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AWI-MLA amalgamation fear prompts wool body election stance

Sheep Central, November 8, 2019

AWGA director Robert Ingram

A FEAR that Australian Wool Innovation might be amalgamated with Meat & Livestock Australia has prompted an independent industry body to oppose AWI-backed candidates in the coming AWI director election.

Australian Wool Growers Association director Robert Ingram the body is urging shareholders of the wool ressearch, development and marketing body to strongly vote for change before the AWI annual general meeting on 22 November “and end the turmoil that has surrounded the current board for the last three years”.

“We fear that if we do not vote for change the current review of the rural development corporations will recommend that AWI be rolled into MLA and then we, as wool growers and the wool industry, will become irrelevant.”

Mr Ingram said the Australian Wool Growers Association is the only independent voice of wool growers and would always act without fear or favour to support its constituency and industry.

AWGA is recommending that shareholders vote for candidates Noel Henderson and Janelle Hocking Edwards and for either Phil Holmes or George Falkiner, not both.

The association is also urging shareholders to vote against re-standing director Wal Merriman and David Webster and the other member of their ticket, New South Wales veterinarian Michelle Humphries.

Mr Ingram said in regard to agenda Item 4 — the election of directors — a shareholder’s vote against a candidate is as important as their vote ‘for’ other candidates.

“The process is more rigorous if for every candidate you nominate a preference of ‘for’, ‘against’, or ‘abstain’.

“The very important implication is that if a candidate receives more ‘against’ votes than ‘for’ votes, they cannot be elected to the board,” he said.

“Remember your vote is invalid if you have more than three ‘for’ votes — you can have less, one or two, but not four or more.”

Mr Ingram said is shareholders are not attending the AGM, but want to register a valid vote, they must appoint a proxy.

“AWGA is suggesting shareholders appoint Noel Henderson as the proxy in our general communication to wool growers.

“However, you may wish to nominate me as your proxy as I will be the AWGA director attending the AGM,” he said.

AWGA is also recommending that shareholders vote for Item 2 on the AGM agenda, which is a job lot of constitutional changes, many of which were recommended in the 2018 EY review of AWI’s performance and governance and include two shareholder expulsion clauses.

Mr Ingram said the association had huge reservations about the expulsion clauses included in the job lot,  but for “the greater good” had decided to urge growers to vote ‘yes’ on item 2, because the associated constitutional changes were necessary.

A change to the constitution recommended by the Ernst Young review and taken from the Dairy Industry Act has slipped through all the review processes and appears now as Clauses 4.2 (g) and 4.2 (h).

“This change basically allows the AWI Board to expel any shareholder for any reason at any time,” Mr Ingram said.

“However, to scrap all the changes for these two expulsion clauses is not for the long-term benefit of the industry.”

Mr Ingram the expulsion clauses were counter to accountability, transparency, good governance and the general trend of companies to give greater control to shareholders.

“It means the board can expel progressive-thinking, dissenting shareholders without providing any justification,” he said.

“We are shareholders in a democratic institution where free speech is a tenet, not shareholders of an autocracy.”

AWGA has also recommended AWI shareholders to vote for agenda Item 3, to approve a board size limit of seven directors.

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Comments

  1. Jack Cleary, November 9, 2019

    AWI is showing itself as a dominator. Whilst Mr Ingram’s suggestion has to be thoughtfully perused and consideration given to what accompanies such a change. As he suggests, the option is to just join the AWGA or MLA; which I have found a rational organisation, at least overseas, and take steps to have any automatic payments go to the AWGA/MLA rather than AWI. If AWI dies a natural death from it, you can then review the situation in consultation with AWGA/MLA or form a new AWI.

    It seems to me that if Mr Ingram, who will not be around forever, is prepared to have AWGA’s articles and memoranda redrawn to particularise the benefits AWI should be offering, and not have them voted down by reactionary forces or that the MLA make a particular system for the AWI decampers and their re-dressed best interests, then that should be done.

    Mr Ingram said the expulsion clauses were counter to accountability, transparency, good governance and the general trend of companies to give greater control to shareholders.
    “It means the board can expel progressive-thinking, dissenting shareholders without providing any justification,” he said.
    “We are shareholders in a democratic institution where free speech is a tenet, not shareholders of an autocracy.”

    Bravo Mr Ingram.

  2. Michelle Humphries, November 8, 2019

    AWGA pulling out the last desperate move in another one of their dirty campaigns.

    I’ve asked before and never had a response; can Mr Ingram please tell me how many members AWGA has? You may in fact be the voice of no-one.

    The BNC did a thorough assessment of candidates. Shareholders are advised to follow their recommendations which are included in the voting packs.

    • Martin Oppenheimer, November 10, 2019

      Shoot the messenger Michelle.
      Keep up the hard work for your masters.

    • Jack Cleary, November 9, 2019

      Michelle…you may be right, but on the reports by Mr Sim, however biased or unbiased a person considers themselves, where you suggest Ingram maybe ‘sotta-voce,’ what is very obvious is that with AWI, the organisation is ‘sotto voce’ in bullying its unhappy members. If those members are a nuisance through unfair tactics, I have already offered the proper solution.

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