Committees

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Basic Policy/Procedures for CDOA Board-appointed Committees

1.     All Board-appointed Committees are scheduled to meet, and/or report to the Board at least quarterly on the day before a regular Board of Directors meeting. This is to fulfill a regular documented review of their defined areas of responsibility. Minutes of all committee meetings are to be taken and issued to the Board of Directors within a reasonable time following each quarterly meeting, but no later than 10 days following each quarterly meeting. The Chair may cancel a quarterly meeting for good and sufficient reason, however, any such cancellation is to be requested in writing in advance by the Chair to the Board Liaison and President & CEO.

2.    The Quorum requirements for a committee meeting are that at least 3 people must be present, preferably the regular Owner members of each committee. However, in the absence of a sufficient number of regular Owner members, the Board Liaison and the Club Management Team Member staffing a committee can be counted to establish a Quorum so that regular business of the committee can take place. Voting by a committee (inclusive of telephone communications in use for the purpose of participation) may take place if there are 3 Owners present, or 2 Owners and the Board Liaison, or by 1 Owner, the Board Liaison and the Club Management Team Member.

3.    All Committees should be comprised of at least 3 CDOA Owners, and may include up to a maximum of 10 CDOA Owners. This may include spouses as members of the same committee or CDOA Owners who are already coming to the Club Donatello and available to serve on other committees at other times of the day, with each Owner representative having individual voting rights on committee recommendations. However, only Owners may vote on committee recommendations, except as provided in #2 above for Quorum purposes.

4.     The Chair of each committee is to be a non-Board member, and is appointed by the Board Liaison, and the President & CEO, or the Vice-President, in his absence. The Chair, and/or Board Liaison, may invite qualified advisory persons to be of assistance on specific issues for the committee.  The presence, qualifications and purpose of such persons is to be communicated in advance to all members of the committee, inclusive of a resume' and noted in the Minutes of that meeting.

5.    All Committee members must be Owners in good-standing upon confirmation of their appointment by the Board, or the President & CEO is necessary to expedite appointments in between quarterly meetings of the Board They must remain Owners in good-standing during their 1-year appointment period. Any change in good-standing status after appointment must be fully resolved and approved by the Executive Committee before any further committee participation may take place.

6.    Committee members are appointed for terms of 1-year, typically beginning and ending with each Annual Owner's Meeting, unless they are temporarily replacing a member who resigned, and then the replacement member shall serve only for the balance of the year.  Committee members who miss 2 consecutive regular meetings, without good and sufficient reasons, may be removed from the committee by the Board Liaison and Chair for that committee. There is no appeal of such termination action unless it is presented in writing to the Chair of the Nominating Committee, the Board Liaison for the committee involved with the termination, and the President & CEO. The decision of this 3-person review group is final and there is no further appeal of the termination.

7.    All Committees are authorized to expend only pre-approved budgetary funds and may not sign any contracts and/or agreements, or issue any communications that would in any way obligate the CDOA, without prior written approval of at least 2 Officers of the Executive Committee.

8.     Approved Committees and any changes to their existence will be voted on by the Board of Directors, either at a regularly scheduled meeting, or on an as-needed basis with documentation of Action Without A Meeting for such actions to be recorded in the Minutes of a subsequent Board meeting. The appointment of candidates to any committee, and/or their removal will be done by action of the President & CEO, or his designee, upon recommendation of the Chair for the committee or its Board Liaison.

Any questions and/or interpretations regarding these policies are to be referred to the President & CEO for review and expedited action, and/or the Executive Committee of the Board of Directors, depending on the policy nature of the question.
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