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deposits to the loan fund amount in the aggregate to at least $25,000 but less than $50,000 <br /> shall be designated as "Class C members." Two of the directors of the corporation shall be <br /> elected exclusively by Class A members. Two of the directors of the corporation shall be elected <br /> exclusively by Class B members. Two of the directors of the corporation shall be elected <br /> exclusively by Class C members. Members are entitled to one vote for each $1,000 contribution <br /> to the corporation for working capital or one vote for each $1,000 of deposit balance in the Loan <br /> Fund (fractions are disregarded). <br /> Section 2.02 No Rights in Assets or Earnings. The members of the corporation shall have no <br /> property rights in the assets of the corporation and no earnings of the corporation shall inure to <br /> the benefit of or be distributable to the members, except the members may be reasonably <br /> compensated for services performed for the corporation. <br /> The Corporation shall at all times be operated exclusively for charitable purposes under Section <br /> 501(c)(3) of the Internal Revenue Code. Within the foregoing limitations, this Corporation will <br /> combat community deterioration by promoting economic development opportunities, including <br /> the development of housing and business enterprises throughout Minnesota. Future net income <br /> of the Corporation shall be used for developing and expanding programming that enhances <br /> economic development opportunities throughout Minnesota. <br /> Section 2.03 Members to Elect Certain Directors. The members of the corporation shall have <br /> the authority to elect directors to the extent set out in Article Ill, any approval of such members <br /> shall be required prior to amendment or abridgement of this right to elect certain directors, but <br /> the members of the corporation shall have no other rights with respect to the governance of the <br /> corporation. • <br /> Section 2.04 Transfer of Membership Interests. Membership and rights arising out of <br /> membership may be transferred upon the written consent of the board of directors. <br /> ARTICLE III. <br /> DIRECTORS <br /> Section 3.01 General Purposes. The business and affairs of the corporation shall be managed <br /> by or shall be under the direction of the board of directors. <br /> Section 3.02 Number, Qualifications, Election and Term of Office. The number of active <br /> directors shall be nine (9), or such greater or lesser number as the board shall from time to time <br /> determine, provided that the Class A, Class B and Class C members of the corporation shall <br /> collectively at all times following the first annual meeting of the corporation, be entitled and <br /> responsible to elect a majority of the directors then serving. To make certain that the <br /> management of the corporation is broadly representative of, and responsive to, communities <br /> within the State of Minnesota, all directors shall be individuals employed or residing in <br /> Minnesota, and the corporation shall make an effort to identify and recruit as directors <br /> individuals representing a broad cross section of Minnesotans. Particular emphasis shall be <br /> placed on identification and recruitment of qualified board candidates who themselves are low- <br /> and moderate-income Minnesota residents or who work with organizations and enterprises <br /> serving low- and moderate-income communities throughout Minnesota. <br /> 2 <br />