CBH Group expects to announce its preferred governance model at a shareholders meeting next month after a resolution to change its structure was quashed.
CBH Group expects to announce its preferred governance model at a shareholders meeting next month after a resolution to change its structure was quashed.
Shareholders in the grain handling and marketing cooperative voted overwhelmingly not to change the structure of the board at an extraordinary general meeting on August 5.
A group of dissident grower-members wanted the board’s composition changed from 12 directors comprising nine grower directors and up to three board-appointed directors with special skills.
They wanted a board of between seven and nine directors comprising four grower directors, three board-appointed directors with special skills and up to two executive directors.
Eighty five per cent of shareholders voted against the proposal.
Any resolution to change the CBH Group Articles of Association requires the support of at least 75 per cent of voters.
CBH group chairman Neil Wandel said the vote reflected the fact CBH Group already operated within a sound corporate structure.
“The board has conducted several reviews of its composition over the past five years,” he said. “This has brought us to conclude that the best model for CBH at present is the five-district election system which was approved by more than 75 per cent of members who voted only 10 months ago.
“There is not one corporate governance model that suits all businesses and the most appropriate model for a cooperative will differ to that for a listed company.”
Mr Wandel said CBH was in the middle of conducting the most extensive review of its structure in the cooperatives history.
“One of the key findings of our review of the CBH Group’s structure to-date is that grower representation on the Board is important and while Directors represent all shareholders, it is important to have directors located in different regions, who are familiar with local issues,” he said.
“We are closing in on a preferred model or models and I look forward to sharing more about this with shareholders at our upcoming chairman/CEO meetings next month.”
Before the vote, the state’s two peak farming bodies had taken opposing sides on the debate over governance of CBH.
The Pastoralist and Glaziers Association, which typically takes a free-market stance on agripolitics issues, supported the changes.
The PGA argued that the change would have taken multi-billion dollar storage and handling business into the competitive world of the 21st century.
But WAFarmers said the proposed changes were incongruent with cooperative principles and therefore the wishes of the majority of growers.
