Response to Comments: Proposal to Eliminate Social Golf Category; Impose New 275 Non-Proprietary Golfing Member Cap From the Long Range Planning Committee – June 2016 In May, the Long Range Planning Committee (LRPC) sent an information package to every member (via mail and/or email) presenting its proposal for the phased elimination of the Social Golf category by capping Proprietary members at 400 (instead of the current 350) and capping non-Proprietary golfing memberships at 275 (there is no such cap today).1 We invited member comments and questions via email and personal communications with LRPC members. We also conducted a town hall meeting on June 15th that was attended by approximately 30 members other than members of the LRPC and the Board.2 About 1/3 of the attendees were non-Proprietary. Our purposes here are to briefly re-summarize the proposal’s benefits and potential risks, to place the proposal in the context of our Long Term Strategic Planning process, to report on the relatively few substantive questions and comments we received, and to provide our responses to them. Summary of the Proposal The proposed Bylaws amendments (to cap Proprietary membership at 400 and to cap non-Proprietary golfing members at 275) would allow the Club to: o Merge Social Golf into Proprietary over about 3 years and permanently eliminate that category; o After the transition period, reduce the path from Social to Proprietary from 10-12 years to about 6 years, something we believe is essential to improving the Club’s attractiveness to potential new members in light of the partial disincentives created by our excessively long wait for membership entrance and progression to Proprietary status (a total of 1 These materials may be viewed on the Club’s website in the Resource Center Section. The proposed amendments require Bylaws revisions, which in turn require membership approval. Changing the Proprietary cap to 400, for example, requires approval by 2/3s of the voting members. 2 The slides presented at the town hall are attached as Exhibit A. o o o o o o o about 15 years today), increased initiation fees and no return of equity policy; In the near term, quicken the progression of existing Social Golf, Associate and Social members into the Proprietary membership; Help resolve the inequities that exist in the present system which only requires Social Golf members to pay one-half the initiation fees and 15% lower dues than Proprietary members for nearly the same privileges; Prevent future membership expansion beyond 675 golfing members (maximum of 400 Proprietary and 275 non-Proprietary) without member approval; Accumulate an additional $1.6 million in capital during the next 3-4 years above that which would otherwise be collected, and reserve those funds for future capital projects; In the near term, accumulate more dues than otherwise would be the case, as a result of the expedited progression of 58 Social Golf members into Proprietary status; Implement the proposal in a phased manner so that corrective actions can be taken should unexpected consequences arise (there is no mandate that we achieve 400 Proprietary or 275 non-Proprietary golfing members, for example); Accomplish the foregoing without material adverse impacts on first tee access or tournament sign-ups, and without any dues increases or assessments. The Relationship Between the Proposal and the Long Term Strategic Plan As emphasized in the materials we distributed and again at the town hall meeting, the LRPC sees this proposal as an essential first step in restructuring the membership, without which other potential actions might not be advisable or economically feasible. We want to assure you, however, that the LRPC, the Board, other Committees and Management will evaluate other potential aspects of membership restructuring as part of the Long Term Strategic Planning Process (Plan) that the Board has asked the LRPC to begin after a vote is taken on this proposal. That outcome will materially affect the flexibility we have in future planning with regard to all aspects of the membership experience. Other highly successful precedents such as the MacKenzie Restoration, the 15-year capital plan and our sanding and building programs will be incorporated into the Plan, which will set forth our long-term vision for every desirable and necessary aspect of the Club, including: membership structure; facility and course maintenance and improvement; long-term capital and operating fund requirements; desired social and golfing aspects of the membership experience; our environmental stewardship objectives, etc. Further refinements to our membership structure will clearly be evaluated as part of that process. Response to Comments Of the twelve (12) personal communications and emails we have received (about 1/3 of which were from non-Proprietary members), some involved clarifying individual member misunderstandings of the proposal, others expressed unqualified support - particularly from past Presidents, Board and Committee members who have confronted membership structure issues over the past two decades - and others which stated overall support for the proposal with an intention to approve but with some reservations. The following summarizes the sum and substance of the significant comments we have received through those communications and at the town hall meeting, and provides our responses to them. A. Comments on the Proposal and Possible Alternatives: 1. Comment: A number of commenters stated their support for the proposal, which they faulted only for not going far enough. More specifically, a number of members expressed the view that the proposal should result in a significant reduction in the overall size of the membership. Response: First, we appreciate the support for the proposal expressed by these members. Second, we also agree that further reductions in the overall size of the membership may be appropriate. In fact, the first plan the LRPC presented to the past Presidents this February included the increase in the Proprietary cap from 350 to 400, but also proposed a decrease in Associates from 58 to 50 and a decrease in Social members from 100 to 80. We also had several alternatives for the period of time over which such changes would be implemented. Reducing the size of the membership has important implications for dues (they will generally increase) and capital infusion (which will generally decrease after completion of the transition period, assuming a constant initiation fee). The presentation of all of these alternatives and different calculations was extremely complex, and could divert member attention from the critical elements of the only matters requiring a vote – i.e., capping the number of Proprietary members at 400 and the total number of non-Proprietary golfing members at 275.3 Since other membership structural changes do not require a vote, and since they might not be recommended if this proposal is not approved, we decided to focus the proposal solely on the issues requiring a vote. As stated above, however, serious evaluation of other membership structural issues will occur as part of the Long Term Strategic Plan process that will begin after this proposal is resolved. Among other potential considerations, we note in passing that reducing the size of