DIRECTOR ELECTIONS 2018 - Farmlands

2018
            DIRECTOR
            ELECTIONS

            Candidate
            Profiles
            Election of One (1) Director for the
            NORTH ISLAND WARD

                     Voting closes at:
            5pm on Thursday 15 November 2018

            We request that you respect the personal and confidential
            nature of the report by confining it to a confidential file and
FAR_08244

            restricting its availability to only those who are immediately
            concerned with voting.

Contents

North Island Director Elections 2018 ...............................3

Disclaimer Statement ......................................................3

Candidate Assessment Panel Capability Ratings.............4

Candidates
Gray BALDWIN .............................................................6
    Overall Suitability Summary........................................8

Rick BRADDOCK ..........................................................9
    Overall Suitability Summary......................................11

Paul PRICE .................................................................12
    Overall Suitability Summary......................................14

Guy WILLIAMS ...........................................................15
    Overall Suitability Summary......................................16

Fenton WILSON ..........................................................17
    Overall Suitability Summary......................................19

   2                                   Farmlands Co-operative Society Limited

North Island Director Elections 2018

Farmlands wishes to ensure that it has the best quality
Directors, so that the Board can produce the best
possible outcomes for shareholders. Farmlands also
considers it important that shareholders voting in the
Director Elections have appropriate information to assist
you make your decision.
For these reasons, Farmlands has appointed Propero
Consulting to undertake an independent assessment of
the Director Election candidates. Propero Consulting is a
well-regarded organisation that specialises in governance
services, including evaluation of boards and executive
teams, and in this case Director Election candidates.
The Farmlands Board provided input to Propero
Consulting on the key capabilities required for the Board.
The final selection of capabilities to be evaluated and the
subsequent evaluation process have been conducted
independently of the Farmlands Board.
We trust that the Propero Consulting report that follows
provides a useful objective assessment of the candidates’
relevant capabilities.
Important note: The Candidate Assessment Panel
Capability Ratings report and Overall Suitability
Summaries are the opinion of Propero Consulting on the
capabilities of candidates relative to the stated capability
areas. This report is intended as a guide to each
candidate’s likely fit to these requirements.

    Disclaimer Statement
    Each candidate profile enclosed has been
    provided by the applicable candidate. Any
    emphasis (including capitalisation, italics, bolding,
    underscoring and bullet points) has been provided
    by the candidate.
    Farmlands Co-operative and the Returning
    Officer accept no responsibility for the content,
    or accuracy of the content, contained in each
    candidate profile statement.

2018 Board of Director Elections                            3

Candidate Assessment Panel
Capability Ratings

The selection process takes into account a range of
assessment data including candidate self-assessment,
CV review, three reference checks, a structured panel
interview and the Hogan Leadership Assessments
(governance style and critical reasoning ability).
These have been integrated into the final assessment
ratings against the Farmlands Board Capability Model.
To be assessed at a particular level a pre-defined level
of skills and experience is needed to be evident for each
capability. Areas that were assessed as the candidate
having either expertise or deep expertise are then
highlighted as part of the below assessment summary.
              BRADDOCK

                                        WILLIAMS
   BALDWIN

                                                       WILSON
                          PRICE

                                                       Fenton
   Gray

              Rick

                          Paul

                                        Guy

      4          4          2              3              4

      4          4          2              3              4

      4          4          3              2              3

      5          5          2              4              5

      4          5          2              3              5

      5          4          2              1              3

      3          3          3              1              1

      5          3          1              1              2

      5          3          2              2              3

      3          2          2              1              3

  4                          Farmlands Co-operative Society Limited

KEY: LEVEL OF CAPABILITY

          Deep         The highest rating, representing deep “hands on”
  5                    expertise at a senior management (or equivalent) level
        expertise
                       A moderate-high fit, representing some expertise
  4       Expert       at a senior management (or equivalent) level
          High     A moderate fit, representing enough knowledge to
  3
       contributer contribute to boardroom debate
                       A moderate-low fit, representing a foundational
  2    Contributer level of knowledge gained through reading and
                       other similar exposure
                       The lowest rating, representing a low level of
  1     Informed       expertise with very limited exposure/knowledge

