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How many directors does a Minnesota 308B cooperative need?

At least five directors; a cooperative with 50 or fewer members may prescribe three or more in its articles or bylaws.

Verified against sources: October 15, 2026Last edited: October 16, 2026

The board must have at least five directors, except that a cooperative with 50 or fewer members may have three or more, as prescribed in the articles or bylaws P1, § 308B.405.

Chapter 308B also requires a chair, one or more vice-chairs, a records officer and a financial officer P1, § 308B.475. Unless the articles or bylaws provide otherwise, a majority of directors must be members, and a majority must be elected exclusively by patron members: these are distinct requirements, not necessarily the same directors. Patron-member directors must also hold at least half the board's voting power, or the specified alternative must prevent them from being a minority on issues P1, § 308B.411, subd. 2(b)-(c).

The statute does not say whether the 50-member threshold is tested at election time or continuously. See Director and officer rules in Chapter 308B and Run board and member meetings.

Statute sections referenced

Sources

  • P1 Minnesota Statutes, Chapter 308B (Cooperative Associations), Office of the Revisor of Statutes, State of Minnesota. revisor.mn.gov (primary; accessed October 15, 2026)

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