Goudie Sandra: Maori Fisheries Bill — In Committee 
Goudie Sandra: Maori Fisheries Bill — In Committee 
[Volume:620;Page:15601] 
SANDRA GOUDIE (National—Coromandel) 
: 
 I would like to carry on from where my learned colleague Phil Heatley has just taken us to which is clause 40 “Sole function of Te Kawai Taumata”. Subclause (1) states: “The sole function of Te Kawai Taumata is to appoint and remove directors of Te Ohu Kai Moana Trustee Limited in accordance with—(a) the requirements of this Act; and (b) the constitution of Te Ohu Kai Moana Trustee Limited.” That is a critical point because the constitution is basically where the rules are structured and in accordance with the Act of course because there are some guidelines provided in the Act for the construction of a constitution. But the constitution can give any sorts of parameters or directions around how those appointments will be made through Te Kawai Taumata. So the two linked together are vitally important. I do not think one can be taken on its own. 
I would suggest that in looking at clause 40 the importance of a company’s constitution should never be underestimated. I see that Aotearoa Fisheries Ltd is also required to have a constitution. Being a dairy farmer and in the dairy industry I was hugely interested in the constitutional issues in relation to the dairy company I was involved with and the Dairy Board. Under the Dairy Board at the time one was I discovered able to be a qualifying person for Dairy Board assets. Now the Tatua Cooperative Dairy Co. allowed that to happen for its shareholders so its shareholders could be directly owners of its share of assets in the Dairy Board. I could never see that happening here because of the huge amount of structures involved—there are essentially five. However if one just takes it down to Te Ohu Kai Moana Trustee Ltd and Aotearoa Fisheries Ltd one would get close to what was essentially the dairy industry model when it had a Dairy Board. 
So if one is looking at Te Ohu Kai Moana Trustee Ltd and Aotearoa Fisheries Ltd in accordance with the Dairy Board model one could actually have individuals as qualifying persons in respect of the shares in Te Ohu Kai Moana Trustee Ltd and have that written into one’s constitution in the same manner as actually happened for the dairy industry. 
I had a number of discussions with various representatives who were working through this Maori Fisheries Bill and I remember in particular one discussion at a dawn ceremony for the opening and blessing of a medical centre in Thames. We were discussing this very issue and how it related to the dairy industry. So the constitution is all-important because while there are parameters identified within this bill the constitution is where the detail actually takes place and so one can wrap around a whole lot of stuff within that constitution which will help to resolve perhaps some of the concerns that National quite rightly has with regard to this bill. 
I am very pleased to see that my learned colleague Phil Heatley has a Supplementary Order Paper addressing some of our concerns. Te Kawai Taumata has that sole function of appointing and removing directors. However that would need to be done in accordance with the way the parameters of the constitution were structured. So it is not left solely to its discretion. I would suggest that people take a very very strong look at what the constitution and the development of it will be—and those parameters are in clause 46—so that all those people who have an interest in Te Ohu Kai Moana Trustee Ltd will be able to be part of that constitutional process. That looks to me as if it operates in pretty much the same way—and with the same type of structure—as the dairy industry did. 
It is fair to say that not everybody understood and appreciated the importance of the constitution in the dairy industry. That became very apparent when it was discovered that the New Zealand Dairy Group had not allowed for its shareholders to be direct qualifying sharepersons in the Dairy Board assets. So when dairy farmers started to make that application they had to hastily amend the constitution to prevent that from happening.