Van der Heyden will go when asked
Fonterra chairman-elect John Wilson says he's confident lingering chairman Sir Henry van der Heyden "will not get in my way", and that he will go when Wilson asks him to.
Wilson, a farmer-elected director from the Waikato, is to take the reins of New Zealand's biggest company next month.
However, in a move privately described by veteran professional directors as "not a good look", van der Heyden and independent director Ralph Waters are staying on the board for "a few extra months".
The decision for them to linger is attributed to the implementation of the capital restructure known as share trading among farmers (TAF) and because of the potential for Fonterra to have five new directors after next month's director election result.
Writing in Fonterra's Farmlink news update, Wilson said some farmers had been asking him how he feels about having "my old chairman on the board as a director for my first few months".
"My answer is that I am 100 per cent confident that Henry will not get in my way," Wilson said.
"When I was appointed chairman-elect, I led the discussion at the board table to ask Ralph and Henry to stay on the board after the annual meeting in December and every single director on the board support this recommendation.
"Neither Henry nor Ralph has any intention of staying on the board long term. The agreement between us is that they will both go when I ask them."
Van der Heyden had indicated to the board he wants to step down "in winter", Wilson said.
"We envisage that the May board meeting will be Henry's last, and he will stand down at the end of that month."
Waters would also leave in the same period once a suitable replacement was found, Wilson said.
If van der Heyden stood down within six months of the annual meeting it was sensible for the company because a one-off election would not be required, saving the cost and loss of focus created by an election, he said
Because the two directors had signed the TAF prospectus, which offers sharemarket investors units in Fonterra shares, it was important for them to stay if possible for a "reasonable" time after TAF was launched.
Fonterra is a co-operative company owned by 10,500 farmer shareholders.
Van der Heyden, a farmer-elected chairman as dictated by Fonterra's constitution, has headed the world's biggest dairy exporter for 10 years.