A revised
Queenstown Airport Corporation (QAC) constitution has been
adopted, without lowering the board's $70 million transaction
consultation threshold, sought by two councillors.
At yesterday's last full Queenstown Lakes District Council
meeting of the year the majority of councillors supported
council's adoption of the draft constitution for the purposes
of discussion with co-shareholders, Auckland Airport.
Queenstown Lakes Mayor Vanessa van Uden in July cracked down
on the QAC, leading a move to change its statement of intent
- one of the documents that allowed the QAC board to sell
shares secretly to Auckland Airport in 2010.
The $27.7 million deal had the QAC creating and selling a new
24.99% shareholding, starting a nine-month legal saga, the
after-effects of which are still unfolding.
Crs Russell Mawhinney and Cath Gilmour both raised concerns
about the constitution, and in particular, the extent of
transactions directors could carry out without consulting
shareholders.
"The problem I see with that is that the company's worth $140
million and a majority transaction is one of half the value
of the company," said Cr Mawhinney.
He instead moved the consultation be adopted with a smaller
$35 million consultation threshold.
General manager regulatory and corporate services Roger
Taylor said 50% thresholds were the norm as set out in the
Companies Act and did not think a decrease to 25% would make
a difference.
Auckland Airport will next be engaged regarding the
constitution and any changes will be brought back to the QLDC
for adoption before it can be adopted by the QAC.
Cr Gilmour was not reassured and did not "have faith in the
statement of intent process" which nearly let the QAC board
pass last-minute changes picked up by Ms van Uden.
Ms van Uden, however, believed that timely observation had
demonstrated the process did work.
"The reality is, it did get changed," Ms van Uden said.
"These are our requirements as shareholders, reading a
statement of intent and making sure our requirements are
there."
Mr Taylor's report said the amendments sought to provide
protection to QLDC's shareholding at 75.01% and would trigger
QLDC purchase rights of Auckland Airport's shares in the case
of any change in ownership or control.
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