original - federal reserve bank of chicago/media/others/banking/financial... · report item 1:...

ORIGINAL Board of Governors of the Federal Reserve System

FAY·6 o,.m IJl,W"nl)c?r 7f()O,Q297 Apj)roYat &pree Sepwmbet 30, 2019 Paga I of2

Annual Report of Holding Companies-FR Y-6

Report at the close of business as of the end of fiscal year

This Report is required by law: Section 5(c)(1) (A) of the Bank Holding Com1>any Act (12 U.S.C. § 1844 (c){1)(A)): Section S(a) of the International Banking Act (12 U.S.C. § 3106(a)); Sections 11 (a){l), 25 and 25A ol the Federal Reserve Act (12 U.S.C. §§ 248(a)(1), 602, and 611a}: Section 211.13(c) of Regulation K (12 C.F.R. § 211.13(c)): and Section 225.S(b) of Regulation Y (12 C.F.R. § 225.S(b)) and section 10(c)(2)(H) of the Hom& Owners' Loan Act. Return to the appropriate Federal Reserve Bank the original and the number of copies specified.

NOTE: The Annual Report of Holoing Companies must be signed by one director of the top.tier holding company. This individual should also be a senior official of the top-tier holding company. In the event that the top-tier holding company does not have an individual who is a senior official and is also a director. the chairman of the board must sign the report.

!, Richard L. Guebert Jr. Nan'le of 1M Holding Comotmy Oi'ecw aoo Offlebl

President & Director Tille of tho Holding Company OireC'tOC' and Official

attest that the Annual Rsport of Holding Companies (including the supporting attachments) for this report date 1,as been prepared In conformance with the Instructions issued by the Federal Reserve System and are true and correct to the best of my knowledge and belief.

W/IIJ respect 10 information regsr<:Jing inclividvals contained in this report, me Reporter certifies that ~ has me avtholily to provide ltlis lnform111/on to the Federal Resetve. The Reporter stso certifies that it hss the authority, on behalf of each incllvldua~ ro consent or object to public release of information regarding thllt lndlv/duat. The Federal Reserve may assume, in the absence of s request for confidential treatment submitted in accordance with the Board's "Rules Regarding Availability of Information," 12 C.F.R. Part 261, that the Reporter aosJ. individual consent to public release of all

details In the ref)ott ~n~e~ · g th:l lndi"YY-___ _ s;~ny i,.cto,andOtr.oiw -1~~~~{! Date of Slgnawre

For holding companies 01Jl. registered with the SEC-Indicate status of .4.nnual Repott to Sharchok:lms:

!RI Is Included with th& FR Y-6 report 0 will bo sent under separate cover 0 is not prepared

For Federal Rese<ve Bank Use Only

RSSDID 3fL/9S':uJ C.I.

This report form is to be filed by all top-tier bank holding con,panies and top~tier savings and loan holding companies organized under U.S. law, and by any foreign banking organization that does not meet the requirements of and is not treated as a qualify· ing foreign baoklng organization under Section 211 .23 of Regulation K (12 C.F.R. § 211.23). (See page one of the general instructions for more detail of who must file.) The Fedtfal Reserve may not conouct or sponsor, and an organization {or a person) is not required to respond to, an information collection unless it displays a currently valid 0MB control number.

Date of Report (top-1ier holding company's fiscal year-end):

August 31, 2016 __ _ Month / Day/ Yee,

NONI: AP.pQl'ler's Le,gal Entity Jdenrlfter (LEI) (20-0uu&Clar LEI Code)

Reporter's Name. Street, and Mailing Address llllnols Agricultural Association Legal TitlP. of Ho~lng Company

1701 Towanda A..:v,,;e:::n.:.:u:.:e~-----------(Mai1ing Address at 100 Ho101ng Company) Street/ P.O. Box

Bloomington IL 61701-2050 City Sm.lo Zip O::de

Phy6ic8l l.Dcation (if dlffe1ent from maiinQ .Wd18S$)

PetSon to whom questions about this report should be directed: Geneva Aberle IAA Controller --·----·---=------Ham&

309-557-2025 Areai C<>:te I Phone Number.' EJo.'tenSion

309-557-2041 Area Code/ FAX flbmbeT

[email protected] E·mall A(l(tfe,:s

www.ilfb.org_ ...

Till&

Address I.URL) for the HOiding Company's web page

Does the reponer request confidential treatment for any port.ion of this submission?

[R] Yes Please identify the report items to whk:h this request applies:

0No

Item 4 Insiders

[EJ In a¢tordance wilh 1he Instructions on pages GEN·2 8n<l 3, Q leller justifying th& r9quest is being PfOVlded.

