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Dividend Reinvestment Plan

Dividend13 February 2018GNEUtilities

MARKET RELEASE
Date: 14 February 2018

Dividend Reinvestment Plan


Genesis is pleased to advise that the Dividend Reinvestment Plan Offer Document and instructions for

participating in the Dividend Reinvestment Plan have today been sent to shareholders.


Attached to this announcement is a copy of the letter sent to shareholders, the Offer Document and the

participation form.



ENDS


For media enquiries, please contact:

Emma-Kate Greer

Group Manager Corporate Relations

M: 027 655 4499


For investor relations enquiries, please contact:

Wendy Jenkins

Group Manager Corporate Finance and Investor Relations

Genesis Energy

P: 09 951 9355

M: 027 471 2377


About Genesis Energy


Genesis Energy (NZX: GNE, ASX: GNE) is a diversified New Zealand energy company. It sells electricity, reticulated

natural gas and LPG through its retail brands of Genesis Energy and Energy Online. It is New Zealand’s largest

energy retailer with around 503,000 customers. The Company generates electricity from a diverse portfolio of

thermal and renewable generation assets located in different parts of the country. Genesis Energy also has a

46% interest in the Kupe Joint Venture, which owns the Kupe Oil and Gas Field offshore of Taranaki, New

Zealand. Genesis Energy had revenue of $NZ2bn during the 12 months ended 30 June 2017. More information

can be found at www.genesisenergy.co.nz

---

14 February 2018
Dear Shareholder

Dividend Reinvestment Plan

Genesis has established the Genesis Dividend Reinvestment Plan (the “Plan”), offering you the opportunity to reinvest the net

proceeds of your dividends from some or all of your existing Genesis Shares in additional, fully paid Genesis Shares.

By participating in the Plan you can increase your investment in Genesis without incurring brokerage charges. The enclosed

booklet explains how the Plan works.

Your choices

Participation in the Plan is optional and it’s flexible too. You

may elect to participate in respect of all or only some of your

shares or you may change your mind if it doesn’t suit your

investment needs in the future.


If you still wish to receive cash dividends only, you don’t need

to do anything and you will continue to receive all future

Genesis dividends as cash without reinvesting the net proceeds.

Alternatively, you can choose to receive a mix of both cash

dividends and Genesis Shares.


How to participate

If you wish to participate in the Plan you need to make a

participation election by visiting https://investorcentre.com/nz

or complete and returning the enclosed participation form

to Computershare by 5pm on 6 April 2018. If you decide not to

participate, you don’t need to do anything.



The price

The price of the Shares issued under the Plan will be based

on an average market price prior to the date of issue. Genesis’

Board may choose to offer these Shares to you at a discounted

price to this market price. If a discount is to apply, it will be

announced at the same time as details of the dividend are

announced.


The first dividend to which the Plan applies is the 8.3 cents

per share interim dividend to be paid on 20 April 2018.

The Board has determined that a 2.5% discount will apply.

If the Board changes the discount in the future, shareholders

will be given the opportunity to change their participation

election.


Genesis’ largest shareholder, the Crown, has agreed to

participate in the Plan to the extent required to maintain its

majority 51.2% shareholding.

Please read the information in the booklet carefully. You

should consult your financial adviser if you have any

questions in relation to any of the content of the booklet.

Dividend

Reinvestment Plan

Your sincerely

Rt Hon Dame Jenny Shipley

Chair

---

Genesis Energy
14 February 2018

Offer Document

Dividend Reinvestment Plan

Terms and conditions
Questions & Answers

Glossary

Directory

3

9

10

11

This is an important document. If you have any questions or are in any

doubt as to what you should do, please contact your financial adviser.

GENESIS ENERGY
DIVIDEND REINVESTMENT PLAN

3

Terms and conditions

OFFER DOCUMENT

1. Introduction

The Board of Directors (the “Board”) of Genesis Energy Limited (“Genesis”) has approved the adoption of the Genesis Dividend

Reinvestment Plan (the “Plan”). Under the Plan, holders of ordinary Shares in Genesis may elect to reinvest the net proceeds of cash

dividends or distributions paid on all or any of their ordinary Shares in Genesis by acquiring further fully paid ordinary Shares in

Genesis (“Additional Shares”).

