All 10,149 members of Milk Marque are being asked to approve a change of legal status that will convert the organisation into a private limited company and rule changes to facilitate the issue of £15m nominal value of capitalisation shares to members and eligible former members.

But unless at least 50% of Milk Marque members vote at the first of two special general meetings, and 75% of those voting are in favour, the conversion cannot take place.

A "Yes" vote - in favour of the resolutions to convert and to facilitate the capitalisation - will ensure that members and former members entitled to the profits from the last year of mutual trading will become holders of equity shares in Milk Marque. There is the future possibility of those shares acquiring value and paying dividends when a new business has been acquired.

Should the vote fail, Milk Marque is likely to have to wind up and, in that event, its funds will probably have to be paid to the Milk pension Fund and will be lost to members. "Milk Marque is faced with a stark choice," explained MM chairman, Roger Evans. "As an IPSA co-operative we can't trade with anyone other than our members."

"By converting and issuing shares we can maintain long-term contributions to the pension fund out of our trading operations, create shareholder value for members and invest the equity they hold in Milk Marque in viable, profitable businesses with the ultimate aim of earning dividends. We believe this is the most appropriate way forward for the business and hope that Milk Marque members will support it."

The proxy forms for the First Special General Meeting must reach the registered office by 11am on 24 September; those for the Second General Meeting must get there by 11am on 9 October.