RICE LAKE TERRACE TOWNHOMES ASSOCIATION, INC.
2027 MEMBER-SPONSORED RESOLUTIONS
Homeowner Referendum · Proposed Bylaw Amendments · Governance Accountability · Director Elections
October 30, 2026
FORMAL TRANSMITTAL
To: Compass Management Group, Inc., Association Property Manager, and Each Member of the Board of Directors, Members
From: Travis Mitchell, Association Member
Subject: Submission of Member-Sponsored Resolutions for the 2027 Annual Meeting of Members
Dear Property Manager and Members of the Board of Directors:
I'm submitting the member-sponsored resolutions enclosed for consideration at the 2027 Annual Meeting of the Rice Lake Terrace Townhomes Association, Inc. The resolutions give members separate votes on professional management, governance, financial controls and records, banking, homeowner assistance, and individual director accountability.
Please acknowledge receipt, circulate this to all current Directors, keep it in the Association records, and advise in writing of the process and deadline for placing each properly submitted matter on the 2027 meeting notice and agenda. Please identify any legal or procedural objections by reference to the relevant Declaration, Bylaw, or statutory provision.
The 12 bylaw amendments are proposed as separate voting questions. After amendment voting and certification, the requested order places the director removal votes and the replacement elections at the end of the meeting. The proposed text makes no claim that the Board has already adopted any resolution, that a membership referendum terminates a management contract, or that the submission itself mandates a particular meeting agenda.
Supplementary homeowner information is available at RiceLakeTerrace.com (an independently maintained member information resource). Publication on that site does not supersede formal notices, voting requirements, or the distribution of proposed amendments.
Respectfully submitted,
Travis Mitchell
10/31/2026
Travis Mitchell
Association Member
Signature: ___________________________ Date: __________________
Distribution: Compass Management Group, Inc.; each sitting member of the Board of Directors.
PART 1 — MEETING AUTHORITY AND PURPOSE
1.1 — Governing Authority
These Member-Sponsored Resolutions are submitted under the Association’s recorded Declaration, its Amended and Restated Bylaws approved March 27, 2018, and applicable Minnesota law, including Chapters 317A and 515B and provisions of Minnesota Laws 2026, Chapter 82 effective at the time of the 2027 meeting.
1.2 — Purpose
The proposals seek direct membership consideration of professional management, clear roles and financial controls, preservation of Association property and information, administration of homeowner assistance, and lawful director accountability.
1.3 — Requested Order of Business
1. Homeowner referendum regarding professional management
2. Twelve individually voted Bylaw amendments
3. Certification of adopted amendments and effective dates
4. Administrative implementation and transition
5. Four independent director-removal votes
6. Certification of vacancies and candidate eligibility
7. Election of eligible directors, followed by announcement and adjournment
1.4 — Independent Votes
Each amendment and each proposed removal is a separate question. A vote on one does not decide any other. Director elections use the applicable candidate-ballot procedure. Valid proxies, quorum, notice, approval thresholds and tabulation must comply with governing law.
1.5 — Effectiveness and Recordkeeping
Article XIII, Section 1(c) of the existing Bylaws states that amendments are effective on approval by the required membership vote and need not be recorded. A lawfully adopted amendment therefore takes effect upon approval unless its terms or controlling law provide otherwise. It may govern subsequent meeting business only to the extent legally enforceable. It does not retroactively change completed votes.
1.6 — Member Rights
Nothing here limits members’ lawful notice, nomination, voting, records-inspection or other rights. The Secretary or authorized inspectors shall record the applicable voting threshold, affirmative and negative votes, abstentions, and result of each question.
1.7 — Public Information
Supporting materials shall be available at RiceLakeTerrace.com, clearly distinguishing documented records, opinion, proposals and unresolved matters. This independent resource is not an official Association notice platform unless formally authorized.
PART 2 — HOMEOWNER REFERENDUM
RESOLUTION 2027-01
Membership Referendum Regarding Professional Management Services
Supporting information, including the October 2026 member review of management performance, is available at RiceLakeTerrace.com.
