Battle lines drawn: Grain growers regroup to oust VFF board

Grain growers have drawn up four new resolutions they will take to members this week, in a second attempt to oust the VFF board.

Brett Hosking is one of three former VFF Grains Group presidents who is seeking farmer support to oust the four remaining board members of the VFF.

Grain growers have prepared a new set of resolutions to hold an extraordinary general meeting to oust the Victorian Farmers Federation board, after three of its directors resigned last week.

It is the second attempt by former VFF Grains Group presidents, Brett Hosking, Andrew Weidemann and Ashley Fraser, to oust the board, after their first attempt was rejected by the VFF’s company secretary Gary Bottomer on legal grounds last month without explanation.

Mr Weidemann said growers had since sought their own legal advice, which led them to draft four new resolutions.

“The situation is the legalled resolutions have been drafted and we will be discussing these with members in the next few days,” Mr Weidemann said.

He said one of the key changes is to include the names of all replacement directors.

In the meantime the VFF’s four remaining directors voted non-farming specialist director James Downing onto the board last week, ignoring Clause 10.3.5 of their own constitution, which states “a quorum at a meeting of the board shall be at least five directors”.

The board stated it made the appointment without an in-person meeting under clause 10.4 of the VFF Constitution, which simply allows them to “sign a document containing a statement that they are in favour of a resolution”.

When questioned last week on how the board could make any decision without having a quorum of five, Ms Germano said the “board can continue to operate in accordance with the Corporations Act”, which states quorum is just two directors.

But Associations Forum adviser on corporate governance Shaughn Morgan, who is also a former chief executive to NSW Farmers and Dairy Connect, said: “I think the president is on very shaky ground”.

“In my view the VFF would need to amend their quorum clause, either reduce the number required for quorum or delete the clause, in their constitution for the Corporations Law minimum requirement to apply,” Mr Morgan said.

The VFF is also forging ahead with amendments to the VFF constitution, which some farmers say will strip its commodity councils of power.

Meanwhile the majority of the VFF’s United Dairyfarmers of Victoria policy council are putting the finishing touches to the website of their breakaway organisation Dairy Farmers Association of Victoria.