This Offer Document sets out the terms and conditions of the Plan and is issued in compliance with the exclusion for dividend reinvestment

plans contained in Schedule 1 to the Financial Markets Conduct Act 2013 and Schedule 8 to the Financial Markets Conduct Regulations 2014.

Accordingly, no product disclosure statement is required in respect of the Plan.

This Offer Document has been prepared as at 14 February 2018. Capitalised terms used in these terms and conditions have the

meanings set out in the Glossary to this Offer Document.

2. The Offer

2.1 Offer to Eligible Shareholders

Subject to clauses 2.4 to 2.6, Genesis

offers to all Shareholders the right to elect

to participate in the Plan.

2.2 Available options

Shareholders may elect to participate in

the Plan by exercising one of the following

options:

a. Full participation

If you elect full participation, participation

in the Plan will apply to all of your Shares

registered in your name from time to time.

b. Partial participation

If you elect partial participation, only the

proportion of Shares nominated by you

will participate in the Plan.

If the percentage of Shares nominated by

you does not result in a whole number of

Shares, the number of Shares which will

participate in the Plan will be rounded

(up or down, as applicable) to the nearest

whole number except that if the fraction

is one half, the number of Shares will be

rounded up to the nearest whole number.

c. Non-Participation

If you do not wish to participate in the

Plan, you are not required to do anything.

You will continue to automatically receive

in cash any dividends paid on all of your

Shares.

d. Specific Participation

Shareholders (particularly those with a

mandatory minimum holding requirement

under law) may contact Genesis

requesting to enter into an alternative

participation option. Acceptance of

such requests will be solely at Genesis’

discretion.

2.3 Information for Australian

Shareholders

The offer of securities under the Plan does

not need disclosure for the purposes of

section 708 of the Corporations Act 2001

(Cth). Accordingly, this Offer Document

will not be lodged with ASIC.

Australian resident Shareholders should

note that Genesis is not licensed to

provide financial product advice in relation

to the securities offered under the Plan.

There is no cooling-off regime that applies

in respect of your acquisition of securities

offered under the Plan. This Offer

Document does not take into account your

personal objectives, financial situation or

needs. You should consider obtaining your

own financial product advice in relation to

the proposed offer from an independent

person who is licensed by ASIC to give

such advice.

2.4 Ability to exclude overseas

Shareholders from the Plan

The Board has elected not to offer

participation under the Plan to

Shareholders whose registered address

is outside New Zealand or Australia. The

Board has adopted that policy on the basis

that to do so would risk breaching the

laws of places outside of New Zealand

and Australia and it would be unduly

onerous to ensure that the laws of those

places are complied with.

The Board may, in its absolute discretion,

elect to amend this policy.

2.5 Overseas Shareholders

Any person residing outside New Zealand

or Australia who holds Shares through

a New Zealand or Australian resident

nominee should not allow their nominee

to participate in the Plan if participation in

respect of their Shares would be contrary

to the laws of their country of residence.

Any person residing outside of New

Zealand or Australia who participates

in the Plan through a New Zealand or

Australian resident nominee will be

deemed to represent and warrant to

Genesis that they can lawfully participate

in the Plan through their nominee.

Genesis accepts no responsibility for

determining whether a Shareholder is

able to participate in the Plan under laws

applicable outside of New Zealand or

Australia.

2.6 Exclusion where liens or charges

over Shares

Any Shares over which Genesis has a lien or

charge in accordance with the Constitution

or other requirements of law will not be

eligible to participate in the Plan.

GENESIS ENERGY
DIVIDEND REINVESTMENT PLAN

4

3. Method of Participation

3.1 Participation Form

To participate in the Plan a Shareholder

must make a “Participation Election” in

one of the following ways:

a. Participation Form

Complete the Participation Form in

accordance with the instructions on

that form; and forward the completed

Participation Form to:

Genesis Energy Limited

C/- Computershare Investor Services Ltd

Private Bag 92119

Auckland 1142

New Zealand

or

Genesis Energy Limited

C/- Computershare Investor Services Pty Ltd

GPO Box 3329

Melbourne VIC 3001

Australia

or such other person or address as

Genesis may determine.

b. Online election

By visiting the website of Genesis’

Registrar, Computershare Investor

Services: www.investorcentre.com/nz.

