Genesis Sustainable Finance Programme

MARKET RELEASE
Date: 03 NOVEMBER 2021
NZX: GNE / ASX: GNE


Genesis Sustainable Finance Programme

Today, Genesis Energy Limited (Genesis) has launched a comprehensive Sustainable Finance Programme,
recognising the company’s commitment, leadership and investment in climate change and sustainability
more broadly.

The programme includes a new Sustainable Finance Framework (Framework), designating an existing NZX
listed bond (GNE030) as a Green Bond from 03 November 2021 and a $100m loan linked to Genesis
achieving its sustainability targets. The targets include reductions across all scopes of emissions, ramping
up renewable energy generation and a future of work programme. Genesis will pay a lower interest rate
on the loan for achieving its goals but will have to pay higher interest if it falls short of its commitments.
The Framework and the Green Bond both align to the Green Bond Principles 2021 and the Climate
Transition Finance Handbook, as issued by the International Capital Markets Association (see Note 1).
Genesis becomes the first company in New Zealand to have a Framework, loan and bond all aligned to the
Climate Transition Finance Handbook.

An amount equal to the proceeds from the Green Bond will be notionally allocated to refinance qualifying
renewable energy generation assets, including hydro-electricity and wind energy.

Genesis Chief Executive, Marc England, said the company was committed to playing its role in the
transition to a low carbon future and the new Sustainable Finance Programme was an important part of
that.

“Through the sustainability linked loan; we have set annual greenhouse gas emission targets for every year
of the loan in line with our emission reduction goals. Our goals align with the Paris Agreement to limit
global warming to 1.5°C and have been verified by the internationally recognised Science Based Targets
initiative,” he said.
“As part of this deal, we also have annual targets to encourage us to deliver on our commitment to sign
contracts for 2,650 GWh of new renewable energy generation to be built by December 2030.
“It’s important that we focus on the big picture as we look to the future, which is why we’ve also included
a social target on preparing rangatahi in our power schemes’ local communities for the future of work
through apprenticeships and internships and funding for our Ngā Ara Partnership Programmes.”
Genesis’ Sustainable Finance Programme was developed with assistance from Westpac NZ, as sole
sustainable finance coordinator. DNV GL Business Assurance Australia provided a Second Party Opinion
to confirm both the Framework and the Green Bond comply with the above Principles.

Genesis has released a copy of its Framework, Use of Proceeds Report, and DNV’s Second Party Opinion
to the NZX today. This information, along with more information regarding Genesis commitment to

sustainability, can be found at https://www.genesisenergy.co.nz/investors/reports-and-presentations.
Genesis intends to issue further debt covered by the Framework from time to time.

Note 1. For further information on Green Bonds and the Climate Transition Finance Handbook, visit:
https://www.icmagroup.org/sustainable-finance/resource-centre/#Principles






ENDS

For investor relations enquiries, please contact:
Tim McSweeney
GM Investor Relations & Market Risk
M: 027 200 5548

For media enquiries, please contact:
Estelle Sarney
External Communications Manager
027 269 6383



About Genesis Energy
Genesis Energy (NZX: GNE, ASX: GNE) is a diversified New Zealand energy company. Genesis sells electricity,
reticulated natural gas and LPG through its retail brands of Genesis and Energy Online and is New Zealand’s
largest energy retailer with approximately 500,000 customers. The Company generates electricity from a diverse
portfolio of thermal and renewable generation assets located in different parts of the country. Genesis also has
a 46% interest in the Kupe Joint Venture, which owns the Kupe Oil and Gas Field offshore of Taranaki, New
Zealand. Genesis had revenue of $NZ3.2 billion during the 12 months ended 30 June 2021. More information
can be found at www.genesisenergy.co.nz

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Genesis Energy Limited
Eligible Asset Register, as at 3 November 2021
The net proceeds of the Green Bond will be notionally allocated in accordance with Genesis' Sustainable Finance Framework (November 2021) and will finance or refinance Eligible Assets consistent with the Green Bond Principles.