[R] The informa1ion for which ~onfidential treatment Is sought is being eubmitted separately lebeled ·confidential.•

PlilOc 1eportlng burdoo 6or ti'lis .-.loml.elron collection i6 eS(fflclled 10 v.,ry ftom 1.3 to 101 liv~ pie,, rt'':$j'IOMe. wllh an eve,age of 5.25 noan pet' r88poree, lnc~dlng t!me 10 (>).the•~ m-,im;,il"I d<'ml t'1 '"" ·~vi'ed ,O,M~lcJ t() rA¥i8'N iM,b\lc':lione and complffle the lnlormaDon col>Jcilon. Send oommems 1egrudino lhi:s bvfOOn ~in,<'fltl C)I tll"ly(llhcf ~(t (If thiS cn11e,:11on Of lnfo1me:tlon, lncJudln~ wgQ8S!ions for reducirg 1hio bvlQiin to: $ot1(11-,,y, Bo,l'M\'I of C",<wemo1s of tne Fe<1e1e1 ne&k'\'8 S~m. 20th Md C Sl1eets, NW, Vv%1lington, DC 205St, Mcl lO {h,q OffiOEI c,f MsilagernMI socJ a~. P8pe,l\'l'Ofk RedUCllon PNJ9Cl (7100•0297}, Vlahbington, DC 20&00. 1212015

Index of Items of the Current Report

Item No.

Contents

Annual Report to Shareholders Organization Chart Domestic Branch Listing Securities Holders

Description

Item 1 Item 2a Item 2b Item 3 Item 4 Insiders (Confidential Treatment Requested) Letter

Insiders (Confidential Version) Insiders (Public Version)

Report Item 1: Annual Report

FR Y-6

Illinois Agricultural Association Bloomington, IL

Fiscal Year Ending August 31, 2016

Illinois Agricutural Associsation, is not registered with the Securities and Exchange Commission. Illinois Agricultural Association prepares an annual report, which only includs audited financials.

Illinois Agricultural Association

1. COUNTRY Mutual Insurance Company Bloomlngton, IL

2. COUNTRY Casualty Insurance Company Bloomington, IL

3. COUNTRY Preferred Insurance Company Bloomington, IL

4. Middlesex Mutual Assurance Company Middletown, CT

5. CCM Real Estate II, LLC Portland, ME

6 Holyoke Mutual Insurance Company In Salem Salem,MA

7. Holyoke of Salem Insurance Agency, Inc. Salem,MA

8. Midwest Mezzanine Fund, IV. LP Chicago, IL

9. Fluensee, Inc. Englewood, CO

10. Riverglsss, Inc. Vies/ Chicago, IL

11. American Agricultural Insurance Company Schaumburg, IL

112. American Farm Bureau lnst1ranca Services Schaumburg, IL

13. Illinois Emerging Technologiss Fund II, LP Chicago, IL

14. Banc Fund IX, LP Chicago, IL

15. Cultivian SandbO'I< Food & Ag Fund II, LP Chicago, IL

16. Midwest Mezzanine Fund V, LP Chicago, IL

17. CC Services, Inc. Bloomington, IL

18. MldfieldCorporailon Middletown, CT f

[

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--················ ----;······! I [ i f •·-·r·•- ···

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1 Illinois Agricultural Association has an ownership interest in Agrivisor, LLC.

2 IAA leases employees at cost to independent Boards that govem each entities actions.

'Non operating entity that sold all of its assets on April 1, 2014.

4 Illinois Credit Union controlled by its members.

19. lllinols Agricuttural Holding Co. Bloomington, IL

20. COUNTRY Life Insurance Company Bloomington, IL

21. COUNTRY Investors Life Assurance Company Bloomington, IL

22. COUNTRY Capital Management Company Bk>omlngton, IL

23. COUNTRY Trust Bank Bloomington, IL

2.C. IAATCO Bloomington, IL

25, Cotton States Life Insurance Company Alpharetta, GA

26. Abtech Industries, Inc. Scottsdale, AZ

Italicized entities do not meet threshold for FR Y-10 reporting

FR Y-6 8/31/16

Report Item 2a: Organization Chart

,·-··-·····-·····-··-··-·· ···--·-·····- ·····- ··-··- ··--- ··-··-··-··-··-··- ·- ··- ··-··-··-1 i Illinois Agricultural Association and Affiliated Companies i L-·- •·•··•-. •··- ••- ·-~-·-•-•·-·,-,---·-··-··-·---,·--··-·---··- ·-·-·_:

