Board Voter booklet.indd - Northwest Farm Credit Services
Transcription
Board Voter booklet.indd - Northwest Farm Credit Services
Notice of Annual Stockholders Meeting and Information Statement Notice of Annual Stockholders Meeting and Information Statement Northwest Farm Credit Services, Agricultural Credit Association (Northwest FCS) As a customer of Northwest Farm Credit Services, PCA or Northwest Farm Credit Services, FLCA, you own stock in and are a member of Northwest FCS. You are invited to attend Northwest FCS’ Annual Stockholders Meeting (Annual Meeting) on February 3, 2015 at 12:30 p.m. (PST) at The Davenport Hotel, 10 S. Post Street, Spokane, WA. You do not have to attend this meeting to vote in the 2015 elections. Voting for the director positions and the Nominating Committee will be conducted by mail with an online voting option. Ballots and detailed voting information will be mailed to all voting stockholders, as of the Record Date, following the Annual Meeting in early February. The 2015 director candidates will each speak briefly to those in attendance directly following the Annual Meeting on February 3. Those speeches will be recorded and posted on www.northwestfcs.com beginning the week of February 9. Other business to be conducted at the Annual Meeting will include an update on the condition and operations of the association. We appreciate your business and look forward to serving your financial needs in 2015. K ren Schott, Chair Ka Karen Phil DiPofi, President and Chief Executive Officer Board of Directors Tom Nak N Nakano, kano, Chief Administrative Administra Ad inistra Officer and Chief Financial Officer 2015 ELECTION PROCESS AND MATTERS TO BE VOTED ON Director Elections Northwest FCS’ Board of Directors consists of 14 positions. Eleven positions are held by voting stockholders and are elected by voting stockholders. Three positions are board-elected. Both stockholder elected and board elected directors serve as the joint board of Northwest FCS, ACA, Northwest FCS, PCA and Northwest FCS, FLCA. Director terms are five years. In 2015, stockholder-elected director positions are up for election in Regions 7, 8 and 9. Voters will be asked to: (1) vote for candidates from Region 7 (Beaverton, Salem, Eugene), Region 8 (Roseburg, Central Point, Klamath Falls, Redmond) and Region 9 (Baker City, Ontario, Pendleton, The Dalles) to serve on the Board of Directors; and (2) to vote for candidates for the 2015 Nominating Committee. The 2015 director candidates from each of the three regions are as follows: 1 Region 7 Nominees Lawrence B. (Larry) George, age 46 Duane M. (Skip) Gray, age 59 16785 SW Parrett Mtn. Rd., Sherwood, OR 97140 38024 Conser Rd NE Albany, OR 97321 Business: 19748 Hwy 99 E Hubbard, OR 97032 Principal Occupation/Employment (for past 5 years): Founder/CEO of George Packing Company and Golden Tree, Inc., and co-owner of Northwest Hazelnut Company and George Farms LLC. Oregon State Senator (2007-2015) Principal Occupation/Employment (for past 5 years): Gray Farms, Inc., CEO/President/Farmhand; Lakeside Ag-Ventures, LLC, Member/ Manager; Earthsource Investments, LLC, Member/Manager Current Operation Description: A very diversified crop production business that produces vegetable and flower seeds, processed vegetables, peppermint, hazelnuts, and grass seed. In a typical year, we grow 50-60 different crops on approximately 1350 irrigated acres. We also enjoy additional presence in the value chain through the utilization of greenhouse and transplanting, innovative and specialized equipment, and processing and packaging facilities. Current Operation Description: My brother and I founded George Packing Company and we own and operate a number of other hazelnut related companies. Our companies process and market nearly 45% of the US hazelnut crop (Oregon/Washington). Golden Tree, Inc., our production agricultural division, farms between 300-400 acres in the Willamette Valley. We also have a Hong Kong based sales company with staff and a warehouse in the New Territories. Farm Credit Experience: Customer for 34 years. I served on the Local Advisory Committee for 14 years and took my turn as chair-person. I’ve also participated in many of the Business Management Center’s educational opportunities. Farm Credit Experience: We have been Northwest Farm Credit customers for 7 years. Other Current Boards, Commissions, Affiliations, Leadership Roles: Currently serving on the board of directors of the Oregon Small Business Association and the Oregon Family Farm Association. A member or alternate on the Oregon Hazelnut Marketing Board since 2004, a position authorized by Federal Marketing