Shareholders who subsequently decide

that they would like to participate in the

Plan can download the Participation Form

and Offer Document from the Genesis

website or request a Participation Form

and Offer Document from the Registrar

at an address set out above. If the

Participation Form does not indicate the

level of participation or indicates a level

of participation in excess of the number

of Shares then held by that Shareholder, it

will be deemed to be an application for full

participation if the Participation Form is

otherwise correctly completed and signed.

3.2 Holder number and Common

Shareholder Number (“CSN”)

A separate Participation Form must be

given by a Shareholder in respect of each

holding of Shares identified by a separate

holder number or CSN.

3.3 When participation becomes

effective

Participation will be effective as to

dividends or distributions payable from

the first Record Date after receipt by

the Registrar of a properly completed

Participation Form, unless the Board

notifies shareholders that Participation

Forms will be effective if they are received

by some later date.

Subject to the above, any notice received

after 5.00pm (New Zealand time) on

a Record Date for a dividend will be

effective only from the next following

dividend.

Participation will continue for all future

dividends to which the Plan applies

in accordance with these terms and

conditions (unless you vary your

participation in the Plan in accordance

with these terms and conditions).

4. Additional Share Entitlement

4.1 General

Subject to clause 6, the number of Additional Shares to be acquired by a Shareholder who has elected to participate in the Plan will be:

a. based on the net cash proceeds of the dividend or distribution the Shareholder would otherwise have received; and

b. calculated on the basis that the issue price of the Additional Shares will be the market price of Shares less a discount (if any), as

determined in accordance with the formula set out in clause 4.2.

4.2 Formula for calculation of Additional Shares

Subject to clause 6, the number of Additional Shares to be acquired by a Participating Shareholder will be calculated in accordance

with the following formula:

Where:

AS is the number of Additional Shares which the Participating Shareholder will receive.

S is the number of Participating Shares.

D is the net proceeds per Share from Genesis (expressed in cents and fractions of cents, including any supplementary dividends in

respect of Participating Shares payable to non-resident Shareholders but excluding any imputation credits and after deduction of

any resident and non-resident withholding (or other) taxes, if any) of cash dividends payable or credited on that Share which would

otherwise have been payable to a Shareholder in cash if the Shareholder had not elected to participate in the Plan.

Price is the volume weighted average sale price in New Zealand dollars (expressed in cents and fractions of cents) for a Share

calculated on all price setting trades of Shares which took place through the NZX Main Board over a period of five Business Days

starting on the “Ex Date”, less a discount (if any) as determined by the Board from time to time. If no sales of Shares occur during those

five Business Days, then the volume weighted average sale price will be deemed to be the sale price for a Share on the last price setting

trade of Shares which took place after such Business Days as determined by NZX.

Any volume weighted average sale price so determined may be reasonably adjusted by Genesis to allow for any bonus issue

or dividend or other distribution expectation. If, in the opinion of the Board in its sole discretion, any exceptional or unusual

circumstances have artificially affected the volume weighted average sale price so determined, Genesis may make such adjustment to

that sale price as it considers reasonable.

The determination of the price of the Additional Shares by the Board, or by some other person nominated by the Board, will be

binding on all Shareholders with Participating Shares.

The discount, if any, determined by the Board will be announced by Genesis to NZX and ASX at the same time the dividend is

announced for the relevant period.

S x D

Price

AS =

GENESIS ENERGY
DIVIDEND REINVESTMENT PLAN

5

4.3 Fractional Shares

Where the number of Additional Shares to

be acquired by a Participating Shareholder

calculated in accordance with clause 4.2

includes a fraction, the number of

Additional Shares to be issued will be

rounded (up or down, as applicable) to

the nearest whole number except that if

the fraction is one half, the number of

Additional Shares to be issued will be

rounded up to the nearest whole number.

Any net proceeds per Share (being those

described as “D” in clause 4.2) which are

not applied to acquire an Additional Share

because of the operation of this clause

4.3 will be retained by Genesis for its sole

benefit and will not be refunded or paid to

4. Additional Share Entitlement continued

5. Operation of the Plan

5.1 Additional Shares

Genesis will, on the Dividend Payment Date, either issue or arrange the transfer of the Additional Shares to that Participating

Shareholder in accordance with clause 4.

5.2 Terms of issue and ranking of Additional Shares

Additional Shares acquired by Participating Shareholders under the Plan will be issued or transferred on the terms set out in the Plan,

and subject to the rights of termination, suspension and modification set out in clause 8, will not be issued on any other terms and will

all be subject to the same rights as each other.

