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ITEM 10.
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DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.
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The
executive officers and directors of Husker Ag and their respective ages and positions as of the date of this report are as follows:
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Name
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Age
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Position
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Year First
Became Director
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Director Term
Expires
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Robert E. Brummels
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57
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Class I Director, Treasurer
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2004
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2008
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Ronald A. Fick
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53
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Class I Director
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2002
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2008
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Kent A. Friedrich
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45
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Class I Director, Vice Chairman of the Board and Vice President
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2005
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2008
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Stanley Gyberg
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64
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Class II Director
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2003
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2009
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James Hall
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63
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Class I Director
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2001
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2008
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Mike Kinney
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50
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Class II Director, Chairman of the Board and President
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2000
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2009
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Walter Kittrell
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45
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Class I Director
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2006
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2008
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Fredrick J. Knievel
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66
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Class III Director
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2000
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2010
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James Krause
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56
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Class III Director
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2007
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2010
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David Stearns
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60
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Class III Director
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2004
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2010
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J. Alex Thramer
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79
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Class II Director
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2000
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2009
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Gerald Winter
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70
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Class II Director
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2006
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2009
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Leonard Wostrel
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69
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Class III Director, Secretary
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2000
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2010
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Robert E. Brummels
, of Coleridge, Nebraska, is a lifelong resident of Cedar County, Nebraska. He
and his wife currently operate a farm northeast of Coleridge where they raise corn, soybeans and alfalfa and own a cow-calf herd. Prior to his current farming operation, Mr. Brummels was in the dairy business from 1974 through 1986 and in the
hog business from 1987 through 1998. In 1973 Mr. Brummels graduated from the University of Nebraska-Lincoln College of Agriculture with a Bachelor of Science degree in animal science. Mr. Brummels has served as Treasurer of Husker Ag since
June 2004.
Ronald A. Fick
, of Luverne, Minnesota, is self-employed and has operated a corn and soybean grain farming operation
(Harvest Farms) since 1973. He is also owner of a gravel and rock extraction business. Mr. Ficks operations are located just to the southwest of Luverne, Minnesota. Mr. Fick served on the Sioux Valley Southwestern Electric Advisory
Board for 11 years. He has served on the Rock County Fair Board of Directors for over 20 years, 3 years as President.
Kent A.
Friedrich
and his wife Denise, along with their three children, have been lifelong residents of Plainview, Nebraska. Kent currently runs his own Edward Jones investment office in Norfolk, Nebraska, where he has worked since 2002.
Mr. Friedrich and his wife have also operated a farming operation for over 25 years. Mr. Friedrich has served on numerous boards and is currently serving as Director of Specialty Protein Producers, LLC. He is also currently serving on a
local school board. Mr. Friedrich has served as Vice Chairman of the Board and Vice President of Husker Ag since July 2006.
Stanley Gyberg
is a self-employed farmer and has been actively engaged in farming for 39 years and currently operates an 800 acre farm with a corn and soybean rotation. Mr. Gyberg currently serves as a member of the Board of
Directors of CORN-er Stone Farmers Co-op. Mr. Gyberg has been married to his wife Irene for over 40 years and they have 3 grown children.
James Hall
, of Sioux Falls, South Dakota, was a former director of Agri-Energy, L.P. Mr. Hall has been a farmer for 43 years in Southeast South Dakota. Mr. Hall is the former President of the Lincoln County Farm Bureau and
is currently the President of the Lincoln County Soybean Association.
Mike Kinney
has been employed by Kinney, Inc., which is a
family farm corporation located near Elgin, Nebraska since 1974. He is currently serving as Vice President of Kinney, Inc. Mr. Kinney is also a partner in Kinney Bros., a farming operation. Mr. Kinney has served as Chairman of the Board
and President of Husker Ag since July 2006, and previously served as the Vice Chairman and Vice President from June 2004 July 2006.
Walter Kittrell
, of Columbus, Nebraska, is currently Vice President of Marketing and Project Development for Fagen, Inc. and he has been employed by Fagen since March 1994. Fagen, Inc. is a design-build contractor specializing in the
construction of ethanol plants.