 CAPABILITY

 Governance Aptitude

 Strategic Thinking and Vision

 Financial and Commercial Acumen

 Agricultural Sector Knowledge

 Stakeholder / Customer Insight

 Business Operations at Scale

 Retail and Distribution – including loyalty and e-commerce

 Supply Chain Management

 Marketing/Brand/Sales

 IT Platforms and Digital Innovation

2018 Board of Director Elections                                         5

Gray BALDWIN

I’m Gray Baldwin, a 52 year old
dairy farmer milking 850 Autumn
calving cows once a day near
Lichfield, South Waikato. My son
and daughter-in-law operate the
cowshed and the feedpad while
my wife Marilyn does herd records
and calves. I look after our cropping programme which
this year will be 150Ha of maize. My three grandsons are
now the 5th generation to live on our 713Ha property.
Many of my tweets engage with our farm life – see them
@FarmerDirector
I’ve been to Massey and Otago and hold qualifications in
Animal Science, Marketing and Theology. I also spent 18
years in executive roles at BNZ, Ballance and Carter Holt
Harvey. Detailed CV information and some co-op and
farming articles I’ve written are on my LinkedIn page.
I’m currently a director of the following entities although
am about to retire from the Ballance Board after 9 years.

                                          Board      Assets     Turnover
                       Sector
                                           size       ($m)        ($m)
Ballance        Fertiliser/Feed              9        574          826
LIC             Genetics/Software           10        341          236
Trinity Lands   Dairy/Kiwifruit             12        383          41
Sth Waikato     Local Govt                  11        433          33
Dist Council

Farmlands is a good company with a bright future
which all starts from good governance. Unlike its two
major competitors, Farmlands core strength is its co-op
structure with an extensive farmer shareholder database.
Patronage by lifestyle farmers is particularly important and
I enjoy the company of this group as we supply water to
5 lifestyle farms on our road.
If elected, I expect my knowledge of IT governance
gained at LIC and detailed knowledge of fertiliser will
assist Farmlands directors and management as we
develop strategy together. I would like to see Farmlands

      6                             Farmlands Co-operative Society Limited

improve its balance sheet, fix its frustrating administrative
and account opening procedures and deliver a much
improved online presence. Farmlands staff are its most
important asset – as shareholders we should put more
effort into retaining and empowering them.

Email me                baldwin@xtra.co.nz
Phone me                027 2390497

2018 Board of Director Elections                          7

Overall Suitability Summary
Gray BALDWIN

Gray has held a range of senior management and
executive roles for companies such as BNZ, Ballance
Agri-Nutrients, Carter Holt Harvey, and Summit Quinphos
Ltd, where he was the CEO. His roles included marketing,
distribution, logistics and operations. He also has
extensive governance experience, especially in the
primary sector, having recently retired from nine years
on the board of Ballance Agri-Nutrients, and holding a
director position on the board of LIC since 2012.
Gray is currently a Councillor for the South Waikato
District Council, as well as being a director for multiple
private farming companies. He holds a Master of
Agriculture Science with Honours in Animal Science.
Since then he has completed many professional
development courses including the Company
Directorship course from the Institute of Directors,
Fonterra Governance Development Programme and the
University of Missouri’s Graduate Institute of Co-operative
Leadership programme.
Through his career in agriculture he has developed skills
in rural marketing campaigns and strategy including
the launch of a loyalty programme and design of a
procurement portal.
He is known as being very confident when contributing to
board discussion and is not afraid to ask “out of the box”
questions. With an entrepreneurial mindset, Gray will be
unafraid to challenge the status quo and have a desire
to move quickly. His profile suggests he will bring strong
strategic reasoning to the Board.

   8                         Farmlands Co-operative Society Limited

Rick BRADDOCK

I am a farmer and long-term
Farmlands Co-operative
shareholder. I am also a
professional director with strong
governance experience.
In addition to that I served for over
16 years as a director of Appliance Connexion Ltd, New
Zealand’s largest independent appliance buying group.
I would like to be elected as the North Island farmer
Director because I have a passion for both farming and
business, but especially because I believe I can add value
at board level to a large co-operative servicing the rural
sector.
Some of you may know me as the recent Chairman of
the United Fire Brigades Association representing over
14,000 firefighters with brigades in every town. My
mandatory 6-year term included major change and a
complete restructure of the Fire Service which required
significant strategic thinking and the skills necessary to
ensure the UFBA’s volunteers remained respected in the
new structure.
I have a B Com (Ag) from Lincoln University, am a Senior
Member of the Property Institute of New Zealand, and
I am a Chartered Fellow of the Institute of Directors. In
2016 I graduated from the Directors’ Consortium of the
Stanford School of Business in California.
My career started with the Government owned Rural
Banking and Finance Corporation, where I became
a registered valuer. I went on to work for companies
specialising in corporate finance and investment banking,
with a focus on the rural sector.
Since 1992 my wife Nicky and I have held the farming
concession from DOC of Motutapu, a 1200 ha island in
Auckland’s Hauraki Gulf. What was a rundown weed and
pest infested island with plenty of farming and financial
challenges now carries 12,000 stock units of beef, sheep
and dairy support.
But my proudest achievement on the island has been
working as a Trustee of the Motutapu Island Restoration