Order 982. While serving in that role, between 2007-2009, traveled to the United Nations in Geneva, Switzerland working with the US government to negotiate trade standards for tree nuts within the framework of the United Nations Economic Commission for Europe (UNECE). Other Current Boards, Commissions, Affiliations, Leadership Roles: Treasurer for the “Specialty Seed Growers of Western Oregon”; Government Affairs Committee of Albany Area Chamber of Commerce; Past President’s Committee for the Association of Agricultural Professional Executives (AAPEX). Past Board Memberships/Affiliations: Albany Area Chamber of Commerce 13 year director--past chair; Linn County Extension Association 12 year director--past chair; Farm Service Agency County Committee 12 year director--past chair; TEPAP-- The Executive Program for Agriculture Producers; AAPEX--past President. Past Board Memberships/Affiliations: In January 2015 concluded second term as an Oregon State Senator (2007-2015), choosing not to seek reelection in 2014 to focus on my family and our agricultural-based businesses. Most recently served as the Vice-Chair of Senate Finance and Revenue Committee and as the Vice-Chair of the Senate General Government, Consumer and Small Business Protection Committee. While serving in the Oregon State Senate, was a member of a number of other Senate committees that would be of interest to the NWFCS membership including: Transportation, Education and Workforce Development. During the financial crisis of 2008-09 was assigned to serve on the Senate Committee which oversaw foreclosure, banking, and financial regulatory issues. From 2009-2013 this committee was responsible for taking and reviewing testimony concerning financial and banking regulations. In 2012, was elected Deputy Leader by the Oregon Republican Senate Caucus. I have served on the board of directors for a number of non-profit organizations including Water For Life, Inc. (working with eastern Oregon ranchers to preserve water rights) and Oregon Sportsmen’s Association (working on behalf of hunters and fishermen). Why I wish to serve on the Board: I would like to serve because I align with the mission, vision, and values of NWFCS. The work involved interests and excites me. I appreciate the high expectations that are apparent within the governance of the association. I think I would be a good director because of my knowledge of the diversity of Northwest agriculture, my passion, the enjoyment I get from being a productive team player, and proficiency in strategic decision making. Comments about agriculture and Farm Credit: 2014 is the 38th crop year I’ve experienced since graduating from college. Amidst all the cycles over those 38 years, very few things remain the same. The number of full time farmers in our community has reduced by over 86%. A recent article states that less than 2% of the US population farm. We compete now for global markets, source our supplies locally, and deal with extreme marketplace volatility, all while dollar value, weather events, and politics influence how things shake out. Predictability is difficult if not impossible, and the importance of “controlling what we can” is huge. Having agricultural lenders that are knowledgeable, invested, and committed is irreplaceable. Wayne Gretzky credits his success to “being where the puck is going to be” and I believe that while NWFCS has a great history of that behavior, it is imperative to continue. This is why I’m a big fan of the Business Management Center, special event seminars, local and national lobbying efforts, outside directors, and of course the advantage that comes with a working relationship that lasts for decades. We borrowers need NWFCS to remain a leader as we “figure out where the puck is going to be” and that comes from awareness from all perspectives (from the smallest borrower to the CEO of NWFCS) and strong financial performance that affords this advantage. Why I wish to serve on the Board: My experience serving in the Oregon Senate during the financial crisis showed me the importance of the Farm Credit Services system to agriculture. While other industries were desperate to find short-term financing and operating capital, much of agriculture in our state was fairly insulated from the most severe shocks due to Northwest FCS. I believe that my practical experience, and technical expertise, in financial regulatory issues could be of service in maintaining a strong, secure, and vibrant Farm Credit System. Comments about agriculture and Farm Credit: Northwest FCS has played a pivotal role in the development and growth of our own business. My personal experience as an agricultural entrepreneur has taught me the importance of having a lender like FCS that understands agriculture and our rapidly changing markets. The exciting future of agriculture is in innovation, technologies, and market developments. I would be honored to be a member of the board of Northwest FCS to ensure that we are supporting the next generation of entrepreneurs and innovators in our industry. 