WHEREAS, the Association has retained Compass Management Group, Inc. (“Compass”) to provide management and administrative services;
WHEREAS, members have raised concerns about financial controls, vendor coordination, record access, communications and administration;
WHEREAS, the membership wishes to express its position regarding continued use of Compass;
NOW, THEREFORE, BE IT RESOLVED, the following membership referendum is submitted:
Shall the Association discontinue its professional management relationship with Compass Management Group, Inc., and pursue an orderly transition to an alternative management or administrative structure?
FOR: Support discontinuing Compass services and pursuing a lawful transition.
AGAINST: Oppose discontinuing Compass services pursuant to this referendum.
ABSTAIN: Express no preference.
Implementation and Legal Effect
If the referendum receives affirmative support, the membership requests that the authorized Board review termination or nonrenewal provisions, provide any required notice, plan uninterrupted service, preserve Association funds and records, and communicate material transition decisions to members. The referendum is an expression of member direction; it does not independently terminate a contract, designate a successor manager, or grant authority reserved to the Board.
MEMBER VOTE: FOR / AGAINST / ABSTAIN
PART 3 — TWELVE PROPOSED BYLAW AMENDMENTS
Each proposed amendment is an independent voting matter. Adoption requires the applicable advance notice and approval threshold. The text below states the proposed Bylaw language rather than only summarizing its intended policy.
RESOLUTION 2027-02
Amendment 1 — Twelve-Month Ineligibility Following Director Removal
Affected Bylaw Provision: Article IV; proposed Section 1A
NOW, THEREFORE, BE IT RESOLVED, Article IV be amended to state:
Any director removed by a vote of the Association members shall be ineligible to serve as a director or officer for twelve (12) consecutive months after the effective removal date. During that period, the person shall not be elected, appointed or reassigned to another director or officer position, nor may the President or Board circumvent this restriction through an appointment or reassignment. After the period, the individual may again be considered if otherwise qualified. This restriction applies only where authorized by the Declaration and controlling law and only to removals occurring after it legally takes effect.
MEMBER VOTE: FOR / AGAINST / ABSTAIN
RESOLUTION 2027-03
Amendment 2 — Director Removal and Replacement Procedures
Affected Bylaw Provision: Article IV, Section 3 — Removal
NOW, THEREFORE, BE IT RESOLVED, Article IV, Section 3 be replaced to state:
A director may be removed with or without cause by the vote required by the governing documents and applicable law. Each removal shall be separately voted. A vacancy caused by membership removal shall be filled through the legally applicable membership election procedure, not by the remaining Board where Minnesota law forbids that appointment. The President shall have no unilateral authority to appoint a replacement director. Other vacancies shall be filled according to law and governing documents. Elections, removals, appointments and resulting changes shall be entered in official Association records. Essential operations shall continue through remaining authorized personnel.
MEMBER VOTE: FOR / AGAINST / ABSTAIN
RESOLUTION 2027-04
Amendment 3 — Compensation for Documented Association Services
Affected Bylaw Provision: Article IV, Section 4 — Compensation
NOW, THEREFORE, BE IT RESOLVED, Article IV, Section 4 be revised as follows:
· President, Vice President, Secretary and Treasurer may receive compensation only for actual, documented Association services.
· Compensation for each eligible position shall not exceed one regular monthly Association assessment per month. The Member-at-Large is uncompensated.
· No person may be compensated for more than one designated position in the same period; vacant offices and unperformed work earn no compensation.
· Each person seeking compensation shall record the services and time involved. Approval shall follow a lawful disinterested process; no person approves their own pay.
· Assessment offsets are allowed only if lawful and properly accounted for. Compensation is separately recorded and subject to applicable tax and accounting rules.
· Reimbursement of reasonable, documented Association expenses is distinct from compensation.