2018 Board of Director Elections                        9

Trust, together with DOC, to implement one of the
country’s largest ecological restoration projects including
complete pest eradication and the introduction of native
flora and fauna such as takahe, saddleback and kiwi.
I also run an agricultural advisory business called Awanui
Consultants. That business brings together farmers and
investors to realise economies of scale with associated
leveraging of farm management skills and key supply
chain elements, optimising land use and implementing
sustainable farming practices.
My wide experience has seen me appointed a director
of Ngai Tahu Property (2009-2016), Ngai Tahu Farming
(2016 -present), and currently Pouarua Farms, Ngati
Whare Holdings, CNI Iwi Holdings (owners of the
186,000ha Kaingaroa Forest) and Kakano Whakatipu.
I am past chairman of Pengxin New Zealand Farm Group,
representing the interests of Shanghai Pengxin in a joint
venture with Landcorp, as it upgraded the environment of
the farms it had purchased.
I am a positive thinker and like to focus on future direction
and strategy. But most importantly I am a team player and
believe that being a director is all about doing the best for
all shareholders.

  10                          Farmlands Co-operative Society Limited

Overall Suitability Summary
Rick BRADDOCK

Rick has broad commercial experience in the agricultural
and property sectors. He holds a Bachelor of Commerce
in Agriculture and started his career with the Rural
Banking and Finance Corporation. He then worked
for a number of finance companies, specialising in
corporate finance and investment banking in the primary
sector before taking on the position of CEO for the
Ingleby Company - a start-up business that involved the
acquisition and merger of fifteen farming properties.
Rick is a Fellow of the New Zealand Institute of Directors.
He is currently a director of Ngai Tahu Farming giving
him a depth of understanding of large scale farming and
partnerships. He has held governance roles as Chairman
of the United Fire Brigades Association of NZ and Pengxin
New Zealand Farm Group. He has also been a director of
Ngai Tahu Property and Appliance Connexion, and has
represented Auckland City on Local Authority Trading
Enterprises.
For 27 years, Rick has been a leaseholder of Motutapu
Island in Auckland’s Hauraki Gulf where he has shown
a dedication to sustainable agricultural systems and
innovation including the direct supply of high value
branded beef to a number of supermarkets. He is also
deputy chair of the Motutapu Island Restoration Trust.
His understanding of te ao Maori through his governance
roles would add value to stakeholder insight on the
Farmlands Board.
A potential area of development for Rick would be digital
innovation and change in an entity of Farmlands’ size and
scale. He is known to be quietly composed, energetic,
considerate of others’ perspectives, future focused, and
will bring strong strategic reasoning to the boardroom.

2018 Board of Director Elections                      11

Paul PRICE

My name is Paul Price, please
read my statement as I believe I
am the right person to represent
you on the Farmlands
Co-operative board of directors.
I am a typical provincial born and
bred New Zealander and have grown up Northland where
I have lived and had an extensive working career that has
both a Rural and Commercial business flavour.
I have been a farmlands shareholder for many years and
currently have a lifestyle block where we have a small
calf rearing operation, far too many chooks and also a
small beekeeping operation. I am passionate about rural
NZ and earlier in life was a 50/50 sharemilker on a family
dairy farm. I currently work as Practice Manager for a
medium sized accounting firm with a large base of rural
clients.
Along with several years farming experience, I have
25 years commercial experience where I worked in
management with ASB Bank, the Co-Operative Bank
and in a large air-conditioning & facilities company in
Northland. I was also for a few years a self-employed
retailer in Whangarei, and in later life worked as an adult
apprentice and then qualified as a Refrigeration & Air-
conditioning engineer.
My background and experience in banking, farming,
operations management and recent accountancy
practice management help me to tick the boxes relating
to financial and commercial acumen, agricultural sector
knowledge, retail and distribution, governance aptitude,
strategic thinking & vision, business operations at scale,
marketing/brand/sales, IT platforms and digital innovation.
I have limited board experience at this stage with only
provincial & regional sports boards experience and
did earlier this year complete Sport NZ’s Governance
101 workshop. I do bring to the table a wide range of
background experiences and skills that I have developed
over years that would I believe make me a very effective
board member to assist the other directors and the chair,
to govern the Farmlands Co-operative effectively.