Fredrick J. Knievel
is the President and co-owner of Knievel Farms, Inc. which is a farming
operation located near Clearwater, Nebraska engaged in the production of corn, soybeans, hay and cattle. Mr. Knievel has been associated with Knievel Farms, Inc. since 1978. Mr. Knievel served as Chairman of the Board and President of
Husker Ag from June 2004 until July 2006.
James Krause
is a lifelong resident of Brunswick, Nebraska. Mr. Krause and his wife,
Janet, own Krause Family Farms, Inc., which operates a family farm raising irrigated corn and soybeans as well as hogs and cattle. Mr. Krause is a member of the Antelope County Zoning Board, has served on the Plainview school board for eight
years, and is a member of the Antelope County corn, soybean, and pork growers associations.
David Stearns
currently resides
in Luverne, Minnesota, where he was born and raised. From August 1998 through June 30, 2007, Mr. Stearns was employed as a DDG Marketer with Agri-Energy, L.P. a 20-million gallon per year ethanol plant located in Luverne, Minnesota.
Mr. Stearns duties with Agri-Energy, L.P. included the selling and scheduling of sales of distiller grains, and management of the scale office for all inbound and outbound commodities. Mr. Stearns is currently retired.
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J. Alex Thramer
is self-employed in the irrigation sales and services industry by Thramer
Irrigation located near Ewing, Nebraska which has been in operation for over 30 years.
Gerald Winter
, of Luverne, Minnesota, is a
lifelong resident of Rock County, Minnesota. He and his family have been farming since 1960. He has served on numerous boards including as Chairman of the Rock County Rural Board and in the capacity of President of the congregation of his church.
Mr. Winter has also been actively involved with Agri-Energy, L.P., of Luverne, Minnesota from the time of its inception.
Leonard
Wostrel
is a resident of Creighton, Nebraska, where he currently farms 1500 acres raising corn and soybeans in Pierce, Knox and Antelope Counties. Mr. Wostrel has been in the farming business for over 40 years. Mr. Wostrel is very
interested in renewable fuels and has taken two trips with the Business Advisory Council to Washington, D.C. to lobby for renewable fuel legislation. Mr. Wostrel has served as Secretary of Husker Ag since June 2004.
All officers have been elected to serve until the next succeeding annual meeting and until their successors have been elected and qualified.
Management
The Company is controlled by its Board of
Directors and its day to day affairs are managed by Seth Harder, General Manager and its executive officers who are appointed for one year terms, subject to oversight and supervision by its Board of Directors. Executive officers of the Company, and
other significant employees of the Company, are listed below:
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Name and Age
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Current Position
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Mike Kinney (50)
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Chairman of the Board and President since July 17, 2006.
1
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Kent A. Friedrich (45)
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Vice Chairman of the Board and Vice President since July 17, 2006.
2
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Leonard Wostrel (69)
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Secretary of the Company since June 29, 2004.
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Robert E. Brummels (57)
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Treasurer of the Company since June 29, 2004.
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Seth Harder (29)
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General Manager since January 2006.
3
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Shaun Waldow (35)
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Plant Manager since January 2006.
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Kristine Wacker (32)
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Controller since January 2006.
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1 -
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Mike Kinney was elected Chairman of the Board and President on July 17, 2006, replacing Fredrick Knievel who had been elected Chairman of the Board and President on
June 29, 2004.
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2 -
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Kent A. Friedrich was elected Vice Chairman of the Board and Vice President on July 17, 2006, replacing Mike Kinney when Mr. Kinney was elected Chairman and President.
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3 -
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Seth Harder was appointed as General Manager in January 2006, replacing Allen Sievertsen who left the Company on December 31, 2005.
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Seth Harder
, age 29, has been General Manager for Husker Ag since January 2006. Prior to this appointment, Mr. Harder served as the Companys Plant
Manager from September 2004 through December 2005. Mr. Harder was an ethanol trainer and plant startup specialist from April 2004 through September 2004 for ICM, Inc. Mr. Harder was the Production Manager from November 2002 until April
2004 for Husker Ag. From December 2001 through November 2002, Mr. Harder managed a small ethanol plant for Kuester Ag, LLC, which was owned by Gary Kuester, a former member of the Board of Directors for Husker Ag.