The Additional Shares acquired by Participating Shareholders under the Plan will, from the date of issue or transfer, rank equally in all

respects with each other and with all other Shares on issue as at that date.

6. Source of Additional Shares

Additional Shares to be acquired by Participating Shareholders under the Plan may, at the Board’s discretion, be:

a. new Shares issued by Genesis;

b. existing Shares acquired by Genesis or a nominee or agent of Genesis; or

c. any combination of new Shares and existing Shares.

7. Statement to Participating Shareholders

Subject to clause 2, Genesis or its Registrar will send to each Participating Shareholder, as soon as practicable after each Dividend

Payment Date, a statement detailing in respect of that Participating Shareholder:

a. the number of Participating Shares of the Participating Shareholder as at the relevant Record Date;

b. the amount of:

i. cash dividend reinvested in respect of Shares nominated by the Participating Shareholder for participation in the Plan; and

ii. dividend paid in cash on the Shares not nominated for participation in the Plan (if applicable);

c. the amount of any tax deduction or withholding made;

d. the number of Additional Shares acquired by the Participating Shareholder under the Plan on the relevant Dividend Payment

Date and the issue price of those Additional Shares, including the discount (if any), determined by the Board under clause 4.2;

e. advice as to the amount of any imputation or other taxation credits; and

f. such other matters as are required by law with respect to dividends and/or their reinvestment.

a Participating Shareholder nor held by

Genesis or the Registrar on behalf of a

Participating Shareholder.

4.4 Share price information publicly

available

At each time the price for Additional

Shares is set under clause 4.2, Genesis is

required to and will ensure that it has no

information that is not publicly available

that would, or would be likely to, have a

material adverse effect on the realisable

price of the Shares if the information was

publicly available.

4.5 Compliance with laws, listing rules

and Constitution

The Plan will not operate in relation

to a dividend to the extent that the

allotment, issue or transfer of Additional

Shares under the Plan would breach any

applicable law, the NZX Listing Rules, the

ASX Listing Rules, or any provision

of Genesis’ Constitution.

If and to the extent that the Plan does not

operate for such reason in respect of a

Participating Shareholder’s Participating

Shares, the relevant dividend on

Participating Shares will, until such time as

the issue is resolved, be paid or distributed

in the same manner as to Shareholders not

participating in the Plan.

GENESIS ENERGY
DIVIDEND REINVESTMENT PLAN

6

8. Termination, Suspension and Modification

8.1 Termination or modification

by Genesis

The Genesis Board may at any time in its

sole discretion:

a. terminate, suspend or modify the

Plan. If the Plan is modified, then a

Participation Form will be deemed to

be a Participation Form under the Plan

as modified unless that Participation

Form is varied or withdrawn by

the Participating Shareholder in

accordance with clause 8.4; or

b. suspend the operation of the Plan so

that it will not apply in whole or part

to any dividends or distributions; or

c. resolve that participation will not

apply in whole or part to any dividend

and that the balance of the dividend

(as the case may be) will be paid in

cash; or

d. resolve, in the event of the

subdivision, consolidation or

reclassification of the Shares into

one or more new classes of Shares,

that a Participation Form will be

deemed to be a Participation Form in

respect of the Shares as subdivided,

consolidated or reclassified

unless such Participation Form is

subsequently varied or withdrawn

by the Participating Shareholder in

accordance with clause 8.4; or

e. resolve that a Participation Form

will cease to be of any effect; or

f. resolve that Additional Shares may be

acquired at a discount to the market

price of Shares in accordance with

clause 4.2, adjust the level of any

discount or determine that no such

discount will apply;

g. determine that Shareholders in

specific jurisdictions outside New

Zealand and Australia may participate

in the Plan; or

h. determine that the Plan may be

underwritten on such terms as agreed

between Genesis and an underwriter.

8.2 Prior notice

Notice of any termination, suspension

or modification of the Plan under clause

8.1 will be given to all Participating

Shareholders by providing notification to

Shareholders by way of announcement to

NZX and ASX.

8.3 When no notice required

Notwithstanding clauses 8.1 and 8.2,

Genesis may at any time, without the need

of any notice:

a. modify the Plan to comply with the

Constitution, the NZX Listing Rules,

the ASX Listing Rules or any law; and

b. make minor amendments to the Plan

where such amendments are of an

administrative or procedural nature.