The Eligible Assets (outlined in the below table) meet the Renewable Energy Eligibility Criteria outlined in Genesis' Sustainable Finance Framework, including:
Asset Name Eligible Category
Renewable Energy -
Generation Type
Location
(New Zealand)
Year
Commissioned
Capacity (MW)
Annual Generation
(GWh), 30 June
2021
Asset Value (NZD
$m)
1
, 30 June 2021
Hydroelectricity
Category (Small or
Large scale scheme)
2
Run of River or Natural
Lake based scheme
(Y/N)
3
Power Density
4
>
5W/m2
Hau Nui Renewable EnergyWindSouth Wairarapa19968.6519.35.7
RangipoRenewable EnergyHydroelectricityTongariro1983120580.1Large
No
62.1W/m2
TokaanuRenewable EnergyHydroelectricityTongariro1973240706.6LargeNo62.1W/m2
MangaioRenewable EnergyHydroelectricityTongariro19831.8SmallYes - Run of RiverN/A
TuaiRenewable Energy Hydroelectricity Waikaremoana192960203.6Large
Yes - Natural Lake
based scheme
N/A
PiripauaRenewable Energy Hydroelectricity Waikaremoana194342124.9Large
Yes - Natural Lake
based scheme
N/A
KaitawaRenewable Energy Hydroelectricity Waikaremoana19483677.0Large
Yes - Natural Lake
based scheme
N/A
Tekapo ARenewable Energy Hydroelectricity
Mackenzie District,
South Island
195130157.0Large
Yes - Natural Lake
based scheme
N/A
Tekapo BRenewable Energy Hydroelectricity
Mackenzie District,
South Island
19771601135.0Large
Yes - Natural Lake
based scheme
N/A
698.453003.33
$2,849.80
Green Bond Facility
Genesis intends to maintain a balance of Eligible Assets that have a value at least equal to the original principal amount of the Green Bond.
Green Bond
(NZX ticker)
Green Bond Value
(NZD $m)
Date of Issuance Maturity Date
GNE030
$100
Mar-16Mar-22
Total Value Eligible
Assets ($m)
$2,850
Green Bond ($m)
$100
Surplus Eligible Assets
($m)
$2,750
Eligible Asset Ratio (x)
28.50
Notes:
1 The Book Value of the hydroelectricity and/or wind assets is reported as at 30 June 2021.
2 Small scale hydroelectricity schemes includes assets with installed capacity below 15MW. Any stations greater than 15MW are considered large scale hydroelectricity and assessed against other hydroelectricity criteria.
3 In regard to the natural lake based schemes, there was considered to be no impact on the Waikaremoana surface area and negligible impact on the Lake Tekapo surface area.
4 The power density assessment considers whether the relative power density is greater than 5W/m2. Power density is measured as the installed capacity of a scheme, divided by the surface area of the lake/reservoir.
994
Total
expenditure, financing or refinancing related to the construction, transmission, maintenance, operation and/or expansion of renewable energy generation projects. This may take the form of:
- Wind energy
- Hydroelectricity: Run of river, small-scale hydroelectricity schemes (<15MW capacity) and natural lake system hydroelectricity projects that do not significantly alter an ecosystem, are considered automatically eligible. For all other hydroelectricity
schemes, a Power Density of greater than 5W/m2 is assessed for eligibility.
N/A
Hydroelectricity Eligibility Criteria
1,363.9
486.2
#Classification: PROTECTED

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1
Genesis Energy Limited
Sustainable
Finance
Framework
November 2021

1. Purpose
2. Genesis and Sustainability
3. Genesis’ Sustainable Finance Framework
4. Proceeds Based Instruments
5. Important Notice
6. Sustainability-Linked Instruments
7. Climate Transition Finance
8. Sustainable Debt Governance
9. Continuous Improvement
Appendix 1: Alignment with ICMA’s Climate Transition Finance Handbook
Appendix 2: Further Information
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3
6
7
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12
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15
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Contents