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Shaun Waldow
, age 35, has been Plant Manager since January 2006. Prior to this position, Mr. Waldow had been
Production Manager since May 2004, and he was an operator for the Company from January 2003 to May 2004. Prior to working for Husker Ag, Mr. Waldow worked as a farm and livestock manager for Warren Wortman from 1992 until January 2003.
Kristine Wacker
, age 32, has been Husker Ags Controller since January 2006. Prior to this position, Ms. Wacker has worked as the
Companys plant accountant since June 2004. Prior to her work for Husker Ag, Ms. Wacker worked as an accountant and reimbursement analyst for Faith Regional Health Services, from April 1999 through June 2004. From December 1996 through
April 1999, Ms. Wacker was a staff accountant for Auten, Sehi, Pruss and Beckmann, P.C.
SECTION 16(a) BENEFICIAL OWNERSHIP
REPORTING COMPLIANCE
Section 16(a) of the Securities Exchange Act of 1934, as amended (the Exchange Act), requires the Companys officers and directors, and persons who own more than ten percent of a registered class of the Companys
equity securities, to file reports of ownership and changes in ownership with the Securities and Exchange Commission (the SEC). Officers, directors and greater than ten percent beneficial owners are required by SEC regulations to furnish
the Company with copies of all Section 16(a) forms they file.
Based solely upon a review of the copies of the Section 16(a) reports and
amendments thereto furnished to the Company, the Company knows of one Form 3 that was not filed on a timely basis during fiscal year 2007. The Form 3 was filed by director, James Krause, on the eleventh day after Mr. Krause was
elected as a director, which was untimely by one day. Other than the aforementioned Form 3, the Company believes all Section 16(a) reports were filed on a timely basis by its directors, officers and greater than 10% members.
CODE OF ETHICS
The Companys Principal
Executive Officer, Principal Financial Officer and principal accounting officer or controller or other persons performing similar functions, including the General Manager, are required to comply with the Companys Code of Ethics, adopted by the
Company Board of Directors. The purpose of the Code of Ethics is to deter wrongdoing and to promote, among other things, honest and ethical conduct and to ensure that the Companys business is conducted in a consistently legal and ethical
manner. Concerns or complaints regarding ethical issues are treated on a confidential basis.
The Company will provide, without charge, to any person
requesting a copy of its Code of Ethics. A written request for such report should be directed to Mike Kinney, Chairman of the Board and President, Husker Ag, LLC, 54048 Highway 20, Plainview, Nebraska 68769. The Companys Code of Ethics was
also filed as Exhibit 99.1 to the 2003 Form 10-KSB which was filed with the SEC on March 30, 2004, and is available through the SECs web site (
www.sec.gov
).
AUDIT COMMITTEE
The Company has established an audit committee in accordance with
Section 3(a)(58)(A) of the Securities Exchange Act and believes that the members of the Audit Committee are independent within the meaning of the listing standards of the National Association of Securities Dealers, the operators of the NASDAQ
Stock Market. The Audit Committee reviews the services provided by the Companys independent auditors, consults with the independent auditors and reviews the need for internal auditing procedures and the adequacy of internal controls. The Audit
Committee currently consists of Robert E. Brummels, who serves as the chairman of the committee, Kent Friedrich, Walter Kittrell and Fredrick J. Knievel. Mike Kinney served as an audit committee member from January 1, 2007 through
December 18, 2007. There are no audit committee financial experts on the Audit Committee. Like many Companies, it is difficult for the Company to attract and retain board members who qualify as an audit committee financial expert
and competition for these individuals is significant. There are a limited number of persons meeting the SEC requirements for an audit
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committee financial expert located in the Northeastern Nebraska communities in which the Company transacts business, or among investors in Husker Ag, who
comprise the likely base for persons serving on the Husker Ag Board.