the membership is generally seen as a proxy for increasing first tee access. As a point of interest, 35 of our most active members play more rounds annually than all Social Golf and Social members combined. It is therefore possible that reducing the size of some classes may not have a meaningful impact on first tee access, and that other actions could be more effective, either independently or in combination with reductions. Consideration of all the alternatives would best be considered in the context of a comprehensive planning process that begins with a clearly stated vision of what we believe the Club should be. We will do that. 2. Comment: Why not resolve the Social Golf issue by allowing existing Social Golf Members to advance into Proprietary status under the present scheme of progression while not advancing any Social members into Social Golf? Response: On average, the present rate of Social Golf member progression into Proprietary membership is about 12/year. It would take nearly 5 years for the 58 existing Social Golf members to advance, and we would be freezing Social members in place for an additional five years. These are not acceptable outcomes since they prolong and in some ways intensify the present structural problems. Additionally, we would reduce dues and minimums that could be collected under the proposal by about $500,000/year and lose the approximately $1.6 million in increased capital infusion that might otherwise be gained during the transition period. Although increased revenues are not a primary motivating factor for the proposal, simply foregoing that much income is not a viable alternative, 3 All Bylaws amendments require member approval. Changes to the Club’s Rules & Regulations, however, may be made in the Board’s discretion. especially in order to implement an alternative that does not adequately address our current and future concerns. 3. Comment: Will any accommodation be made for those Social Golfers who are not ready to move up to Proprietary during the next three years? Response: Since historically almost all Social Golf members move up to Proprietary when it is offered, we suspect that trend will continue under the proposal. Nevertheless, the typical wait period in Social Golf has been 5 years, and the proposal would shorten that period to about 3 years. A few members may be unprepared financially in that timeframe. Accordingly, the proposal would allow a Social Golfer who requests it to drop back to the bottom of the Social Golf class one time. B. Comments Regarding Impacts on Play: 1. Comment: One commenter expressed disbelief at the accuracy of the play impact analyses conducted by our Head Golf Professional and the Golf Committee. Response: We can only repeat that an extraordinary amount of attention was focused on this issue, which was analyzed on the basis of a robust, multiple- year data set on the number of rounds played each day, at what time, and by which class of member. Jim O’Neal and the Golf Committee evaluated these data from several perspectives, including the historic trend of changes in play patterns by Social Golf members when they covert to Proprietary. (There is limited change, if any.) This is an important issue, however, and as one protection against potential adverse impacts on Proprietary weekend play, we are now opening the course on Saturday and Sunday before 7:00 AM during the prime golf season to provide additional openings. (The impact of this schedule will be evaluated and may be changed if it is not providing a meaningful benefit.) The phased implementation of the program will also provide the opportunity for corrective actions should there be an unanticipated impact on Proprietary play. C. Financial Comments/Questions: 1. Comment: The plan appears to be focused on increasing dues and capital funds to address funding shortfalls. Other means could be used to address such matters, including increased dues, assessments and initiation fees. Response: The premise of the comment is incorrect. Our primary motivation is to help assure the Club’s long-term health by improving its attractiveness to potential new members. Although we have long wait lists today, there is some softness to them (not everyone on the list decides to become a member) and we have seen such lists evaporate quickly during past economic downturns. There also is anecdotal evidence that some highly desirable potential candidates decide not to apply because of the extended wait for admission and advancement to Proprietary status. Our increased initiation fees and no return of equity policy may be further disincentives to new recruitment. We believe that shortening the path to Proprietary status is critical to maintaining a healthy stream of new members. We also believe that the elimination of Social Golf members having similar privileges to Proprietary despite paying less will improve internal member relationships. The bottom line of our response to this comment, however, is that the Club is in sound financial condition, and that while increased capital funds and dues revenues would certainly be welcomed, they are not necessary nor are they primary motivating factors for the proposal. 2. Comment: What will be done to prevent “foolish” spending of the increased capital intake? Response: The potential $1.6 million increase in capital funds would be received over the course of 3-4 years. The intention is to reserve all of these funds for important future capital projects (irrigation system improvements, building maintenance, equipment purchases, etc.). 3. Comment: Why does the proposal not focus on containing costs instead of increasing revenues? Response: Again, the proposal is not motivated by financial considerations. In any event, we believe the Board and Management are appropriately focused on cost control. Last year, for example, the Club retained a cost control expert who reviewed all of our expenses, found almost all to be reasonable, and made suggestions for cost savings only in a few areas such a trash disposal, linen service and electricity usage. All of these recommendations have been implemented. We are also seriously evaluating a solar project that could dramatically reduce our future electricity costs without direct capital expenditures by us. Further Proceedings As you know, we originally intended to conduct two town hall meetings, but adjusted that schedule in light of the unanticipated Warriors’ playoff schedule. Given the number and nature of the comments received and our responses above, we now intend to provide our recommendation to the Board at its June 28th meeting. We still encourage you, however, to contact any LRPC member or submit written comments to [email protected] on or before then which we will consider before making our final recommendation. Once the Board receives the LRPC’s recommendation, it will determine what further steps are appropriate. Our thanks to all of you for the time you have spent considering the proposal and for the feedback you have provided. Respectfully, 2016 Meadow Club Long Range Planning Committee Adam Tracy, Chairman LRPC Jack Goodman, President Clyde Ostler Kevin Kobalter John Landers Henry Pilger Rich Tuohey, Jr. Chris Morrison Guy Benstead Scott Littman Jerry Ackeret Karl Lytz
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