MEETING MINUTES DAKOTA BROADBAND BOARD. FIRST ORGANIZATIONAL MEETING March 7, :00 AM. Dakota County CDA Boardroom

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1 MEETING MINUTES DAKOTA BROADBAND BOARD FIRST ORGANIZATIONAL MEETING March 7, :00 AM Dakota County CDA Boardroom Called to order 9:07am by Jay Stassen, Moderator. 1. INTRODUCTIONS AND ROLL CALL Board Members Roll Call Board Members Joe Atkins John Bellows Robyn Craig Bill Droste Tina Folch Dan Gustafson Mary Hamann-Roland George Tourville Alternates Shaun Nelson Joel Paper Kara Perry Others in Attendance Jay Stassen Craig Ebeling Lisa Alfson Amy Roberts Matt Smith Jean Erickson Tom Venables Ian Hardie Marc Gade Justin Miller Tom Lawell Mark McNeill Anna Boroff Logan Martin

2 Jay Stassen explained the purpose of the board, the initial tasks to be accomplished at the organizational meeting, his role and how the Board will initially work with him and others. He stated that the basic organizational structure would be established today. Board members and everyone in attendance introduced themselves and stated what city/company/agency they represented. 2. ADOPTION OF BYLAWS Jay Stassen explained the purpose of the Bylaws and provided an overview of the draft bylaws. All members voted in favor of adopting bylaws. Alternating terms were discussed. There was additional discussion on the membership of the Executive Committee and it was agreed that the Bylaws should provide that each Member will select a person to service on the Executive Committee and that this Committee members do not have to be an elected official. 2.1 Adoption of Bylaws for the Dakota Broadband Board WHEREAS, First Assistant Dakota County Attorney Jay Stassen presented the proposed bylaws to govern the internal operations of the Dakota Broadband Board; and WHEREAS, following discussion of the proposed bylaws among the directors, Director Hamann-Roland moved to adopt the bylaws for the Dakota Broadband Board; and WHEREAS, Director Tourville seconded the motion; and WHEREAS, a vote was taken on adopting the bylaws as presented and the motion was carried unanimously. NOW, THEREFORE, BE IT RESOLVED by the Dakota Broadband Board that the bylaws governing the Dakota Broadband Board as presented at its first organizational meeting are approved and adopted. Motion: Director Mary Hamann-Roland Second: Director George Tourville 3. ELECTION OF BOARD OFFICERS Jay Stassen opened the floor for nominations. Mary Hamann-Roland nominated Joe Atkins for Chair of the Board. Dan Gustafson seconded the nomination. Joe Atkins explained that he would defer to city Director as the first Chair of the Board, and that he was willing to serve in the role of Vice Chair. Thereafter, Director Atkins nominated George Tourville for Chair. All agreed to George Tourville being Chair, and Joe Atkins being Vice-Chair

3 3.1 Electing the Chair of the Dakota Broadband Board WHEREAS, First Assistant Dakota County Attorney Jay Stassen, as initial meeting moderator, requested nominations for the office of the Dakota Broadband Board Chair; and WHEREAS, Director Atkins placed in nomination Director Tourville for the office of Dakota Broadband Board Chair ; and WHEREAS, Director Hamman-Roland seconded the nomination; and WHEREAS, no further nominations were made; and WHEREAS, moderator Stassen closed nominations for the office of Chair; WHEREAS, a vote was taken on Director Tourville acting as the Dakota Broadband Board Chair and the motion was carried. NOW, THEREFORE, BE IT RESOLVED by the Dakota Broadband Board that Director George Tourville serve as the Chair for calendar year Motion: Director Joe Atkins Second: Director Mary Hamman-Roland 3.2 Electing the Vice-Chair of the Dakota Broadband Board WHEREAS, First Assistant Dakota County Attorney Jay Stassen, as initial meeting moderator, requested nominations for the office of the Dakota Broadband Board Vice-Chair; and WHEREAS, Director Tourville placed in nomination Director Atkins for the office of Dakota Broadband Board Vice-Chair ; and WHEREAS, Director Hamman-Roland seconded the nomination; and WHEREAS, no further nominations were made; and WHEREAS, moderator Stassen closed nominations for the office of Vice-Chair; WHEREAS, a vote was taken on Director Atkins acting as the Dakota Broadband Board Vice- Chair and the motion was carried.

