A former stock exchange head, Mark Weldon, has criticised Fonterra's board for failing to spell out the benefits to its farmer-owners' own balance sheet from allowing outside investment.
Some farmers are concerned they'll lose control of Fonterra if plans to let farmers trade their shares amongst themselves in a private market, while also setting up a fund to tap outside investment, takes place.
That prompted Fonterra to announce a vote on the issue in late June.
A similar vote showed overwhelming support two years ago, and Mr Weldon, who left the stock exchange last Friday after a decade as chief executive, says most farmers see the logic of the move.
He says a lot will depend on the financial health of dairy farmers' balance sheets because Fonterra requires farmers to contribute capital every year they supply milk and that may be a challenge for some farms with high debt levels.
Mr Weldon says the proposed structure allows farmers to continue to supply milk to Fonterra, to continue to accumulate voting rights and to keep control, but also to better manage their own balance sheets.
He believes that Fonterra has told farmers that the deal is good for Fonterra's balance sheet, but has failed to highlight that it will allow farms to manage their own balance sheets through the interest rate cycle.
The dividend payouts of a portion of shares would be converted into financial units and traded on the New Zealand stock exchange.
The concept of the outside units, which carry no voting rights, has been opposed by some dairy farmers who fear it is a first step to opening the company up to outside ownership.