Contact Energy Limited logo

Notice of Meeting 2020

AGM12 October 2020CENUtilities

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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