MEMBER VOTE: FOR / AGAINST / ABSTAIN
RESOLUTION 2027-05
Amendment 4 — Separation of Offices, Committee Appointments, and Leadership
Affected Bylaw Provision: Article VIII, Sections 1 and 7; conforming amendment to Article V, Section 1
NOW, THEREFORE, BE IT RESOLVED, the Bylaws be amended as follows:
Designated Positions and Acceptance
The Association shall maintain five distinct designated positions: President, Vice President, Secretary, Treasurer and Member-at-Large. Each shall be held by a separate qualified individual. No person shall hold more than one designated Board or officer position concurrently. Before accepting an officer position, the person shall receive a written description of duties and acknowledge acceptance. Members elect directors; the Board elects officers under applicable law. Temporary delegation of work does not confer appointment or compensation for a vacant position.
Committee Appointments, Leadership, and Oversight
The President may nominate persons to serve on Association committees and recommend persons for committee leadership. Creation or dissolution of a committee, appointment or removal of members, and appointment or removal of a chairperson or co-chairperson shall require majority Board approval, subject to controlling law. No individual director or officer may unilaterally create a committee, appoint or remove its members, or assign or remove its leadership.
No sitting director may serve as chairperson, co-chairperson, or acting chairperson of any standing, special, advisory or nominating committee. Chairpersons shall be qualified Association members who are not currently directors. Directors may participate as advisors, participants or Board liaisons, without exercising committee leadership authority. Committees operate within Board-approved responsibilities and shall not exercise powers reserved to the Board or membership.
Conforming Change to Nominating Committee
Article V, Section 1 shall be amended to remove any requirement that a director chair the Nominating Committee. If a Nominating Committee is formed, its chairperson shall be a qualified non-director appointed through the Board-approval procedure above. Any contrary chairperson requirement in the existing provision is superseded to the extent lawfully amended. This does not alter other valid nomination or election procedures.
MEMBER VOTE: FOR / AGAINST / ABSTAIN
RESOLUTION 2027-06
Amendment 5 — Vacancies and Continuity of Operations
Affected Bylaw Provision: Article VIII, Section 6 — Vacancies
NOW, THEREFORE, BE IT RESOLVED, Article VIII, Section 6 be revised to provide:
When an officer office becomes vacant, the Board shall seek an eligible replacement, provide appropriate member notice, and make any officer appointment by lawful Board approval. The President may not appoint officers or directors unilaterally. No incumbent officer may simultaneously occupy another designated officer position. If needed, the Board may authorize temporary staff or contractor assistance for bookkeeping, correspondence, records, meeting preparation, payment processing and approved contract coordination. Such assistance does not create director or officer status; vacant positions accrue no compensation. Director vacancies remain governed by Article IV and applicable law.
MEMBER VOTE: FOR / AGAINST / ABSTAIN
RESOLUTION 2027-07
Amendment 6 — Defined Management Responsibilities
Affected Bylaw Provision: Article VIII; proposed Section 9 — Administrative Responsibilities
NOW, THEREFORE, BE IT RESOLVED, administrative responsibilities shall be allocated as follows, without displacing the Board’s collective legal authority:
President — Governance and Administration: Preside at meetings; coordinate execution of Board-approved decisions; oversee governance, legal, insurance and contractual matters.
Vice President — Property Operations: Coordinate inspections, landscaping, snow removal, planned and emergency maintenance, vendors and property-condition reporting; substitute for the President only when lawfully authorized.
Secretary — Communications and Records: Maintain minutes, notices, votes, correspondence, governing documents, records requests, contracts and election records.
Treasurer — Financial Administration: Maintain assessment, banking, investment, payment, budget and reserve records; provide financial reports; track investment maturity and coordinate tax and accounting matters.
Member-at-Large — Representation and Oversight: Raise homeowner concerns, review services, participate in Board deliberations, and undertake authorized oversight or projects.
Assigned responsibility does not grant an individual director authority reserved to the Board or membership.
