Section 1. DEFINITIONAL. The term ''per-unit retain certificate" means any capital stock, ledger credit, retain certificate, certificate of indebtedness, letter of advice or other written notice:

(1) Which is issued to a patron with respect to products marketed for such patron;

(2) Which discloses to the patron the state dollar amount allocated to him/her on the books of the cooperative association; and

(3) The stated dollar amount of which is fixed without reference to net earnings.

Section 2. AUTHORIZATION FOR POOLING.    The association may, at the discretion of its Board of Directors make and execute marketing contracts. Such contracts may, when voluntarily executed by a member, require such member to sell for any period of time, not over ten (10) years, all or any specified part of their agricultural or specified commodities exclusively to or through the association or any facilities created by the association, including any central agency of which the association or any other similar associations are or may become members and providing for the marketing of such products upon a pool or pooling basis. The association, within the discretion of its Board of Directors, is authorize from time to time to establish daily, weekly, monthly or seasonal pools of wheat or other commodities to be markets by it on a pooling basis under contracts with members or approved applicants for membership; such pools to be of the same variety, grade and quality of products, and as to which all producers having wheat or other commodities in a particular pool shall share ratably in the net proceeds thereof.

Section 3. POOL PAYMENTS - DISTRIBUTION OF POOL PROCEEDS - PER-UNIT RETAINS. The association may make advances to pool participants for commodities delivered to the association on a pooling basis and may make progress payments for commodities delivered before final settlement therefor.

Net proceeds arising from pooling activities shall be allocated to each pool participant. Settlement of closed pools shall be made not later than sixty (60) days after the close of the association's fiscal year in which such pool or pools are closed. Final settlement shall be made after deduction of all advances, expenses and per-unit retains from the gross proceeds of each pool.

In order lo provide permanent and operating capital for the association's corporate and capital purposes, the Board of Directors may, at their discretion, provide for such capital through per-unit retains from members participating in the pooled marketing of commodities. Per-unit retain contributions shall be in proportion to the participant's respective use of the facilities and services furnished by the association. The proportionate share of such amounts to be contributed by each pool participant shall be based upon:

(1) The capital requirements for the particular products or commodities marketed by the individual pool participant;

(2) The established volume and/or value of such products marketed by said pool participant through the association, all as determined by the association's Board of Directors.

(3) In no event may the per-unit retains exceed ten percent (10%) of the gross proceeds of the commodities delivered by such member or patron as part of any given pool.

Any person desiring to participate in a commodity pool must be a member or an approved applicant for membership, and such pool participant shall first apply all per-unit retains toward the permanent capital requirements of Article II of these Bylaws. After such capital requirements are met, such per-unit retains shall be applied and subject to the conditions of Article II, Sections 3, 5 and 6 of the Bylaws.

Section 4. NOTIFICATION. As soon after the conclusion of each fiscal year as may be conveniently done, but within eight and one-half (8 1/2) months after the close of the fiscal year of the association, the Board of Directors shall cause to be mailed or otherwise delivered to each pool participant a per-unit retain certificate, as defined in Section 1 of this Article, which shall show the dollar amount of such participant's capital contribution derived from per-unit retain retention.

Section 5. PER-UNIT RETAIN FUND. Funds arising from per-unit retains, as defined in Section 1 of this Article, shall be used for the purpose of building such an amount of capital as may be determined necessary by the Board of Directors from time to time and for acquiring such capital within the limits prescribed by Article 11 hereof. When so credited, such per-unit retain credits shall be regarded, for all purposes, as contributions to the capital of the association.

Section 6. CONSENT T0 PER-UNIT RETAIN CREDITS. Each person who hereafter applies for and is accepted to membership in this cooperative, and each member of this cooperative on the effective date of this Bylaw who continues as a member after such date shall, by such act alone, consents and agrees to treat the stated dollar amount of all qualified per-unit retain credit received by such patron, in connection with products marketed through the cooperative on and after February 28, 1993 as representing cash distributions, which such patron has constructively received then reinvested in the capital of the cooperative.