  12                          Farmlands Co-operative Society Limited

Whilst I can’t give a large list of current and past
directorship experience, I can give you enthusiasm,
passion and professionalism along with a fresh approach
to become a great director for you at Farmlands
Co-operative so please consider me for the current
vacancy in the North Island.
Sincerely
Paul Price

2018 Board of Director Elections                    13

Overall Suitability Summary
Paul PRICE

Paul has held a range of management positions for
companies in and around the Northland region. He is
currently practice manager at Russell Turner Accountants.
This year he has started building into governance as a
board member for Bowls Northland, and vice president
and board member for Bowls Whangarei.
He has held branch management positions for ASB over
a number of years, with his last role for the company in
2008 being business banking manager for Northland.
He has some retail experience through five years as the
owner of Footloose Shoes Whangarei, where he had
exposure to marketing plans, stock purchasing, monthly
accounts and budget management.
Paul previously spent three years as a 50/50 sharemilker
on a dairy farm, and now owns a lifestyle block. He has
NZQA qualifications in refrigeration and air conditioning
(Level 4 Engineer), occupational health and safety (Level
4), and electrical service technician. He used these skills
in his management roles for Airzone Ltd.
Paul is aware he will have a number of areas for
development given the size and complexity of Farmlands,
including broadening his knowledge of the agriculture and
farming sector, supply chain management, marketing,
and digital innovation.
Paul’s background provides him with a baseline
knowledge of many parts of the Farmlands business. His
assessment shows he is likely to be outgoing, practical
and keen to engage with stakeholders, as well as being
organised and conscientious.

  14                          Farmlands Co-operative Society Limited

Guy WILLIAMS

Dear Shareholder,
I am standing for the board of
directors;
  1.     As an active farmer I want
         to see our Co-op thrive
  2.     Making sure you as shareholders are receiving the
         best value and products from your Co-op
  3.     To have valued and informed staff.
I farm Te Parae Station, a mixed sheep, beef and deer
property with my wife Kim and 5 kids.
In the past I have been president of the Masterton A & P
Society, Chairman of Wairarapa Bush Junior Rugby and
at present are Chairman of the Wainuioru Water Scheme,
East of Masterton. This a water scheme which covers
over 7500ha of land with over 100kms of main line pipe
and services over 120 users.
I have experience in dealing with shareholders large and
small, and understand and deal with the issues that this
entails.
I have been a long time shareholder in Farmlands and
see myself as being able to give a perspective from the
grass roots. I am committed to ensuring that our Co-
operative moves forward in a way that is beneficial to all
its shareholders. I am not on any other boards so have
the time to focus on Farmlands.
It would be a privilege to represent you on the Farmlands
board.
Thank you for your support.
Guy Williams
06 3722822
021 2409821
guyandkim@farmside.co.nz

2018 Board of Director Elections                       15

Overall Suitability Summary
Guy WILLIAMS

For just under ten years, Guy has been a farm owner and
manager of the Te Parae Station. He started out as a stud
stock agent for PGG Wrightson, and spent five years as
a marketing manager for Motu Nui Romneys where he
increased ram sales through a relationship focus. He is
currently the Chairman of the Wainuioru Water Scheme,
which covers more than 7000 hectares and 100km
of mainline pipe, with over 120 shareholders, East of
Masterton.
He recently retired from the board of the Masterton A&P
Association, and was previously the Chairman of the
Wairarapa Bush JAB Rugby Union.
Some potential development areas for Guy, if elected to
the Farmlands Board, would be digital innovation, retail
distribution and supply chain management. He would
be stepping from governance in the community to more
corporate governance, so would learn about different
aspects of a co-operative business.
Guy assessed as likely to be calm and driven, he is
known to be a good communicator and is willing to
challenge matters in a constructive way. A clear and
practical thinker, he is likely to be detail and performance
focused, and will likely bring strong strategic reasoning to
the boardroom.

