Amendments

Proposed amendments information

Notice to owners

The CHS Board has proposed amendments to the CHS Articles of Incorporation and CHS Bylaws that would clean up obsolete language and confirm the ability to vote by mail and electronically. Owners are encouraged to review the proposed amendments, offer comments and ask questions.

From the CHS Board

Please review details on the proposed amendments related to updating fundamental CHS documents.

Obsolete language

It’s time to streamline our official documents and eliminate terms we have not used since 2001, including Defined Members, Defined Member Boards, Defined Business Units, Equity Participation Units, CENEX and Cenex Supply and Marketing.

Electronic voting

The state of Minnesota has allowed online voting for many years and CHS has been using it since 2011 to encourage full member participation in CHS governance. The proposed amendments would clarify that option for annual meetings and special meetings.

More information

The Board recommends bringing the proposed amendments to a vote at the 2020 CHS Annual Meeting in December and encourages owner questions and input. Review the proposed amendments (links below) and provide input to any CHS Director or feedback@chsinc.com.

Proposed amendments to CHS Articles of Incorporation

Proposed amendments to CHS Bylaws

Answers to frequently asked questions about the proposed amendments

The CHS Inc. Articles of Incorporation and CHS Inc. Bylaws were most recently amended and restated on Dec. 2, 2016.

The amendments are primarily intended to clean up obsolete language and to confirm our currently allowed practice of voting via both email and mail ballots for annual meetings and special meetings.

As businesses evolve, it’s common for previously useful terms to become out of date. The Board is asking members to approve amendments to the CHS Articles and CHS Bylaws to clean up and eliminate this unnecessary language.

In the 1990s, Harvest States Cooperatives, a predecessor to CHS Inc., offered Equity Participation Units in its wheat milling and oilseed processing and refining operations. The operations were designated as Defined Business Units, made up of Defined Members and governed by Defined Member Boards. Defined Members had the right and obligation to annually deliver the number of bushels of wheat or soybeans equal to the number of Equity Participation Units purchased.

In 1998, Harvest States and Cenex combined to form CHS. Three years later, in 2001, the CHS Board voted to end the oilseed and wheat milling Defined Business Units and “buy back” the Equity Participation Units owned by Defined Members. The decision was unanimously endorsed by the Defined Member Boards and was reviewed and unanimously endorsed by the CHS Board Capital Committee before approval by the CHS Board.

We don’t anticipate significant changes in how we conduct voting among CHS members. Because online voting wasn’t possible when CHS was formed in 1998, it wasn’t written into our articles and bylaws from the beginning. Minnesota law has allowed electronic voting for many years. CHS has been allowing online voting since 2011 to encourage participation in governance by all our members.

Have a question or comment about the proposed amendments?

Email the CHS Board

Participate in influencing change

The CHS Government Affairs team works with the CHS Board and owners to educate and inform policymakers on issues that affect agriculture and cooperatives. They advocate for CHS owners on current and pending legislation and regulations.

Learn more about CHS advocacy