Dividend Reinvestment Plan

25 August 2021
Dear
Shareholder

Dear Shareholder
Dividend Reinvestment Plan
Meridian Energy Limited (“Meridian
Energy”) has established the Meridian
Energy Dividend Reinvestment Plan
(“Plan”), offering you the opportunity
to reinvest the net proceeds of
dividends from some or all of your
existing Meridian Energy ordinary
shares (“Shares”) in additional,
fully paid Meridian Energy Shares.
By participating in the Plan you
can conveniently increase your
investment in Meridian Energy
without incurring brokerage
charges. The enclosed booklet
explains how the Plan works.
Eligibility
The Board has determined that,
for the time being, the Plan is only
available to shareholders residing
in New Zealand or Australia.
The Board may amend this policy
at any time, at its sole discretion.
Your choices
Participation in the Plan is optional
and it’s flexible too. You may elect
to participate in respect of all of your
Shares or only some of your Shares
(in which case you’ll receive a mixture
of both cash dividends and 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’ll continue
to receive all future Meridian
Energy dividends as cash without
reinvesting the net proceeds.
How to participate
If you wish to participate in
the Plan you need to make a
participation election by visiting
www.investorcentre.com/nz
or complete the enclosed
Participation Notice and
return it to Computershare
Investor Services.
If you wish to participate in
the Plan for the upcoming
dividend, you need to return
your notice by no later than
5pm on 1 October 2021.
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 the market price prior to the
date of issue. The Meridian Energy
Board may choose to offer these
Shares to you at a discount 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 will apply is the 11.20 cents
per Share dividend, being the
final ordinary dividend to be paid
on 15 October 2021. The Board has
determined that Shares issued
under the Plan in respect of the
2021 full-year dividend will be
issued at a discount of 2.0%
to the market price.
Meridian Energy’s largest shareholder,
the Crown, has agreed to participate
in the Plan to the extent required
to maintain its majority 51.0%
shareholding.
The Board will determine whether the
Plan will apply to future dividends, and
whether Shares issued under the Plan
in respect of future dividends will be
issued at a discount, at the time future
dividend payments are determined.
Please read the information in
the booklet carefully. You should
consult your financial adviser or
Computershare if you have any
questions in relation to any of
the content in the booklet.
Yours sincerely
Mark Verbiest
Chair, Meridian Energy Limited
Remember, if you’d like to
continue to receive all your
dividend payments in cash,
do nothing and you’ll receive
the 2021 final dividend and all
future dividend payments by
direct credit, unless you elect
to participate in the Plan at
a later date.