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1. Purpose
Genesis Energy Limited (Genesis) has developed
this Sustainable Finance Framework (Framework)
to recognise our focus on sustainability and to
support our commitment to invest in sustainable
assets and outcomes. This Framework sets out
the process by which Genesis intends to issue and
manage bonds and loans (Sustainable Debt) on an
ongoing basis to support Genesis’ sustainability
objectives outlined in this Framework, to
contribute towards the SDGs, and to create
positive environmental and social outcomes
(Sustainability Goals).
Through this Framework, Genesis will aim to lead
the industry’s response to helping New Zealand
achieve its net-zero emissions goals, address social
challenges and provide a mechanism for investors
to contribute capital to achieve their sustainability
goals.
2. Genesis and Sustainability
Genesis is an energy company that owns and operates a diverse portfolio of generation assets in New
Zealand, including hydropower, wind, and thermal generation.
Genesis is committed to caring for the environment, our people, customers, and the communities in which we
operate. We are optimistic about Aotearoa New Zealand’s energy future and our role in the transition to the
low carbon future that we all want. We know the responsibility we have in helping the country achieve that
goal. This involves meeting the needs of the present, without compromising future generations.
We have aligned our capabilities and developed strategies to five of the United Nation’s Sustainable
Development Goals (SDGs). The SDGs were developed as a blueprint to achieve a better and more
sustainable future for all. The goals we have chosen are identified as the areas that we can make the most
positive impact in for New Zealand.
Genesis adopts a holistic approach to understanding the impact of our business on people and the
environment. We seek to identify social, economic, and environmental risks and benefits as part of our
strategic decision-making processes. Through our comprehensive and evolving sustainability strategy
(Sustainability Strategy), Genesis has made significant progress in the areas that we believe matter the most
to, and have the greatest impact on, our stakeholders:

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Caring for our environment
• Emissions reductions: While Huntly plays an important role in supporting
New Zealand’s current energy supply, Genesis is committed to being an
active enabler of New Zealand’s energy transition. In the decade between
2009-2019, Genesis removed more than 1.8 million tonnes of carbon
emissions from its generation activity (a reduction of 42%) and aims to
reduce its net carbon emissions by a further 1.2 million tonnes by 2025. This
commitment to act is driven by broader climate change considerations, New
Zealand’s increasing energy demand profile and reliable energy supply, and
is to be delivered through the following initiatives:
»Science Based Targets. Genesis was the first electricity generator and
retailer outside of Europe to align its emission reduction target to limit
global warming to 1.5 degree Celsius (the most ambitious level). As
validated by the Science Based Targets initiative, Genesis is targeting a
36% reduction in absolute scope 1 and 2 greenhouse gas (GHG) emissions
by 2025 and a 21% reduction in absolute scope 3 GHG emissions from use
of solid products by 2025, from a 2020 base year (SBT).
»Future-Gen Programme. To achieve the above SBTi, Genesis is investing
in more renewable energy and new technologies. To move further and
faster in the development of renewables to displace baseload thermal
generation, Genesis has an ambition to support an additional 1,800 GWh
of incremental renewables development by 2025, and 2,650 GWh by
2030.
»Task Force on Climate-related Financial Disclosures (TCFD) reporting
commenced in our 2020 Annual Report.
• Water and Wildlife. By working in partnership with iwi on projects that
positively influence waterways and ecosystems, Genesis is working to
increase efficiency of operations that utilise water and raise awareness of
whio (blue duck), tuna (eels) and predator control efforts.
Building Strong Communities
• Our People: Committed to providing a supportive and inclusive workplace,
we have implemented the following initiatives.
»Living Wage Employer accreditation achieved in 2020.
»Gender pay gap. Launched the ‘Minding the Gap’ programme in 2017 to
create transparency and drive change. Awarded the YWCA’s GenderTick
in November 2019.
»Gender diversity. Targeting a 40:20:20 gender split (40% male, 40%
female and 20% either gender) across the entire workforce, with 50%
female representation at senior leadership level already achieved.
»Health and safety ACC accreditation. Targeting continued Health and
Safety ACC accreditation at tertiary level.
• Our Communities: Our community investment approach is about
collaboration and partnership, with a particular focus on education relating
to energy, and the balanced use and management of resources.
»School-gen programme and Trust. Since 2006, Genesis has focussed
on educating students and providing access to science, technology,
engineering, and maths (STEM) equipment, to develop skills for the
future of work and energy. Genesis continues to work with schools across
New Zealand.
»Ngā Ara Creating Pathways Programme. Genesis is privileged to operate
power schemes in some of the most special locations across Aotearoa.
We developed the Ngā Ara Creating Pathways programme to create
transformational education, training and employment opportunities to
prepare young people in these local communities for the future of work.
Underpinned by best-practice research and evidence for developing a
pipeline of talent, the programme is focussed on attracting, nurturing and
engaging rangatahi in STEM education, study and career pathways. The
most impactful Ngā Ara initiatives include apprenticeships, internships,
work experience, scholarships and partnership programmes.