27. llllnois Agricultural Service Company Bloomington, IL

28. IAA Credit Unlon2

•4

Bloomington, IL

::~~::~::;::::::,' Bloomington, IL

30. IAA Foundation Bloomington, IL

31, Agricultural Support Association Bloomington, IL

32. Illinois Agricultural Association Activator Political Involvement Fund (Fed) ACTIVATOR Bloomington, IL

33. Illinois Farm Bureau ACTIVATOR Bloomington, IL

3•. Rural Illinois Medical Student Assistance Program Bloomington, IL

!:~:;;~:Joybean Bloomington, IL

36. Illinois Soybean

Board2

Bloomington, IL

37. Illinois Specialty

Growern Association2

Bloomington, IL

38. Illinois Com Growern

Association2 Bloomington, IL

39. Illinois Com

Marketing Board 2

Bloomington, IL

40. Illinois Milk Producern

Association2

Bloomington. IL

41.lflinois~aal

Associalion2 Bloomington, IL

74. 1105433 Ontario Inc. Kitchener, Canada

75. UPI Inc. Guelph, Canada

76. UPI Holding& Inc. Guelph, Canada

77. UPI Energy LP Guelph, Canada

42. Prairie Farms Dairy, Inc. Carlinville, IL

43. Muller-Pinehurst Dairy, Inc. Rockford, IL

44. East Side Jersey Dairy, Inc. Anderson, IN

45. P.F.D. Supply Corporation St. Peters, MO

46. Ice Cream Specialties, Inc. St Louis, MO

47. GMS Transportation Co. Granite City, IL

48. Madison Farms Butter, LLC St Louis, MO

1 49. Hiland Dairy Foods Company, LLC Springfield, MO

50. Turner Holdings, LLC Covington, TN

51. Belfonte Ice Cream Co. Kansas City, MO

52. SkyPark LLC Springfield, MO

53. Memory Lane Dairy, LLC Fordland, MO

72. NewTech Engineering & Environmental, LLC Bloominglon, IL

73. Allied Seed , l.L.C. Nampa Canyon County, ID

54. GROWMARK, Inc. Bloomington, IL

55. FS Risk Management Services, Inc. Bloomington, IL

56. FS Preferred Insurance Company Burlington, VT

57. MID-CO COMMODITIES, Inc. Bloomington, IL

58. Great Lakes Grain Chatham, Canada

59. FS Financial Services Corporation Bloomington, IL

60. TOT AL GRAIN MARKETING, LLC Effingham, IL

61. '11\/ESTERN GRAIN MARKETING, LLC Rushville, IL

62. AgnVisor, LLC 1

Bloomington, IL

63. FS GRAIN, LLC Morris, IL

64. Comex Technologies, LLC Delaware

65. Manito Transit LLC Bloomington, IL

66. FS Services Ontario ltd. Kitchener, Canada

67. GROWMARK FS, LLC Milford, DE

68. Mid-Atlantic Ag Logistics, LLC Milford, DE

69. GROW-AG, LLC Bloomington, IL

70. Unity Seeds, LLC Lafayette, IN

71 . Seedway, LLC Hall, NY

1. Organized In llllnols H a mutual Insurance company. Proxy control by llllnols Agricultural AHoclatlon. (CMIC)

2. Organized In llllnols as a stock Insurance company. 100% of voting securities owned by COUNTRY Mutual Insurance Company. (CCIC)

3. Organized in Illinois as a stock Insurance company. 100% of voting securities owned by COUNTRY Mutual Insurance Company. (CPIC)

4. Organized In Connecticut as a mutual Insurance company. Soard and management control by COUNTRY Mutual Insurance Company. (MMAC)

5. Organized In Delaware as a limited liability company. 99.9% of voting securities owned by COUNTRY Mutual Insurance Company. (CCM)

6. Organized In Massachusetts as a mutual Insurance company. Board and management control and 87 .4% of guaranty capital owned by COUNTRY Mutual Insurance Company. (HMIC)

7. Organized In Mauachusetts as a stock buslneH corporation. 100% of voting securities owned by Holyoke Mutual Insurance Company In Salem. (HOSIA)

8. Organized in Delaware as a limited pal1nership. 9.04% ownership inten,st held by COUNTRY Ute Insurance Company and 4.52% ownership intttrest held by COUNTRY Mutual Insurance Company. (MMFIV}

9. Organizttd in Delaware as a business corporation. 12.35% ownership interest held by COUNTRY Mutual Insurance Company end 7.37% held by COUNTRY Uf5 Insurance Company. (Ruttnsu)

10. Organized in Delaware as a business corporation. Ownership inti,rest held by COUNTRY Ufa Insurance Company and COUNTRY Mutual Insurance Company. (Riverglass)

11. Organized in Indiana as an insurance company. 13.66% ownsrship intersst held by COUNTRY Mutual Insurance Company. (AAIC)

12. Organized in Illinois as a business corporation. 5.45% ownership inter&st held by COUNTRY Mutual Insurance Company. (AFB/)

13. Orgenized in Delewam es a limited pertnsrship. 24.55% ownership intsrest held by COUNTRY Ufe Insurance Company and 36.820% ownership interest held by COUNTRY Mutual lnsurancs Company. (/ETF)

14. Orgenizttd in Defewt1f8 es a limited partnership. 3.09% ownsrship Interest hsfd by COUNTRY Uf9 lnsurancs Company and 2.08% ownership interest httld by COUNTRY Mutual Insurance Company. (Banc Fund)

15. Organized in Delaware as a limited partnership. 7.13% ownership lnte19st held by COUNTRY Uf& Insurance Company and 5.09% ownttrshlp intttrest held by COUNTRY Mutual Insurance Company. (Cuttivien)

16. Organized in Delaware as a limited pel1nership. 7.22% ownership inten,st held by COUNTRY Ute Insurance Company and 10.83% ownership interest held by COUNTRY Mutual Insurance Company. (MMFV}

17. Organized In Illinois as a business corporation. 100% of voting securities owned by Illinois Agricultural Holding Co.(CCSI)

18. Organized In Connecticut aa a stock busineas corporation. 100% of voting securities owned by Middlesex Mutual Assurance Company. (Midfield)