2 Region 8 Nominees Susan K. Doverspike, age 59 Toby Allen Luther, age 40 30552 Hotchkiss Lane Burns, OR 97720 2700 Melrose Road Roseburg, OR 97471 Business: PO Box 1127 Roseburg, OR 97470 Principal Occupation/Employment (for past 5 years): President & CEO, Lone Rock Timber Management Company in Roseburg OR. Principal Occupation/Employment (for past 5 years): I own and operate together with my husband Hotchkiss Company, Inc. and Doverspike Land LLC, a cattle ranch in the high desert near Burns, Oregon. We own about 30,000 acres and manage another 100,000 acres of federal grazing permits. Current Operation Description: Lone Rock was founded by Fred Sohn in Roseburg, OR in 1950. Our operations consist of owning and operating over 130,000 acres of timberland and over 3,000 acres of ranch lands, all in Southwest Oregon. We employ approximately 100 people and our operations include logging, reforestation, siviculture, sheep ranching, cattle ranching and haying. Current Operation Description: Cow/calf/yearling operation that markets to the natural, non hormone treated, age source verified, GAP 4, non GMO niches. We grow native meadow grass hay to feed our cattle during the long winter and crested wheat pastures for yearling Spring and Summer feed. Farm Credit Experience: I have had a great operating partnership with Farm Credit over my 13+ years of doing business with them. Other Current Boards, Commissions, Affiliations, Leadership Roles: I currently serve as the Vice Chair of the Ford Family Foundation, a private foundation whose purpose is to “Create Successful Citizens and Vital Rural Communities”. I also serve on the Governance, Administrative, Investment Committee (which oversees $900 million in Foundation investments). Farm Credit Experience: Customer since 1994 and am serving my second term on the Redmond Local Advisory Committee. I have attended several Business Management Center classes. We have contracted with NWFCS Succession Management services to transition the fifth generation back to the ranch. In addition, I am on the board of two of our company’s current investments. One of them is Rosemont Realty, a commercial real estate company based in Santa Fe, New Mexico with about $2 billion in assets that it manages. The second is a natural gas company, Aduro Resources, based in Calgary. Other Current Boards, Commissions, Affiliations, Leadership Roles: Board of Directors of Harney District Hospital, an independent comprehensive rural health system comprised of a hospital, medical clinic, and physical therapy clinic serving an area of 10,226 square miles. We provide excellent medical care while staying financially solvent. (Board Secretary, Finance Committee, CEO Search Committee). Oregon Beef Council (Chair of Range Research Committee and past treasurer.) Oregon Cattlemen’s Association (member). Harney County Farm Bureau and Oregon Farm Bureau (member). Oregon CattleWomen Association. As to forest products industry boards, I currently serve on the National Alliance of Forest Owners (Executive Committee) and Oregon Forest Industries Council (Operating Committee). In my home town of Roseburg, Oregon, I currently serve on the boards of the Chamber of Commerce, Wildlife Safari and Umpqua Training & Employment. Past Board Memberships/Affiliations: Sutherlin Family Church (Elder Board), Umpqua Community Health Center (Board & Treasurer), Riverside Adolescent Center (Board & Treasurer), Umpqua Valley Babe Ruth (Board), Douglas County Industrial Development Finance Committee, Umpqua Community College Bond Oversight Committee, Greater Douglas County United Way (Site Review & Allocations), Certified Public Accountant with PricewaterhouseCoopers. I am also active in coaching youth sports. Past Board Memberships/Affiliations: Harney County Cattlewomen (past President, Chair of Political committee, Public Image committee) Why I wish to serve on the Board: As fourth generation cattle ranchers, my husband and I have expanded our operation 350% by buying two additional ranches. The cows pay the bills and have done so consistently and exclusively on both ranches for the last decade. Hotchkiss Company and Doverspike Land are progressive, high quality cattle operations that will ensure an opportunity