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Powering New Zealand
• Putting control in our customers’ hands: To
help customers make better energy choices,
Genesis is working to give customers better
visibility of their energy usage and control in
their hands to make sustainable decisions.
»Energy IQ programme functionality
enabling customers to make energy
decisions based on emissions, targeting
40% of customers to be using digital tools
to make active choices about their energy
use by 2025.
»EV car sharing programme. Genesis
obtained a 40% stake in Zilch, a fully
electric vehicle (EV) car-sharing business, in
December 2019.
Supporting a ‘Just Transition’
• A Just Transition is vital: Through the Just
Transition, Genesis is committed to stepping
up and caring for the environment, our people,
customers, and the communities in which we
operate.
• In this Framework and across our broader
Sustainability Strategy, Genesis has
demonstrated its intention to meet climate-
change related objectives and meet the global
commitment within the Paris Agreement on
Climate Change with a specific initial focus on
transition to low carbon infrastructure.
• Genesis is committed to developing a Just
Transition strategy that will further identify
and build out how we will address this
transition. This strategy will be in alignment
with the five SDGs outlined in Section 2 above.
As at the date of this Framework, Genesis
is a member, supporter, or partner of many
organisations committed to delivering sustainable
outcomes:

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Sustainable DebtUse of ProceedsAssets / ActivitiesApplicable Market Standard
Sustainable Bonds
Green Bonds
Proceeds-based: Net proceeds must be
allocated towards identified assets or activities
EnvironmentalGreen Bond Principles (GBP)¹ or the CBS
Sustainability-Linked Bonds
Performance-based: Proceeds can be
used for general corporate purposes
N/ASustainability-Linked Bond Principles (SLBP)²
Sustainable Loans
Green Loans
Proceeds-based: Net proceeds must be
allocated towards identified assets and activities
EnvironmentalGreen Loan Principles (GLP)³ or the CBS
Sustainability-Linked Loans
Performance-based: Proceeds can be
used for general corporate purposes
N/ASustainability-Linked Loan Principles (SLLP)⁴
Climate Transition Finance
All Sustainable Debt typesN/A
Aligned to Climate
Transition (see appendix 1).
Climate Transition Finance Handbook (CTFH)⁵
3. Sustainable Finance Framework
3.1 Sustainable Debt and Market Standards
This Framework is consistent with the applicable sustainable finance principles and guidelines issued by the International Capital Market Association (ICMA), the Asia-
Pacific Loan Market Association (APLMA) and the Climate Bonds Standard & Certification Scheme (CBS) (together the ‘Market Standards’). The Market Standards are
voluntary and accepted as best practice for issuance and management of Sustainable Debt in the global capital markets.
Genesis may issue or manage the following Sustainable Debt instruments under this Framework in accordance with the applicable Market Standards,
as they evolve over time.
1. ICMA Green Bond Principles 2021 (GBP)
2. ICMA Sustainability-Linked Bond Principles 2020 (SLBP)
3. APLMA Green Loan Principles 2021 (GLP)
4. APLMA Sustainability Linked Loan Principles 2021 (SLLP)
5. ICMA Climate Transition Finance Handbook 2020 (CTFH)

