Towerside Innovation District

“Towerside Innovation District, a Minnesota nonprofit corporation (this "Corporation"), was formed pursuant to the Minnesota Nonprofit Corporation Act, Minnesota Statutes, Chapter 317A, by filing Articles of Incorporation with the Minnesota Secretary of State on November 9, 2017. This Corporation was organized and shall be operated exclusively to benefit, perform, and carry out the exclusively public, charitable, educational, and other exempt purposes of certain nonprofit organizations identified in the Articles of Incorporation (each, a "Supported Organization" and collectively, the "Supported Organizations") in connection with the creation and continuance of a sustainable community of discovery and innovation in and about those portions of Minneapolis and Saint Paul, Minnesota, shown on Exhibit A thereto (the "Towerside District"), to the extent such purposes are described in Sections 170(c)(2)(B), 501(c)(3), 2055(a)(2), and 2522(a)(2) of the Internal Revenue Code of 1986, as amended, or corresponding provisions of any subsequent federal tax laws (the "Code"). Members. There shall be two classes of Members of this Corporation: Exempt Members and Contributing Members. The Exempt Members shall be those Supported Organizations that request membership in this Corporation, provided that each Supported Organization must renew its membership every three (3) years. Exempt Members shall have voice and voting rights at all meetings of the Members. The Contributing Members shall be those entities approved by the Board of Directors that (a) are owners or lessees of property in the Towerside District who have applied for membership and met such other requirements as may be established by the Board of Directors, or (b) are key contributing organizations as designated from time to time by the Board of Directors. The Contributing Members shall have voice, but no voting rights at meetings of the Members.”

“Directors shall be elected at the annual meeting of the Members of this Corporation. Nominations of potential Directors shall be made to the Board of Directors with due consideration given to providing for equitable participation on the Board of Directors by developers, businesses, government agencies, nonprofits, higher education institutions, and community organizations in or about the Towerside District, and other key individuals and organizations that support the vision of this Corporation. The exact number of Directors on the Board shall be determined from time to time by resolution adopted by a majority of the Directors then holding office. All Directors shall be natural persons who are adults.”

“There shall be two classes of Members of this Corporation: Exempt Members and Contributing Members. The Exempt Members shall be those Supported Organizations that request membership in this Corporation, provided that each Supported Organization must renew its membership every three (3) years. Exempt Members shall have voice and voting rights at all meetings of the Members. The Contributing Members shall be those entities approved by the Board of Directors that (a) are owners or lessees of property in the Towerside District who have applied for membership and met such other requirements as may be established by the Board of Directors, or (b) are key contributing organizations as designated from time to time by the Board of Directors. The Contributing Members shall have voice, but no voting rights at meetings of the Members.”

“The 990 was reviewed by the executive committee.”

“Regular and consistent monitoring of conflict of interest policy. COI statements are collected from all board members annually and reviewed for conflicts.”

“Documents are available for review upon request.”

“We have hired an accounting firm to complete a full audit of 2021 and 2022. We will revise this 990 document after the audit.”