MINUTES OF THE BOARD OF DIRECTORS MEETING OF ACE CORP

A regular meeting of the Board of Directors of the above corporation was held on 06/01/2012 at 8:00 P.M at the corporation's place of business. The purpose of the meeting: to consider the sale of investment real estate I. QUORUM. A quorum was declared present based on the presence of the following Directors: Chris James. The following corporate actions were taken by appropriate motions duly made, seconded, and adopted by the majority vote of the Directors entitled to vote (unless a higher voting approval is stated). II. ELECTION OF CHAIRPERSON AND SECRETARY. John Smith was appointed chairperson of the meeting, and Sally Jones was appointed as secretary to prepare a record of the proceedings. III. ELECTION OF DIRECTORS. The following persons were elected as Directors for the terms provided in the bylaws: Name: Term: Address: John M. Ryan one year 100 Oak Street Minneapolis, Minnesota 55333

IV. ELECTION OF OFFICERS. The following Officers were elected: Name: Office: Address: Jeff B. Ryan President 200 Oak Street Rochester, Minnesota 55333

V. REPORTS. - Report by Jill Hull. status of new corporate jet

VI. ADOPTION OF DOCUMENTS/PLANS. The attached Amended Articles of Incorporation were adopted by a majority vote of the Directors. VII. APPROVAL OF ACTIONS SECTION. The actions and undertakings of the Directors, Officers, Employees, and Agents of the corporation were approved with respect to: - All actions subsequent to the last meeting of the Board of Directors. - Compensation paid to the Officers during the past year. - Transactions between the corporation and related entities, including sale of company cars - Transactions between the corporation and its Shareholders and/or Officers. - The purchase of the warehouse at 606 Vine Street - pay raise for secretaries VIII. FINANCIAL STATEMENTS PRESENTATION. The financial statements for the week ending 06/30/2012, as prepared by the corporation's Officers, were approved. Highlights of the financial statements included: total sales IX. SALARIES. Salaries for Officers and other employees were established as follows: Name: Title: Amount: John R. Parker Secretary-Treasurer $50,000.00 per year

X. BONUSES. Employee and/or Officer bonuses for the year ending 12/30/2012, were approved as follows: Name: Title: Amount: John Anderson Manager $5,000.00

XI. DIRECTORS' FEES. Directors' fees of $20,000.00 per year per Director were approved. XII. CONTRIBUTION TO PROFIT SHARING PLAN. A contribution to the corporation's profit sharing plan was approved in an amount equal to $1,000.00. XIII. DIVIDENDS. The payment of dividends to the stockholders of record on 06/18/2012 was approved in the amount of $1.25 per share. XIV. ISSUANCE OF STOCK. The issuance of stock was approved as follows:

Name: Shares: Amount: TOTAL:

Robert T. Parker 100 $2,500.00 Shares: 100 Amount: $2,500.00

XV. BORROWING RESOLUTION. The corporation was authorized to borrow $20,000.00 from American Bank. The form of resolution by the above lender was adopted and a copy is attached. The attached resolution states the names of the persons who are authorized to request loan advances. The Officers are authorized to take all actions and to sign all documents reasonably needed to carry out this loan transaction. XVI. ESTABLISH BANKING RELATIONSHIP. The Officers are authorized to open accounts with XYZ & Associates. The form of resolution as provided by the bank was adopted and a copy is attached. The attached bank form of resolution states the names of the persons who are authorized to sign checks and drafts. XVII. AUTHORIZATION OF CORPORATE ACTION. The Officers and Directors were authorized to take all actions and to sign all documents reasonably needed to: - Enter into arrangements for the lease of shopping center in Flaxo, AZ A copy of the lease is attached. - Purchase laptop computer A written explanation is attached. - Establish a group health plan as reflected in the attached explanation. - Establish a life insurance plan as reflected in the attached explanation. - Establish a pension plan as reflected in the attached explanation. - Establish a disability insurance plan as reflected in the attached explanation.

XVIII. NEXT MEETING. The next meeting of the Board of Directors and Shareholders will be held on 06/25/2012, at 7:00 AM, at the corporation's place of business. There being no further business, the meeting was duly adjourned.

_______________________________________ Susan Springs Vice President of Marketing

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