2003 Minnesota Statutes

CHAPTER 116S. Minnesota business finance, inc.

     116S.01 Definitions. 

    Subdivision 1.    Applicability.  The definitions in 
 this section apply to this chapter. 

    Subd. 2.    Board.  "Board" means the Board of Directors 
 of Minnesota Business Finance, Inc.  

    Subd. 3.    Corporation.  "Corporation" means Minnesota 
 Business Finance, Inc.  

    HIST: 1993 c 177 s 2 

     116S.02 Corporation; members; board of directors; powers.

    Subdivision 1.    Public corporation.  Minnesota 
 Business Finance, Inc. is a public corporation of the state and 
 is not subject to the laws governing a state agency except as 
 provided in this chapter.  The business of the corporation must 
 be conducted under the name "Minnesota Business Finance, Inc." 

    Subd. 2.    Purpose.  The purpose of the corporation is 
 to engage in economic development activities throughout 
 Minnesota and to provide access to capital for commercial 
 borrowers throughout Minnesota primarily through the Small 
 Business Administration section 503 program, United States Code, 
 title 15, section 697, as amended.  

    Subd. 3.    Board of directors.  The corporation is 
 governed by a board of 14 directors.  The membership terms, 
 compensation, removal, and filling of vacancies of public 
 members of the board are governed by section 15.0575 except that 
 the terms of the public members are concurrent.  The membership 
 of the board consists of the commissioner of employment and 
 economic development or the commissioner's designee and 13 
 members who are: 

    (1) involved in economic development within the state of 
 Minnesota; 

    (2) selected by the membership of the corporation in 
 accordance with section 116S.04, subdivision 3; and 

    (3) representative of government, private-sector lending 
 institutions, community organizations, and business 
 organizations as described in Code of Federal Regulations, title 
 13, section 108.503-1(b)(2), as amended. 

    Subd. 4.    Bylaws.  The board of directors shall adopt 
 bylaws and publish the bylaws and amendments to the bylaws in 
 the State Register. 

    Subd. 5.    Places of business.  The board shall locate 
 and maintain the corporation's places of business within the 
 state.  

    Subd. 6.    Meetings and actions of the board.  (a) The 
 board shall meet at least twice a year and may hold additional 
 meetings upon giving notice in accordance with the bylaws of the 
 corporation.  Except as provided in subdivision 7, board 
 meetings are subject to chapter 13D. 

    (b) A conference among directors by any means of 
 communication through which the directors may simultaneously 
 hear each other during the conference constitutes a board 
 meeting if the number of directors participating in the 
 conference is sufficient to constitute a quorum for the 
 meeting.  Participation in a meeting by that means constitutes 
 presence in person at the meeting.  

    Subd. 7.    Closed meetings; recording.  The board of 
 directors may by a majority vote in a public meeting decide to 
 hold a closed meeting for purposes of discussing data described 
 in subdivision 8 or security information, trade secret 
 information, or labor relations information, as defined in 
 section 13.37, subdivision 1.  The time and place of the closed 
 meeting must be announced at the public meeting.  A written roll 
 of members present at the closed meeting must be made available 
 to the public after the closed meeting.  The proceedings of a 
 closed meeting must be tape recorded.  The data on the tape are 
 nonpublic data or private data on individuals as defined in 
 section 13.02, subdivision 9 or 12, whichever is applicable. 

    Subd. 8.    Application and investigative data.  
 Financial data, statistics, and information furnished to the 
 corporation in connection with assistance or proposed 
 assistance, including credit reports, financial statements, 
 statements of net worth, income tax returns, either personal or 
 corporate, and any other business and personal financial records 
 are private data with regard to data on individuals under 
 section 13.02, subdivision 12, or as nonpublic data with regard 
 to data not on individuals under section 13.02, subdivision 9. 

    Subd. 9.    Conflict of interest.  A director, employee, 
 or officer of the corporation may not participate in or vote on 
 a decision of the board relating to an organization in which the 
 director has either a direct or indirect financial interest or a 
 conflict of interest as described in section 10A.07. 

    Subd. 10.    Tort claims.  The corporation is a state 
 agency for purposes of section 3.736. 

    Subd. 11.    Data practices and records management.  The 
 corporation is subject to chapter 13 and sections 15.17 and 
 138.163 to 138.226. 

    HIST: 1993 c 177 s 3; 1Sp2003 c 4 s 1 

     116S.03 Corporate personnel. 

    Subdivision 1.    Generally.  The board shall appoint 
 and set the compensation for the executive director, who serves 
 as chief executive officer of the corporation.  The executive 
 director's compensation may not exceed 95 percent of the salary 
 of the governor set under section 15A.082.  The board may 
 designate the executive director as its general agent.  Subject 
 to the approval of the board, the executive director shall 
 employ staff consultants and other agents necessary to carry out 
 the mission of the corporation.  

