Three-year road map for AWI changes
AWI has given itself three years to implement the raft of recommendations handed down by EY as part of its 2015-18 review into the wool marketing body’s performance.
The “three-year road map” AWI alluded to on Monday was in response to calls from Federal Agriculture Minister David Littleproud for transparency in adopting the recommendations.
However, in handing down its findings in July, EY stated the recommendations should be implemented with “vigour and in a consultative manner, in a way that would be expected of a public organisation of this type”.
Mr McCullough said the organisation’s three-year plan provided a “clear roadmap for continual improvement”.
He said of the 75 recommendations that related to operational matters, some had already been implemented and others were “under way”. He said those that had been agreed to in principle were being looked at to “identify a best approach to implementation”.
“The third category includes five recommendations the board believes would result in significant change to the DNA of AWI, and as such are highlighted for special consideration by AWI shareholders,” Mr McCullough said.
“AWI will put those recommendations requiring shareholder deliberations to an Extraordinary General Meeting to be held in March 2019.”
However, the EY report suggested the constitutional changes required to support the 2019 director selection process be progressed at AWI’s next Annual General Meeting, set for November 23.
The AGM will not involve a director election, as no current directors have stated an intention to retire. In March, shareholders will decide whether there should be a change to the minimum requirements that those seeking election must meet, in addition to whether a 10-year cap on directorships should be implemented.
Another change being put to vote relates to the definition of independent director, specifically to revise the clause relating to voting entitlements to “better reflect that a director’s role as a woolgrower can impact their independence”, according to EY.
The report also shed light on the use of open proxy votes in the outcome of director elections, a matter that Mr McCullough told ABC Radio on Tuesday that AWI had been obtaining legal advice over.
Under its constitution, a shareholder who is entitled to attend and vote at a meeting of the company may appoint a person as a proxy to attend and vote for them.
It means if proxy votes were allocated to long-serving AWI chairman Wal Merriman for the EGM voting process, and if past proxy votes were considered, he could have a significant say on his own future on the board.
At a Senate estimates hearing in October last year, Mr Merriman estimated up to half of the votes in previous board elections had been cast by him through proxy.
The Wool Poll vote closes Friday.