8.4 Variation or termination

by a Participating Shareholder

A Shareholder may, at any time:

a. increase or decrease the proportion

of Participating Shares, by

validly completing and sending a

Participation Form to the Registrar or

by completing the form online; or

b. terminate their participation in the

Plan by written notice to that effect to

the Registrar online or by completing

a Cancellation Form (available online

or from the Registrar upon request).

Such variation or termination will take

effect from the first Record Date after

the Participation Form or Cancellation

Form is received by the Registrar or the

variation or termination online process has

been completed. A properly completed

Participation Form or Cancellation

Form will need to be received by the

Registrar prior to 5.00pm (NZ time) on

the Record Date in order for that variation

or termination to be effective in respect

of dividends payable in relation to that

Record Date.

8.5 Death of Participating Shareholder

If a Shareholder participating in the Plan

dies, participation by that Shareholder

will cease upon receipt by Genesis of a

notice of death in a form acceptable to

Genesis. Death of one of two or more

joint Shareholders will not automatically

terminate participation.

9. Reduction or Termination of Participation where no notice given

9.1 Dispositions where partial participation

Where a Shareholder participating in the Plan in respect of some but not all its Shares disposes of some of its Shares then, unless the

Participating Shareholder notifies the Registrar otherwise in writing, the number of Participating Shares held by that Participant will

be reduced proportionately.

9.2 Partial dispositions where full participation

If a Shareholder with full participation disposes of part of its holding of Shares without giving the Registrar written notice terminating

the Participating Shareholder’s participation in the Plan in accordance with clause 8.4(b), the Participating Shareholder will be deemed

to have terminated its participation in the Plan with respect to the Shares disposed of by it from the date Genesis registers a transfer

of those Shares.

9.3 Dispositions of all Shares

If a Participating Shareholder disposes of all of its holding of Shares without giving the Registrar written notice terminating the

Participating Shareholder’s participation in the Plan in accordance with clause 8.4(b), the Participating Shareholder will be deemed to

have terminated participation in the Plan from the date Genesis registers a transfer of those Shares.

GENESIS ENERGY
DIVIDEND REINVESTMENT PLAN

7

10. Taxation

The statements below in relation to

taxation reflect the relevant New Zealand

and Australian tax law as at the date

this Offer Document was prepared,

and, as such, are subject to any change

in New Zealand or Australian taxation

laws. The taxation consequences for

each Shareholder may differ depending

upon their particular circumstances.

Accordingly, each Shareholder should

consult their own tax adviser as to the

taxation implications of the Plan. Genesis

does not accept any responsibility for

the financial or taxation effects of a

Shareholder’s participation or non-

participation in the Plan.

10.1 New Zealand Shareholders

For New Zealand tax purposes, a

Participating Shareholder should be

treated in the same way as if they had

not participated. This means that the

Shareholder will derive a dividend of the

same amount that they would have derived

if they had not participated (ie, they will

be treated as receiving a dividend from

Genesis which is then applied to purchase

or subscribe for Additional Shares).

Accordingly, unless the New Zealand

Shareholder notifies Genesis that they

hold a resident withholding tax (“RWT”)

exemption certificate, the dividend

(including any attached imputation

credits) will be subject to RWT which

is deducted at source by Genesis (and

therefore reduces the amount applied

to purchase or subscribe for Additional

Shares). RWT will be deducted at the rate

of 33% with an allowance for any attached

imputation credits. For example, RWT

will be deducted at the rate of 5% where

a dividend is fully imputed (reflecting

company tax paid at the 28% rate).

If the New Zealand Shareholder is

required to file an income tax return,

they will need to include the dividend

(including any attached imputation

credits) as assessable income, which

will be taxable to the New Zealand

Shareholder at their personal marginal tax

rate. Any attached imputation credits or

RWT deducted will be creditable against

New Zealand taxes payable.

10.2 Australian Shareholders

For Australian tax purposes, an Australian

resident Participating Shareholder should

be treated as having received the dividend

which has been applied to purchase or

subscribe for Additional Shares.

The gross dividend (including any

withholding tax deducted in New Zealand)

should be assessable to the Australian

resident Participating Shareholder

at its respective marginal tax rate.