for our children to return if they choose. Why I wish to serve on the Board: I have been a very big proponent of Northwest FCS since bringing them on to the Lone Rock account in 2001 (when I was the CFO). In 2009, as we were rolling out our new strategy we moved all of our banking arrangements to the Farm Credit System, with Northwest FCS as our agent bank. Northwest FCS has been an integral partner in helping us grow and succeed in our business plan even in a depressed market cycle. I have a tremendous amount of respect for the entire team and would be happy to help serve them in return. NWFCS has been an important part of our expansion and generational success. I care deeply about the future of Northwest Farm Credit Services and the ability for self employed family farmers and ranchers to have credit now and in future generations. It is vital to protect the interests of the borrower to finance a family operation. Comments about agriculture and Farm Credit: Agriculture is a cyclical business with significant ups and downs. Farm Credit has been a proven lender in our industry and has continued to demonstrate their understanding and commitment to agricultural businesses. I am interested in seeing Farm Credit continue to grow and continue to partner with the agricultural sector to ensure the businesses are able to continue into successive generations. I live in rural Oregon and my heart and passion is rural. These agricultural businesses are the key to providing sustainability of rural communities. I would be honored and privileged to serve on the NWFCS Board. NWFCS has a grassroots understanding of starting/growing a business, being strong reliable credit through all economic cycles, and passing a business on to the next generation. Comments about agriculture and Farm Credit: It doesn’t matter what crop a NWFCS stockholder produces. We all have similar issues: the need for skilled labor, water (both availability and regulation), land use regulation, regulation of our produce, and the need for reliable, affordable capital. My current areas of focus would be: (1) Succession Planning: Farm Credit has some amazing people with a breadth of knowledge, but I have been concerned about a wave of upcoming retirements. I have seen some responsibilities transition to quality mid-career employees but want to better understand where that transition is to ensure stability for Farm Credit and its members. (2) Preparation For the Cycle: My other concern is that most of the Farm Credit book of customers is quite healthy given the current market cycle. Timber and agriculture, however, are very cyclical in nature. Is the Farm Credit balance sheet, and that of its customers, positioned properly for the next big down cycle? NWFCS is important to all of agriculture. A director will not only need to advocate for the stockholders, but also for Northwest Farm Credit Services. Presently the commercial banking institutions have a full court press to eliminate the Farm Credit System. Furthermore, the government agency that oversees Farm Credit is trying to place onerous requirements on directors that could discourage highly qualified candidates from serving. CoBank could be required by government to place more regulations on the use of the money Farm Credit loans to producers. 3 Region 9 Nominees James G. (Jim) Farmer, age 64 William F. (Bill) Martin, age 44 2871 Fairview Drive Nyssa, OR 97913 73362 Greenberry Rd./P O Box 201 Rufus, OR 97050 Business: 28519 Hwy 20/26 Parma, OR 97913 Business: 73154 Greenberry Road Rufus, OR 97050 Principal Occupation/Employment (for past 5 years): Owner and operator of Martin Farms, Inc.; Martin Brothers, Partner, farming and ranching operations Principal Occupation/Employment (for past 5 years): President, 50% Owner – Fort Boise Produce; Secretary, 50% Owner – Deseret Farms; Row Crop Farmer. Current Operation Description: I am an owner-operator of Martin Farms located in North Central Oregon, bordering the Columbia River in Sherman County. With my brother, we own and operate 6,000 acres of dryland wheat and 500 irrigated acres producing mint tea leaf, hay and seed crops. Currently we are in the process of dedicating irrigated acreage to the production of organic tea leaf. Additionally, we run a 200 head cow-calf operation. Current Operation Description: My brother, Warren, and I operate a 2,000 acre irrigated row crop farm. We produce onions, wheat, field corn, and dry edible beans for seed. Our operations are located in Malheur County, Oregon; Canyon County, Idaho; and Payette County, Idaho. We also have a fresh onion packing shed that markets approximately 1,000 acres of onions