4 NOW, THEREFORE, BE IT RESOLVED by the Dakota Broadband Board that Director Joe Atkins serve as the Vice-Chair for calendar year Motion: Director George Tourville Second: Director Mary Hamman-Roland 4. DISCUSSION ON INITIAL ORGANIZATIONAL STRUCTURE Information Item No formal action Craig Ebeling explained that all broadband assets of the members are pooled for common management and use of the Broadband Board. Jay Stassen stated that the entity will have no employees initially, but the following services could be provided by agents under contracts with the Broadband Board: Administration and/or Executive Director, Financial Management, Legal Counsel, Network Engineer. Director John Bellows asked for an explanation of the duties of a Board Member and stated that most directors will rely heavily on their respective I.T. experts. Directory George Tourville suggested that creating an executive committee was appropriate with the Dakota Communications Center Executive Committee as a good model to follow for the Broadband Board. Director Bill Droste asked where the information and documents of the Broadband Board will be stored. Jay Stassen replied that the Board will determine that at a later date, but that one logical option is with the entity providing financial management services for the Board. Craig Ebeling discussed Crescent Link and LOGIS as possible agents to provide administrative services to the Board in lieu of appointing an individual Executive Director. He also stated his expectation that the Executive Committee will discuss the formation of an ad-hoc committee to assist in technical and management issues. Alternate Tom Egan referenced the Metropolitan Emergency Services Board Technical Committee as another possible model to follow. George Tourville agreed. Jay Stassen advised the board to vote on establishing the executive committee. He also explained that the JPA controls how business is conducted. Each member gets one vote but some situations will call for a weighted vote. Lisa Alfson & Craig Ebeling will send an to each Member requesting that each identify its member to the Executive Committee.

5 4.1 Creation of the Executive Committee WHEREAS, The Dakota Broadband Board discussed the benefits or creating an executive committee to assist and advise the Board on various matters coming before it; and WHEREAS, following this discussion, Chair Tourville moved to formally create the Executive Committee of the Dakota Broadband Board; and WHEREAS, Director Bellows seconded the motion; and WHEREAS, a vote was taken on creating the Executive Committee as presented and the motion was carried unanimously. NOW, THEREFORE, BE IT RESOLVED by the Dakota Broadband Board that there is established an Executive Committee of the Dakota Broadband Board to assist in Board on various matters to come before it and other matters as directed by the Board; AND BE IT FURTHER RESOLVED, that the Bylaws of the Dakota Broadband Board be amended to allow each member of the Board to make an appointment to the Executive Committee, at its own discretion, and without any requirement that the appointed member is an elected official. Motion: Director Dan Gustafson Second: Director George Tourville 5. ADOPTION OF SYSTEM PLAN Jay Stassen explained that the Dakota County Community Development Agency, in coordination with the county and cities, previously retained Design9 to develop the proposed Dakota Broadband System Plan. Craig Ebeling further explained concepts of the I-NET and C-NET and the function of each. Director Tina Folch asked for a summary of the System Plan. Craig Ebeling explained the plan and the cost structure and that the proposed methodology for distributing the Broadband Board costs are based on the broadband assets that each member has contributed to the broadband network. Mary Hamann-Roland asked for an executive summary of the System Plan. Craig Ebeling committed to creating an executive summary and to transmit the summary to the Board prior to the next Board meeting.

6 Craig Ebeling noted that the cable company representatives did not agree with the systems plan. Design9 has addressed the cable companies comments from the last meeting, and that will all be discussed at next month s Board meeting. 5.1 Adopting the Dakota Broadband Board System Plan WHEREAS, following discussion of the proposed System Plan among the directors, Director Hamann-Roland moved to adopt the System Pan; and WHEREAS, Director Tina Folch seconded the motion; and WHEREAS, a vote was taken on adopting the System Plan as presented and the motion was carried. NOW, THEREFORE, BE IT RESOLVED by the Dakota Broadband Board that the C-Net/I-Net Systems and Business Plan Version 10, December, 2017, as presented at its first organizational meeting is approved and adopted. Motion: Director Mary Hamann-Roland Second: Director Tina Folch 6. ADOPTION OF 2018 DAKOTA BROADBAND BOARD REGULAR MEETING SCHEDULE Craig Ebeling asked for suggestions for upcoming meeting dates. Director George Tourville asked if the second Wednesday of the month works for everybody. Tina Folch asked for meetings later in the day. Craig Ebeling asked if 4:00 pm was an acceptable starting time for the next meeting. It was agreed that the next meeting is scheduled for Wednesday, April 11 th, from 4:00pm to 6:00 pm, at the CDA Boardroom. 6.1 Adopting the Dakota Broadband Board Regular Meeting Schedule WHEREAS, following discussion among the directors of a schedule for regular meetings of the Dakota Broadband Board in calendar year 2018, Chair Tourville moved to schedule the next meeting of the Board for Wednesday, April 11th, from 4:00pm to 6:00 pm, at the Dakota County Community Development Agency Boardroom; and WHEREAS, Director Gustafson seconded the motion; and

7 WHEREAS, a vote was taken on adopting the date and time for the next Board and the motion was carried. NOW, THEREFORE, BE IT RESOLVED by the Dakota Broadband Board that the next Regular Meeting of the Dakota Broadband Board will occur on Wednesday, April 11th, from 4:00pm to 6:00 pm, at the Dakota County Community Development Agency Boardroom. Motion: Chair George Tourville Second: Director Dan Gustafson A motion to adjourn the Board meeting was approved by voice vote and the meeting was adjourned at 10:15am. - END -