19. Organized In llllnols as a business corporation. 98.8°.4 of voting securities owned by Illinois Agrk:ultural Association. (IAHC)

20. Organized in Illinois as a stock Insurance company. 100% of voting securities owned by Illinois Agricultural Holding Co. {CUC}

21. Organized In Illinois as a stock Insurance company. 100% of voting securities owned by COUNTRY Life Insurance Company. (CILAC}

22. Organized In Illinois as a buslne11 corporation. 100% of voting securities owned by COUNTRY Life Insurance Company. (CCMC)

23. Organized as a Federal thrift. 100% of voting securities owned by COUNTRY Life Insurance Company. (CTB}

24. Organized In llllnols as a general partnership. (IAATCO)

25. Organized In Georgia as a stock Insurance company. 75% of voting securities owned by COUNTRY Life Insurance Company and 25°1' of voting securities owned by COUNTRY Mutual Insurance Company. (CSLIC}

26. Organized In Delaware. OWnershlp interest held by COUNTRY Ufa Insurance Company. (AbTech)

27. Organized In lllinol!I as a bu!llness corporation. 100% of voting securities owned by Illinois Agricultural Holding Co.(IASC)

28. Organized as a an Illinois credit union. No corporate control. Board control In llllnols Agricultural A11oclation and certain affiliated companies. (IAACU)

29. Organized In llllno~ u an •grlcuttural cooperative. 48.,.-' of voting securltlu owned by Illinois Agricultural Assoel•tion. (IAAA)

30. Organized In Illinois under the General Not For Profit Corporation Act. Membership control In Illinois Agricultural Association. (IAA Foundation)

31. Organized In Illinois under the General Not For Profit Corporation Act. Membership control In Illinois Agricultural Association. (ASA)

32. Organized In Illinois. Federally regulated political action committee. Sponsored by IAA. {IAA Activator)

33. State regulated political action committee. Sponsored by IAA. (IFS Activator)

34. Organized In Illinois. Service Agreement. (RIMSAP)

35. Organized in Illinois as a not-for-profit corporation. Leased employees through Managemsnt SeNices Agmement. (ISA)

38. Organized in Illinois undsr th& Soybean Marketing Act. Lttased employetts through Management Services Agmsment. (/SB)

37. Organized in Illinois under the General Non for Profit Corporation Act. Leased ttmployaes through Management Services Agreemsnt. (ISGA)

38. Organized in Illinois undsr ths Gensral Non for Prom Corporation Act. Leased employees through Management Servicss Agreement. (ICGA)

39. Organized in Illinois undsr the Com Marl<sting Act. L&ased employees through Management Sttrvices Ag,eemsnt. (ICMB)

40. Organized in Illinois under the General Non for Prom Corporation Act. Leesed employees through Managemttnt Sttrvices Agreement. (IMPA)

41. Organized in Illinois under ths General Non for Profit Corporation Act. Leased ttmp/oyaes through Management Services Agreemsnt.(IWA)

42. Organized in Illinois as an agricultural cooperative. 39% ofvoting securities owned by Illinois Agricultural Association. (PFO)

43. Organized in Illinois as a business corporation. 50% of voting securities owned by Prairie Farms Daiiy, Inc. (M-PD)

• Organized In Illinois as a not-for-profit corporation. No voting securities. No parson controls it

44. Organized in Indiana as a business corporation. 100% of voting securities owned by Prairie Fatm& Dairy, Inc. {ESJD)

45. Organized In Illinois as a business corporation.

0

100% of voting securities owned by Prairie Fatm& Dairy, Inc. {PFD Supply)

46. Organized in Missouri as a business corporation. 100% of voting securities owned by Prairie Farms Dairy, Inc. (ICS)

47. Organized in Illinois as a business corporation. 100% of voting securities owned by Prairie Fatm& Dairy, Inc. (GMS)

48. Organized In llllnols as a limited liability company. 50% of voting securities owned by Prairie Fanns Dairy, Inc. {Madison Fanns)

49. Organized in Illinois as a fimited liability company. 50% ofvoting securities owned by Prairie Fanns Dairy, Inc. (Hiland)

50. Organized In Tennessee as a limlted liability company. 60% of voting securities owned by Prairie Farms Dairy. Inc. and 40% of voting securities owned by Hiland Dairy Foods Company, LLC. (Turner)

51. Organized In Missouri as a business corporation. 100% of voting securities owned by Hiland Dairy Foods Company, LLC. {Belfonte)

52. Organized in Missouri as a limited tiablllty company. 25% of voting securities owned by Hiland Dairy Foods Company, LLC. (SkyPao1<)

53. Organized in Illinois as a limited liability company. 100% ofvoting securities av.med by Hiland Dairy Foods Company, LLC. (Memory)

54. Organized In Delaware under the General Corporation Act 22% ofvoting securities owned by Illinois Agricultural Association. (GMK)

55. Organized in Delaware under the General Corporation Act 93.9% ofvoting securities owned by GRO\NMARK, Inc. and 6.1% of voting securities owned by FS Financial Services Corporation, (FS Risk)

56. Organized In Vermont as a business corporetion. 100% of voling securities owned by FS Risk Managemsnt Ssrvices, Inc. (FS P1&ferred Ins. Co.)

