About the Fonterra Shareholders' Council
The Shareholders’ Council represents Fonterra farmers.
The Fonterra Shareholders’ Council is a national body of shareholders elected to represent the interests of shareholders as Fonterra suppliers, owners and investors.
There are 35 Councillors throughout New Zealand. Each Councillor is elected by shareholders and suppliers within the ward of farmers they represent.
What We Do
The functions of the Shareholders’ Council are set out in Sections 16-18 of the Fonterra Constitution. Here you’ll find an overview of some of our key responsibilities.
Performance Monitoring
The Council monitors the performance of the Board of Directors and the direction of the Co-operative on behalf of Fonterra shareholders.
Each season we receive and review the Board’s Statement of Intentions (SOI) for the performance and operations of Fonterra. We track performance against budgeted SOI targets for key performance measures. We also scrutinise the co-operative’s strategy, business plans and future direction.
The Council meets regularly with the Board and Management to receive briefings and discuss the performance of the business.
Each year we report to farmers with our assessment of Fonterra’s performance and operations for the season.
Representing Farmers
We represent Fonterra farmers’ interests on current issues and in Co-operative decision making.
The Council consults regularly with farmers to canvas views. We also meet regularly with the Board to make sure shareholders’ voices are heard and considered. This is particularly important when major change is proposed or significant issues are being addressed.
We also provide a farmer perspective when new policy is being developed.
Co-operative Learning and Development
The Council provides learning and development opportunities for Fonterra farmers that help increase understanding about the Co-operative and its operations. We also administer training programmes for prospective Directors and Councillors.
Independent Appointments
We appoint an independent Valuer to value the Co-operative’s Fair Value Range and the Restricted Market Value Range of shares. We appoint an independent Milk Commissioner to consider and facilitate resolution of shareholder complaints with the Co-operative.
Elections
The Council determines the elections process and sets the rules for the Fonterra Director and Directors’ Remuneration Committee elections.
We appoint an independent Returning Officer to provide election services for these elections.
Council Operations
The full Council meets at least six times a year to conduct business, debate and determine policy and receive updates on relevant Co-operative matters from members of the Board and Management.
Our annual work programme is determined by our core functions set out in the Fonterra Constitution and by topical issues of importance for Fonterra farmers.
Workstreams, including policy development, are first considered and formulated by our four committees - Performance, Representation, Governance and Ethics and Co-operative Development – before recommendations are put to full Council for deliberation. Project teams are established as required to address specific issues.
In addition to these committees, the Council and Board both have representatives on the Candidate Assessment Panel and the Governance Development Committee, which are joint groups and the Network Steering Group Committee. Three Shareholders’ Councillors attend meetings of the Board’s Shareholder Relations Committee and two Councillors are observers on the Board’s Fair Value Share Review Committee.
We also engage with other key stakeholders on matters affecting Fonterra farmers.
The Council is supported by an executive team based in Auckland.