Questions and answers
What is the Meridian Energy
Dividend Reinvestment Plan (“Plan”)?
The Plan enables shareholders to
reinvest all or part of the net proceeds
of cash dividends paid on their
Meridian Energy Shares in additional
Meridian Energy Shares, instead of
receiving those dividends in cash.
Am I eligible to participate?
As at the date of the Offer
Document, the Plan is only available
to shareholders who have an address
on the Meridian Energy share register
in New Zealand or Australia.
The Board may amend this policy
at any time, at its sole discretion.
Is there a minimum number
of Shares that I need to own
before I can participate?
No.
How much does it cost?
There are no charges for
participating in or withdrawing
from the Plan or changing the
number of Shares nominated by
you that will participate in the Plan.
No brokerage or commission costs
will be payable in respect of the
Shares you receive under the Plan.
How do I participate
in the Plan?
You should read the Offer Document
carefully before deciding whether
to participate. You can elect to
participate at any time by completing
and returning a Participation Notice
to Meridian Energy’s Registrar,
Computershare Investor Services:
Registrar in New Zealand
Computershare Investor
Services Limited
Postal address:
Private Bag 92119
Auckland 1142
New Zealand
Registrar in Australia
Computershare Investor
Services Pty Limited
Postal address:
GPO Box 3329
Melbourne VIC 3001
Australia
You can also scan your
Participation Notice and email
it to drp@computerhare.co.nz.
Online Participation Notices can
be completed by visiting the
website of the Registrar,
Computershare Investor Services
at www.investorcentre.com/nz.
New Zealand-registered holders
will need their CSN/Holder number
and FIN to complete the investor
validation process.
Australian registered holders will
need their Holder number and
postcode to complete the investor
validation process.
If you wish to participate in the
Plan for the upcoming dividend,
you will need to return your
Participation Notice by no later
than 5pm on 1 October 2021.
What options do I have regarding
participating in the Plan?
Participation in the Plan is optional.
If you wish to participate in the Plan,
you may elect:
• Full participation: Where all
of your Shares (including Shares
held now and 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); or
• Partial participation: Where only
the number of Shares nominated
by you will participate in the Plan
for all future dividends to which
the Plan applies (unless you vary
your participation in accordance
with the terms and conditions
of the Plan). Note that you will
continue to receive cash dividends
on any of your Shares that are
not part of the Plan.
What if I don’t want to
participate in the Plan?
If you do not wish to participate in the
Plan, you do not need to do anything.
You will continue to receive cash
dividends on your Shares.
What if I change my mind?
You can join the Plan or vary your
participation at any time by either
contacting Meridian Energy’s
Registrar, Computershare Investor
Services online at www.investorcentre.
com/nz or delivering an updated
Participation Notice to the Registrar.
Participation Notices are available
online or from the Registrar on request.
If you choose to participate in the
Plan and then change your mind, you
can opt out by informing the Registrar
either online or by completing a
Cancellation Form (available online
or from the Registrar on request).
Such variation or cancellation will
be effective immediately provided
that any Participation Notice or
Cancellation Form that is received
after 5pm on an Election Date will be
effective for the following dividend.
What price will Shareholders pay?
The price of Shares is based on
the volume-weighted average sale
price of Meridian Energy Shares sold
on the NZX Main Board over a period
of five Business Days starting on the
“Ex Date”. Please see the Offer
Document for further details.
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 Meridian
Energy to Shareholders at the same
time the dividend is announced
for the relevant period.
Can the Plan be
changed in the future?
Yes. The Meridian Energy 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.
Can I sell the Shares?
Yes. Shares acquired under the
Plan can be sold at any time.

Are there any tax implications?
The taxation consequences for each
shareholder should they elect to
participate in the Plan will depend
on their particular circumstances.
Accordingly, each shareholder
should consult their own tax adviser
as to the taxation implications of the
Plan. Meridian Energy does not accept
any responsibility for the financial or
taxation effects of a shareholder’s
participation or non-participation
in the Plan.
Where can I find information
on the Meridian Energy
dividend policy?
You can find a copy of the
Meridian Energy dividend policy
at www.meridianenergy.co.nz/
investors/dividend.
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.

---

25 August 2021
Dividend
Reinvestment
Plan
This is an Offer Document in respect of Shares offered
under the Meridian Energy Dividend Reinvestment Plan.

Choice 1 1
Choice 2 2
Key Features of the Plan 3
Terms and Conditions 4
Glossary 9
Meridian Energy operates a Dividend Reinvestment
Plan that offers Shareholders the opportunity to
directly increase their investment in Meridian Energy.
This booklet explains how the Plan works.
This document is important. You should read the
whole document before making any decisions. If you
do not understand it or are in any doubt as to how
to act, you should consult your financial adviser.
This Offer Document has been prepared as at
25 August 2021. Capitalised terms used in this
Offer Document have the meanings set out in
the Glossary on page 9 of this Offer Document.

