Consensus means AWI meeting not needed

Consensus means AWI meeting not needed


AWI and WPA on Monday confirmed "consensus" agreement had been achieved on four of the five recommendations potentially requiring amendments to AWI's constitution, arising from the Ernst-Young review.

AWI chairwoman Colette Garnsey.

AWI chairwoman Colette Garnsey.

AUSTRALIAN Wool Innovation (AWI) and its most vocal critic WoolProducers Australia (WPA) have confirmed an extraordinary meeting to resolve five outstanding issues arising from last year's performance and governance review will not be needed.

AWI and WPA on Monday confirmed "consensus" agreement had been achieved on four of the five recommendations potentially requiring amendments to AWI's constitution, arising from the Ernst-Young review.

Consultation is continuing on the contentious recommendation to impose a 10-year cap on director tenure and AWI has committed to resolving the issue before next year's annual general meeting.

Agreement on an alternative board nomination committee model has been reached and a requirement for board nominees to have 100 shareholder signatures retained to resolve two issues.

AWI has committed to improving transparency relating to proxy voting at annual meetings and to improving its reporting on director independence testing to resolve the other two.

Those four changes are proposed to be confirmed by shareholders at this year's AWI AGM in November.

AWI is at various stages of implementing the remainder of the 82 recommendations from the statutory review.

An extraordinary meeting of AWI shareholders was mooted for this month by board members at the November AGM after legal advice constitutional changes might be required to accommodate five of the Ernst-Young recommendations, but no firm date was announced.

WPA had feared the requirement for 75 per cent of voters needed to support changes to the constitution would see an extraordinary meeting break down in division and the five recommendations left in limbo with wide general support but insufficient shareholder support for constitutional change.

AWI chairwoman Colette Garnsey said an extensive consultation process - run through AWI's Industry Consultative Committee (ICC) - had allowed woolgrowers to identify, agree and ultimately support alternative methods of addressing the intent of the outstanding review recommendations.

Ms Garnsey said the consensus solutions protected the democratic nature of AWI's director election model and shareholder rights.

"Reaching this outcome would not have been possible without the co-operation of the Minister for Agriculture and Water Resources, David Littleproud, his department and woolgrower representative groups," Ms Garnsey said.

"The AWI board is grateful for the industry leadership shown in working through this process.

"As a result of this consensus agreement, AWI will no longer be required to hold the extraordinary general meeting that had been scheduled for early 2019.

"The remaining proposed changes to the AWI constitution, in response to the (review), will be put to shareholders at the 2019 and 2020 annual general meetings.

"This was deemed to be in the best interests of Australian woolgrowers.

"The consultation process has been extremely productive and conducted with a spirit of goodwill by all parties."

The consultation included WPA, Australian Wool Growers Association, broad wool breeders, Australian Superfine Wool Growers' Association, Australian Association of Stud Merino Breeders, Pastoralists and Graziers Association WA, Birchip Cropping Group, Flinders Ranges Merino and the Don Brown Ewe Competition.

Ms Garnsey said AWI would work with the Department of Agriculture Water and Resources to make the necessary changes to its review implementation plan.

WPA on Monday said it was pleased with the negotiated outcome on the four outstanding recommendations, having initiated discussions with AWI late last year to avoid a "hostile" extraordinary meeting where 75pc of votes returned needed to be in favour of a resolution to change the constitution.

WPA president Ed Storey said gaining 75pc of shareholder support would have been "a big ask, particularly when there was no initial agreement by sectors of the industry on these contentious issues".

"The recent WoolPoll vote gained 52.82pc support for 1.5pc (wool levy) on the third round of preferences, which is a long way short of the required 75pc for constitutional change, which is why WoolProducers strongly believes that to negotiate this outcome was in the best interests of all woolgrowers," Mr Storey said.

"Without this negotiated outcome, there was no guarantee that the required changes would have been made.

"There is still work to do on tenure and WoolProducers will continue to show leadership and enter into these discussions with AWI in good faith in the best interests of industry."

WPA also acknowledged Mr Littleproud's role in helping achieve consensus.


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