The Australian resident Participating

Shareholder may be entitled to a foreign

income tax offset for any withholding tax

deducted in New Zealand.

The Australian tax implications of the

future sale of Additional Shares acquired

by an Australian resident Participating

Shareholder will depend on the particular

circumstances of that Shareholder. For

capital gains tax purposes:

a. the cost base of the Additional Shares

includes the amount of the dividend

applied to acquire the Additional

Shares; and

b. the Additional Shares should be

treated as being acquired by the

Australian resident Participating

Shareholder on the date that they are

issued or otherwise transferred to that

Shareholder by Genesis.

For New Zealand tax purposes, an

Australian Shareholder should be

treated in the same way as if they had

not participated. This means that the

Australian Shareholder will derive a

dividend of the same amount that

they would have derived if they had

not participated (ie, the Australian

Shareholder will be treated as receiving

a dividend from Genesis which is then

applied to purchase or subscribe for

Additional Shares).

Accordingly, where the dividend is paid to

Australian Shareholders it will be subject

to New Zealand non-resident withholding

tax (“NRWT”) which is deducted at

source by Genesis (and therefore reduces

the amount applied to purchase or

subscribe for Additional Shares). NRWT

will generally be deducted at the rate

of 15%. However, where the dividend

is fully imputed, the impact of NRWT

may effectively be negated by Genesis

paying the Australian Shareholder a

supplementary dividend in addition to the

dividend paid to all Shareholders.

10.3 Other non-resident Shareholders

Where the dividend is paid to non-New

Zealand resident Shareholders, it will be

subject to NRWT which is deducted at

source by Genesis (and therefore reduces

the amount applied to purchase or

subscribe for Additional Shares).

The rate at which NRWT is imposed will

depend on the extent to which imputation

credits are attached to a dividend and

whether the Shareholder is tax resident

in a country which has entered into a

tax treaty with New Zealand. Generally,

NRWT is deducted at the rate of:

a. 15%, or 0% if the tax rate applicable

after applying any relevant tax treaty

would be less than 15%, to the extent

that a dividend is fully imputed; or

b. 30%, or the tax rate applicable after

applying any relevant tax treaty,

to the extent that a dividend is not

fully imputed.

Depending on the extent to which a

dividend is imputed, the impact of

NRWT may effectively be mitigated by

Genesis paying a supplementary dividend

in addition to the dividend paid to all

Shareholders.

GENESIS ENERGY
DIVIDEND REINVESTMENT PLAN

8

11. Costs

There are no charges for participation or withdrawal from the Plan or changing the proportion of Shares nominated by you which will

participate in the Plan. Shares acquired under the Plan do not incur brokerage or commision costs.

12. Stock Exchange Quotation

Genesis will apply for quotation of the Additional Shares which may be issued under the Plan on the NZX Main Board and the official

list of ASX. It is expected that such Additional Shares will be quoted on the NZX Main Board and ASX on the completion of allotment

procedures. However, neither NZX nor ASX accept any responsibility for any statement in this Offer Document.

13. Governing Law

This Offer Document, the Plan, and its operation, will be governed by the laws of New Zealand.

14. Other Information

You may obtain free of charge Genesis’ most recent annual report and financial statements complying with Part 7 of the Financial

Markets Conduct Act 2013 by contacting Genesis at the address of the Register set out in the directory to this Offer Document, or you

may download these reports from Genesis’ website, www.genesisenergy.co.nz.

GENESIS ENERGY
DIVIDEND REINVESTMENT PLAN

9

Questions & Answers

OFFER DOCUMENT

1. What is the Genesis Dividend

Reinvestment Plan?

The Plan enables Shareholders to reinvest

all or part of any dividend paid on their

Shares in additional Genesis Shares

instead of receiving that distribution in

cash.

2. Am I eligible to participate?

As at the date of this Offer Document,

the Plan is only available to holders

of Shares who have a New Zealand

or Australian address on the Genesis

share register. Genesis has elected not

to offer participation under the Plan to

Shareholders who are resident outside of

New Zealand or Australia. This is to avoid

the risk of breaking overseas laws and

because of the costs and requirements

of ensuring compliance with those laws.

However, the Board may amend this

policy at any time, in its sole discretion.

3. Is there a minimum number of Shares

that I need to own before I can

participate?

No.

