Notice of Meeting 2020
Wednesday, 11 November 2020, 9am (NZ time)
This will be a virtual only meeting
Notice of Annual
Shareholder
Meeting 2020
Reliable.
Responsible.
Transforming.
Dear Shareholder
Contact Energy Limited (“Contact”)
invites you to join us at our Annual Meeting
of Shareholders on Wednesday
11 November 2020, commencing at
9am (NZ time).
This will be a virtual only meeting.
Join the meeting at:
www.virtualmeeting.co.nz/cen20
Business
A. Chairman’s address
B. Chief Executive’s address
C. Resolutions
To consider and, if thought fit, to pass the
following ordinary resolutions:
Resolution 1 – Re-election of Robert McDonald
That Robert McDonald be re-elected as a
director of Contact.
Resolution 2 – Re-election of Victoria Crone
That Victoria Crone be re-elected as a
director of Contact.
Resolution 3 – Auditor’s Remuneration
That the directors be authorised to fix the
fees and expenses of the auditor.
D. Other Business and Shareholder Questions
To consider any other matter raised by a
shareholder at the meeting.
On behalf of the Board of Directors
Robert McDonald
Chair
13 OCTOBER 2020
Procedural Notes
Voting
Voting entitlements for the meeting will be determined
at 5pm on Monday 9 November 2020 based on
registered shareholdings at that time. Voting on all
resolutions put before the meeting will be by poll.
Each of the resolutions is to be considered as a
separate ordinary resolution. To be passed, each
of these resolutions requires the approval of a
simple majority (more than 50%) of the votes
of those shareholders entitled to vote and voting.
Proxies and Corporate Representatives
Shareholders entitled to attend and vote at the
meeting may appoint a proxy to attend and vote on
their behalf. A proxy need not be a shareholder of
Contact. Any corporation that is a shareholder of
Contact may appoint a person as its representative
to attend the meeting and vote on its behalf in the
same manner as that in which it could appoint a proxy.
Proxy appointment
A proxy form accompanies this notice of meeting.
Proxy forms must be received at the office of Contact’s
share registry, Link Market Services, by 9am on
Monday 9 November 2020. Any proxy form received
after that time will not be valid for the meeting.
You can lodge your proxy online by going to
vote.linkmarketservices.com/CEN or by scanning
the QR code on the proxy form with your smartphone.
If you complete the proxy form in full but do not name a
person as your proxy or your proxy does not attend the
meeting, the Chair of the meeting will act as your proxy
and vote in accordance with your express direction.
Virtual annual meeting
Shareholders and proxy holders entitled to attend
and vote at the meeting will not be able to attend
the meeting in person. Participation in the meeting
will be virtual only, via an online platform provided
by Contact’s share registrar, Link Market Services
at www.virtualmeeting.co.nz/cen20. Shareholders
attending and participating in the meeting virtually
via the online platform will be able to vote and ask
questions during the meeting.
Explanatory Notes
Resolutions 1 and 2 – Re-election of
Robert McDonald and Victoria Crone
Under the NZX Listing Rules, a Contact director
must not hold office (without re-election) past
the third annual meeting following the director’s
appointment or 3 years, whichever is longer.
Accordingly, Robert McDonald and Victoria Crone
are retiring by rotation at the meeting and are seeking
re-election. Robert and Victoria are both Independent
Directors (as determined by the Board using the
definition in the NZX Listing Rules) and both stand for
re-election with the unanimous support of the Board.
Resolution 3 – Auditor’s fees
KPMG is automatically reappointed as auditor under
section 207T of the Companies Act 1993 (the “Act”).
The proposed resolution is to authorise the Board,
under section 207S of the Act, to fix the fees and
expenses of the auditor.
Victoria Crone
Independent Non-
Executive Director
APPOINTED DIRECTOR
12 NOVEMBER 2015,
LAST ELECTED 2017
ANNUAL MEETING.
MEMBER OF THE
AUDIT AND RISK COMMITTEE
Victoria Crone has over 20 years’ experience in the
communications and IT sectors. Her experience spans
from start-ups to mature products across consumer,
small business and enterprise sectors. She is chief
executive of Callaghan Innovation, Chair of Statistics
New Zealand, and Co-chair of Figure.NZ. A former
managing director of Xero New Zealand, Victoria also
held senior management roles in sales and marketing
at Chorus and Telecom. She is a passionate kiwi and
a member of NZ Global Women. Victoria holds a
Master’s degree in Commerce and Administration
(Marketing and Management) from Victoria University.