annually, comprised of our onions and onions from other local farmers. Warren, my son Joe, and I established TraceProduce.com, an online produce tracing and inspection program, to enhance the marketing of our onions. I have been married to my wife Peggy for 41 years and together we have raised five children. Farm Credit Experience: Customer for 15 years. I am currently a local advisor. I have attended various Farm Credit training sessions. Our family was one of the first to participate in the Farm Credit succession planning. Our operation continues to have Farm Credit BMC advisors help us fine tune our business strategic plan. Other Current Boards, Commissions, Affiliations, Leadership Roles: Sherman County Soil and Water Conservation Director (Board chair 6 years) - 2002-present; Sherman County School District Director (Board chair 4 years) - 2008-present; Member of the Oregon Cattlemens Association; Member of the National Cattlemens Association; Member of the Orgeon Wheat Growers League. Farm Credit Experience: Farm Credit member for 33 years. Currently serving as Northwest FCS director. Served two terms on the Ontario local advisory committee. Attended several Northwest FCS training programs including Human Capital as a Resource; Excellence in Board Leadership; Financial Direction of the Enterprise and Managing Risk; The Role of Boards in Setting Strategy, Alignment and Execution; and Financial Markets Overview. Past Board Memberships/Affiliations: North Sherman Watershed Council, 4 years; Masters of Education; Before having an opportunity to return to my roots in agriculture, I taught in the public school system for 4 years. I have been involved in coaching basketball and baseball at various levels over the past 20 years. Why I wish to serve on the Board: Through my association with the local advisory committee, attending Northwest Farm Credit Services workshops, and our personal experience with Northwest Farm Credit Services, I have been able to learn first-hand of the variety of products and services available to those working in the ever-expanding field of agriculture. Northwest Farm Credit Services is much more than just a lender. Prior generations would have a difficult time envisioning the challenging situations facing agriculture today. We require an organization that is able to provide guidance and expertise to all; especially to new-comers. Northwest Farm Credit Services has the structure and ability to meet these demands. Other Current Boards, Commissions, Affiliations, Leadership Roles: Secretary - Nyssa Rural Fire Protection District; Member of the American Institute of Certified Public Accountants; Member of Idaho Society of Certified Public Accountants; Member of Western Growers Association; Member of Idaho-Oregon Fruit & Vegetable Association; Member of National Onion Association. Past Board Memberships/Affiliations: Past president of Nyssa Co-op Board; Past President of Idaho-Oregon Fruit & Vegetable Association; Nyssa Volunteer Fire Department (5 years as Fire Chief, 19 years total service); served two years in the United States Marine Corps (Vietnam, Japan, and the Philippines); BS in Accounting and BS in Economics from the University of Utah. Prior to my career in agriculture, I worked in public accounting for two years (audit) and in corporate accounting for five years (manager of internal audit). The cooperative structure of Northwest Farm Credit Services is very appealing because it is overseen by those who need and use its products and services, and lends a high level of accountability, unique to the lending structure. It would be a privilege to work with a Board whose passion to ensure success for all stockholders is the same as mine. Comments about agriculture and Farm Credit: Whether one operates a farm, ranch or a vineyard, a tree farm or grows sugar beets, he or she knows full well that agriculture faces a myriad of challenges ahead. Economic, political and global issues will continue to impact producers in unforeseen ways. What we do know is that operators will need to plan for contingencies as much as possible. Northwest Farm Credit Services has and will continue to play a significant role in helping producers stay viable today and into the future. Why I wish to serve on the Board: We cannot control the agricultural economic environment or predict its changes precisely, but we must seek the flexibility to survive drastic fluctuations in crop revenues and input costs. If I am reelected, my priority will be to keep our association strong with adequate capital reserves. This will allow Farm Credit to meet the needs of our customers, maintain significant member