57. Organized in Delaware under the General Corporation Act. 98.13% of voting securities owned by GRO\NMARK, Inc. (MIO.CO)

58. Organized in Canada as a Partnership. 54% of voting securities owned by GROWMARK, Inc. (Great Lakes)

59. Organized in Delaware under the General Corporation Act 100% of voting securities owned by GROWMARK, Inc. {FS Financial)

60. Organized in Delaware as a limited Hability company. 51.82% ofvoting securities owned by FS Financial Services Corporation. (Total Grain)

61. Organized in Delawars as a limited fiability company. 55.81% of voting securities owned by FS Financial Services Corporation. {Western Grain)

62. Organized in Delaware as a limited liability company. 80% of voting securities owned by FS Financial Services Corporation and 20% ofvoting securities owned by Illinois Agricultural Association. {AgrMsor LLC)

63. Organized In Delaware as a limited fiability company. 43.549% of voting securities owned by FS Financial Services Corporation. (FS GRAIN)

84. Organized in Defswa1& as e limited liability company. 100% of voting seCllrities owned by FS Financial Services Corporation (Comer).

65. Organized in Dslawa1& es s limited liability company. 100% of voting securities owned by GROWMARK, Inc. (Manito).

66. Organized in Ontario under the Business Corporations Act 100% of voting securities owned by GROWMARK, Inc. (FS Services)

67. Organized in Delaware as a limited liability company. 100% of voting securities owned by GR0\/1/MARK, Inc. (GMK FS)

68. Organized in Delaware as a limited liability company. 100% of voting securities owned by GRO\NMARK, Inc. (Mid-Atlantic)

89. Organizsd in Delawam as a limited liability company. 100% of voting securities owned by GROW-AG, Inc. (Unity Sseds)

70. Organized In Illinois as a business corporation. 100% ofvoting securities owned by GRO\NMARK, Inc. (GROW-AG)

71 . Organized in Delawa/8 es a limited liability company. 100C'.1' of voting securities owned byGROWMARK, Inc. (SeedwayJ

72. Organized in Illinois as a limited liability company. 100% of voting securities owned by GROWMARK, Inc. (NewTech)

73. Organized in Idaho as a limited liability company. 33.33% of voting securities owned by GRO\NMARK, Inc. (Allied Seed)

7 4. Organized In Onterlo under the Business Corporations Act 100% of voting securities owned by GROWMARK, Inc. {1105433 Ontario)

75. Organized in Ontario under the Business Corporations Act 50% ofvotlng securities owned by 1105433 Ontario, Inc. fUPI)

76. Organized in Canada. 100% of voting securities owned by UPI, Inc. (UPI Holdings)

77. Organized in Canada as a limited liabtlity partnership. 99.999% ofvoting securities owned by UPI, Inc. (UPI Energy)

" GROVvMARK, Inc. owns voting stock in approximately 28 of its Illinois member companies.

Report Item 2b: Domestic Branch List

NA

FR Y-6



Re ort Item 3: Securities Holders

FR Y-6



Current Securities Holders with ownership, control or holdings of 5% or more with power to vote as of fiscal year ending 08-31-2016

Securities Holders not listed in 3(1)(a) through (3)(1)(c) that had ownership, control or holdings of 5% or more with power to vote during the fiscal year ending 08-31-2016

(1)(a)

Name & Address (City, State, Country)

Michele, Aavang R. (Bloomington, IL, USA) Erickson, David C. (Bloomington, IL, USA) Green, Dennis W, (Bloomington, IL, USA) Guebert, Jr., Richard L (Bloomington, IL, USA) Hadden, Dale B, (Bloomington, IL, USA) Halterman, Tamara D. (Bloomington, IL, USA) Hausman, Christopher B. (Bloomington, IL, USA) Hosselton, Steven G. (Bloomington, IL, USA) Kirwan, Jeffrey R. (Bloomington, IL, USA) Meiss, David L. (Bloomington, IL, USA) Miller, John Larry (Bloomington, IL, USA) Peskin, Randy J. (Bloomington, IL, USA) Schutz, Chad K, (Bloomington, IL, USA) Serven, David L (Bloomington, IL, USA) Speckhart, Gary A . (Bloomington, IL, USA) Stallman, Steven R. (Bloomington, IL, USA) Temple, Bradley A. (Bloomington, IL, USA) Thomas, Kenton L. (Bloomington, IL, USA Uphoff, Troy A. (Bloomington, IL, USA) Williams, Earl H .. Jr. (Bloomington, IL, USA)

*Illinois Agricultural Association (IAA) ls a not-forprofit 501 (c)5 agricultural membership organization. Each Director has an equal share to vote on behalf of the organization. IAA has no voting securities and no person controls il

(1)(b)

Country of Citizenship or Incorporation

USA USA USA USA USA USA USA USA USA USA USA USA USA USA USA USA USA USA USA USA

(1)(c) Number and Percentage of Each Class of Voting Securities

5%. 5%. 5%. 5%. 5%. 5%. 5%. 5%. 5%. 5%. 5%. 5%. 5%. 5%. 5%. 5%. 5%. 5o/o * 5%. 5%.

