Prospectus - Fonterra

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57Fonterra Co-operative Group LimitedNotes to the Financial StatementsFor the 14 months ended 31 July 200819 Related party transactionsNote 20 identifies all significant subsidiaries. All of these entities and key management personnel are relatedparties of the Company. Other related parties include entities controlled by or significantly influenced by keymanagement personnel or their close family members.Key management personnel include the Board and the Fonterra Leadership Team. The Board received Directors’fees totalling $2 million for the 14 months ended 31 July 2008 (year ended 31 May 2007: $2 million). TheFonterra Leadership Team received short term employee benefits of $12 million (year ended 31 May 2007: $9million) and termination benefits of $1 million (year ended 31 May 2007: nil).Other related party transactions are as follows:i) Sales and purchases$ million14 months to 12 months to31 July 2008 31 May 2007Sales of goods:Subsidiaries 9,198 4,8709,198 4,870Sales of services:Subsidiaries 31 431 4Goods sold to related parties are primarily commodity products and are provided on an arms length basis, undernormal trade terms.Services provided to related parties include management fees and are provided on an arms length basis, undernormal trade terms.$ million14 months to 12 months to31 July 2008 31 May 2007Purchases of goods:Subsidiaries 19 10Key management personnel 210 103229 113Goods purchased from related parties are primarily commodity products, which are acquired on an arms lengthbasis and under normal trade terms.ii)Period end balances arising from sales/purchases of goods/servicesProvisions for doubtful debts on related party balances are disclosed in note 6.As at31 July 2008$ millionAs at31 May 2007Receivables from related parties:Subsidiaries 19 1719 17Payables to related parties:Subsidiaries 19 238Key management personnel 24 1843 256
58Fonterra Co-operative Group LimitedNotes to the Financial StatementsFor the 14 months ended 31 July 2008iii)Financing arrangements with related partiesAs at31 July 2008$ millionAs at31 May 2007Period end balances from financing arrangementsReceivables from subsidiaries 8,036 7,1388,036 7,138Payables to subsidiaries 6,278 5,1976,278 5,197$ million14 months to 12 months to31 July 2008 31 May 2007Interest income/(expense) from financingarrangementsInterest income from subsidiaries 438 360438 360Interest expense to subsidiaries (85) (50)(85) (50)All loans to related parties are unsecured and repayable in cash on demand.iv)Financial guaranteesThe Company together with other members of the Fonterra Group have provided financial guarantees for severalof Fonterra Group’s equity accounted investees. The aggregate amount of equity accounted investees liabilitiesfor which the Company and other members of the Fonterra Group are jointly and severally liable is $62 million (31May 2007: $66 million). The Company has provided financial guarantees for subsidiaries totalling $279 million(31 May 2007: nil).v) Co-operative share transactions with DirectorsNotes14 months to31 July 2008$ million12 months to31 May 2007Co-operative shares issued/(surrendered)Issued 35 11Surrendered (20) (3)Value Return payment to Directors 2 16As at31 July 2008$ millionAs at31 May 2007Period end balances outstandingPayable to Directors - 11
Page 2 and 3:
1TABLE OF CONTENTSSUMMARY OF MAIN T
Page 4 and 5:
3SUMMARY OF MAIN TERMS OF THE OFFER
Page 6 and 7:
5PROFILE OF THE FONTERRA GROUPFor t
Page 8 and 9: 7Innovation and SustainabilityThe F
Page 11 and 12: 10STATUTORY INFORMATIONThe order of
Page 13 and 14: 12Africa, Latin America and Oceania
Page 15 and 16: 14• the creation of new mortgages
Page 17 and 18: 16• a failure to make any payment
Page 19 and 20: 18the right to cast not less than 7
Page 21 and 22: 20• in the event of a change in c
Page 23 and 24: 22maximum of 5%, of raw milk suppli
Page 25 and 26: 24Brands ownershipNumerous brands a
Page 27: 26General risksOther special factor
Page 30 and 31: 29FONTERRA FINANCIAL STATEMENTSFont
Page 32 and 33: 31Fonterra Co-operative Group Limit
Page 34 and 35: Fonterra Co-operative Group Limited
Page 66 and 67: 65FONTERRA GROUP SUMMARY FINANCIAL
Page 68 and 69: 67Registrar means Computershare Inv
Page 70 and 71: 69APPLICATION INSTRUCTIONS1. Comple
Page 72: 717. SIGNATURE(S) OF APPLICANT(S)I/
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Prospectus - Fonterra

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