Robert McDonald
Independent Non-
Executive Chair
APPOINTED DIRECTOR
12 NOVEMBER 2015,
LAST ELECTED 2017 ANNUAL
MEETING, CHAIR OF THE
CONTACT BOARD SINCE
SEPTEMBER 2018.
MEMBER OF THE
PEOPLE COMMITTEE
Robert McDonald’s finance career spans over
30 years, having worked overseas before joining
Coopers and Lybrand in the corporate advisory
and valuations practice in 1985. He is a director of
Fletcher Building Limited, Chartered Accountants
Australia and New Zealand and AIA Limited, and
was formerly the chief financial officer with
Air New Zealand. He is a former board member of
the Institute of Finance Professionals New Zealand
Inc. and the former vice chairman of the IATA Financial
Committee. Robert has a Bachelor of Commerce
from Auckland University and in 1999 completed
the Program of Management Development at
Harvard Business School. He is a Fellow of
Chartered Accountants Australia and New Zealand.
How to attend the
Annual Shareholder Meeting
Go to www.virtualmeeting.co.nz/cen20
• Login to the portal using your
full name, mobile number and email address
• To register to vote, click on the “get a voting card”
box at the top of the webpage, then enter your:
·
shareholder number; or
·
proxy number (if you are an appointed proxy,
a proxy number will be sent to you)
• To ask a question, click on the “ask a question” box
and follow the instructions on screen. You must
register to vote before you can ask a question.
For more detailed instructions on how to
attend the Annual Shareholder Meeting,
see www.virtualmeeting.co.nz/help
We recommend you commence the login process at
least 15 minutes before the meeting is due to begin.
---
PROXY FORM FOR CONTACT’S 2020 ANNUAL SHAREHOLDER MEETING
The annual meeting of shareholders of Contact Energy Limited
(Contact) will be held on Wednesday 11 November 2020 at
9am. This will be a virtual only meeting. Join the meeting at
www.virtualmeeting.co.nz/cen20.
ATTENDING THE MEETING
Participation in the meeting will be virtual only, via an
online platform provided by Contact’s share registry
at www.virtualmeeting.co.nz/cen20.
If you will attend the meeting online, you will require your
CSN/Holder Number for verification purposes.
Shareholders attending and participating in the meeting
virtually via the online platform will be able to vote and ask
questions during the meeting.
PROXY APPOINTMENT
1. If you do not plan to attend the meeting and wish to be
represented by proxy or wish to appoint a corporate
representative, please complete and return this Proxy Form,
in accordance with the lodgment instructions above, to
Contact’s share registry, Link Market Services, or lodge
your proxy online at vote.linkmarketservices.com/CEN
by no later than 9am on Monday 9 November 2020.
2. Any corporation that is a shareholder of Contact may
appoint a person as its representative to attend the
meeting and vote on its behalf, in the same manner
as that in which it could appoint a proxy.
3. If you appoint a proxy you must either direct the proxy
how to vote by ticking the “For”, “Against” or “Abstain”
box in respect of each resolution OR by ticking the “Proxy
Discretion” box in respect of each resolution. A shareholder
can direct the proxy holder in respect of one or more
resolutions and give the proxy holder discretion in respect
of other resolutions. If a shareholder does not tick any boxes
in respect of a resolution then the vote will be invalid.
4. The Chair of the Meeting or any Director is willing to act
as proxy for any shareholder who appoints him/her for
that purpose. If you tick the “Proxy Discretion” box for a
particular resolution, your proxy will decide how to vote
that resolution. However, if your proxy is precluded from
voting (for example, because he or she has an interest in
the outcome of the resolution), then they will not be able
to vote on the resolution on your behalf. The Chair and
Directors intend to vote all discretionary proxies in favour
of resolutions 1 to 3, except that the Directors standing
for election will abstain from voting discretionary proxies
in respect of their own appointment.
5. If you complete the proxy form in full but do not name a
person as your proxy or your proxy does not attend the
meeting, the Chair of the Meeting will act as your proxy
and vote in accordance with your express direction.