Choice 1
Participate in the Plan and reinvest your
dividends in further Meridian Energy Shares
Participation Notice
You should complete a Participation
Notice, in accordance with the
instructions on that notice, if you
wish to reinvest the net proceeds of
cash dividends payable or credited
on all or some of your Shares, by
acquiring further Shares.
If you participate in the Plan, promptly
after each dividend payment date
you will be sent a statement detailing
your dividend entitlement, the number
of additional Shares issued to you
under the Plan and the per-unit issue
price of those additional Shares.
The Participation Notice must be
delivered to the Registrar either
at the address on page 10 (or such
other person as Meridian Energy
may determine) or by scanning
it to drp@computershare.co.nz.
Online Participation Notices
can be completed by visiting
the website of the Registrar,
Computershare Investor Services
at www.investorcentre.com/nz.
New Zealand registered holders
will need their CSN/Holder number
and FIN to complete the investor
validation process.
Australian registered holders will
need their Holder number and
postcode to complete the investor
validation process.
Level of Participation
You can opt for full or partial
participation in the Plan.
Full participation
If you tick the full participation box
in the Participation Notice, this will
cover all Shares registered in your
name from time to time, including
your current shareholding and any
future Shares you acquire or that
are allocated to you under the Plan
(unless you vary your participation
by providing notice to the Registrar
or you sell your total shareholding).
Partial participation
If you insert a number in the
partial participation section of
the Participation Notice, this will
be treated as partial participation
for the number of Shares specified.
Partial participation in the Plan
means that the Terms and Conditions
of the Plan will apply, both now and
in the future, only to the number of
Shares nominated by you now (unless
you vary the number of Participating
Shares by providing notice to the
Registrar or you sell your total
shareholding).
Specific participation
Please see clause 4.1d of the Terms
and Conditions that follow for further
details on specific participation in
the Plan if this is relevant to you.
Variation or termination
of participation
If, at a later date, you decide you
wish to vary your participation in the
Plan, simply complete and deliver an
updated Participation Notice to the
Registrar at the address on page 10.
If, at a later date, you wish to terminate
your participation in the Plan, you can
provide written notice to the Registar
or complete a Cancellation Form
(available online or from the Registar
upon request).
1Dividend Reinvestment Plan Offer Document.

Choice 2
Continue to receive dividends in cash
If you do nothing, you will continue
to receive, automatically by direct
credit, the net proceeds of any
dividends on your Shares that
do not participate in the Plan.
There will be no reinvestment
of those proceeds.
Accordingly, unless you wish to
apply for or vary your participation
in the Plan, you do not need to
complete a Participation Notice.
If, at a later date, you decide you
do wish to participate in the Plan,
simply complete the Participation
Notice in accordance with the
instructions under Choice 1.
You will still receive a dividend
statement by mail or email
advising the amount credited.
2 Meridian Energy Limited.

Key Features of the Plan
1 Shareholders (particularly those with a mandatory minimum holding requirement under law) may
request an alternative participation option. Please see the Terms and Conditions for further details.
Shares acquired with the
net proceeds of cash dividends
The Plan provides Shareholders
with an opportunity to reinvest
the net proceeds of cash dividends
payable or credited on their Shares,
by acquiring further Shares. This is
a convenient method of increasing
your investment by acquiring further
Shares free of brokerage charges.
Eligibility
The Plan is open to all Shareholders
except where Meridian Energy elects
not to offer participation under the
Plan to Shareholders whose address
is outside New Zealand or Australia
if Meridian Energy considers that to
do so would:
(i) risk breaching the laws of
places outside New Zealand
or Australia; or
(ii) be unreasonable having regard
to the associated costs of ensuring
that the laws of those places are
complied with.
Full or partial participation
Participation in the Plan is optional.
You may elect to participate in the
Plan in respect of all or some of your
Shares. Participation in the Plan
applies to all future dividends on
Participating Shares (unless you
vary your level of participation in
the Plan in accordance with the
Terms and Conditions).
1

Dividend policy
Details of Meridian Energy’s
dividend policy from time
to time will be available at
www.meridianenergy.co.nz/
investors/dividend
Shares at or around market price
Under the Plan, additional Shares
acquired will be issued at the market
price as determined in accordance
with the Terms and Conditions around
the time of issue, or (at the Meridian
Energy Board’s discretion) at a
discount to the market price.
Details of your entitlement
If you elect to participate in the
Plan and you have Participating
Shares, details of your total dividend
entitlement and the number of
additional Shares issued or transferred
to you under the Plan will be sent to
you promptly after each dividend
payment date.
Please contact the Registrar or email
enquiry@computershare.co.nz if you
need to change your contact details.
Shares rank equally
and can be sold
Shares issued under the Plan will
rank equally in all respects with
existing Shares and can be sold
at any time.
Flexible joining and
withdrawal arrangements
Shareholders can join, vary their
participation in or withdraw from
the Plan. Notice of joining, variation,
or withdrawal from the Plan
received by the Registrar after
5pm (New Zealand time) on an
Election Date will be effective as
at the following Election Date.