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4. Proceeds Based Instruments
Green Bonds and/or Loans are Sustainable
Debt instruments where an amount equal to the
proceeds of the Green Bonds and/or Loans (Green
Debt proceeds) are intended to be allocated
exclusively to finance or refinance Eligible
Assets (see below) that help achieve Genesis’
Sustainability Goals in accordance with the GBP
and/or GLP.
A reference in this Framework to Green Debt
proceeds being “allocated” to finance or refinance
an Eligible Asset means a notional allocation in
Genesis’ systems.
In this section 4, we address the key elements
of the Market Standards for Green Bonds and/or
Loans:
4.1 Use of Proceeds;
4.2 Process for Project Evaluation and
Selection;
4.3 Management of Proceeds;
4.4 Reporting; and
4.5 External Review.
4.1 Use of Proceeds
Genesis intends to allocate its Green Debt proceeds to finance or refinance projects, assets and/or activities
(including capex and, if appropriate, operating, and other related expenditures) that meet the eligibility
criteria set out below (Eligible Assets).
Eligible Assets may include projects or assets that Genesis (or a subsidiary):
• owns outright;
• partially owns (for example, through a joint venture); or
• has a material interest in because we hold an equity investment in the person (or its ultimate parent) that
owns or develops the relevant project or asset.
In the case of partial ownership, the Green Debt proceeds allocated to finance or refinance the Eligible Asset
will not exceed our proportionate share of the Eligible Asset. In the case of an equity investment, the amount
allocated will not exceed the proportionate value of the relevant Eligible Asset equal to the percentage of our
equity investment.
Genesis may allocate Green Debt proceeds to refinance an existing Eligible Asset without any limitation on
the look-back period.
Eligibility Criteria
Examples of Eligible Assets are outlined in the criteria below (Eligibility Criteria). The Eligibility Criteria may
be expanded over time as the Market Standards are updated and the global market develops.

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Eligible Categories (GBP/GLP)
Eligibility Criteria
SDG Alignment
Renewable EnergyExpenditure, financing or refinancing related to the construction⁶, transmission,
maintenance, operation and/or expansion of renewable energy generation
projects. Renewable Energy includes but is not limited to:
• Wind energy
• Solar energy
• Geothermal energy, where direct emissions from generation facilities are less
than 100gCO2/kWh
• Hydroelectricity:
»run of river
»small-scale hydropower schemes (<15MW capacity)
»natural lake system hydropower projects that do not significantly alter an
ecosystem
»schemes with power density of greater than 5W/m2⁷.
Target 7.2: Increase
substantially the share
of renewable energy in
the global energy mix.
Target 13.1: Strengthen
resilience and adaptive
capacity to climate-
related hazards and
natural disasters in all
countries.
Energy EfficiencyExpenditure, financing or refinancing of assets, activities or projects that
contribute to a reduction in energy consumption. Eligible types of energy
efficiency include but is not limited to:
• Energy storage (including batteries); and
• Energy efficiency processes, appliances, products, and technology (including
in apps).
Target 7.3: Double
the global rate of
improvement in energy
efficiency.
Clean TransportationExpenditure, financing or refinancing of low carbon transportation assets, systems
and/or infrastructure including:
• Electric vehicles and supporting infrastructure and systems;
• Investments, technology or infrastructure that allows for electric vehicle
sharing programs; and
• Hybrid vehicles that meet an emissions intensity threshold of 50 gCO2 per
passenger-km travelled.
Target 11.2: Provide
access to safe,
affordable, accessible,
and sustainable
transport systems for all.
Green BuildingsExpenditure, financing or refinancing related to the development, operation or
lease of low carbon and energy efficient buildings that at least meet regional,
national, or internationally recognised standards or certifications.
This includes buildings with a Green Star (Design and/or As-Built) rating of at least
5-Stars and/or a NABERSNZ rating of at least 4-Stars.
Target 7.3: Double
the global rate of
improvement in energy
efficiency.
6. Eligible Assets may include the purchase of renewable energy pursuant to long-term power purchase agreements or virtual power purchase agreements entered into prior to the commencement of commercial
operation of the renewable project. This contributes to Genesis’ objective of sourcing new renewable energy generation.
7. Power density is measured as the installed capacity of a scheme divided by the maximum surface area of the lake.

