Minn. Stat. § 308B.511: Regular Members' Meetings

§ 308B.511 Regular Members' Meetings

Statute text

Extracted from the Revisor of Statutes; first captured here October 15, 2026. Formatting and whitespace are normalized. Extraction can contain errors; the linked official text controls.

Subdivision 1. Annual meeting.

Regular members' meetings shall be held annually at a time determined by the board, unless otherwise provided for in the bylaws.

Subdivision 2. Location.

The regular members' meeting shall be held at the principal place of business of the cooperative or at another conveniently located place as determined by the bylaws or the board.

Subdivision 3. Business and fiscal reports.

The officers shall submit reports to the members at the regular members' meeting covering the business of the cooperative for the previous fiscal year that show the condition of the cooperative at the close of the fiscal year.

Subdivision 4. Election of directors.

All directors shall be elected at the regular members' meeting for the terms of office prescribed in the bylaws, except for directors elected at district or unit meetings.

Subdivision 5. Notice.

(a) The cooperative shall give notice of regular members' meetings by mailing the regular members' meeting notice to each member at the members' last known post office address or by other notification approved by the board and agreed to by the members. The regular members' meeting notice shall be published or otherwise given by approved method at least two weeks before the date of the meeting or mailed at least 15 days before the date of the meeting.

(b) The notice shall contain a summary of any bylaw amendments adopted by the board since the last annual meeting.

Subdivision 6. Waiver and objections.

A member may waive notice of a meeting of members. A waiver of notice by a member entitled to notice is effective whether given before, at, or after the meeting, and whether given in writing, orally, or by attendance. Attendance by a member at a meeting is a waiver of notice of that meeting, except where the member objects at the beginning of the meeting to the transaction of business because the meeting is not lawfully called or convened, or objects before a vote on an item of business because the item may not lawfully be considered at that meeting and does not participate in the consideration of the item at that meeting.

History: 2003 c 105 art 1 s 40

Notes & interpretation Not part of the law

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

In plain language#

Every cooperative holds a regular members' meeting annually. ^{P1, § 308B.511} Officers report and members elect directors there.

Subdivision by subdivision#

Subd. 1 – Annual meeting. Held annually "at a time determined by the board, unless otherwise provided for in the bylaws."

Subd. 2 – Location. At the principal place of business or "another conveniently located place" determined by the bylaws or the board. Remote participation: § 308B.531.

Subd. 3 – Business and fiscal reports. Officers submit reports covering the business for the previous fiscal year that "show the condition of the cooperative at the close of the fiscal year." See § 308B.445 on audit.

Subd. 4 – Election of directors. All directors are elected at the regular meeting for the bylaw terms, except directors elected at district or unit meetings. See § 308B.411.

Subd. 5 – Notice.

(a) Notice is mailed to each member's last known post office address, or given by "other notification approved by the board and agreed to by the members." It must be published or otherwise given by approved method at least two weeks before the meeting, or mailed at least 15 days before.
(b) The notice must summarize any bylaw amendments the board adopted since the last annual meeting (§ 308B.241, subd. 4(b)).

Subd. 6 – Waiver and objections. A member may waive notice before, at or after the meeting, in writing, orally or by attendance. Attendance waives notice unless the member objects at the beginning that the meeting is not lawfully called or convened, or objects before a vote that the item may not lawfully be considered, and does not participate.

How it works in practice#

The notice must carry the bylaw-amendment summary even if the board adopted amendments only once; see § 308B.241, subd. 4.
After sending notice, the cooperative executes a certificate of mailing or delivery that goes in the meeting record (§ 308B.521). Quorum is set by § 308B.525.
If the notice proposes an articles or bylaws change that members will vote on, other sections add content requirements: § 308B.221, § 308B.241.
A meeting calendar belongs in the annual compliance routine: Keep your cooperative in good standing each year, Run board and member meetings.

Special meetings: § 308B.515 · Notice certificate: § 308B.521 · Quorum: § 308B.525
Guides: Run board and member meetings, Keep your cooperative in good standing each year

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)

members meetings notice elections governance