(2)(a)

Name & Address (City, State, Country)

Anderson, Wayne R (Bloomington, IL, USA) Gehrke, Robert H. (Bloomington, IL, USA) Halpin, Scott F. (Bloomington, IL, USA) Hughes, Dennis L. (Bloomington, IL, USA)

(2)(b)

Country of Citizenship or Incorporation

USA USA USA USA

(2)(c) Number and Percentage of Each Class of Voting Securities

5% .

5% 5% 5%

(1) (2)

Principal Occupation if

Names & Address other than with (City, State, Holding Count!}'.) Comean:t

(3)(a)

Title & Posltl'on with Holding Comean:t

FRY-6



(3)(b) (3)(c)

Title & Positron Title & Position with with Subsidiaries Other Businesses (include names of (include names of other subsidiaries)* businesses)*

Confldentral Treatment Requested See letter in confidential bound material for request.

(4)(a) (4)(b) (4)(c)

List names of other companies (includes partnerships) if 25% or

Percentage of more of voting Percentage of Voting Securities in securities are held (List Voting Securities Subsidiaries names of companies in Holding (include names of and percentage of Comean:t subsidiaries) voting securities held)

Public Version

Report Item 4: Insiders mta)fbl1cl and 12\/aHbllc i

If, l:Z], Names & Address (City, Principal State, Country) Occupation if

other than with Holding Company

Anderson, Wayne R, Bloomington, IL, USA Farmer

Erickson, David C. Bloominglon, IL, USA Farmer

Gehrke, Robert H. Bloomington, IL, USA Farmer

Green, Dennis W. Bloomington . IL, USA Farmer

FR Y-6

lll lno s Agricultural Association Bloommgton, IL


lfS.](al ' l '.J,lb/ 13m,, Title & Position Title & Position Tftle & Position with Other with Holding with Subsidiaries Businesses (include Company (include names of names of other

subsidiaries)* businesses)*

Director Same: IAHC Director. MSIC, ASA, CCSI , CCIC, CMIC, CPIC, IAA, IAHC, ICGA, RIMSAP, CILAC, cue. CTB, CCMC

I

Clerk Munson Township

Vice President & Same:. IAHC Vice President & Director: Director ASA. CCSI, CCMC, CCIC,

CILAC, CUC, CMIC, CPIC, CTB, IAA, IAHC, IASC, MSIC, Vice Cha1rman. lAAF, Board Representative· AIAA, AFBI, Dkector; Praine Acres, Inc, Trustee Nancy J. Enckson Irrevocable Trust, Consultant McHatton Farm Management, Inc

"Refer to Confidential Version"

Director Same: IAHC Director; MSIC, ASA, CCSI, CCIC, CMIC, CPIC, IAHC, IAA, ISA, CILAC, CUC, ISGA, GMK, Conserv FS

Director Same IAHC Director: ASA, CCSI . CCIC , CMIC, CPIC, MSIC, IAA, IAHC,CILAC, CUC, IWA, IAACA, Lawrence County Farm Bureau, Trustee IAAF

•ital 14""' uu~1

Percentage of Percentage of List names of other Vollng Securities Voling Securities in companies (includes in Holdi ng Subsidiaries partnerships) i f 25% or Company (include names of more of votmg

subs1d1arles) securities are held (List names of companies and percentage of voting securities held)

None None None

None None "Refer to Confidential Version·

None None None

None None Nome

Report Item 4: Insiders mta~b\lcl and 12lfa\lbllcl

fl , i2l Names & Address (City, Principal State, Country) Occupation if


Guebert, Jr .. Richard L. Bloomington, IL, USA Farmer

Hadden, Dale B. Bloomington, IL, USA Farmer

Halpin, Scott F_ Bloomington, IL, USA Farmer

Hausman, Christopher B. Bloomington, IL, USA Farmer

j Hosselton. Steven G Bloomington, IL, USA Farmer

FRY-6



1,31r,iif j3J(bl !ll'~l Title & Position Title & Position Title & Posft1on with Other with Holding with Subsidiaries Bus nesses (lnclude Company (include names of names of other

subsidiaries)* buslnesses)*

I

President & Director Same: IAHC President & Director: MSIC, ASA, CCSI, CCIC, CMIC, iCPIC, IASC, IAA, IAHC, CILAC, CUC 1Pres1dent, Chairman of the Board & Director: CTB Chairman & Director ICCMC, Chairman: IAAF, Director, Midwest Region ; AFBF, Director: CIC, Director. AFBIS, Director: AAIC, Director. Kaskaskia Regional Port District "Refer to Confidenbal Version"

Director Same. lAHC Director. MSIC, ASA, CCSL CCIC, CMIC, CPIC, IAA, IAHC, CILAC, CUC, CTB, ,IGIC, NREC "Refer to Confidential Version"

