At a special general meeting (SGM) held on Wednesday, the board of Ornua has voted in favour of major changes to the structure and governance of the co-op board.

As part of the changes, the eight CEO directors representing each of the Irish dairy co-ops which sell product to Ornua (Glanbia, Dairygold, Carbery, Lakeland, Arrabawn, Aurivo, Tipperary and North Cork) will all step down from the main board.

On top of this, the three co-op chairs representing the co-ops that do the largest volume of trade with Ornua (namely Glanbia, Dairygold and Carbery) will also step down from the Ornua board.

Representatives

After this, the remaining members of the current board will remain in place. This includes the representatives of the three farmer organisations (IFA, ICMSA and ICOS) who will retain their positions on the Ornua board, while Denis Cregan will also remain in situ as an independent non-executive director and chair of Ornua.

These eight nominees from each co-op cannot be a senior executive from the co-op or a member of the current co-op board

The new board structure of Ornua will have 16 members – one more than the current board. This new board will be made up of Ornua chair Denis Cregan, two newly appointed non-executive directors, the three farm organisation representatives, two executives from Ornua (likely to be the CEO and CFO), along with an independent nominee from each of the eight co-ops that supply Ornua.

These eight nominees from each co-op cannot be a senior executive from the co-op or a member of the current co-op board. This means each of the eight co-ops will have to look outside their organisation to fill their allocated position on the new Ornua board.

Advisory council

As part of the changes agreed at Wednesday’s SGM, a new advisory council will also be established for Ornua, which will meet just a handful of times each year. This new advisory council will be made up of the current directors of Ornua, ie the co-op CEOs and chairs. This advisory council will preserve a link, albeit diminished, between the CEOs of the individual co-ops and Ornua.

The rule changes were agreed at Wednesday’s board meeting, which was held via remote teleconference and it is envisaged the new board of Ornua will meet for the first time in November.

In a statement to the Irish Farmers Journal, Ornua said the new board structures will deliver a modern fit-for-purpose co-op governance model while maintaining a crucial link between Ornua and its farmer shareholders.

Full analysis of the board changes at Ornua and what it means for Irish farmers will be in this week’s Irish Farmers Journal.