SIGNING INSTRUCTIONS FOR PROXY FORM
6. This Proxy Form must be signed by the shareholder or his/
her/its attorney duly authorised in writing.
7. If you are joint holders of shares, this Proxy Form may be
signed by either, or on behalf of, the joint shareholders
(or their duly authorised attorney).
8. If the shareholder is a company, this Proxy Form must be
signed on behalf of the company by a person acting under
the company’s express or implied authority.
9. If this Proxy Form has been signed under a power of attorney
(POA), a copy of the POA (unless already noted by Contact
or its registry) and a signed certificate of non-revocation of
the POA must be produced to Contact with this form.
10. If you have any questions about appointing your proxy,
please call Link Market Services Investor Helpline between
8.30am and 5.00pm (New Zealand time) on +64-9-375 5998
or email meetings@linkmarketservices.com
LODGE YOUR PROXY
ONLINE FAX
vote.linkmarketservices.com/CEN +64-9-375 5990
SCAN & EMAIL
meetings@linkmarketservices.com
Please use “Contact Proxy Form” as the subject for easy
identification
MAIL
Link Market Services Limited
PO Box 91976
Victoria Street West
Auckland 1142
Scan this QR code with your
smartphone and lodge your
proxy online
GENERAL ENQUIRIES
+64 9 375 5998 | enquiries@linkmarketservices.com
Contact Energy Limited
DELIVER
Link Market Services Limited
Level 11, Deloitte Centre
80 Queen Street
Auckland 1010
Go online to vote.linkmarketservices.com/CEN to lodge your proxy or please TURN OVER to complete the Proxy Form.
SAMPLE ONLY
STEP 2: RESOLUTIONS – PROXY VOTING INSTRUCTIONS
ORDINARY RESOLUTIONS
1. That Robert McDonald be re-elected as a director of Contact.
2. That Victoria Crone be re-elected as a director of Contact.
3. That the directors be authorised to fix the fees and expenses of the auditor.
PLEASE NOTE: For each resolution you must tick ( ) one box. If you tick the “Abstain” box for a particular resolution, you are
directing your proxy NOT to vote on that resolution. Your vote will not be counted when calculating the majority for that resolution.
If you tick the “Proxy Discretion” box for a particular resolution, you are directing your proxy to decide how to vote on that resolution.
STEP 3: SIGNATURE OF SHAREHOLDER(S)
SHAREHOLDER 1 SHAREHOLDER 2 SHAREHOLDER 3
Day time telephone: ________________________________________ signed this ____________________ day of ____________________ 2020
ELECTRONIC INVESTOR COMMUNICATIONS
If you received the Notice of Meeting and Proxy Form by mail and wish to receive your future investor communications by email
please provide your email address below:
___________________________________________________________________________________________________________________ ________
PROXY / CORPORATE REPRESENTATIVE APPOINTMENT
STEP 1: APPOINT A PROXY*
I/WE BEING A SHAREHOLDER(S) OF CONTACT ENERGY LIMITED
(CONTACT) AND ENTITLED TO ATTEND AND VOTE HEREBY APPOINT: OR FAILING HIM/HER:
FULL NAME FULL NAME
EMAIL EMAIL
as my/our proxy to vote for me/us on my/our behalf at the annual meeting of shareholders of Contact to be held at 9am on
Wednesday 11 November 2020, and at any adjournment of that annual meeting, and to vote as my/our proxy thinks fit on any
resolutions to amend any of the resolutions, or any resolution so amended and on any other resolution proposed at the annual
meeting, or any adjournment thereof, so as to give effect to my/our intention as set out below where possible. In the event
I/we have not expressed any intention or the intention is unclear, in my/our proxy’s sole opinion, my/our direction is to abstain.
A proxy need not be a shareholder of Contact. If you wish, you may appoint as your proxy ‘The Chair of the Meeting’.
* A reference to a proxy includes a corporate representative.
FOR AGAINSTABSTAIN
PROXY
DISCRETION
Please tick ( ) in box to record your vote
OR A DULY AUTHORISED OFFICER
OR ATTORNEY
OR A DULY AUTHORISED OFFICER
OR ATTORNEY
OR A DULY AUTHORISED OFFICER
OR ATTORNEY
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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