MEMBER VOTE: FOR / AGAINST / ABSTAIN
RESOLUTION 2027-08
Amendment 7 — Administrative Accountability and Financial Transparency
Affected Bylaw Provision: Article VII; proposed Section 3
NOW, THEREFORE, BE IT RESOLVED, the Association shall:
· Retain invoices, contracts, approvals and suitable documentation for expenditures.
· Separate authorization, processing and financial reconciliation to a reasonable extent.
· Receive regular Treasurer reports and retain material procurement records.
· Require disclosure and lawful handling of director and officer conflicts.
· Document transfer of accounts, credentials and records during leadership or management changes.
· Review financial controls and administrative procedures at least annually.
· Observe statutory competitive-bidding, contracting and recordkeeping requirements.
MEMBER VOTE: FOR / AGAINST / ABSTAIN
RESOLUTION 2027-09
Amendment 8 — Credit-Card Payment Restrictions
Affected Bylaw Provision: Article VII; proposed Section 4
NOW, THEREFORE, BE IT RESOLVED, the Bylaws shall state:
No director, officer, employee, manager or authorized representative shall charge any Association expense over four hundred dollars ($400) per transaction to an Association, personal or corporate credit card for Association payment or reimbursement without prior written Board authorization. Transactions may not be split to evade the threshold. All charges and reimbursements require appropriate documentation, and authorized exceptions shall be recorded. This does not prohibit otherwise lawful and properly authorized check or electronic payments.
MEMBER VOTE: FOR / AGAINST / ABSTAIN
RESOLUTION 2027-10
Amendment 9 — Digital Records, Document Archiving, and Artificial Intelligence
Affected Bylaw Provision: Article X — Books and Records
NOW, THEREFORE, BE IT RESOLVED, Article X shall require:
A secure, centrally controlled Association digital archive of governing documents, minutes, financial records, contracts, insurance, reserve studies, maintenance records, architectural approvals and other official records. Members shall receive lawful electronic access subject to privacy and security requirements. AI and digital tools may assist organization, communications, analysis and administration but shall not independently spend money, impose fines, determine violations, approve architectural requests, enter contracts or make binding legal decisions. Confidential data shall be protected; all official archives, accounts and credentials remain Association property, never under exclusive control of a director, contractor or manager. AI-generated work shall receive appropriate human review.
MEMBER VOTE: FOR / AGAINST / ABSTAIN
RESOLUTION 2027-11
Amendment 10 — Association Control of Banking Relationships
Affected Bylaw Provision: Article XII — Limitation on Contracts
NOW, THEREFORE, BE IT RESOLVED, Article XII shall provide:
No management agreement shall require the Association to maintain or transfer its operating, reserve, investment or other funds to an institution designated or controlled by the management company. The Association retains lawful authority to choose and change its banks, custodians and investment providers. Management may recommend institutions but cannot condition service on their use or impose fees, penalties or adverse terms solely because a recommendation is declined. Funds handled through management remain identifiable Association property under Association control.
MEMBER VOTE: FOR / AGAINST / ABSTAIN
RESOLUTION 2027-12
Amendment 11 — Homeowner Assistance and Secured Repayment Fund
Affected Bylaw Provision: Proposed Article XVI
NOW, THEREFORE, BE IT RESOLVED, a new Article XVI shall be established with the following provisions, subject to legal authorization:
Section 1 — Purpose
A separately accounted Homeowner Assistance and Secured Repayment Fund may provide voluntary assistance to eligible unit owners facing hardship while protecting Association financial stability.
Section 2 — Capitalization
Permitted sources include member-approved unrestricted Association funds, voluntary contributions, repayments and interest. Legally restricted capital-replacement reserves shall not be used. Fund transactions and assets shall be separately accounted for.
Section 3 — Eligible Assistance
Assistance may finance outstanding assessments and defer payment of up to six months of future regular assessments as they become due, using written, consistent eligibility criteria and voluntary agreements.
