Sanford director departures were in ‘very different circumstances’, chair Sir Rob McLeod says

NZX-listed Sanford operates 41 fishing vessels and 225 aquaculture farms. Photo / Greg Bowker

The departures of two Sanford directors in quick succession have very different circumstances, says the chairman of the NZX-listed fishing company, Sir Rob McLeod.

He was responding to Herald questions about the immediate resignation last week of director Abby Foote, and Monday’s announcement that Fiona Mackenzie, a director for three years, would not seek re-election as an independent director at the company’s annual meeting on December 18.

McLeod told the Herald said the circumstances of the two directors’ announcements were “very different”.

“Abby Foote chose to resign with immediate effect. Fiona Mackenzie, while eligible for re-election at this year’s AGM has decided not to seek such re-election and will therefore end her tenure....at the conclusion of the AGM.”

Mackenzie was chair of Sanford’s audit, finance and risk committee and a member of the nominations committee.

Foote was chair of the people, health and safety committee, a member of the audit, finance and risk committee and a member of the nominations committee.

Foote and Mackenzie had made the decisions themselves, McLeod said.

Sanford, New Zealand’s largest integrated fishing and aquaculture business, remained in compliance with the board composition requirements of the NZX listing rules, he said.

Sanford chairman Sir Rob McLeod.

“My responsibility as chair is to help govern [Sanford] in the interests of the company and shareholders as a whole.”

McLeod did not wish to comment on an earlier statement from Foote.

Foote told the Herald: “I am no longer aligned with the view of the majority of the board as to the best interests of the organisation in particular as it relates to actions by significant but minority shareholders which are making it increasingly difficult to govern the organisation in accordance with the expectations of the NZX Corporate Governance Code and my view as to good practice for listed companies.”

The Herald is approaching other shareholders. And Mackenzie, managing director of ANZ Funds Management, has been approached for comment.

Sanford today announced its FY23 results, reporting its highest revenue result in five years at $553.4 million and net profit after tax of $10m.

The company’s largest single shareholder is Ngāi Tahu Investments, an arm of the South Island tribe, which holds 19.8 per cent of the shares.

Abby Foote resigned shortly before after another Sanford director decided not to stand for re-election.

Ngāi Tahu Holdings chairman Mike Pohio declined to comment on Foote’s decision and statement.

Ngāi Tahu was committed to Sanford and saw a positive future for the company, he said.

The Herald also asked Sanford to comment on the board’s appointment of director Craig Ellison as acting chief executive in August.

Ellison is a former CEO of Ngāi Tahu Holdings and former chair of Ngāi Tahu Seafood. He replaced Peter Reidie who joined the company in 2021.

McLeod said Ellison remained CEO in an acting capacity and was “doing a wonderful job”. The company has previously said a search is under way for a permanent replacement.

“We recognise Craig’s role has both a governance and management dimension, and indeed managing directors are commonplace,” McLeod said.

As a precaution in line with good governance practice, Ellison was removed from the company’s audit, finance and risk committee, he said.

“Mr Ellison’s role as our acting CEO does not raise any governance concerns for me. Sanford remains in compliance with the board composition requirements of the NZX listing rules.”

Sanford’s board is now independent chairman McLeod, interim CEO Ellison, Mackenzie until Dec 18, and Skellerup boss David Mair.

Former Port of Tauranga chief executive Mark Cairns resigned as a director in February, effective immediately, citing workload as a director of several listed companies.

Andrea Fox joined the Herald as a senior business journalist in 2018 and specialises in writing about the dairy industry, agribusiness, exporting and the logistics sector and supply chains.