Tennessee Association of Realtors, Inc. BOARD OF DIRECTORS MEETING Thursday, September 18, 2014 Chattanooga Convention Center, Chattanooga, TN

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1 Tennessee Association of Realtors, Inc. BOARD OF DIRECTORS MEETING Thursday, September 18, 2014 Chattanooga Convention Center, Chattanooga, TN MINUTES CALL TO ORDER President Neal Clayton called the meeting of the Board of Directors to order on September 18, 2014 at 3:00 p.m. at the Chattanooga Convention Center in Chattanooga, Tennessee. INVOCATION AND PLEDGE OF ALLEGIANCE The invocation was given by Chris Garrett and was followed by the Pledge of Allegiance to the flag of the United States of America. CREDENTIALS REPORT Administrative Vice President Linda Woods reported a quorum was present. A copy of the Directors Attendance List is attached as Exhibit 1. ADOPTION OF RULES The published Rules were adopted as presented. ADOPTION OF AGENDA President Clayton stated if there is no objection the Agenda will be approved with a change in Item IX from Special Presentation to NAR Update by Martin Edwards. The published agenda was adopted with the change. INTRODUCTIONS President Clayton welcomed all members and guests and introduced those seated at the head table as follows: Russ Farrar, Lobbyist and General Counsel; Martin Edwards, NAR Past President; Pat Beech, President-elect; Charlotte Buchanan, Parliamentarian; Randy Durham, Secretary/Treasurer; Linda Woods, Administrative Vice President; and Steve Harding, Executive Vice President. APPROVAL OF MINUTES The minutes of the March 2014 Board of Directors Meeting were approved as published. NAR UPDATE Martin Edwards, NAR Past President, reported on activities at the national level and showed a power point presentation on the NAR Disaster Relief Foundation.

2 Directors Meeting Minutes September 18, 2014 Page 2 of 5 FINANCIAL REPORT Treasurer Randy Durham presented the August Financial Report for information. PRESIDENT S REPORT President Clayton gave a brief report and showed a video of the TAR RPAC-A-THON that was held across the state last month. COMMITTEE AND OTHER REPORTS Budget & Finance Committee (Proposed 2015 Budget) Secretary/Treasurer Randy Durham presented the Proposed Budget for 2015 and reported the budget is based on 20,000 members. He stated the dues will remain at $ and highlighted some areas where there is a significant change in the 2015 budget over the 2014 budget. Budget is attached as Exhibit 2. President-elect Pat Beech reported the Executive Committee recommends adoption of the Proposed Budget for Motion was passed to adopt the 2015 Budget as presented. Convention Committee Chair Jennifer Grayson recognized her committee members and thanked them and the TAR staff for their hard work. On behalf of the Convention Committee, Chair Grayson moved that the 2016 TAR Convention be held at the Marriott Hotel in Charleston, South Carolina September President-elect Pat Beech reported the Executive Committee recommends approval. Motion was passed that the 2016 TAR Convention be held at the Marriott Hotel in Charleston, South Carolina September Governmental Affairs Committee Chair Kendra Cooke gave a report on behalf of the Governmental Affairs Committee and presented the following motions from the committee: 1) Motion to draft legislation to be introduced in the 2015 Tennessee General Assembly to allow the Tennessee Real Estate Commission to approve one-hour CE courses. 2) Motion that the Tennessee Association of Realtors maintain the position that commissions must be paid to an individual licensee not an LLC, and the Tennessee Association of Realtors refrain from allowing a non-licensed entity or unlicensed individual from collecting a commission.

3 Directors Meeting Minutes September 18, 2014 Page 3 of 5 3) Motion that a letter be submitted, on behalf of the Tennessee Association of Realtors, to the Tennessee Real Estate Commission reflecting the comments and questions concerning the Proposed Rules of the Tennessee Real Estate Commission. A copy of the proposed letter was given to each director. Motion was passed to approve all three motions from the Governmental Affairs Committee. A copy of the proposed letter is attached as Exhibit 3. RPAC Chair Janice Carlton gave an RPAC Report and presented RPAC awards to local associations for meeting their Fair Share Goal and for exceeding their goal in RPAC dollars. Strategic Planning Committee Chair Nancy Guy presented the report from the Strategic Planning Committee and moved the adoption of the Proposed Strategic Plan as recommended by the committee. The Strategic Plan is attached as Exhibit 4. President-elect Pat Beech reported the Executive Committee recommends adoption. Motion was passed to adopt the Proposed Strategic Plan as presented. Forms (Intellectual Property) PAG Chair B J Swinehart presented a status report for info only. Report attached to these minutes as Exhibit 5. TREEF TREEF President Pat Seymour gave a brief report on TREEF activities for information purposes. TREEF President Pat Seymour presented a report from the TREEF Nominating Committee and moved election of the following Trustees for terms beginning mid November. Aaron Taylor B J Swinehart Pat Seymour To be elected for a 3-year term To be reelected for a 3-year term To be reelected for a 1-year term President-elect Pat Beech reported the Executive Committee recommends election of these Trustees. Motion was passed to elect the Trustees as presented.

4 Directors Meeting Minutes September 18, 2014 Page 4 of 5 Nominating Committee Report and Election of 2015 TAR Officers On behalf of the Nominating Committee, Chair Emil Mongeon presented the following slate of TAR Officers for 2015 and moved their election. President-elect Secretary/Treasurer Division 1 Vice President Division 2 Vice President Division 3 Vice President Randy Durham, Chattanooga Margaret Dixon, Mt. Juliet Nancy Guy, Memphis Hagan Stone, Nashville Doyle Webb, Knoxville President-elect Pat Beech reported the Executive Committee recommends election of these candidates. President Clayton called for nominations from the floor. Motion was made and seconded to nominate Brian Copeland of Nashville for Secretary/Treasurer. Hearing no further nominations for any office, President Clayton stated nominations for all 2015 TAR offices are closed. Both candidates for the contested office of Secretary/Treasurer addressed the Directors and three directors spoke in support of each candidate. President Clayton stated chair rules that a vote will be taken for all non-contested offices at one time and then a separate vote will be taken on the contested office. Vote was taken, with electronic voting devices, to elect the following TAR Officers for 2015: President-elect Division 1 Vice President Division 2 Vice President Division 3 Vice President Randy Durham, Chattanooga Nancy Guy, Memphis Hagan Stone, Nashville Doyle Webb, Knoxville These officers were elected by a vote of 127 to 4. President Clayton stated a vote will be taken for the contested office of Secretary/Treasurer. The nominees are Margaret Dixon and Brian Copeland. Vote was taken, with electronic voting devices, for the office of Secretary/Treasurer. Brian Copeland was elected by a vote of 83 to 48.

5 Directors Meeting Minutes September 18, 2014 Page 5 of 5 President asked 2015 President Pat Beech and all officers just elected to come forward and be recognized. UNFINISHED BUSINESS President Clayton stated there was no unfinished business NEW BUSINESS Recognition of TAR Committee Chairs President Clayton thanked all TAR Committee Chairs for their service and presented each one with a plaque. Meeting adjourned at 4:57 p.m. Randy Durham, Secretary/Treasurer

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