patronage, and strengthen the education programs currently available to our customers. I believe that these volatile times will bring about many obstacles for agriculture, but will also allow for opportunities in the future. My goal is to help NWFCS and our customers navigate through these interesting times and prosper. Operations that continue to plan for the future will have an advantage over ones that sit idle. Northwest Farm Credit Services’ role to not only provide capital, but other services such as crop insurance, strategic planning guidance or financial analysis will be crucial. As new ideas become available to help operations move forward, Northwest Farm Credit Services has the ability to evaluate those products and ideas most helpful to producers. Comments about agriculture and Farm Credit: NWFCS is the quality lender in our area. It was very reassuring these past years to know that while financial institutions were failing around the world, Farm Credit was still strong and available as a lender to the agriculture industry. I think the global economy will be volatile for the next several years. It is impossible to know the direction the world’s economies will take. It is important that we are prepared for both long and short-term surprises. Northwest Farm Credit Services will be invaluable in a rapidly changing agricultural environment. Whether loaning money, providing training and services, or presenting education seminars, producers/operators who use the services Northwest Farm Credit Services provides will be ready to face the challenges ahead. Like most of us, this means ensuring the ability to turn a successful operation over to the next generation. It is a great asset to have Northwest Farm Credit Services as a “partner” to help us through the almost-guaranteed fluctuating times ahead. 4 Voting Cut-Off and Floor Nominations Director candidate information will be provided again in the ballot materials to be mailed in early February. To be counted, ballots must be received by mail or completed online by the voting cut-off date of March 9, 2015. Northwest FCS’ bylaws allow floor nominations for stockholder-elected director positions, which can only be made when called for at the Annual Meeting. You must attend this meeting to make a floor nomination or to be nominated from the floor. Candidates may not nominate themselves and the nomination must be made by another Northwest FCS customer who owns voting stock and who transacts business within the nominating region that they are making the nomination in. The nominee may only be nominated to a position that is up for election within the region where the nominee resides or has their operation and the nominee must state that they accept the nomination. The eligibility of an individual making a floor nomination will be verified at the time of any such nomination. A person nominated from the floor must meet all eligibility requirements for board service and must provide all disclosures required by Northwest FCS bylaws, board policies and Farm Credit Administration regulations within 5 business days of being nominated. Floor nominated candidates will be entitled to reimbursement of expenses and given the opportunity to address those in attendance at the Annual Meeting. Disclosure Information Northwest FCS reviewed all other information required to be submitted by director candidates including family relationships with Northwest FCS and its customers, transactions other than loans and certain litigation (bankruptcy, criminal proceedings and injunctions) and determined that all director candidates identified above meet all eligibility requirements. Nominating Committee Voters will also be asked to approve members to act as the 2015 Nominating Committee. Each nominating committee member must own voting stock in Northwest FCS and meet eligibility requirements set forth by the Board of Directors. Floor nominations for the nominating committee are not permitted. Eligibility of each candidate listed below has been confirmed. Once elected, this committee will be responsible for (1) selecting candidates whose names will be placed on the ballot for the 2016 director elections involving Regions 1, 5 and 11; and (2) selecting candidates whose names will be placed on the ballot for the 2016 Nominating Committee. Voters will have the option to approve candidates individually or check a box to approve the entire slate of candidates. 