4. How do I participate in the Plan?

It is recommended that you read this

Offer Document carefully before deciding

whether to participate. You can elect to

participate at any time by completing and

returning a Participation Form to Genesis’

Registrar, Computershare Investor

Services or making an election online.

• Visit www.investorcentre.com/nz

• You will require your CSN/Holder

Number and Authorisation Code (FIN)

to complete the investor validation

process.

5. What options do I have regarding

participating in the Plan?

Participation in the Plan is optional.

You may elect:

a. Full participation

Where all of your Shares (including all

Shares held both now and any Shares

acquired in the future, including

where issued or transferred to you

under the Plan) will be treated as

participating in the Plan for all future

dividends to which the Plan applies

(unless you vary your participation in

the Plan in accordance with the terms

and conditions of the Plan).

b. Partial participation

Where only the proportion of Shares

nominated by you (and the dividends

paid on them) will participate in the

Plan for all future dividends to which

the Plan applies (unless you vary your

participation in the Plan in accordance

with the terms and conditions of the

Plan).

c. Not to participate

You will continue to receive in cash

any dividend on any of your Shares

which do not participate in the Plan.

If you do not wish to participate in

the Plan, you are not required to do

anything. You will continue to receive

in cash any dividends paid on all of

your Shares.

6. What if I change my mind?

You can join the Plan or vary your

participation at any time by either

contacting Genesis’ Registrar,

Computershare Investor Services online at

www.investorcentre.com/nz or forwarding

a completed Participation Form to the

Registrar. Participation Forms are available

online or from the Registrar upon request.

If you choose to participate in the Plan

and then change your mind, you can opt

out by informing Computershare Investor

Services either online or by completing

a Cancellation Form (available online or

from the Registrar upon request).

Such variation or cancellation will be

effective from the first Record Date after

the properly completed Participation Form

or Cancellation Form is received by the

Registrar or the variation or cancellation

online process has been completed.

7. How much does it cost?

There are no charges for participating or

withdrawing from the Plan or changing

the proportion of Shares nominated by

you which will participate in the Plan.

8. What price will Shareholders pay?

The price of Shares is based upon the

volume weighted average sale price of

Genesis Shares sold on the NZX Main

Board over a period of five Business Days

starting on the “Ex Date”.

The Share price may be subject to a

discount set by the Board from time

to time. The discount, if any, will be

announced by Genesis to Shareholders at

the same time the dividend is announced

for the relevant period.

9. Can the Plan be changed in the

future?

Yes. The Genesis Board may change,

suspend or cancel the Plan at its sole

discretion. If that occurs, notice will

be given through the NZX and ASX as

required by the terms and conditions of

the Plan.

10. Can I sell the Shares?

Yes. Shares acquired under the Plan can

be sold at any time.

11. Are there any tax implications?

For New Zealand and Australian income

tax purposes, dividends reinvested in

Shares under a dividend reinvestment plan

are generally treated in the same manner

as a cash dividend. Genesis will provide

details of the amount of the dividend,

taxes withheld and credits available so

Shareholders can complete their tax

returns. It is recommended that each

Shareholder contact their professional tax

adviser for more information about their

specific circumstances. Refer to clause 10

of the terms and conditions.

12. Where can I find information on the

Genesis dividend policy?

You can find a copy of the Genesis

dividend policy by going to www.

genesisenergy.co.nz/investor-centre/

dividends.

13. How do I find out how many shares I

have received?

Shortly after the allotment of Shares under

the Plan, Computershare Investor Services

will send all Plan participants an updated

Securities Transaction Statement, along

with a dividend remittance advice.

GENESIS ENERGY
DIVIDEND REINVESTMENT PLAN

10

Additional Shares means the additional Shares to be issued or transferred to Participating Shareholders pursuant to the Plan.

ASIC means the Australian Securities and Investments Commission.

ASX means the Australian Securities Exchange operated by ASX Limited.

ASX Listing Rules means the listing rules of ASX as applicable to Genesis from time to time.

Board means the board of directors of Genesis.

Business Day means a day on which the NZX Main Board is open for trading.

Cancellation Form means the dividend reinvestment plan cancellation form available from the Registrar, which notifies Genesis that a

Participating Shareholder wishes to terminate their participation in the Plan.

Constitution means the constitution of Genesis.

Dividend Payment Date means the date on which Genesis pays a dividend in respect its Shares.

Ex Date means the day on or after which a declared dividend belongs to the seller rather than the buyer if a share is traded.

