That means the public will still not be able to buy shares in the country's largest company.
However, Craigs Investment Partners broker Chris Timms would not rule out a float of Fonterra shares in the future.
"This move will get farmers used to trading shares and moving them around. Fonterra will judge in the future whether it needs to float on the sharemarket to raise more capital," he said.
Asked if he thought wealthy dairy farmers could buy the shares of their financially distressed counterparts and exert greater influence over the co-operative, Mr Timms said it was possible.
But because Fonterra would remain farmer controlled, and there needed to be a 75% vote to change anything, one farmer was unlikely to be able to buy up enough shares to make a dent in the overall operations, he said.
Nearly 90% of the farmers who voted supported the "Trading Among Farmers" resolution. Those who voted represented 77.77% of Fonterra's milk solids.
Chairman Sir Henry van der Heyden said the move to Trading among farmers would be a lasting solution that could remain at the core of the co-operative's capital structure for many years to come.
"Effectively, our vote today for Trading among farmers will, together with the co-op's new retention policy, take capital structure off the table for the foreseeable future."
The support for change showed a clear awareness and understanding among farmers of the need to evolve and further strengthen Fonterra's capital structure, he said.
When Fonterra was formed nine years ago, directors knew there would be a need to evolve the capital structure and develop a durable solution to address redemption risk.
Trading among farmers, where farmers bought and sold shares from each other through a market rather than the co-operative, would remove the redemption risk - the need for Fonterra to pay cash out to those farmers leaving or reducing milk supply, Sir Henry said.
"This will stop money washing in and out of Fonterra's balance sheet from season to season and provide permanent capital to grow returns." Farmers would know exactly what a Fonterra share was worth at any time.
Trading among farmers would ensure Fonterra remained farmer controlled and owned and that loyal shareholders had an incentive to hold Fonterra shares and put more equity into the co-operative, he said.
Agriculture Minister David Carter said the support for the proposal was a critical step towards Fonterra developing a more stable capital base.
The result showed that Fonterra management listened to its farmers and delivered a package that met both the objectives of the co-operative and its shareholders.
Pending the final design of Fonterra's capital structure, the Government would, in consultation with all dairy industry stakeholders, determine how the current regulatory regime should be modified.
"This will allow Fonterra's capital structure changes to proceed while ensuring that the Government's contestability objectives are met on a continuing basis," Mr Carter said.
WHAT IT MEANS
- Farmers can buy and sell shares among themselves through a Fonterra shareholders' market rather than with Fonterra.
- A Fonterra shareholders' fund will also be set up to enable farmers to sell the share benefits of distributions and changes in value but retain voting and milk payment rights.
- Farmers could be allowed to buy dry shares that do not have voting rights for up to 200% of their production level.
- Removes the redemption risk of Fonterra having to pay farmers when they cash in shares.
- It is expected to take at least 15 months to implement.
