Meeting will not stop deal, SFF says

Silver Fern Farms' board is urging a group of shareholders to withdraw a request for a special meeting to revisit the Shanghai Maling deal.

While the board was proceeding with the steps required to call the meeting, it believed it was of ‘‘no benefit'' to the company or its shareholders and risked being ‘‘disruptive'' to the deal.

Last month, the company received a requisition, led by John Shrimpton and Blair Gallagher, representing a group of 80 shareholders, calling for a special meeting to consider the resolution approving the proposed partnership.

Mr Shrimpton had advised it was considered the transaction - which was voted on in October last year - had not been properly approved by shareholders, a statement from Silver Fern Farms said.

The board maintained the investment was approved by shareholders in compliance with ‘‘all relevant laws, regulations and the company's constitution'' and that the board took extensive external professional advice throughout the process.

There was a significant and representative turnout (2879 shareholders voted on the resolution, representing more than 67% of eligible voting rights) and 82% of the votes cast at that meeting supported the proposal.

The company was legally bound to complete the investment once the remaining conditions were satisfied. There was no discretion, irrespective of any further shareholder meeting or its outcome.

A resolution of the nature proposed would have no legal effect, whether passed or not passed, the board said.

Mr Shrimpton had previously agreed to meet the board yesterday but, late last week, he notified the company that he no longer wanted to meet.

The board would continue to keep shareholders advised, including of the timing of the meeting, and the board would continue to make itself available to discuss the matters with Mr Shrimpton and his colleagues.

Speaking at Silver Fern Farms annual meeting in December, Mr Shrimpton said the company was in a significantly better financial position than was painted in a report by independent adviser Grant Samuels.

That report said there was substantial risk the co-operative would be placed in receivership if the joint venture did not go ahead.

But its financial position made it difficult to accept the company was ‘‘at death's door'' in September, Mr Shrimpton said.

When contacted yesterday, Mr Gallagher, a Mid Canterbury farmer, said it was Mr Shrimpton's requisition and he supported it.

Mr Shrimpton was overseas and Mr Gallagher said he could not make any comment until he was back in the country on Wednesday.

In 2008, Mr Shrimpton, one of the founding partners of Vietnam-based Dragon Capital, received Overseas Investment Office approval to buy Canterbury properties Ryton Station for $23.5million and Glenthorne Station for $16million.

New Zealand First has already lodged complaints with the Financial Markets Authority and the Companies Office Registries Integrity and Enforcement Team over the joint venture and has called on the Overseas Investment Office to suspend deliberations until the complaints are dealt with.

Add a Comment