3Dividend Reinvestment Plan Offer Document.

Terms and Conditions
1. Introduction
Meridian Energy’s Board (the
“Board”) has approved the adoption
of the Meridian Energy Dividend
Reinvestment Plan (the “Plan”). Under
the Plan, Shareholders may elect
to reinvest the net proceeds of cash
dividends payable or credited on all
or some of their Shares by acquiring
further fully paid Shares.
The terms and conditions of the
Plan (the “Terms and Conditions”)
as determined by the Board are
set out below.
2. Participation in the Plan
2.1 Subject to these Terms and
Conditions, Meridian Energy offers
to all Shareholders the right to
elect to participate in the Plan.
2.2 Meridian Energy may, in its
absolute discretion, elect not
to offer participation under
the Plan to Shareholders whose
address is outside New Zealand
or Australia if Meridian Energy
considers that to do so would (i)
risk breaching the laws of places
outside New Zealand or Australia,
or (ii) be unreasonable having
regard to the associated costs of
ensuring that the laws of those
places are complied with. The
Board may, in its sole discretion,
elect to amend the jurisdictions
in which participation is offered
under the Plan at any time.
2.3 Shareholders who apply to
participate in the Plan and who
reside outside New Zealand
or Australia will represent and
warrant to Meridian Energy that
the offer of the Plan and their
participation in it would not
breach any laws in their country
of residence.
2.4 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.
2.5 Any person residing outside
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
Meridian Energy that they can
lawfully participate through
their nominee.
2.6 Meridian Energy accepts no
responsibility for determining
whether a Shareholder is
able to participate in the Plan
under laws applicable outside
of New Zealand or Australia.
2.7 There is no minimum number of
Shares that Shareholders need to
own before they can participate.
2.8 Every shareholder eligible to
participate in the Plan shall be
given a reasonable opportunity
to do so.
3. Participation Notice
3.1 Election to participate in the Plan
must be made on the prescribed
Participation Notice, in a form
provided by Meridian Energy
from time to time, or by electronic
means specified by Meridian
Energy from time to time.
3.2 If a correctly completed
Participation Notice is received
by the Registrar before 5pm
(New Zealand time) on an Election
Date, participation in relation
to the net proceeds of cash
dividends payable or credited
will commence on that Election
Date, otherwise participation will
commence on the first Election
Date after receipt, subject to any
termination of the Plan becoming
effective before then.
3.3 A separate Participation Notice
must be given by a Shareholder in
respect of each holding of Shares
identified by a separate Holder
number or CSN.
4. Degree of participation
4.1 Shareholders may elect to
participate in the Plan by
exercising one of the following
options:
a. Full participation
If a Participant elects full
participation, these Terms
and Conditions will apply to
the cash dividends payable
or credited in respect of all
the Participant’s Shares from
time to time registered in
the Participant’s name, until
such number of the Shares
participating in the Plan is
varied or participation in
the Plan is terminated in
accordance with clause 11 of
these Terms and Conditions.
b. Partial participation
If a Participant elects partial
participation, only the number
of Shares nominated by the
Participant will participate
in the Plan, as varied from
time to time in accordance
with clause 11 of these Terms
and Conditions. However, if
at the relevant Record Date
the number of Shares held by
the Participant is less than the
number of Participating Shares,
the provisions of the Plan will
only apply to such lesser
number of Shares (provided
the number of Shares held
by the Participant generate a
dividend equal to or above the
market price (as determined in
accordance with these Terms
and Conditions) of one Share
at the relevant Record Date).
c. Non-participation
If a Participant does not wish
to participate in the Plan, the
Participant is not required to
do anything. Normal cash
dividend payments will be
paid out to those Shareholders
not participating in the Plan
and on a Participant’s Non-
Participating Shares, and will not
be reinvested in further Shares.
4Meridian Energy Limited.

