfers Association (PGA)

Professional Associations: PGA of America

Prior Related Employment Experience: Mount Vintage Plantation Golf Club, Greenville Country Club, Pebble Creek Country Club

SIC Tenure: 19 years

Years in Current Position: 19 years

Years of Industry Experience: 27 years

Education Background: AS Agronomy, Horry Georgetown Technical College

Professional Certifications: GCSAA Class A

Professional Associations: Golf Course Superintendents’ Association of America

Prior Related Employment Experience: Casperkill Country Club, Woodlake Resort, Goose Creek Country Club

Club Executive Management

CHARLES HAIRFIELD

Equestrian Director

SIC Tenure: 25 years

Years in Current Position: 18 years

Years of Industry Experience: 25 years

Education Background: BA, College of Charleston

Professional Certifications: USHJA Trainer Certified, USEF Professional Competitor

Professional Associations: United States Equestrian Federation, United States Hunter

Jumper Association, Progressive Show Jumping Inc., South Carolina Hunter

Jumper Association

LAURA FERREIRA

Director of Racquet Sports

SIC Tenure: 5 years

Years in Current Position: 3 years

Years of Industry Experience: 16 years

Education Background: BA and MPA, Augusta University

Professional Certifications: PTR, PPR, USTA Coach Developer (CD)

Professional Associations: PTR, USPTA, USTA

Prior Related Employment Experience: Armonk Indoor Sports Club, Augusta University, Mamaroneck Beach & Yacht Club

ANNA ZOLDESY

Member Experience Director

Years in Current Position: 1 Month

Years of Industry Experience: 3 years

Education Background: Bachelor of Art & Science, Media & Culture, and Communications, Miami University

Prior Related Employment Experience: A Brides Mafia, Queen Bee Event Planning, Cushman & Wakefield

Code of Ethics and Handbook Receipt & Agreement

BOARD MEMBER CODE OF ETHICS

As a member of this Board, I will: represent the interests of all people served by this Club; not use the Club or my service on this Board for my own personal advantage or for the individual advantage of my friends and supporters; keep confidential information confidential; approach all board issues with an open mind; be prepared to make decisions in the best interest of the Club as a whole; do nothing to violate the trust of those who elected me to the Board or of those we serve; focus my efforts on the mission of the Club and not on my personal goals; avoid any and all acts that could be considered conflicts of interest; exercise authority as a Board Member only when acting in a meeting with the full board or as I am delegated to do so by the Board; attend the majority of, if not all, board meetings; resign my position in the Club’s governance system if I am unable to uphold these commitments to the Club.

I, the undersigned, member of the Seabrook Island Club Board of Governors acknowledge that I have received a copy of the Governance Handbook and Board Member Code of Ethics. I have read it, understand it, and agree that as long as I am an officer of Seabrook Island Club, I shall abide by the terms and the spirit of those terms herein.

Printed Name: _____________________________________ Signature: _________________________________________

Date: _

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