September 7, 2011
Notice of Annual Stockholder
The Annual Stockholder Business Meeting of Farm Credit of Northwest Florida will be held September 23, 2011 at
the Marianna Administrative Office at 8:00 a.m.
Enclosed is an Annual Meeting Information Statement, including relevant information for each director nominee.
The election will take place by mail balloting following the Business Meeting.
Ballots will be mailed following this business meeting to all eligible voting stockholders of record as of July 31, 2011.
We appreciate your patronage and look forward to continuing to serve you during the coming years.
P.O. Box 7000 • 5052 Hwy. 90 East • Marianna, Florida 32447 • Telephone: (850) 526-4910 • Fax: (850) 482-6597 • www.farmcredit-fl.com
2011 Annual Meeting Information Statement
(FCA Regulation Part 620.21)
DATE: September 23, 2011 DIRECTORS CURRENTLY SERVING:
TIME: 8:00 a.m. (CDST) OFFICE
NAME AGE EXPIRES PERIOD SERVED
PLACE: Farm Credit of Northwest Florida Melvin T. Adams 56 2012 04/92 to present
Administration Building Fred H. Beshears 65 2013 04/03 to present
5052 Highway 90 East *Robert A. Calvert, Jr. 71 2013 03/07 to present
Marianna, Florida *James R. Dean 52 2014 09/11 to present
James G. Ditty 69 2013 04/91 to present
Cindy S. Eade 54 2011 06/03 to present
VOTING RIGHTS: *D. Mark Fletcher 52 2014 08/11 to present
Voting for director and nominating committee positions will M. Copeland Griswold 79 2013 04/93 to present
be held by mail ballot following the conclusion of the 2011 James C. Moulton 66 2012 06/04 to present
Annual Meeting. In accordance with ACA Bylaws, ARTICLE Richard Terry 65 2011 04/92 to present
Ill, Section 350.1, each voting shareholder shall be entitled to George T. VanPelt 78 2011 04/91 to present
only one vote regardless of the number of single or joint loans T. Butler Walker 85 2012 04/91 to present
the shareholder may have with the Association. In the case *Outside/Appointed Director
of a joint loan, the vote may be cast by only one of the joint
holders, and by such person only if duly authorized in writing All Directors have attended more than 75 percent of all board
by the other joint holder(s). The vote of a shareholder that is meetings and committee meetings held since the last Director
a legal entity shall be cast by an individual shareholder of the elections and committee assignments (FCA Regulation Part
entity, duly authorized in a writing filed with the Association. If 620.21).
a voting shareholder controls the business affairs of another
voting shareholder, the controlling shareholder and the NOMINATING COMMITTEE CURRENTLY SERVING:
controlled shareholder shall be considered to be one person C. C. Bodiford, Jr. Damon A. Boutwell
and shall be entitled to only one vote. For purposes of this Joseph M. “Mickey” Diamond Woodrow “Woody” Hatcher
Section, a voting shareholder shall be deemed to control James R. “Jimmy” Suber Richard VanLandingham
another voting shareholder if the shareholder has, directly
or indirectly, more than a fifty percent ownership interest Directors and Nominating Committee members have been
in (a) the other shareholder or (b) the primary collateral nominated by region, and regional determination is based
securing the other shareholder’s loan. In no event may a on county and/or state of residence. Nominations will be
voting shareholder vote more than once, nor shall any voting accepted from the floor and must specify to which position
shareholder be entitled to cumulate votes. a nomination is made and regional eligibility will be based
on geographic residence. Each person nominated from
The record date for determination of those entitled to vote the floor for any position must provide, in writing, within 5
shall be the close of business July 31, 2011. (five) business days of the Annual Meeting, the following
information: full name; business experience for the past five
Shareholders of Class “C” Stock entitled to vote: years (including principal occupation and/or employment);
any other business entity on whose board the nominee
REGION 1: (Western Region) 277 serves and the principal business of such entity; age; and
REGION 2: (Central Region) 260 a statement that: (1) any loans, transactions or series of
REGION 3: (Eastern Region) 282 transactions with the Association are made in the ordinary
ASSOCIATION TOTAL: 819 course of business and were made on the same terms,
including interest rate, amortization schedule, and collateral,
as those prevailing for comparable transactions with other
borrowers, (2) the individual has not been subject to certain
legal proceedings and (3) the individual is aware of and
will comply with the Loan Quality Standards of Directors &
Officers (if such is not the case, the disclosure of pertinent
facts regarding each exception must be made.)
