Farmlands chair Rob Hewett fights bid to remove him before co-operative's annual meeting in Gore

Farmlands chair Rob Hewett has urged the co-operative's shareholders to vote down a slate of proposals that would remove him from the board, ahead of an annual meeting in Gore on 24 November that has become a showdown over the rural supplier's link to methane research.

"These proposals, if passed, will fundamentally change how Farmlands operates," Hewett said in a statement reported by Farmers Weekly on Friday.

"I am asking our shareholders to read them, understand the consequences and make their vote count."

Ten resolutions are on the agenda for the meeting at the James Cumming Community Centre. The board has put up four routine ones: adopting the annual report, appointing Deloitte as auditor, and confirming the re-appointment of Hewett and fellow director Will Clarke.

Shareholders have put up the other six, and the board has recommended a no vote on every one.

Those six would audit the chair's personal finances, reverse the decision to invest in AgriZeroNZ, look at a way out of that investment, remove Hewett as a director, bar directors and the chief executive from holding any other directorship, and restrict investment in products aimed at reducing methane from livestock digestion.

The row centres on a $1 million commitment Farmlands announced in October, spread across three years, to AgriZeroNZ. The public-private partnership backs the development of tools to lower biogenic methane and nitrous oxide on farms.

Hewett chairs AgriZeroNZ as well as Farmlands, which has drawn claims of a conflict of interest. The Farmlands board has said he declared that interest and stayed out of the discussion and the decision, and that the directors who were present backed the investment unanimously.

Remits were sponsored by Ian Harwood, Paige Wills and Groundswell co-founder Laurie Paterson, Farmers Weekly reported earlier this month.

"The same individual is chairing both the investor and the investee," Paterson told the publication. He said he was not attacking Hewett or alleging any misconduct.

On Friday, Hewett described the plan to ban outside directorships as "ludicrous".

"A farmer could be barred from our board because they are a director of their own farming company," he said, adding that Farmlands' directors and chief executive would also be unable to sit on the boards of businesses the co-operative owns.

"It would also stop us attracting talented people who bring valuable experience from other boards."

He argued that the AgriZeroNZ stake let Farmlands look at new products early and potentially sell them through its SealesWinslow and Donaghys businesses.

"Not every farmer will want these products," he said. "We should be able to offer them to those who do."

"Our investment does not oblige Farmlands to stock any product or farmers to buy it."

The board says the investment is about giving farmers access to products rather than taking a stance on the causes of emissions, and that pulling out would be costly because the $1 million is committed under a binding agreement.

It also says the methane resolution is worded so widely that ordinary business decisions could require a special shareholder meeting, and that the personal finances of directors fall outside its remit.

Hewett said Farmlands had now recorded a second year of profit along with higher revenue, which he credited to a team effort by the board and staff.

What happens next

The annual meeting starts at 6.30pm on Tuesday 24 November in Gore, with shareholders also able to take part online. Farmlands says eligible shareholders voting by proxy have until 6.30pm on Sunday 22 November to appoint one online.