Section 4 — Repayment and Statutory Interest
Assistance agreements may provide up to twelve (12) months without interest. Thereafter, the Board may establish a simple-interest rate not exceeding the applicable statutory maximum under Minnesota and federal law. The rate must be written into the agreement when signed; adjustments must comply with law and contract terms. No interest shall accrue retroactively during an interest-free period. Maximum maturity is ten (10) years. Repayment on sale, transfer or refinance may be required only where enforceable. No rate or charge exceeding applicable law is permitted.
Section 5 — Security and Bankruptcy
The Association shall preserve valid statutory assessment liens where available. Separate advances may be secured by lawful executed and recorded mortgages or other authorized instruments. No contract shall purport to override federal bankruptcy discharge protections.
Section 6 — Limits and Administration
Financing to one household may not exceed twenty-five percent (25%) of available Fund capital at origination. The Board shall adopt underwriting and servicing rules covering ability to repay, equity, liens, delinquency, defaults, conflicts and deadlines. A director may not approve their own application.
Section 7 — Reporting and Protection
The Treasurer shall report annually in aggregate on Fund assets, principal, interest, delinquency, expense and availability, while safeguarding personal financial information. Repayments remain in the Fund; unrelated reallocations require lawful member approval.
Section 8 — Legal Authorization
No financing agreement or mortgage shall originate until independent Minnesota counsel confirms Association lending authority and identifies applicable assessment-interest, consumer-lending, licensing, disclosure, lien-priority, mortgage, bankruptcy and related limits.
MEMBER VOTE: FOR / AGAINST / ABSTAIN
RESOLUTION 2027-13
Amendment 12 — Prohibition of Chemical Pesticides, Herbicides, Rodenticides, and Other Toxic Pest-Control Substances
Affected Bylaw Provision: Proposed New Article XVII — Chemical Pest-Control Restrictions (final article numbering subject to reconciliation with adopted Bylaws).
NOW, THEREFORE, BE IT RESOLVED, the Bylaws shall be amended to include the following provisions:
Section 1 — Purpose
The Association shall protect the health, safety, and well-being of residents, domestic animals, wildlife, pollinators, and the surrounding natural environment by prohibiting the application of chemical substances intended to kill, poison, repel, or chemically control vegetation, insects, rodents, or other animals.
Section 2 — Prohibited Substances and Activities
The use, application, spraying, spreading, distribution, or intentional release of the following substances is prohibited on Association common elements, limited common elements, landscaped areas, lawns, gardens, sidewalks, building exteriors, and other property subject to Association regulation:
1. Herbicides: Chemical substances intended to kill, suppress, or prevent unwanted vegetation, including weed killers and chemical vegetation-control products.
2. Insecticides: Chemical substances intended to kill or control insects, including lawn insecticides, systemic insecticides, and outdoor insect sprays.
3. Rodenticides: Poisonous substances intended to kill mice, rats, squirrels, or other rodents.
4. Other Pesticides and Toxicants: Chemical substances intended to kill, poison, or chemically control wildlife, birds, mammals, mollusks, or other living organisms.
Section 3 — Applicability
This prohibition shall apply equally to the Board of Directors, Association officers, property management companies, employees, contractors, subcontractors, homeowners, residents, and any other person performing services or activities on property governed by the Association.
No Association representative may authorize, purchase, contract for, or expend Association funds on prohibited substances or their application.
Section 4 — Permitted Alternatives
The Association shall prioritize nonchemical, humane, and environmentally responsible maintenance methods, including manual weed removal, mowing, mulching, physical barriers, habitat management, exclusion, and other nonpoisonous pest-management practices.
Section 5 — Limited Exceptions
An exception may be authorized only when treatment is expressly required by applicable law or a lawful governmental order, or when necessary to address an imminent and documented threat to human health or safety that cannot reasonably be controlled through nonchemical methods.
Any exception must be documented in writing, limited to the minimum necessary treatment, and carried out by appropriately licensed professionals when required by law.