d. Specific participation
Shareholders (particularly those
with a mandatory minimum
holding requirement under
law) may contact Meridian
Energy requesting to enter into
an alternative participation
option. Acceptance of such
requests will be solely at
Meridian Energy’s discretion.
4.2 If the Participation Notice
does not indicate the degree of
participation, it will be deemed
to be an application for full
participation provided it is
otherwise correctly completed
and signed.
4.3 A Participation Notice will not
attach to the Shares in respect
of which it has been given but will
be personal to the Shareholder
giving it.
4.4 Any Shares over which Meridian
Energy has a lien or charge in
accordance with the Constitution
or otherwise will not be eligible to
participate in the Plan.
5. Operation of the Plan
5.1 By accepting this offer, each
Participant directs Meridian
Energy to apply the net proceeds
of every cash dividend payable
or credited on the Participating
Shares held by the Participant on
the relevant dividend’s Record
Date as payment for the Shares
to be issued to the Participant, in
accordance with the Plan. Such
direction shall continue until the
Participant or Meridian Energy
terminates the Participant’s
participation in the Plan in
accordance with these Terms
and Conditions and shall not
apply while Meridian Energy
suspends the Plan.
5.2 Notice of termination of, or
variation in, participation in the
Plan must be received prior to
5pm on the relevant Election
Date (New Zealand time) to be
effective for a particular dividend.
The number of Shares to be
issued to the Participant in
each case will be determined
in accordance with clause 7 of
these Terms and Conditions.
5.3 The Board will, on the day
that a Participant would have
otherwise received the net
proceeds of cash dividends
on Participating Shares, either
issue new Shares or arrange
the transfer of existing Shares to
the Participant in accordance
with clause 7 of these Terms
and Conditions.
5.4 Additional Shares acquired by
a Participant under the Plan
will be issued or transferred on
the terms set out in this Offer
Document and subject to the
same rights as Shares acquired
by all other Shareholders who
participate in the Plan.
5.5 Additional Shares issued or
transferred to the Participant
under the Plan will, from the
date of allotment, issue or
transfer, rank equally in all
respects with all other fully
paid Shares as at that date.
5.6 Additional Shares acquired by
the Participant under the Plan
will be registered on the register
where the Participant already
holds Shares.
6. Compliance with laws,
listing rules and Constitution
6.1 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 the Constitution.
6.2 If and to the extent that the Plan
does not operate for such reason
in respect of a Participant’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.
7. Additional Share entitlement
7.1 General: The number of Shares
to be issued under the Plan as
fully paid to the Participant in
return for a cash dividend will be:
a. based on the net cash
proceeds of the dividend
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,
determined at the discretion of
the Board), as determined in
accordance with the formula
set out in clause 7.2 below.
7. 2 The number of additional Shares
to be issued under the Plan as
fully paid to the Participant in
return for a cash dividend will
be calculated in accordance
with the following formula:
Where: N = PS x D
Price
N is the number of additional
Shares that the Participant
will receive.
PS is the number of
Participating Shares.
D is the net proceeds per Share
from Meridian Energy (expressed
in cents and decimals of cents,
including any supplementary
dividends in respect of Participating
Shares payable to non-resident
Shareholders but excluding
any tax credits and after the
deduction of any withholding
or other taxes, if any) of cash
dividends payable or credited on
that Share that would otherwise
have been paid to a Shareholder
in cash if the Shareholder had not
elected to participate in the Plan.

5Dividend Reinvestment Plan Offer Document.

