Monsanto Adopts Proxy Access Bylaw Amendments

ST. LOUIS--(BUSINESS WIRE)--

Monsanto Company MON today announced that its board of directors has adopted proxy access amendments to the company's bylaws. The changes enable eligible Monsanto shareowners to have their own director nominees included in the company's proxy materials, along with candidates nominated by Monsanto's board of directors.

The Monsanto board of directors adopted the amendments following thoughtful discussions with shareowners regarding the evolving role of proxy access through the company's long-standing shareowner outreach program, as well as shareowner approval, at the company's 2015 annual meeting in January, of a non-binding proposal requesting amendment of the bylaws to adopt proxy access.

"The board of directors believes implementing proxy access, carefully structured to serve the best interests of all shareowners, is appropriate and is consistent with Monsanto's high governance standards," said Robert Stevens, Monsanto Lead Director and Chair of the Nominating and Corporate Governance Committee.

Under the amendments, a single shareowner, or a group of up to 20 shareowners, owning three percent of Monsanto's outstanding stock continuously for at least three years may submit director nominees for up to 20% of the board. Nominees would be included in the company's proxy statement if the shareowner(s) and the nominee(s) satisfy the requirements specified by the company's bylaws. The company will file a copy of its amended bylaws on Form 8-K next week. The proxy access amendments will be effective for the 2016 annual meeting.

The board of directors also declared a quarterly dividend of 49 cents per share on the company's common stock. The dividend relates to the company's third quarter of its 2015 fiscal year and is payable on July 24, 2015 to shareowners of record on July 2, 2015.

About Monsanto Company

Monsanto is committed to bringing a broad range of solutions to help nourish our growing world. We produce seeds for fruits, vegetables and key crops – such as corn, soybeans, and cotton – that help farmers have better harvests while using water and other important resources more efficiently. We work to find sustainable solutions for soil health, help farmers use data to improve farming practices and conserve natural resources, and provide crop protection products to minimize damage from pests and disease. Through programs and partnerships, we collaborate with farmers, researchers, nonprofit organizations, universities and others to help tackle some of the world's biggest challenges. To learn more about Monsanto, our commitments and our more than 20,000 dedicated employees, please visit: discover.monsanto.com and monsanto.com. Follow our business on Twitter® at twitter.com/MonsantoCo, on the company blog, Beyond the Rows® at monsantoblog.com or subscribe to our News Release RSS Feed.

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