Section 6 — Enforcement
The Board shall ensure that Association contracts, maintenance specifications, and vendor instructions comply with this amendment.
No contract, management agreement, Board resolution, committee action, or individual authorization may override this prohibition except as expressly provided in Section 5.
Section 7 — Effective Date
This amendment shall become effective immediately upon its valid adoption by the required membership vote, subject to any recording or other requirements imposed by applicable law or the Association’s governing documents.
MEMBER VOTE: FOR / AGAINST / ABSTAIN
PART 4 — CERTIFICATION OF ADOPTED AMENDMENTS
RESOLUTION 2027-14
Certification and Immediate Effectiveness
WHEREAS, the membership has separately considered twelve Bylaw amendments:
NOW, THEREFORE, BE IT RESOLVED, the authorized Secretary or election inspectors shall record, for each amendment, the resolution number, voting interests represented, affirmative votes, negative votes, abstentions, applicable threshold, result and effective date.
An amendment validly approved becomes effective upon approval under Article XIII, Section 1(c), unless controlling law or its own text provides otherwise. Certification documents, but does not independently delay, legal effectiveness. Adopted amendments govern subsequent meeting matters only to the extent enforceable. Complete adopted language and certified results shall be preserved in official records and reflected in a consolidated Bylaw copy.
ADMINISTRATIVE CERTIFICATION — NO SEPARATE MEMBERSHIP VOTE
PART 5 — ADMINISTRATIVE IMPLEMENTATION AND TRANSITION
RESOLUTION 2027-15
Implementation of Governance Changes and Continuity of Operations
WHEREAS, the Association must protect essential operations, finances, records and contractual relationships during any governance transition;
NOW, THEREFORE, BE IT RESOLVED, the membership requests implementation of all legally adopted amendments and resolutions within the authority of the responsible Association body.
5.1 — Amendment Implementation
Lawfully effective amendments shall be incorporated into Association procedures without unauthorized delay or contradiction.
5.2 — Preservation and Transfer of Records
Preserve governing documents, minutes, ballots, proxies, financial statements, bank records, contracts, invoices, claims, insurance, architectural files, maintenance files and digital accounts. Authorized persons shall cooperate with lawful handover and preservation duties.
5.3 — Banking Continuity
Maintain Association ownership of deposits and investments and uninterrupted assessments, approved payments, insurance and taxes. Change signatories and access only through valid authorization.
5.4 — Management Transition
If the Compass referendum receives support, the authorized Board shall consider that direction, review contract and legal requirements, and plan any lawful change without interruption of operations. The referendum does not itself cancel a contract.
5.5 — Director and Officer Handover
Outgoing and incoming authorized officials shall coordinate records, responsibilities, credentials and financial authorizations. Former officials shall not continue exercising office authority without separate authorization.
5.6 — Property Operations
Maintain landscaping, snow removal, maintenance, utilities, insurance and emergency services subject to lawfully authorized contracts.
5.7 — Reporting
Document implementation actions and provide members appropriate information about significant changes.
5.8 — Limits
This resolution does not confer contract, bank or asset authority on individuals where law reserves it to the Board or another body.
MEMBER VOTE: FOR / AGAINST / ABSTAIN
PART 6 — INDIVIDUAL DIRECTOR REMOVAL AND ELECTIONS
The following removal votes are separate questions and are intended to be the last substantive governance decisions before certification and replacement elections. Removal does not by itself establish misconduct or liability. The sitting directors and applicable voting thresholds must be verified before notice and balloting.
RESOLUTION 2027-16
Membership Vote Regarding Removal of Director Jeanne Carlberg
WHEREAS, the governing documents and applicable law provide a procedure for membership removal of directors;
NOW, THEREFORE, BE IT RESOLVED, Jeanne Carlberg be removed as a director of Rice Lake Terrace Townhomes Association, Inc., if the legally required affirmative membership vote is achieved. Any resulting vacancy shall be filled under applicable law and effective governing documents.