Price is the volume-weighted
average sale price in New
Zealand dollars (expressed in
cents and decimals of cents) for
a Share, calculated on all price-
setting trades of Shares that
took place through the NZX
Main Board over a period of five
Business Days starting on the Ex
Date (less a discount (if any) at
the discretion of the Board, as
contemplated by clause 13.1e of
these Terms and Conditions).
7.3 If no sales of Shares occur during
those five Business Days, the
volume-weighted average sale
price will be deemed to be the
sale price for a Share on the first
price-setting trade of Shares on
the NZX Main Board that takes
place after such period.
7. 4 Any volume-weighted average
sale price so determined may
be reasonably adjusted by the
Board 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,
the Board may make such
adjustment to that sale price
as it considers reasonable.
7. 5 The price of the additional Shares
as determined by the Board, or by
some other person nominated by
the Board, will be binding on all
Shareholders with Participating
Shares.
7. 6 Where the number of additional
Shares to be acquired by
a Participant calculated in
accordance with the preceding
provisions is not a whole
number, the number of Shares
the Participant receives 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
issued will be rounded up to the
nearest whole number.
7.7 Any net proceeds per Share
(being those described in the
definition of “D” on page 5) that
are not applied to acquire a part
of an additional Share because
of the operation of clause 7.6 above
shall be retained by Meridian
Energy for its sole benefit and
will not be refunded or paid to a
Participant nor held by Meridian
Energy or the Registrar on behalf
of a Participant.
8. Statement to Participants
Meridian Energy or its Registrar will
send to each Participant, as soon
as practicable after each dividend
payment date, a statement detailing
in respect of that Participant:
a. the number of Participating
Shares of the Participant as
at the relevant Record Date;
b. the amount of cash dividend
reinvested in respect of
Participating Shares and the
amount of dividend paid in
cash on the Non-Participating
Shares (if applicable);
c. the amount of any tax
deduction made;
d. the number of additional Shares
acquired by the Participant under
the Plan on the relevant dividend
payment date and the per-unit
issue price of those additional
Shares;
e. advice as to the amount of any
taxation credits; and
f. such other matters as are required
by law with respect to dividends
and/or their reinvestment.
9. Costs
There are no charges for participation
in or withdrawal from the Plan or
changing the number of Shares
nominated by Participants that will
participate in the Plan. No brokerage
or commission costs will be payable by
Participants in respect of the Shares
they receive under the Plan.
10. Source of additional Shares
Additional Shares to be acquired
by Participants under the Plan
may, at the Board’s discretion, be:
a. new Shares issued by Meridian
Energy;
b. existing Shares acquired by
Meridian Energy or a nominee
or agent of Meridian Energy and
transferred to Participants; or
c. any combination of new Shares
and existing Shares.
11. Variation or termination
by a Participant
11.1 A Participant may, at any time:
a. increase or decrease the
number of Participating
Shares by validly completing
and sending a Participation
Notice to the Registrar or by
completing the notice online
or by providing written notice
to the Registrar; or
b. terminate their participation
in the Plan by written notice to
that effect to the Registrar or
by completing a Cancellation
Form (available online or from
the Registrar upon request).
11.2 Such variation or termination
will take effect immediately upon
receipt by the Registrar of the
notice, provided that any notice
received after 5pm (New Zealand
time) on an Election Date will take
effect on the day following such
dividend payment date.
11.3 If a Participant dies, receipt by
the Registrar of a notice of death
in a form acceptable to Meridian
Energy will be treated as a notice
under clause 11.1b of these Terms
and Conditions. The death of one
of two or more joint Shareholders
will not automatically terminate
participation.
6Meridian Energy Limited.