Pursuant to amendments to the Association Bylaws adopted Mr. Floyd attended Jay High School and Pensacola Junior
by the Board of Directors at its April 22, 2004 meeting (the College. He and his wife Mima have two daughters. The
“2004 Amendments”), the number of shareholder-elected family attends McClellan Church of Christ in Santa Rosa
director seats were reallocated as follows: three for Region County.
1, three for Region 2, and three for Region 3. For each year
subsequent to 2007, the term of one shareholder-elected Mr. Floyd’s business address is 5272 Commerce Street, Jay,
director from every region will expire. All vacant seats arising Florida 32565.
as a result of a completed term will be for three-year terms.
James P. Marshall - Mr. Marshall, age 56, was born in
ELECTION OF DIRECTORS AND Brewton, Alabama, grew up in Jay, Florida, and has been a
NOMINATING COMMITTEE: resident of Baker, Florida for over 35 years. He is the owner/
The Bylaws provide for a nominating committee to review operator of Marshall Farms, Inc., a row crop operation that
lists of eligible shareholders, ascertain the willingness of the produces some 1,850 acres of cotton and peanuts. His farm
member to serve and submit for election a slate of eligible operation also includes timber production on approximately
individuals to run as candidates for the Association director 80 acres. This has been his principal occupation for the last
position. In regard to the 2011 election, the nominating five years.
committee reviewed the names and commodity specialties of
all Association voting shareholders. Subsequent to significant Mr. Marshall graduated from Jay High School and has been
deliberation, direct contact was initiated with a number of a self-employed farmer for over 37 years. He currently
selected voting shareholders (including incumbents) to serves on no other boards, but in the past he has served on
ascertain their interest and willingness to serve as a director. the Okaloosa County Committees for both the USDA Farm
Service Agency (past chairman) and the Natural Resources
The following are the names and biographical information on Conservation Service.
each of the nominees for election to the Board of Directors.
He and his wife Helen have one son who is involved in the
NOMINEES: family farm partnership. They attend Pyron Baptist Church
REGION 1–SEAT 2 and Village Baptist Church in Destin, Florida.
Jack R. Floyd - Mr. Floyd, age 42, is a resident of Jay,
Florida and has lived in the area his entire life. He is the Mr. Marshall’s business address is 6598 Hilton Trail, Baker,
owner and CEO of Dura-Med Southeast, Inc., a full-service Florida, 32531.
medical equipment and home care supplies business with
Florida locations in Jay and Milton and other operations REGION 2–SEAT 5
in Alabama and Mississippi. This has been his principal Cindy S. Eade - Mrs. Eade, age 54, is the owner/operator of
occupation for the last five years. He is also the owner and a 460-acre dairy farm located near Marianna, Florida. This
CEO of Flomaton Pharmacy in Flomaton, Alabama; and has been her principal occupation for the last five years.
Dura-Med Pharmacy and Soda Shoppe in Jay, Florida.
He also has an ownership interest in Long-Term Care of Mrs. Eade was born in Tallahassee, Florida and is a
Jay, LLC a business entity that is developing a retirement graduate of Woodham High School in Pensacola, Florida.
community. He invests in both commercial and farm real She received an AA degree from Pensacola Junior College,
estate, and he previously worked for Monsanto Chemical for and obtained a BS degree in Elementary Education and
8 years, ending his employment there in 1999. Early Childhood Development from the University of West
Florida. She completed graduate level work at both Florida
Mr. Floyd grew up on a diversified farm. His farming operation State University and Florida A&M University.
consists of a 50 head beef cattle herd, 100 acres of hay and
160 acres of timber. Mrs. Eade’s work experience includes employment with
a commercial bank while attending college, being a first
He is active in his community and serves on several boards grade teacher, having a minority interest and management
and committees including the Student Advisory Committee at responsibilities in a 2,000-cow dairy operation for 13 years,
Jay Elementary School (Education), which administers state and being an owner of Cindale Farms, a 350-cow Jersey and
Title I funds (has served as board chairman and secretary), Holstein dairy operation for the past 17 years.