Director Same; IAHC Director: MSIC, ASA, CCSI. CCIC, CMIC, CPIC, IAA, IAHC, IMPA, CILAC, CUC, CCMC CTB

Director Same IAHC Director. MSIC, ASA, CCSI, CCIC, CMIC, CPIC, CILAC, CUC, CTB, IAA, IAHC: Drainage Commissioner: Pesotum Consolidated Drainage D1stnct: Trustee. Pesotum Fire Protechon Distnct, Cemete,y Trustee: St Joseph Catholic Cemete,y

Director Same IAHC Director MSIC, ASA, CCSI, CCIC. CMIC, CPIC, IAHC, CILAC, CUC, CTB, CCMC. IAA, IAHC, USGC, South Central FS

•4"··' lp,41if!)) l14l(cl Percentage of Percentage of List names of other Voting Securities Voting Securities in companies (includes in Holdlng Subsidiaries partnerships) If 25% or Company (i'nclude names of more of voting

subs diaries) securities are held (List names of companies and percentage of voting securities held)

None None l"Refer to Confiden~al Version"

None None "Refer to Confidential Version"

I

None None None

None None None

None None None

Report Item 4: Insiders f1l(aWb1tcl and l 2lCaKbl/cl

m 2l Names & Address (City, Principal State, Country) Occupation if


Hughes, Dennis L, Bloomington, IL, USA Farmer

Meiss, David L. Bloomington, IL, USA Farmer

Miller, John Larry Bloomington, IL, USA Farmer

Posk,n, Randy J, Bloom,ngton, IL, USA Farmer

FR Y-6


Flscal Year Ending August 31, 2016

13'if.el 3Jrh'I ~liltl Title & Position Title & Position Title & Position wfth Other with Holding with Subsidiaries Businesses (Include Company (include names of names of other

subsidiaries)" businesses)"

"Refer to Confidential Version"

Ofrector Same_lAHC Director: ASA, CCSI, CCIC, CILAC, CUC, CMIC, CPIC, IM, IAHC, MSIC, Macon County Farm Bureau, Trustee_ Macon County Farm Bureau Foundation

Director Same..lAHC Director: MSIC, ASA, CCSI , CCIC, CMIC, CPIC, IM, IAHC, CILAC, CUC, CTB, IPPA Tn.,stee • Gridley Township

Director Same- lAHC Director. ASA, CCSI, CCIC, CILAC, CUC, CMIC, CPIC, IM, IAHC, MSIC, IMCA, 1secreta,y; Franklin County Economic Development 1cooperabve: Vice President· Benton/West City Economic Development Coopreabve, Secretaryrrreasurer Middle Fork Property Rights Assoc,ahon, Vice Chairman• lmmanuael Baphst Church Deacon Board; Benton Farmers Market. Treasurer

Director Same IAHC Director. MSIC, ASA, CCSI, CCIC, CMIC, CPIC, CILAC, CUC, IM, IAHC, CTB, ISA President & Director TnCentral Coop; Drainage Comm1ss1oner. Union Drainage D1stnct #2 of Danforth and Ashkum

4lli11 4~b) 4.l(e] Percentage of Percentage of List names of other Voting Securities Voting Securities in companies (includes In Holding Subsidiaries partnerships) If 25% or Company (Include names of more of voting

subsidiaries) securities are held (List names of companies and percentage of voting securities held)

None None

I

None None "Refer to :onfidential Version"

None None None

None None None

Report Item 4: Insiders (1i(a}[b)(c} and j,Z)tal (b)(c)

1,1 l:.!l Names & Address (City, Principal State, Country) Occupation if


1 Schutz, Chad K. Bloomington, IL, USA Farmer

Serven, David L Bloomington, IL, USA Farmer

Speckhart, Gary A. Bloomington, IL, USA Farmer

Stallman, Steven R. Bloomington, IL, USA Fanmer

Temple, Bradley A. Bloomington, IL, USA Fanmer

Thomas, Kenton L Bloomington, IL, USA Farmer

Williams Earl H., Jr. Bloomington, IL, USA Fanmer

Aberle Geneva E. Bloomington, IL. USA See 3(a)

FRY-&

Illinois Agricultural Associatlon Bloomington, IL


3J!al l3]!1)1 , ~W1::l Title & Posltfon Title & Position Title & Pos1tlon with Other with Holding with Subsidiaries Buslnesses (include Company (include names of names of other

subsidianes)' businesses)'

Director Same IAHC Director: MSIC, ASA, CCSI, CCIC, CMIC, CPIC, CILAC, CUC, CTB, IM, IAHC, ILDG, IBA, IACPC, Secretary & Trustee; IMF

Director Same; IAHC Director. MSIC, ASA, CCSI, CCIC, CMIC, CPIC, CILAC, CUC, CTB, IM, IAHC, PFD, Treasurer & Trustee

I IMF Director Same: IAHC Dlrectorc ASA, CCSI, CCIC,

CILAC. CUC. CMIC, CPIC, IM, IAHC, MSIC, RIMSAP, ICFAR Prairie/and FS

"Refer to Confidenbal Version"

