Minn. Stat. » CHAPTER 317A. NONPROFIT CORPORATIONS
Minnesota Statutes

Minn. Stat. § 317A.201 (2026)

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✓ current as of May 2026
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The business and affairs of a corporation must be managed by or under the direction of a board of directors. All directors are entitled to vote and have equal rights and preferences except as otherwise provided in the articles or bylaws. The members of the first board may be named in the articles, designated or appointed pursuant to the articles, or elected by the incorporators under section 317A.171.

Notes of Decisions
Cited in 5 cases, 1997–2016 · leading case: Rehn v. Fischley, 557 N.W.2d 328 (Minn. 1997).
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Rehn v. Fischley, 557 N.W.2d 328 (Minn. 1997). · cites it 2× “Minn.Stat. § 317A.201 (1996) (nonprofit corporation); Minn.”
Med. Staff of Avera Marshall Reg'l Med. Ctr. v. Avera Marshall, 836 N.W.2d 549 (Minn. Ct. App. 2013). · cites it 10× “Considering the characteristics described in George and in light of the authority granted to the Avera Marshall board by the Minnesota rules and statutes addressing governance of hospitals and nonprofit corporations, see Minn.Stat. § 317A.201 (2012), we conclude that the…”
Med. Staff of Avera Marshall Reg'l Med. Ctr. v. Marshall, 857 N.W.2d 695 (Minn. 2014). · cites it 2× “” And because Avera Marshall is a nonprofit corporation, it is subject to Minn. Stat. § 317A.201 (2012), which provides that a nonprofit corporation "must be managed by or under the direction of a board of directors.”
Steven T. Meister, M. D., John Does v. Avera Marshall d/b/a Avera Marshall Reg'l Med. Ctr., John Roes (Minn. Ct. App. 2016). · cites it 2× “Finally, Minn. Stat. § 317A.201 (2014) states that the business and affairs of a corporation “must be managed by or under the direction of a board of directors.”
Med. Staff of Avera Marshall Reg'l Med. Ctr. on its Own behalf & in its Rep. Capacity for its Members v. Avera Marshall d/b/a Avera Marshall Reg'l Med. Ctr. (Minn. 2014). · cites it 2× “” And because Avera Marshall is a nonprofit corporation, it is subject to Minn. Stat. § 317A.201 (2012), which provides that a nonprofit corporation “must be managed by or under the direction of a board of directors.”
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