12. Reduction in or termination
of participation where no
notice given
12.1 Where a Participant with partial
participation disposes of part
of their holding of Shares, unless
the Participant notifies the
Registrar otherwise in writing:
a. the Shares disposed of will be
deemed to be the Participant’s
Non-Participating Shares;
except
b. if the number of Shares
disposed of is more than the
number of the Participant’s
Non-Participating Shares, the
balance after the disposal
will be attributed to the
Participating Shares.
12.2 If a Participant with full
participation disposes of part of
their holding of Shares without
giving the Registrar written notice
terminating their participation
in the Plan in accordance with
these Terms and Conditions,
the Participant will be deemed to
have terminated their participation
in the Plan with respect to the
Shares disposed of by them from
the date Meridian Energy registers
a transfer of those Shares.
12.3 If a Participant disposes of all
their holding of Shares and ceases
to be a Shareholder without
giving the Registrar written notice
terminating the Participant’s
participation in the Plan in
accordance with these Terms and
Conditions, the Participant will be
deemed to have terminated their
participation in the Plan from the
date Meridian Energy registers a
transfer of those Shares.
13. The Board’s discretion on
termination, suspension
and modification
13.1 In addition to any other clauses
in these Terms and Conditions
granting the Board discretion,
the Board may at any time in
its sole discretion:
a. terminate, suspend or modify
the Plan or the Terms and
Conditions. If the Plan is
modified, a Participation
Notice will be deemed to be
a Participation Notice under
the Plan as modified unless
that Participation Notice
is subsequently varied or
withdrawn by Participants;
b. resolve that participation in
the Plan will not apply in whole
or part to the net proceeds of
any cash dividend and that the
balance of the dividend (as the
case may be) will be paid in
cash and not be reinvested;
c. resolve, in the event of the
subdivision, consolidation or
reclassification of the Shares
into one or more new classes
of Shares, that a Participation
Notice will be deemed to be a
Participation Notice in respect
of the Shares as subdivided,
consolidated or reclassified
unless such Participation
Notice is subsequently varied
or withdrawn by Participants;
d. resolve that a Participation
Notice will cease to be of
any effect;
e. resolve that additional Shares
may be acquired at a discount
to the market price of Shares,
adjust the level of any discount
or determine that no such
discount will apply; and
f. determine that the Plan may
be underwritten on such terms
as agreed between Meridian
Energy and an underwriter.
13.2 Notice of any termination,
suspension or modification of
the Plan under clause 13.1a will
be given to all Participants
via market announcement.
However, no such modification or
termination by Meridian Energy
under clause 13.1a will be made
during the period commencing
on a date 21 days before a
Record Date for the purposes
of determining entitlement to a
dividend and ending on the date
of payment of that dividend.
13.3 Notwithstanding clause 13.2,
Meridian Energy may at any time,
without the need of any notice:
a. modify, suspend or terminate
the Plan to comply with the
Constitution, the NZX Listing
Rules, the ASX Listing Rules or
any applicable law; and
b. make minor amendments
to the Plan where such
amendments are of an
administrative or procedural
nature.
14. Stock Exchange Quotation
Meridian Energy will apply for
additional Shares that may be issued
under the Plan to be quoted on the
NZX Main Board and the official list
of the Australian Securities Exchange
promptly after they have been issued.
NZX and ASX accept no responsibility
for any statement in this Offer
Document.
15. No inside information
At each time the price for Shares is
set under clause 7.2, Meridian Energy
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 were publicly available.
16. Taxation
The taxation consequences for
each Shareholder should they elect
to participate in the Plan will differ
depending on their particular
circumstances. Accordingly, each
Shareholder should consult their
own tax adviser as to the taxation
implications of the Plan. Meridian
Energy does not accept any
responsibility for the financial or
taxation effects of a Shareholder’s
participation or non-participation
in the Plan.
7Dividend Reinvestment Plan Offer Document.

1 7. Information for Australian
Shareholders
17.1 The offer of Shares under the
Plan does not require disclosure
for the purposes of chapter
6D.2 of the Corporations Act
2001 (Cth). Accordingly, this Offer
Document will not be lodged
with the Australian Securities
and Investments Commission.
17. 2 Australian resident Shareholders
should note that Meridian Energy
is not licensed to provide financial
product advice in relation to the
Shares offered under the Plan.
There is no cooling-off regime
that applies in respect of the
issue of Shares under the Plan.
This Offer Document does not
take into account Shareholders’
personal objectives, financial
situations or needs. Shareholders
should consider obtaining their
own financial product advice in
relation to the proposed offer
from an independent person
who is licensed by the Australian
Securities and Investments
Commission to give such advice.
18. Governing Law
The Plan and its operation and these
Terms and Conditions will be governed
by the laws of New Zealand.
19. Available information
19.1 Copies of Meridian Energy’s
most recent Annual Report,
financial statements and auditor’s
report are available online at:
www.meridianenergy.co.nz/
investors.
19. 2 A hard copy is also available free
of charge on request from:
Meridian Energy Limited,
Level 2, 55 Elizabeth Lane,
PO Box 10840,
Wellington 6143
or email
investors@meridianenergy.co.nz.
8 Meridian Energy Limited.

