Van der Heyden passes Fonterra baton

Last updated 15:09 17/12/2012
ir Henry van der Heyden
Fairfax NZ
FAREWELL SPEECH: "Redemption risks can now leave Fonterra’s vocabulary’," Sir Henry van der Heyden says.

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Outgoing Fonterra chairman Sir Henry van der Heyden says it "turns me inside out" to hear farmer-shareholders complain their share price is too high after the launch of share trading among farmers (TAF).

Van der Heyden who passed the baton - literally, a fence baton from his farm - to successor John Wilson at today's annual meeting of the dairy giant in Hamilton, was responding to a shareholder claim that Fonterra will lose milk supply because it's share price is now too rich for farmers to buy in.

The share price tracks the price of new units in Fonterra farmer-owned shares, which were listed on the NZX and the ASX on November 30 as part of the introduction of the capital restructure TAF.

The units were today trading at $7.01. Prior to TAF's launch, the share price had been held at $4.52.

"Maybe the outside world values this cooperative more than we (farmers) do," said van der Heyden.

TAF also introduced a trading market for farmers to trade milk supply-linked shares among themselves, relieving Fonterra of the obligation to trade its shares, which directors argued exposed its balance sheet to a run on capital.

Many farmers opposed TAF, fearing the offer of units to sharemarket investors was the first step to loss of farmer control and ownership of New Zealand's biggest company. The unit IPO raised $525 million of new capital. The units carry dividends but outsiders still cannot own Fonterra shares and cannot vote.

After the heat of the TAF debate which saw the hybrid scheme narrowly voted in by farmers in June, today's annual meeting was a quiet affair, attended by around 350 of Fonterra's 10,500 shareholders.

A resolution by shareholders Lachlan McKenzie and Ann Jones, which sought to cement farmer control of the Fonterra board in the constitution, attracted only 36.5 per cent support.

All other resolutions, including ratification of the appointment of seasoned businessman Sir Ralph Norris as an independent director, and constitutional changes to support TAF, were passed. However the resolution to increase director fees by 1 per cent received only 73.7 per cent support, compared to nearly 76 per cent support for a 1 per cent increase in shareholder councillor fees.

Van der Heyden, who received only a scattered standing ovation at the end of his opening, and last, speech despite 20 years serving the dairy industry, including 10 years heading Fonterra in which its annual revenue increased from $13.7 billion to $20 billion, urged shareholders to "wait and see what happens" with the share price in the next six to nine months.

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He and veteran Australian independent director Ralph Waters are staying on the board for a further six or so months. Van der Heyden some "flexibility" could be introduced around share price if necessary.

Farmers have three years to fully share up under TAF.

Chief executive Theo Spierings said if the company, the world's biggest dairy exporter, saw milk supply fall as a result of the share price being out of farmers' reach, it would address the issue. A declining milk supply would be completely against the company's strategy, he said.

The result of 2012 farmer-director elections were announced before the annual meeting. Wilson and fellow incumbent Nicola Shadbolt were returned and former Fonterra Shareholders Council chairman Blue Read was elected to the top table. There were 13 candidates for three vacancies on the board.

With the tortuous four year capital restructure done and dusted, Fonterra would now make dairying sustainability its No 1 focus, the meeting heard.


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