Genesis means Genesis Energy Limited.

NZX means NZX Limited.

NZX Listing Rules means the listing rules of the NZX Main Board from time to time.

NZX Main Board means the main board equity security market operated by NZX.

Offer Document means this booklet which sets out the terms and conditions of the Plan.

Participating Shareholder means a Shareholder who has validly elected to participate in the Plan.

Participating Shares means the Shares in respect of which an election to participate in the Plan has been validly made (subject to any

validly made variation or termination) by a Participating Shareholder on the Record Date.

Participation Form means the participation form accompanying this Offer Document or available from the Registrar.

Plan means the Genesis Dividend Reinvestment Plan established by the Board on the terms and conditions set out in this Offer

Document, as amended from time to time.

Record Date means, in relation to a dividend, the date on which Genesis’ register of Shareholders is closed in order to determine

entitlement to the relevant dividend.

Registrar means Computershare Investor Services Limited.

Shareholder means a holder of Shares from time to time.

Shares means fully paid ordinary shares in Genesis.

Glossary

OFFER DOCUMENT

GENESIS ENERGY
DIVIDEND REINVESTMENT PLAN

11

Directory

Registrar in New Zealand

Computershare Investor Services Limited

Postal address:

Private Bag 92119

Auckland 1142

New Zealand

Physical address:

Level 2, 159 Hurstmere Road

Takapuna

Auckland 0622

New Zealand

Telephone: +64 9 488 8777

Email: enquiry@computershare.co.nz

Registrar in Australia

Computershare Investor Services Pty Limited

Postal address:

GPO Box 3329

Melbourne VIC 3001

Australia

Physical address:

Yarra Falls

452 Johnston Street

Abbotsford VIC 3067

Australia

Telephone: +61 3 9415 5000

Email: enquiry@computershare.co.nz

GENESIS ENERGY
DIVIDEND REINVESTMENT PLAN

12

Head Office

Genesis Energy Building

660 Great South Road

Greenlane, Auckland 1051

New Zealand

PO Box 17188

Auckland 1546

New Zealand

---

Participation Form
Dividend Reinvestment Plan

Do not complete this form if you wish to continue to receive in cash any dividends declared in respect of all of your Shares in

Genesis Energy Limited (“Genesis”).

Full details of the Plan are set out in the Offer Document dated 14 February 2018 (“Offer Document”) accompanying this form. Complete this form to

participate in the Plan or to amend an existing Participation Election in the Plan. Alternatively, you may make your Participation Election, or vary an

existing Participation Election, by visiting www.investorcentre.com/nz online.

Capitalised terms not defined in this Participation Form have the meaning given to those terms in the Glossary of the Offer Document.

Name(s):

Address:

Email:

CSN/Holder number: Daytime phone:( )

Participation Election

In terms of Genesis’ Dividend Reinvestment Plan, I/we wish to participate/amend an existing Participation Election in the Plan and request:

(Choose one option only)

a. Full participation in the Plan for all my/our Shares I/we may hold from time to time

b. Partial participation in the Plan, for the following proportion of the Shares I/we may hold from time to time

or

Please specify proportion (as a percentage):

Joint holders must each sign. Companies must execute by an authorised officer or attorney. If signed by an attorney, a non-revocation

declaration must accompany this form, and the relevant authority must either have been exhibited previously to the Registrar or

accompany this form.

I/We acknowledge that I/we have received and read a copy of the Offer Document and agree to be bound by the terms and conditions

set out in the Offer Document.

Signature/s

Signature of Shareholder(s): Date: / /

Personal Details

Signature of Shareholder(s): Date: / /

Signature of Shareholder(s): Date: / /

This Participation Form may be returned at any time to the Registrar by one of the methods below:

By post New Zealand

Genesis Energy Limited

c/- Computershare Investor Services Limited

Private Bag 92119

Auckland 1142

New Zealand

By post Australia

Genesis Energy Limited

c/- Computershare Investor Services Pty Limited

GPO Box 3329.

Melbourne VIC 3001

Australia

Scan and email

drp@computershare.co.nz

Please put Genesis DRP in the subject

line for easy identification

By fax

+64 9 488 8787

Shareholders may contact Genesis requesting to enter an alternative participation option. Acceptance of such requests will be

solely at Genesis’ discretion.

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.

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