That is the view of three of the company’s grower directors who moved a motion to have the non-grower directors stood down.
It will be put to a shareholder vote at a general meeting on April 10.
As one of the requisitioning directors, Steve Fawns said despite several, costly, independent reviews into the board’s dysfunctional behaviours stretching back a decade, it continues to be fractured, doesn’t collaborate effectively, operates in factional silos and fails to extract the maximum benefit from the collective expertise of its five farmer directors.
“Our two independent directors were engaged to address those core issues,” Mr Fawns said.
“They were expected to identify strengths and expertise of grower directors each of whom operates a successful farm enterprise in his own right.
“That collective expertise should have been harnessed without favour or factional support and extracted for the benefit of MIL and its shareholders.
“Instead, in our view, they have allowed insufficient communication and consultation with shareholders and a lack of transparency to go unchallenged and have failed to leverage their independence and use it to demonstrate the courage and determination to break the behavioural issues that have dogged the organisation for far too long.
“Even more disappointing is that they have adopted a ‘nothing to see here’ approach in circumstances where the company has failed to demonstrate transparency and they seem perfectly happy to accept a more of the same operating environment.”
Mr Fawns’ views are strongly supported by two other grower directors Troy Mauger and Brendan Barry who were elected to the MIL board in November on a platform that demanded greater transparency and accountability for major decisions taken at board level.
“Brendan and I were elected on a platform of improvement to the status quo; so in that context there is nothing extraordinary in voicing our observations and what we are seeking that should come as no surprise or threat to our fellow directors,” Mr Mauger said.
He said during that during the election campaign he told shareholders that he strongly valued consultation wanted to ensure that not only would their voices are heard but that decision and policy making would be more transparent.
“This isn’t us inventing a conflict or seeking to overthrow the board. On the contrary, the very deficiencies we highlight were gleaned by professional facilitators at the MIL September customer meetings last year when shareholders were told that the feedback would be collated and presented to the board.
“Here we are six months later and we’re still awaiting that feedback despite repeated requests for it,” Mr Mauger said.
“Our point is that the MIL board should have strong independent directors who reject the board’s habit of kicking issues down the road. They should insist on a board that keeps shareholders informed and treated with respect rather than contempt,” he said.
Mr Barry added that the legitimacy of their position is reflected their appointment to the board.
“Shareholders clearly supported our push for transparency and extracting maximum shareholder, otherwise we wouldn’t be here,” he said.
“Water and water reform is probably the toughest operating environment in agriculture and we hoped our independent directors would be up to the task of pushing the board, forcing it to face inconvenient truths, challenging the status quo and being advocates for transparency and accountability,” Mr Barry said.
“Unfortunately, none of that is reflected in the performance or objectives of our independent directors,” Mr Fawns added.
“We hoped they would recognise both the disconnect and the shortfall in this area of their performance and demonstrate their professionalism by resigning,” Mr Fawns continued.
“It’s a tragedy that instead, these two decent people find themselves at the centre of a board dominated by entrenched inaction and a mindset that does not believe MIL shareholders are worthy of full transparency and operational consultation.”
