Eligible CHS member cooperatives and individual owners will be voting on proposed amendments to the company’s Articles of Incorporation and Bylaws in conjunction with the 2015 CHS Annual Meeting. The CHS Board of Directors is recommending approval of amendments as part of its commitment to sound CHS governance.
“The CHS Articles of Incorporation and Bylaws are our foundational documents,” says CHS Board Chairman David Bielenberg. “They govern how we operate as a system and communicate the shared understanding between CHS and our cooperative and individual producer members.
“Because of their importance, the Board periodically reviews the Articles and Bylaws to ensure they reflect the ways in which our CHS members choose to operate their businesses over time. Reviewing and amending these documents to ensure alignment with current business realities is a best practice and important to supporting our owners’ relevance and growth in today’s marketplace.”
Proposed amendments to the Articles and Bylaws include:
- Modifying the CHS membership definition to remove the requirement that cooperative members be producer-only cooperatives. Today, cooperatives doing business with CHS may have non-producer members, and some may have non-producers serving on the cooperative’s board. These arrangements may help ensure the cooperative remains strong and well-managed, but they are not consistent with the current producer-only membership requirement. The proposed amendments to the core documents will allow these cooperatives to remain members of CHS, and to participate in governance, including the right of all members to vote in the company they own, CHS.
Giving the Board of Directors the flexibility to approve non-member patronage arrangements by permitting the Board to establish policies for these arrangements rather than having to include the rules for those arrangements in the Bylaws.
Removing obsolete references to the former Cenex, Inc.; Cenex Supply and Marketing Division, and the Company’s Defined Business Unit/Member program.
“The proposed amendments reflect the CHS Board’s commitment to the cooperative business model and our ability to add value for farmers and member cooperative owners for years to come, even as their business realities change.” Bielenberg adds. “In fact, the Board has adopted a membership acceptance policy for future cooperative member applicants that will reinforce the CHS commitment to remaining a producer-focused agricultural cooperative. By making the changes, we will strengthen the entire CHS cooperative system. I hope you will vote to support the amendments in December.”
For more information, members should watch their mail for a copy of the proposed changes, along with a voting information. Members with questions or those who need additional information, should visit Corporate Governance
at chsinc.com or contact a regional director.