Why Fonterra accepted defeat in the dairy aisle
OPINION: Fonterra's sale of its consumer dairy business to Lactalis is a clear sign of the co-operative’s failure to compete in the branded consumer market.
The directors’ remuneration committee is recommending a $25,000 rise in Fonterra chairman John Wilson’s annual fees to $430,000, and a $10,000 rise in directors’ fees to $175,000.
Fonterra shareholders will vote next week on the recommendations at their annual meeting in Whareroa.
In its shareholders’ notice of meeting the committee says it reviewed market trends for director fees in New Zealand and Australia and the workload expectations for Fonterra directors.
In 2014, 2015 and 2016 the committee recommended that fees remain unchanged, “given the very challenging economic conditions experienced by shareholders”.
Last year the committee signalled that it was likely that increases in remuneration would be required in the coming years.
“The committee believes it is important to set realistic fee levels, having particular regard to the broader market and the workload requirements, to ensure highly skilled directors are attracted and retained on the board.”
The committee also sets the fees for members of Fonterra shareholders council, which will be reduced to 25 wards from next month.
“The committee considers the councillors’ representative role to be an important one for the cooperative, and that the level of the honoraria needs to be sufficient to attract and recognise shareholders of a high calibre serving in that capacity.”
Councillors’ fees have also remained unchanged since 2013.
The committee recommends the council chairman gets $100,000 (now $90,900), deputy chair $60,000 ($55,550) and councillors $35,000 ($30,000).
The annual meeting will also vote on the shareholders council annual budget and on ratifying the appointment of director Bruce Hassall. A chartered accountant, Hassall has worked 35 years at PricewaterhouseCoopers, becoming chief executive of the NZ firm in 2009; he retired in 2016.
Directors' elections
Fonterra shareholders will also vote for three farmer-elected directors.
Sitting director John Monaghan retires by rotation and was recommended for re-election by an independent selection panel.
The two new candidates are chartered accountant Brent Goldsack and agribusiness leader Andy MacFarlane.
Goldsack has been active in three dairy operations in Waikato over the last eight years; each operation has 460-560 cows.
He has been a partner at PwC for at least 12 years, since 2013 managing the Waikato office.
MacFarlane and his wife began farming in 1989, buying their first dairy cooperative shares in 1990; he holds several equity partnerships.
He served as chairman of Deer Industry NZ for seven years and is now a councillor of Lincoln University and a director of AgResearch, Ngai Tahu Farming and ANZCO.
