Fonterra plans shareholder meeting

Fonterra seeks a final vote on the proposed Trading Among Farmers scheme. Photo by Gerard O'Brien.
Fonterra seeks a final vote on the proposed Trading Among Farmers scheme. Photo by Gerard O'Brien.
Fonterra will hold a special meeting of shareholders on June 25 to give them a final vote on its controversial Trading Among Farmers scheme and "unify the co-operative".

Yesterday, the dairy co-operative's chairman, Sir Henry van der Heyden, said the board was in a "challenging position" and it believed having a final vote on the proposal would help unify the co-operative.

While most shareholders were urging directors to get on with TAF, there was a small group which had concerns and was "particularly vocal" in the media, he said in a statement.

"Firstly, this is in danger of splitting the shareholder base and is not in the best interest of Fonterra's future.

"Secondly, instead of having the discussion among farmers and resolving the matter in the family, the debate is now spilling into the international media and damaging Fonterra's reputation and our global partnerships."

TAF involves farmers buying and selling shares from one another through a market, rather than via the co-operative, and is due to be launched in November.

Sir Henry and chief executive Theo Spierings were in Asia last week and most people they met asked if the debate was affecting the co-operative's stability and reliability as a partner.

"We have to put a stop to this and use the special meeting to unify the shareholder base so that we can get on with implementing the new refreshed business strategy.

"At the moment, all we are doing is destroying value and compromising potential business opportunities," Sir Henry said.

The meeting would be a satellite link over eight venues, so all shareholders could attend.

The "minority group" was under the misapprehension the board was implementing a package different from the one farmers voted on in 2010. Nearly 80% of farmers had voted and 90% had voted in support of the proposal, he said.

"Right now everything points to the fact that the final package will be the same as that originally outlined to shareholders in the several brochures distributed before farmers voted in 2010."

In late February, Fonterra's board backed a farmer trust custodian for its shareholder fund.

At that time, South Canterbury dairy farmer Leonie Guiney, who was among a group of critics who launched a website and who wanted a second vote on the proposal, said the fundamental issue was that the proposal had changed by shifting the title of the shares from the farmer to a custodian. A trust arrangement was not ownership, she said.

Federated Farmers dairy chairman Willy Leferink said the final vote was the right thing to do.

"Trading Among Farmers and the proposed Shareholders' Fund is increasingly white-hot, so we must thank the board for trusting shareholders with the final say."

Farmers voted for the principle of a shareholders' fund but that was two years ago and was based on a concept.

"We also thought it was tied to the co-operative's constitution and not legislation currently before Parliament.

"There's realisation that if we go down the TAF route, the board doesn't need to go back to farmer-shareholders until the fund hits 25% of the co-operative's equity.

"This is a major decision for shareholders and shareholders must go into this with their eyes wide open," Mr Leferink said.

In February, Federated Farmers recommended Fonterra's board take the finalised TAF proposal back to shareholder suppliers for another vote.

The organisation believed the proposal compromised the co-operative's values and presented "real risks" to supplier-shareholders maintaining 100% control and 100% ownership.

sally.rae@odt.co.nz

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