Baptist Health System-Jay Hospital (Healthcare), (serving
as board secretary and board chairman), the board of Long- Mrs. Eade has served on the board of Farm Credit of
Term Care of Jay, LLC (Healthcare), and the board of the Northwest Florida since 2003, and she currently serves as
Blackwater Fox Hunters (Recreation). He is involved with the Chairperson of the Audit Committee and the Compliance
American Cancer Society’s Relay for Life and the Northwest Committee. She is also the board representative on the
Florida Hurricane Awareness Committee. association’s Risk Management Committee. She is a board
member of the Jackson County Chamber of Commerce of County Commissioners for Jefferson County Florida
where she serves as the Chairperson of the Agricultural and is part owner of a 2,000-acre diversified family farm
Committee. operation that produces peanuts, cotton, corn, beef cattle,
sod and timber. The aforementioned have been his principal
She and her husband Dale have two daughters, and they occupation for the last five years.
attend First Presbyterian Church of Marianna. They were
named Farm Family of Jackson County in 2009, Jackson From 2005 through 2007 he was business manager and
County Conservationist of the Year for 2010 and Dairy Farm work-out consultant for a 2,000-head dairy cow herd in north
of the Year for Jackson County in 1995. Florida. He has served as both Bureau Chief (1995-1998)
and Division Director (1998-2005) for the Dairy Division
Mrs. Eade is a resident of Marianna, Florida. Her business of the Florida Department of Agriculture where he was
address is 3958 Old U.S. Road, Marianna, FL. responsible for regulatory and quality assurance programs
for Florida dairy farms and milk and ice cream processors.
June C. Mays - Mrs. Mays, age 64, was born in Georgia and He has 19 years experience as a professional farm manager.
has lived in the Northwest Florida area for over 30 years. She He has also been active in local civic clubs and organizations
graduated from Chipola Junior College and the University of including the Florida Society of Farm Managers and Rural
West Florida where she earned a BS degree in Education Appraisers and the Monticello Rotary Club.
and a Masters Degree in Early Childhood Education. She
completed additional Masters Degrees in Biology from He and his wife Janegale attend Monticello First United
Chicago State University and in Nursing from the University Methodist Church, where he has served as Chairman of the
of South Alabama. She is a retired college professor and Administrative Board and the Board of Trustees. They have
nurse. Prior to her retirement, she was employed by Chipola three children and seven grandchildren.
College and the Mentally Retarded Defendents Program.
She is currently associated with All About Staffing, doing Mr. Boyd’s business address is 100 E. Washington Street,
contractual work in nursing staffing. The aforementioned Monticello, Florida 32344.
have been her primary occupation for the last five years.
E. Richard Terry - Mr. Terry, age 65, was born in Madison,
She has managed her cattle, horse, seed and hay operation Florida and has lived in the Madison area his entire life.
for over 20 years. Her farm operation currently consists of He graduated from Madison High School and has been a
approximately 37 acres of owned land and an additional 70 self-employed farmer for over 45 years. His current farm
acres of leased land where she and her husband maintain operation is centered on 80 acres of watermelons and 175
a herd of 30 brood cows, have five quarter horses and raise acres of timber production. This has been his principal
certified Bahia seed and coastal hay. occupation for the last five years. He has an interest in
another farming operation that produces corn, soybeans and
Mrs. Mays currently serves on the board of the Northwest peanuts. He grew tobacco for over 40 years and he and his
Florida Big Bend Health Association (Healthcare) which family were poultry producers for 30 years.
monitors community programs, funding, hospitals and the
availability of health-related personnel for the Northwest Mr. Terry has served on the board of Farm Credit of
Florida area. She and her husband, Larry, have one son Northwest Florida since 1992, currently serves as Chairman
and two granddaughters and attend First United Methodist of the Board, Chairman of the Executive Committee and is
Church in Marianna. a member of the Compensation Committee. He also serves
on the boards of the Madison County Farm Bureau, Farmers
Mrs. Mays is a resident of Greenwood, Florida. Her business Coop of Live Oak, Florida and the Madison County Tobacco
address is 5290 Fort Road, Greenwood, Florida 32443. Warehouse Association. He has completed the Phillip Morris
Leadership Program. He previously served on the American
REGION 3–SEAT 8 Farm Bureau Tobacco Advisory Committee, including one
Hines Boyd - Mr. Boyd, age 68 was born in Valdosta, term as president, as well as the USDA National Committee
Georgia, is currently a resident of Monticello, Florida and on Tobacco Issues.
has resided in the north Florida area for over 60 years.
Mr. Boyd has a BS degree in Chemistry from Florida State He and his wife Edith have two sons, and they attend Midway
University as well as a Masters Degree in Microbiology and Baptist Church. They were named the Madison County
a PhD in Agriculture, with an emphasis in Animal Science Outstanding Farm Family in 1982. Mr. Terry was selected as
and Agribusiness, from the University of Florida. the Southeast Ag Coalition Small Farmer of the Year in 2002.