Director Same. lAHC Director: ASA, CCSI. CCIC, CILAC, CUC, CMIC, CPIC, IM, IAHC, MSIC

Director Same IAHC Director MSIC, ASA, CCSI CCIC, CMIC, CPIC, CILAC, CUC, IM, IAHC, CTB; Trustee: IMF

Director Same IAHC Director. ASA, CCSI, CCIC, CILAC, CUC, CMIC, CPIC, IM, IAHC, MSIC

Director Same IAHC Director ASA, CCSJ, CCIC, CILAC, CUC CMIC. CPIC, IM, IAHC, MSIC,

Controller Same; IAHC Same: ASA, IASC: Assistant Treasurer: IMF, AFBl, AIM

lf4l!a.l ICA•ii• 41!c) Percentage of Percentage of List names of other Votlng Securities Voting Securities in companies (includes In Holding Subsidiaries partnerships) if 25% or Company (Include names of more of votlng

subsidiari'es) securities are held (List names of companies and percentage of voting securmes held)

None None None

None None None

None None "Refer to Confidential Version"

None None None

None None None

None None None

J None

I None None

None None None

Report Item 4: Insiders f1Haj(b]Cc) and (2.l lal /b )/cl

m 21 Names & Address (City, Principal State, Country) Occupation if


Dodds, Alan K. Bloominglon, IL, USA , See 3(a)

Jacobs, James M, Bloomington, IL, USA See 3(a)

FRY-6

llhno!s Agricultural Association Bloomington, IL

Fiscal Year Ending August 31 , 2016

:ma1 .3Jlll) !l(c) Title & Pos'ition Title & Positron Title & Position with Other with Holding with Subsidiaries Businesses (Include Company (Include names of names of other

subsidiaries)' businesses)*

Vice Presidenl- Treasurer. IAHC Same: ASA, CCSI, CCIC, Finance & Treasurer CMIC, CPIC, CCMC,

CILAC, IAA, MSIC, HMIC, HOSIA, MMAC, CSL, CTB, Assistant Treasurer; IAAF, MC, AIAA, AFBI, Director. Treasurer & Assistant Secretary· IASC

General Counsel, General Counsel & Same, CCSI , CCIC , CMIC, Secretary and Chief Secretary: IAHC CPIC, CSL, CCMC, CILAC, Legal Officer CTB, HMIC, HOSIA, MMAC ,

MC. MSIC; General Counsel & Secrelary_ ASA, IAA, IASC; Ass1stanl Secretary-AFBI.AIAA, IAAF; Director: IASC, HMIC, MMAC, MC

• See attached leoend for comoanY names

•1[al ~·fol~l 41/cl Percentage of Percentage of List names of other Voting Securities Voting Securities in companies (includes in Holding Subsidiaries partnersh1ps) 1f 25% or Company (Include names of more of voting

subsldiaries) securities are held (List names of companies and percentage of voting securities held)

None None None

None INone None

C

Abbreviation Company Name AACS American Agricultural Communications Systems, Inc. AAIA American Aaricultural Insurance Aaencv, Inc. AAIC American Aaricultural Insurance Comoanv AAMA American Aaricultural, Marketina Association AFBF American Farm Bureau Federation AFB American Farm Bureau Inc. AFBI The Association of Farm Bureaus in Illinois AFBIS American Farm Bureau Insurance Services, Inc. AIAA The Assodation of Illinois Agricultural Associations ASA Agricultural Suooort Association CCIC COUNTRY Casualty Insurance Company CCMC COUNTRY Ca(J ital Management Company CCSI :cc Services, Inc. CIC 1,Ca1Qital Investment Corporation I CILAC COUNTRY Investors Life Assurance Company CLIC COUNTRY Life Insurance Comoany CMIC COUNTRY Mutual Insurance Comoanv CPIC I COUNTRY Preferred Insurance Comoany CSL I Cotton States Life Insurance Comcanv CTB COUNTRY Trust Bank

[GMK GROWMARK, Inc. HMIC Holyoke Mutual Insurance Company In Salem HOSIA Holyoke of Salem Insurance Agency, Inc. rM Illinois Agricultural Association I.MA Illinois Ar:i ricultural Audi,tinq Association IAACA IAA Coal Association IAACU IAA Credit Union IAAF IAA Foundation IACPC 'Illinois Ac in the Classroom Council IAHC Illinois Aaricultural Holding Com pan}' IASC Illinois Agricultural Service Company IBA Illinois Beef Association ICFAR Illinois Council on Food and Aqricultural Research ICGA Illinois Corn Growers Association i' IGIC Illinois Grain Insurance Corporation i' ILDG Illinois Livestock Development Group I

IMPA Illinois Milk Producers Association I

IPPA Illinois Pork Producer's Association ISA Illinois Sovbean Association ISGA Illinois Soecialtv Growers Association IWA Illinois Wheat Association MC Midfield Coro MMAC Middlesex Mutual Assurance Company MSIC Modern Service Insurance Company NBF National Biodiesel Foundation N'REC Nutrient Research Education Council PFD Prairie Farms Dairv IRIMSAP [Rural Illinois Medical Assistance Program

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