MEMBER VOTE: FOR REMOVAL / AGAINST REMOVAL / ABSTAIN
RESOLUTION 2027-17
Membership Vote Regarding Removal of Director Sara Zuelow
WHEREAS, the governing documents and applicable law provide a procedure for membership removal of directors;
NOW, THEREFORE, BE IT RESOLVED, Sara Zuelow be removed as a director of Rice Lake Terrace Townhomes Association, Inc., if the legally required affirmative membership vote is achieved. Any resulting vacancy shall be filled under applicable law and effective governing documents.
MEMBER VOTE: FOR REMOVAL / AGAINST REMOVAL / ABSTAIN
RESOLUTION 2027-18
Membership Vote Regarding Removal of Director Lauri Cooper
WHEREAS, the governing documents and applicable law provide a procedure for membership removal of directors;
NOW, THEREFORE, BE IT RESOLVED, Lauri Cooper be removed as a director of Rice Lake Terrace Townhomes Association, Inc., if the legally required affirmative membership vote is achieved. Any resulting vacancy shall be filled under applicable law and effective governing documents.
MEMBER VOTE: FOR REMOVAL / AGAINST REMOVAL / ABSTAIN
RESOLUTION 2027-19
Membership Vote Regarding Removal of Director Terrance Young
WHEREAS, the governing documents and applicable law provide a procedure for membership removal of directors;
NOW, THEREFORE, BE IT RESOLVED, Terrance Young be removed as a director of Rice Lake Terrace Townhomes Association, Inc., if the legally required affirmative membership vote is achieved. Any resulting vacancy shall be filled under applicable law and effective governing documents.
MEMBER VOTE: FOR REMOVAL / AGAINST REMOVAL / ABSTAIN
RESOLUTION 2027-20
Certification of Director Vacancies and Candidate Eligibility
NOW, THEREFORE, BE IT RESOLVED, the authorized election officials shall certify each separate removal tally and whether its legally required threshold was met; determine legally vacant seats; and verify each candidate’s eligibility using applicable law, Declaration and effective Bylaws.
Any twelve-month ineligibility rule adopted as Amendment 1 shall be applied only where lawful and applicable. No candidate shall be excluded under an invalid qualification. A vacancy created by membership removal shall not be filled by the remaining Board where barred by Minnesota Statutes § 515B.3-103(b).
ADMINISTRATIVE CERTIFICATION — NO SEPARATE MEMBERSHIP VOTE
RESOLUTION 2027-21
Election of Eligible Directors
NOW, THEREFORE, BE IT RESOLVED, the members shall elect eligible directors to all seats legally open for membership election, using lawful nominations, ballots, voting interests, and applicable procedures.
Nominations from the floor shall be allowed where legally and contractually permitted. Candidates receiving the highest number of votes for available seats shall be elected, subject to governing requirements and any legally prescribed election method. Replacement terms shall be the unexpired term or other term required by law. The newly constituted Board shall select officers through its lawful procedure. The election record shall include nominees, votes, results, terms and procedural determinations.
MEMBER VOTE: DIRECTOR ELECTION BY CANDIDATE BALLOT
CLOSING AND REQUEST FOR ACKNOWLEDGMENT
The individual removal votes and director elections constitute the final substantive business of the meeting, after which election results shall be announced and the meeting adjourned under lawful procedure. Official records, ballots, valid proxies, certifications and minutes shall be preserved as required by law.
Please acknowledge receipt of this submission, confirm its distribution to all sitting directors, and provide written direction regarding lawful member-proposal procedures, annual meeting notice deadlines, amendments, nominations, proxies and director-removal voting. Any identified legal conflict should cite the controlling authority.
Travis Mitchell
10/31/2026
This document is a member-sponsored proposal for circulation and consideration, not an adopted Association action. Provisions relating to temporary director ineligibility, committee structure, and secured financing require Minnesota legal review before reliance or implementation.
Submitted by: Travis Mitchell Signature: __________________________ Date: __________________