CBH grower control is essential for good governance

CBH grower control is essential for good governance

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Former CBH chairman Wally Newman.

Former CBH chairman Wally Newman.

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Current CBH grower director years of board experience is the lowest it has ever been since inception 1933.

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ONLY three years and nine months ago CBH consulted with 900 growers at meetings held across the State and conducted the largest survey (63 per cent of all members) ever undertaken by the co-operative, speaking to more than 2500 of its grower members about the structure and governance options for CBH going forward and their preferences.

Growers made it very clear they wanted no change on the same issues currently being pushed on them, yet again incurring substantial costs and time in the process.

Current CBH grower director years of board experience is the lowest it has ever been since inception 1933.

There is more CBH knowledge held within the current membership than on the board.

Implementing any changes around the time directors can stay on the board (tenure) has the potential to further decimate a critical, essential, knowledge base that can only be gained from experience and knowledge from being on the board.

The governance proposals appear to be what the current directors in their wisdom believe is required looking from a director's perspective rather than from a grower's perspective.

Growers want the most experienced person for the role and do not want to be limited by any restrictions of any sort that prevents this.

Even with no restrictions, as growers made clear in previous surveys, we now have a grower board with very limited years of board experience which has to be a concern for all growers.

There has been a turnover of 1.55 directors per year since I joined CBH in 2000.

The co-operative principles trace their roots to the first modern co-operative founded in Rochdale, England, in 1844.

All co-operatives base their rules and governance around these principles that have been around well before CBH was thought of and has seen CBH grow to the largest co-op and third largest privately-owned business in Australia.

Any changes to CBH's governance or rules should be compatible with the principles if CBH is to continue working for its member growers as it has in the past.

The first two principles cover the majority of most governance issues.

Definition of a co-operative

A co-operative is an autonomous association of persons united voluntarily to meet their common economic, social, and cultural needs and aspirations through a jointly-owned and democratically controlled enterprise.

Values

Co-operatives are based on the values of self-help, self-responsibility, democracy, equality and solidarity.

In the tradition of their founders, co-operative members believe in the ethical value of honesty, openness, social responsibility and caring for others.

Principles

The co-operative principles are guidelines by which co-operatives put their values into practice.

1. Voluntary and open membership.

Co-operatives are voluntary organisations, open to all persons able to use their services and willing to accept the responsibilities of membership, without gender, social, racial, political or religious discrimination.

2. Democratic member control.

Co-operatives are democratic organisations controlled by their members, who actively participate in setting their policies and making decisions.

Men and women serving as elected representatives are accountable to the membership.

In primary co-operatives, members have equal voting rights (one member one vote) and co-operatives at other levels are also organised in a democratic manner.

I strongly urge you to assess whether the proposed changes truly reflect these principles that have stood the test of time since 1844, long before the current board came up with proposed changes, many of which I strongly believe conflict with these principles.

Board size is critical for a co-operative or any democratically-elected body as inevitably a portion will be in a considerable learning curve, some will never perform as well as you believe and the balance provides an experienced core of solid decision makers.

Beware of the fact that the current nine growers is an absolute minimum with three independent directors, if growers want their directors to have reasonable control.

Even with nine grower directors I have seen just in my time and history tells us this will repeat itself, where the chair and two grower directors with the three independents have the ability to block decisions for many years when the vote on an issue is six-all and the status quo remains.

That is 66pc of the grower's directors want change versus 33pc blocking with the support of the three independent directors.

To reduce the board to seven grower directors, the chairman will only need one grower director on side with the support of independents to block an issue and growers will have even less control at board level than we currently do.

The five district director and two Statewide director model conflicts firstly with the second co-op principle - in primary co-operatives members have equal voting rights (one member one vote) - and anyone who has been around politics is well aware that without zones or wards, an open Statewide election enables the highest density of members to always prevail, meaning both these directors will inevitably be elected by the Kwinana zones where the majority of members preside.

No matter how qualified a candidate is - from Esperance, Geraldton or Albany - the chances of election in a Statewide election process is highly unlikely.

Such a proposal will distort representation for growers at a board level as some growers will be over represented and others under represented, regardless of where these directors preside.

While on the subject of representation, the board needs to be reminded of political discrimination in that the Albany zone had zero representation at board level during the urgent governance review, again undermining the principle of (one member one vote) representation at board level and discrimination.

On a positive note there are two minor issues proposed that growers should support in their own interest;

- Support for a voluntary candidate assessment system being adopted - ranking potential director's ability using a score system for the role as a guide to growers, many of whom have no idea what happens in a board room.

The decision panel making the ranking must include a majority of experienced growers.

- Support limited electioneering - allowing only information that comes with the ballot papers, spending huge amounts of money on electioneering doesn't necessarily mean you have the best candidate elected.

Some candidates have their campaigns run by professional campaign managers, all of which potentially mislead growers, damages the reputation of CBH and unnecessarily annoys many growers.

It is imperative that members actively participate in yet another survey on board governance and remember the second principal, "democratic organisations controlled by their members, who actively participate in setting their policies and making decisions".

You as a grower member have ultimate control, your CBH has stood the test of time.

Make sure you use this power wisely.

Do you really want less grower representation on the CBH board?

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