Deal Golf & Country Club

“John livingston and w. Jeff livingston are brothers.”

“Deal golf & country club ("the club") has an employment management agreement with a professional employer organization ("peo") that provides a comprehensive personnel management system encompassing a broad range of services, including benefits and payroll administration, health, worker's compensation insurance programs, personnel records management, employer liability management, etc. There are 131 employees indicated on the w-3 filed by the peo.”

“The deal golf & country club (the "club") was incorporated as a membership organization.”

“The directors are chosen by the stockholders at the annual meeting of the club for a term of one year and until their successors shall have been elected.”

“The board shall not have the power to mortgage real property of the club without the affirmative vote of the majority of the shares cast of class a stockholders, present and voting in person or by proxy, nor shall it have the power to sell, transfer or exchange any real property of the club without the affirmative vote of three-fourths of the shares cast of class a stockholders present and voting in person or by proxy. Each class a stockholder so voting shall be entitled to as many votes as there may be shares of voting stock standing in his name on the books of the club. The board shall not have the power to purchase personal property, including without limitation, furniture, fixtures, equipment, and construction materials, employ outside labor, or hire contractors to perform work with respect to any single project or series of related projects involving a total expenditure in excess of $250,000, exclusive of the proceeds of insurance, without the affirmative vote of two-thirds of the stockholders present an voting in person or by proxy, affected by such expenditure. The determination as to the class or classes of stockholders required to vote under this provision shall be determined by the board of directors and shall be consistent with such voting powers, if any, specified for each class in the club's 2007 amended and restated certificate of incorporation. If more than one class of stockholder is determined to be entitled to vote under this provision, then in such event the approval of all such classes shall be required to approve the expenditure. Each stockholder within the class or classes so voting shall be entitled to as many votes as there may be shares of voting stock standing in his name on the books of the club.”

“The form 990 review was conducted by the finance committee prior to filing with the irs.”

“The club enforces the conflict of interest policy by requiring key employees and board members to sign the policy on an annual basis.”

“Compensation is recommended by the general manager. Compensation is approved by a board member (s) with salary determined by comparing salaries to other clubs, etc.”

“The club does not make its governing documents, conflict of interest policy or financial statements available to the public.”

“Stock transaction -62,529.”