2015 Nominating Committee Candidates: Region 1: Roger L. Canfield, Olympia, WA Teresa (Leann) Krainick, Enumclaw, WA Andy J. Werkhoven, Monroe, WA Region 6: Tim L. Lake, Polson, MT Region 7: David A. Neal, Tangent, OR Region 8: Javier Goirigolzarri, Roseburg, OR Amy S. Kenagy, Roseburg, OR Fawn A. Kerns, Haines, OR Region 2: Doug L. Hammarstrom, Yakima, WA Region 3: Dennis C. Rea, Milton-Freewater, OR Region 9: Region 4: Janice Mattson, Chester, MT Region 10: Drew Eggers, Meridian, ID Region 5: Paul M. Stieber, Hardin, MT Don L. Herzog, Rapelje, MT Daniel M. Mydland, Joliet, MT Region 11: Stephanie Mickelsen, Idaho Falls, ID Ralph Wheatley, McCammon, ID Berkley Wray, Blackfoot, ID Record Date for 2015 Election: December 12, 2014 Only designated voters of voting stock, as of the Record Date, may vote in the election. Voting Requirements For each regional director position up for election, a majority of votes cast determines the successful candidate. Attendance at Meetings All Board members listed on the next page who served in 2014 attended at least 75 percent of board and committee meetings during 2014. Election results will be announced in early March 2015. The quorum requirement for the Annual Meeting is 75 voting stockholders, or one percent of the total number of voting stockholders, whichever is less. Northwest FCS’ Annual Report The 2013 Annual Report was mailed to all stockholders in March 2014 and is posted on www.northwestfcs.com. The 2014 Annual Report will be posted on the website by March 15, 2015 and mailed to all stockholders at the end of March. 5 Current Northwest FCS Board of Directors Term expirations and types of agriculture engaged in by each director - Ages as of January 1, 2015 5 Karen Schott, Chair (Age 47) Broadview, MT Term expires 2016 - Served since 2006 Raises winter wheat, spring wheat, peas and manages a lease pasture operation Dave Nisbet, Vice Chair (Age 63) Board-elected stockholder Bay Center, WA Term expires 2017 - Served since 2007 Grows Pacific oysters, owns a shellfish processing plant and hatchery operation 8 9 Mark Gehring (Age 70) 1 Dave Hedlin (Age 64) Salem, OR Term expires 2015 - Served since 2010 Raises Marionberries, blackberries, radish seed and turf grasses for seed John Helle (Age 50) Dillon, MT Term expires 2017 - Served since 2012 Operates a commercial and purebred sheep operation, runs cow-calf pairs, farms small grains/ hay, and part owner in a vertically integrated apparel company taking wool from sheep to shelf 10 Greg Hirai (Age 44) Callahan, CA Term expires 2015 - Served since 2010 Operates a cow-calf operation with some timber; produces grass hay for the horse market Jim Farmer (Age 64) Nyssa, OR Term expires 2015 - Served since 2010 Operates an irrigated row crop farm and produces onions, wheat, field corn and dry edible beans for seed 2 Kevin Riel (Age 49) Yakima, WA Term expires 2017 - Served since 2007 Raises hops, apples and Concord grapes 3 Nate Riggers (Age 50) Nezperce, ID Term expires 2019 - Served since 2014 Raises wheat, barley, canola and grass seed Mt Vernon, WA Term expires 2016 - Served since 2006 Raises vegetable seed, pickling cucumbers, pumpkins and wheat 6 Rick Barnes (Age 62) Christy Burmeister-Smith (Age 57) Board-elected Outside Director Newman Lake, WA Term expires 2020 - Served since 2010 VP-Controller & Principal Accounting Officer at Avista Corp. in Spokane, WA 7 4 Wendell, ID Term expires 2019 - Served since 2014 Grows wheat and barley, and produces varieties of potatoes for processing, as well as corn and alfalfa and triticale as feed for local dairies Julie Shiflett (Age 47) Board-elected Outside Director Spokane, WA Term expires 2018 - Served since 2008 Founding partner of Northwest CFO, which assists emerging and mid-market companies in increasing cash flow, profitability, sales and company value 11 Shawn Walters (Age 53) Newdale, ID Term expires 2016 - Served since 2010 Operates a family farm and fresh pack potato facility, grows wheat, barley, alfalfa and multiple varieties of potatoes Herb Karst (Age 66) Sunburst/Billings, MT Term expires 2018 - Served since 2008 Raises wheat, barley, canola and hay 1 Burlington 5 Havre 4 5 Glasgow Spokane 3 Wenatchee 1 Seattle 2 Colfax 2 Pasco Beaverton 9 Missoula 3 Lewiston Yakima 2 Sunnyside 2 Sidney 5 4 Great Falls 3 2 Othello Chehalis 1 7 Conrad 4 2 Moses Lake Walla Walla Lewistown 4 6 3 5 Miles City Cottonwood 3 6 Bozeman 9 Pendleton 5 Billings The Dalles 6 Dillon Baker City 9 Salem 7 7 Eugene 8 Redmond Ontario 9 Nominating Regions Rexburg 11 10 Nampa Idaho Falls 11 Blackfoot 11 8 Roseburg 11 American Falls 8 Central Point 8 Klamath Falls Twin Falls 10 10 Burley Preston 11 6 REGION 1 REGION 2 REGION 3 REGION 4 REGION 5 REGION 6 REGION 7 REGION 8 REGION 9 REGION 10 REGION 11 # Voting Stockholders 740 1241 1041 980 643 529 1634 821 21 1163 1227 609 TOTAL VOTING STOCKHOLDERS 10,628