  16                          Farmlands Co-operative Society Limited

Fenton WILSON

I farm sheep and beef in Wairoa,
Northern Hawkes Bay, with my
wife Sue and three young adult
children. I have a governance
career spanning the agricultural/
pastoral sector, commercial sector
and local government, giving me
plenty of experience to represent you.
Current governance roles
•     Director OSPRI New Zealand Limited.
•     Director Centralines Ltd (Lines company)
•     Trustee of Predator Free New Zealand.
•     Councillor Hawkes Bay Regional Council.
Previous governance roles
•     6 years - Chairman Hawkes Bay Regional Council.
•     5 years - Director Hawkes Bay Tourism
•     9 years - Advisory board member of the Smedley
      Station cadet training farm.
•     2 years - Director Hawkes Bay Regional Investment
      Company
•     Various Audit and Risk/HR committee roles within
      Boards (including currently)
•     President Wairoa A&P Society.
Governance and Director training
•     Kellogg Rural Leadership course scholar (1999).
•     Five-day residential Institute of Directors Governance
      Course.
•     Institute of Director courses including finance, health
      and safety, audit and risk.
•     A member of the Institute of Directors.
I stand for
Farmlands has unrealised potential with increased buying
power from the merger, but shareholders need to come
first. I stand for:
•     More transparency around large shareholder
      discounts.
•     A clearer pathway for smaller shareholders to get the
      same buying benefits and savings as the big guys.
      This was the principle Farmlands was founded on.

2018 Board of Director Elections                         17

•        The company to get back to paying a constant
         dividend to shareholders.
•        A recognition for loyalty. If a shareholder buys
         everything for their business through their Farmlands
         card, they should get the same discounts and
         benefits as a larger consuming shareholder.
•        Better systems to connect shareholders with the
         company day to day.
•        Farmlands to leverage its balance sheet to ensure
         the best ‘in store’ price for its shareholders. There
         is no differential with the competition anymore and
         there should be.
•        An evaluation of the current Board structure with a
         focus on ‘fit for purpose’ to achieve better benefits
         for all shareholders. Do we still have the right mix and
         numbers?
I offer
I have plenty to offer shareholders as an elected director
to the Farmlands board. I will value:
•        An open and engaging approach to shareholders.
•        An opportunity to help with any shareholder
         concerns and take the issues to the Board table.
•        Focusing on getting the best pricing and benefits for
         all Farmlands shareholders.
•        Drawing on ten years of experience in Regional
         and National governance roles to work hard for the
         members of Farmlands.
Co-operative shareholding means the best outcome for
the shareholders is driven by values as much as profits.
The key point is ownership is by the shareholders.
Whether the members are customers, employees or
residents they have an equal say in what the business
does and a share in the profits. On that basis I urge you
to exercise your right to vote.
Farmlands is yet to reach its potential and the board has
plenty of work to do to deliver full value to its owners in
my view. I would like to help grow that value.

    18                            Farmlands Co-operative Society Limited

Overall Suitability Summary
Fenton WILSON

Fenton has held a range of governance roles since 2010,
including spending six years as the Chairman of the
Hawkes Bay Regional Council and as a director of the
Hawkes Bay Tourism Board. Currently he is the Chairman
of the Wairoa Community Development Trust, as well
as being a director for Centralines NZ and OSPRI New
Zealand Ltd. He is also a trustee for Predator Free NZ.
Fenton has a broad understanding and connection to
the agriculture sector built through his range of roles
including the Ruataniwha water storage scheme project
and OSPRI.
Fenton has completed the Rural Leadership Programme
as a Kellogg Scholar at Lincoln University, and the
Institute of Directors Company Directorship course.
Fenton has been growing his governance expertise and
is eager to continue this progression. If successful in
being elected, he would be able to use this opportunity
to develop governance exposure to retail distribution, and
supply chain management in particular.
Fenton is likely to be a constructive board member who
will be unafraid to ask challenging questions. His profile
suggests he is outgoing, performance focused, and
has the ability to work well with others. He is involved
in the Hawkes Bay community and is motivated by the
opportunity to connect and build insight into shareholders
and customers.

2018 Board of Director Elections                      19

For assistance phone the Election Helpline:
             0800 666 047