Notice of Meeting 2021

Wednesday, 10 November 2021, 9am (NZ time)
This will be a virtual only meeting
Notice of Annual
Shareholder
Meeting 2021

Growing.
Investing.
Leading.
1

Dear Shareholder
Contact Energy Limited (“Contact”) invites
you to join us at our Annual Meeting of
Shareholders on Wednesday 10 November
2021, commencing at 9am (NZ time).
This will be a virtual only meeting.
Join the meeting at:
www.virtualmeeting.co.nz/cen21
2

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 Jon Macdonald
That Jon Macdonald be re-elected as a

director of Contact.
Resolution 2 – Re-election of David Smol
That David Smol be re-elected as a director

of Contact.
Resolution 3 – Election of

Rukumoana Schaafhausen
That Rukumoana Schaafhausen be elected

as a director of Contact.
Resolution 4 – Election of Sandra Dodds
That Sandra Dodds be elected as a director

of Contact.
Resolution 5 – 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
12 OCTOBER 2021
3

Procedural Notes
Voting
Voting entitlements for the meeting will be
determined at 9am on Monday 8 November 2021
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 8 November 2021. 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.
4

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/cen21. Shareholders
attending and participating in the meeting virtually
via the online platform will be able to vote and ask
questions during the meeting.
5

Explanatory Notes
Resolutions 1 and 2 – Re-election of
Jon Macdonald and David Smol
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, Jon Macdonald and David Smol are
retiring by rotation at the meeting and are seeking
re-election. Jon and David 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 and 4 – Election of Rukumoana
Schaafhausen and Sandra Dodds
Directors that have been appointed by the Board
to fill a casual vacancy during the year are also
required to retire at the next annual meeting
following their appointment and seek election
by shareholders. Accordingly, Sandra Dodds
and Rukumoana Schaafhausen, being directors
appointed by the Board during the year, are
standing for election. Rukumoana and Sandra are
both Independent Directors (as determined by the
Board using the definition in the NZX Listing Rules)
and both stand for election with the unanimous
support of the Board.
Resolution 5 – 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.
6

Jon Macdonald
Independent Non-Executive Director
APPOINTED DIRECTOR 1 NOVEMBER 2018, LAST ELECTED 2018
ANNUAL MEETING
CHAIR OF THE PEOPLE COMMITTEE AND MEMBER
OF THE DEVELOPMENT COMMITTEE

Jon was CEO for the Trade Me Group for 11 years.
Prior to joining Trade Me, Jon worked in London
for HSBC Investment Bank in a variety of
technical and management positions, and has
worked for Deloitte Consulting with a focus on
telecommunications and financial services.

Jon is also a director of several other companies
including Sharesies, Mitre 10 New Zealand,

Trade Me Group (through Titan Parent NZ Ltd)
and My Food Bag Group Ltd. Jon has a
background in engineering and technology.

He has a Bachelor of Electrical Engineering
(Hons) f rom the University of Canterbury.
7

David Smol
Independent Non-Executive Director
APPOINTED DIRECTOR 1 OCTOBER 2018, LAST ELECTED 2018
ANNUAL MEETING
CHAIR OF THE DEVELOPMENT COMMITTEE AND MEMBER
OF THE SAFETY & SUSTAINABILITY COMMITTEE

David has over thirty five years of work experience,
including in the energy sector in the UK and
New Zealand, for Conoco UK Limited, Electricity
Corporation and ILEX Energy Consulting. He was
part of the Contact Energy establishment team
in 1995-1996 and a member of the team that
developed the rules for the New Zealand electricity
market. In 2008 David was appointed as chief
executive of Ministry of Economic Development
and, f rom 2012–2017 was the inaugural chief
executive of the Ministry of Business, Innovation
and Employment (MBIE), following the merger of
four government departments. David is currently
Chair of both the Capital & Coast, and Hutt Valley,
District Health Boards. David has an M-Phil in
economics f rom Cambridge University and was
made a Companion of the Queen’s Service Order
in 2018.
8

Rukumoana Schaafhausen
Independent Non-Executive Director
APPOINTED DIRECTOR 1 MARCH 2021
MEMBER OF THE AUDIT & RISK COMMITTEE AND
THE SAFETY & SUSTAINABILITY COMMITTEE

Rukumoana Schaafhausen is of Ngāti Haua
descent and is based in Auckland.
She was recently the Chair of Waikato-Tainui
and is currently serving across a number of Iwi,
community, private and public organisations in
governance roles including Water Governance
Board, AgResearch, Miro Berries, Tindall
Foundation, and The Princes Trust. Previously, she
was a director at Genesis Energy and has received
the Sir Peter Blake Award and the US embassy
Wahine Toa Award for Leadership. Rukumoana
is a commercial and property lawyer and holds a
Bachelor’s in Law.
9

Sandra Dodds
Independent Non-Executive Director
APPOINTED DIRECTOR 1 SEPTEMBER 2021
CHAIR OF THE AUDIT & RISK COMMITTEE AND MEMBER
OF THE PEOPLE COMMITTEE

Sandra Dodds is based in Melbourne and currently
sits on the boards of Snowy Hydro Limited,

Beca Group and OceanaGold corporation. She has
more than 30 years’ experience as a senior leader
in complex inf rastructure business in Australia,
New Zealand and Asia. Until recently Sandra led
the inf rastructure sector team at Broadspectrum.
Sandra holds a Bachelor of Commerce f rom the
University of Otago and is a fellow of Chartered
Accountants Australia and New Zealand.
10

How to attend the
Annual Shareholder Meeting
Go to www.virtualmeeting.co.nz/cen21
• 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 https://bcast.linkinvestorservices.co.nz/
generic/docs/OnlinePortalGuide.pdf
We recommend you commence the login
process at least 15 minutes before the meeting
is due to begin.

---

Proxy form for Contact’s 2021 Annual Shareholder Meeting
The annual meeting of shareholders of Contact Energy
Limited (Contact) will be held on Wednesday 10 November
2021 at 9am. This will be a virtual only meeting. Join the
meeting at www.virtualmeeting.co.nz/cen21.
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/cen21.
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 8 November 2021.
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 f rom
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 5, except that the Directors standing
for election will abstain f rom 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
vote.linkmarketservices.com/CEN
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 30, PWC Tower
15 Customs Street
West 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 Jon Macdonald be re-elected as a director of Contact.
2. That David Smol be re-elected as a director of Contact.
3. That Rukumoana Schaafhausen be elected as a director of Contact.
4. That Sandra Dodds be elected as a director of Contact.
5. 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 ____________________ 2021
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 10 November 2021, 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