Glossary
ASX means ASX Limited.
ASX Listing Rules means the
listing rules of ASX as applicable to
Meridian Energy from time to time.
Australian Securities Exchange
means the equity security market
operated by ASX.
Board means the board of
directors of Meridian Energy.
Business Day means a day on
which the NZX Main Board and
Australian Securities Exchange
are open for trading.
Cancellation Form means the Plan
cancellation form available from
the Registrar, which notifies Meridian
Energy that a Participant wishes to
terminate their participation in
the Plan.
Constitution means the constitution
of Meridian Energy.
CSN means Common Shareholder
Number.
Election Date means the first Business
Day following a Record Date, or such
later date as may be set by the Board
and notified to NZX and ASX.
Ex Date means the first Business Day
before the relevant Record Date,
unless NZX determines otherwise.
FIN means Faster Identification
Number
Issue includes (in the case of existing
Shares) transfer where the context
requires.
Meridian Energy means Meridian
Energy Limited.
Non-Participating Share means a
Share registered in the name of a
Participant, the dividends on which
are not subject to the Plan, and in
respect of a particular Election Date,
the Non-Participating Shares that
are not participating in the Plan on
that date.
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.
Participant means any eligible
Shareholder who has validly
completed (and has not withdrawn)
a Participation Notice that has
been accepted by the Board.
Participating Share means a
Share registered in the name of a
Participant, the net proceeds of cash
dividends on which are subject to the
Plan, and in respect of a particular
Election Date, the Participating Shares
participating in the Plan on that date.
Participation Notice means the
participation notice for the Plan in
the form approved by Meridian
Energy from time to time.
Plan means the Meridian Energy
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 the date and time
fixed by the Board for determining
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 Meridian Energy.
Terms and Conditions means the
terms and conditions of this Plan.
9Dividend Reinvestment Plan Offer Document.

Registrar’s address
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

---

Participation Notice:
Dividend Reinvestment Plan
Do not complete this notice if you wish to continue receiving in cash all dividends
declared in respect of all your Shares in Meridian Energy Limited (“Meridian Energy”).
Full details of the Plan are set out in the Offer Document dated 25 August 2021 (“Offer Document”).
Complete this notice to participate in the Dividend Reinvestment Plan (“Plan”) or if you already participate
in the Plan and wish to vary your existing participation election. Alternatively, you may make your
participation election, or vary an existing participation election, by visiting www.investorcentre.com/nz.
Capitalised terms not defined in this Participation Notice have the meanings given to those terms in the
Glossary of the Offer Document.
Personal Details
Name(s) ...............................................................................................................................................................................
Address ................................................................................................................................................................................
Email ....................................................................................................................................................................................
CSN/Holder number .....................................................Daytime phone (.....) ..............................................................
Participation Election
In terms of Meridian Energy’s Dividend Reinvestment Plan, I/we wish to participate in/amend an existing
participation election in the Plan and request:
(Choose one option only)

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

b. Partial participation in the Plan for the following number of Shares I/we may hold from time to time
Please specify the number of shares to participate .......................................................................................................
Signature/s
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 notice, and the relevant authority must either
have been exhibited previously to the Registrar or accompany this notice.
Meridian Energy may suspend, vary or terminate your participation, subject to the Terms and Conditions of the Plan.
I/We acknowledge that I/we have received and read a copy of the Offer Document dated 25 August 2021
and agree to be bound by the Terms and Conditions set out in the Offer Document.
I/We hereby direct that the net proceeds of all cash dividends I am/we are entitled to be paid or credited in
respect of my/our Participating Shares be applied toward the purchase of additional Meridian Energy Shares
in accordance with the Plan.
I/We warrant that if at any time I/we reside outside New Zealand or Australia and accept or continue to
participate in the Plan, the offer of the Plan and my/our participation in it do not breach any laws in my/our
country of residence.
Signature of Shareholder(s) .......................................................................................Date ........./........./.........
Signature of Shareholder(s) .......................................................................................Date ........./........./.........
This Participation Notice may be returned at any time to the Registrar by one of the methods below:
By post New Zealand
Meridian Energy Limited
c/- Computershare Investor
Services Limited
Private Bag 92119
Auckland 1142
New Zealand
By post Australia
Meridian Energy Limited
c/- Computershare Investor
Services Pty Limited
GPO Box 3329
Melbourne VIC 3001
Australia
Scan and email
drp@computershare.co.nz
Please put Meridian DRP in the
subject line for easy identification
By fax
+64 9 488 8787
You may update your participation election by visiting www.investorcentre.com/nz.