Mr. Boyd is currently an owner and broker with United Mr. Terry is a resident of Madison, Florida. His business
Country Realty in Monticello that specializes in agricultural address is 405 S E Gunpowder Ave., Madison, Florida.
properties. He also serves as a member of the Board
DISCLOSURE INFORMATION: State of Georgia Counties: Decatur, Miller, Baker, Calhoun,
Management is not aware of any transactions between the Terrell, Webster, Schley, Marion, Talbot, Upson, Pike,
above candidates and the ACA or its senior officers and staff Spalding, Clayton, Fulton, Cherokee, Pickens, Gilmer,
which are prohibited by FCA Regulations. Additionally, loans Fannin, as well as all Georgia counties located to the west
to the candidates have been made in the ordinary course of these counties; and
of business and were made on the same terms, including
interest rates, amortization schedule and collateral, as The states of Tennessee, Kentucky, Illinois, Wisconsin
those prevailing at the time for comparable transactions and any remaining states not specifically designated for
with other persons. No loan to a director candidate or to any inclusion in Region 1 (West Region) and Region 3 (East
organization affiliated with such person, or any immediate Region).
family member who resides in the same household as such
person or in whose loan or business operation such person REGION 3 (East Region)
has a material financial or legal interest, involved more than State of Florida – Chartered Counties: Gadsden, Leon,
the normal risk of collectability. Jefferson, Wakulla, Franklin, Madison, and Taylor;
The candidates have not disclosed, and management is All other Florida Counties not specifically designated in
not aware of, any involvement the candidates may have Region 1 (West Region), Region 2 (Central Region), or this
had during the past five years concerning bankruptcy, Region 3 (East Region); and
state insolvency law, criminal proceedings or injunctions
preventing the candidate from engaging in any type of All State of Georgia Counties located to the east of Decatur,
business practices. The candidates, their immediate family Miller, Baker, Calhoun, Terrell, Webster, Schley, Marion,
members or organizations with which they are affiliated Talbot, Upson, Pike, Spalding, Clayton, Fulton, Cherokee,
have not entered into transactions other than loans with the Pickens, Gilmer, and Fannin (which are the Georgia
association in the past fiscal year. counties designated for Region 2 (Central Region).
NOMINEES FOR 2012 NOMINATING COMMITTEE: FINANCIAL STATEMENTS AND ANNUAL REPORT:
REGION 1 Financial statements contained in the Association’s 2010
Damon A. Boutwell – Jay, Florida Annual Report were mailed to shareholders on March 14,
Clint M. White – Milton, Florida 2011. Included in the Annual Report was the “Report of the
Independent Accountants” discussing their audit and opinion
REGION 2 thereof.
C.C. Bodiford, Jr. – Altha, Florida
Michael H. Davis – Graceville, Florida SHAREHOLDER INVESTMENT:
Shareholders’ investment in Farm Credit of Northwest
REGION 3 Florida, ACA may be materially affected by the financial
Gary M. Davis – Quincy, Florida condition and results of operations of AgFirst Farm Credit
Richard B. VanLandingham – Quincy, Florida Bank. AgFirst Farm Credit Bank’s financial report to its
shareholders will be made available upon request. Please
REGIONAL DELINEATIONS: contact Susanne Caughman, AgFirst Farm Credit Bank, P.O.
REGION 1 (West Region) Box 1499, Columbia, SC 29202, 1-800-845-1745, ext. 2832,
State of Florida – Chartered Counties: Escambia, Santa or email email@example.com.
Rosa, Okaloosa, and Walton;
State of Alabama Counties: Covington, Crenshaw,
Lowndes, Autauga, Chilton, Shelby, Jefferson, Blount, SIGNED:
Cullman, Morgan, Limestone, as well as all Alabama
counties located to the west of these counties; and
All states located to the west of the States of Alabama, Richard Terry, Chairman
Tennessee, Kentucky, Illinois, and Wisconsin. Board of Directors, Farm Credit of Northwest Florida, ACA
REGION 2 (Central Region)
State of Florida – Chartered Counties: Holmes, Washington,
Bay, Jackson, Calhoun, Gulf, and Liberty; Rick K. Bitner
President/CEO, Farm Credit of Northwest Florida, ACA
State of Alabama Counties: Geneva, Coffee, Pike,
Montgomery, Elmore, Coosa, Talladega, St. Clair, Etowah,
Marshall, Madison, as well as all Alabama counties located
to the east of these counties;