    Subd. 2.    Status of employees.  Employees, officers, 
 and directors of the corporation are not state employees, but 
 are covered by section 3.736 and, at the option of the board, 
 may participate in the state retirement plan, the state deferred 
 compensation plan for employees in the unclassified service, and 
 an insurance plan administered by the commissioner of employee 
 relations. 

    HIST: 1993 c 177 s 4 

     116S.04 Powers of corporation. 

    Subdivision 1.    General corporate powers.  (a) The 
 corporation has the powers granted to a nonprofit corporation by 
 section 317A.161, except as otherwise provided in this chapter. 

    (b) Except as specified in section 116S.02, subdivision 10, 
 the state is not liable for the obligations of the corporation. 

    (c) Section 317A.161 applies to this chapter and the 
 corporation in the same manner that it applies to business 
 corporations established under chapter 317A. 

    (d) The corporation is a state agency for purposes of the 
 following accounting and budgeting requirements: 

    (1) financial reports and other requirements under section 
 16A.06; 

    (2) the state budget system under sections 16A.095, 16A.10, 
 and 16A.11; 

    (3) the state allotment and encumbrance, and accounting 
 systems under sections 16A.14, subdivisions 2, 3, 4, and 5; and 
 16A.15, subdivisions 2 and 3; and 

    (4) indirect costs under section 16A.127. 

    Subd. 2.    Duties.  (a) The corporation must qualify as 
 a state development company for purposes of United States Code, 
 title 15, section 697, as amended, and must comply with 
 applicable Small Business Administration organizational, 
 operational, regulatory, and reporting requirements.  

    (b) The corporation must also comply with the requirements 
 of the Small Business Administration's section 504 loan program, 
 United States Code, title 15, section 697a, as amended.  

    Subd. 3.    Membership.  The governor shall appoint at 
 least 25 members of the corporation, who must be representatives 
 of government, private-sector lending institutions, community 
 organizations, and business organizations, as described in Code 
 of Federal Regulations, title 13, section 108.503-1(d), as 
 amended.  The membership shall select the members of the board 
 of directors in accordance with section 116S.02, subdivision 3.  
 The board may submit names of persons for consideration by the 
 governor in filling vacancies in the membership under this 
 subdivision. 

    HIST: 1993 c 177 s 5 

     116S.05 Registered name. 

    Notwithstanding section 317A.115, the secretary of state 
 shall register the name "Minnesota Business Finance, Inc." on 
 behalf of the corporation. 

    HIST: 1993 c 177 s 6 

     116S.06 Minnesota business finance account. 

    The Minnesota business finance account is an account in the 
 special revenue fund.  Money in the account not needed for the 
 immediate purposes of the corporation may be invested by the 
 state Board of Investment in any way authorized by section 
 11A.24.  Money in the account is appropriated to the corporation 
 to be used as provided in this chapter.  

    HIST: 1993 c 177 s 7 

     116S.07 Audits. 

    The corporation is subject to the auditing requirements of 
 sections 3.971 and 3.972.  

    HIST: 1993 c 177 s 8 

     116S.08 Annual reports. 

    The board shall submit annual reports to the chairs of the 
 Committee on Commerce and Economic Development of the house of 
 representatives and the Committee on Jobs, Energy and Community 
 Development of the senate and to the Small Business 
 Administration on the activities of the corporation.  The board 
 shall supply more frequent reports if requested.  

    HIST: 1993 c 177 s 9 

     116S.09 Dissolution. 

    In the event of dissolution of the corporation for any 
 reason, the state, upon action by the governor, and after 
 consultation with the Legislative Advisory Commission, may 
 require the liquidation of all holdings and investments and the 
 return of the proceeds of that liquidation and any wholly owned 
 assets of the corporation to the state, in exchange for the 
 assumption of all outstanding obligations of the corporation. 

    If the corporation is dissolved, or certain of its 
 functions transferred to another entity, the assets and 
 liabilities and property associated with the dissolved or 
 transferred functions must return to the state or to the entity 
 designated by laws. 

    HIST: 1993 c 177 s 10 

     116S.10 Successor status. 

    (a) Minnesota Business Finance, Inc. is the legal successor 
 in all respects of Opportunities Minnesota Incorporated 
 established under section 116J.985, and all assets and 
 liabilities are transferred to it.  The board of directors shall 
 promptly upon appointment amend the relevant documents and file 
 them with the secretary of state. 

    (b) The balance of the funds in the special revenue fund 
 account currently allocated to Opportunities Minnesota 
 Incorporated are transferred to the Minnesota business finance 
 account for the purposes of sections 13.598, subdivision 3, and 
 116S.01 to 116S.09. 

    HIST: 1993 c 177 s 11; 1999 c 227 s 22 

     116S.11 Relationship to other certified development 
  companies. 

    The corporation must refer all Small Business 
 Administration 504 projects to a local certified development 
 company if a local certified development company serves the area 
 where the project is located.  If the local certified 
 development company is unable to assist a business it must 
 inform the business that it can apply for the project through 
 the corporation. 

    HIST: 1993 c 177 s 12