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4.2 Process for Project Evaluation
and Selection:
Genesis has established processes to ensure that Eligible Assets are properly
identified and assessed to ensure compliance with this Framework. The
processes include Genesis’ Sustainable Financing Committee (the Committee)
holding responsibility for the Eligible Asset evaluation and selection process, as
well as monitoring compliance with this Framework and the Market Standards.
The Committee consists of representatives from Financial Control, Treasury,
Risk Assurance and Sustainability.
The Committee will manage the Eligible Asset selection process and will
consider each proposed project against the following factors:
• Conformance with the GBP or GLP (as applicable);
• Conformance with the Eligibility Criteria set out in section 4.1;
• Alignment with Genesis’ Sustainability Goals outlined in section 2;
• Alignment to the SDGs;
• Genesis’ own professional judgement, discretion and sustainability
knowledge;
• Assessment of any potential negative social and/or environmental impacts
from the Eligible Asset and mitigants to these impacts;
• Where Genesis chooses, conformance with any other principles, standards
or tools that are or become both commonplace and respected in the market;
and
• If certified under the CBS, compliance with the applicable CBS sector
criteria.
4.3 Management of Proceeds
4.3.1 Tracking of proceeds
Genesis maintains a register of Eligible Assets that outlines (among other things)
current value and the allocation of Green Debt proceeds.
As at the date of this Framework, NZX has approved a “green bond” designation
in respect of Genesis’ existing NZDX quoted senior bonds (GNE030) and
Genesis has allocated the Green Debt proceeds of these existing Green Bonds
to refinance Eligible Assets. In relation to new Green Bonds and/or Loans issued
after the date of this Framework, Genesis intends to promptly allocate the Green
Debt proceeds to finance or refinance Eligible Assets upon issue (and in any
event within 24 months of the issue date).
Genesis intends to maintain a balance of Eligible Assets that have an aggregate
book value which is at least equal to the aggregate Green Debt proceeds of all
outstanding Green Bonds and/or Loans.
Genesis will service its debt obligations under Green Bonds and Loans out of
its general cashflows and not specifically from revenues generated by Eligible
Assets alone.
4.3.2 Unallocated proceeds
In the unlikely event that any Green Debt proceeds are unallocated, Genesis will
ensure that those unallocated proceeds are temporarily:
• Held in cash or cash equivalent instruments with a Treasury function;
• Held in investment instruments that do not include greenhouse gas intensive
projects which are inconsistent with the delivery of a low carbon and climate
resilient economy; or
• Applied to reduce indebtedness of a short term or revolving nature before
being redrawn for allocation to Eligible Assets.

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4.4 Reporting
Genesis recognises the importance investors place on transparency and disclosure and will therefore make the following information available on its website
ItemFrequency
FrameworkUpon establishment of this Framework and upon any amendment from time to time.
External ReviewUpon establishment of this Framework (external review may be sought again if Framework changes or if an issuance
requires it).
Climate Bond Certification (if applicable)At issuance of any CBS certified Green Bond or Green Loan.
Annual Reporting, as outlined in this section 4.4.Annually for all outstanding Green Bonds and/or Loans (Update Reports).
Post-Issuance External ReviewAt least once post-issuance (or annually if deemed necessary) for all outstanding Green Bonds and/or Loans.
Genesis will also disclose annual Update Reports, which will be in line with the Market Standards, and at a minimum include the following information:
• Allocation Reporting: A list and description of the Eligible Assets and the amount of Green Debt proceeds allocated towards such Eligible Assets.
• Eligibility Reporting: Confirmation that the Eligible Assets meet the relevant eligibility requirements included in this Framework and including information on the
characteristics and performance of the Eligible Assets.
• Impact Reporting: Genesis will endeavour to provide qualitative and/or quantitative reporting of the environmental impacts resulting from the Eligible Assets, which
may already be disclosed in Genesis’ integrated reporting or other sustainability disclosures (e.g. annual renewable energy generation (GWh), capacity of renewable
energy generation facilities (MW), emissions inventory reporting). Subject to the nature of Eligible Assets and availability of information, Genesis will look to utilise
the impact reporting guidelines as detailed within the Market Standards⁸ as may be updated from time to time.
4.5 External Review - Green Bond and/or Loan
For the issuance and management of Green Bonds and/or Loans, Genesis will seek assurance in the form of external review from an independent and recognised
sustainable finance verifier. Genesis is committed to transparency and will make assurance reports publicly available.
• In connection with the establishment of this Framework, Genesis has obtained second party opinion from DNV that this Framework and Eligible Assets align to the
Market Standards.
• At least once post issuance of its Green Bond and/or Loan, Genesis intends to obtain post-issuance limited assurance over its Update Report (or as deemed
necessary by Genesis based on the Market Standards and market practice).
8. This includes the guidance maintained and developed by the ICMA GBP Impact Reporting Working Group.

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5. Important Notice
This Framework does not form part of the contractual terms of any Sustainable
Debt. If Genesis fails to comply with this Framework (including its Sustainability
Strategy) or satisfy the Market Standards, then (1) this does not constitute an
event of default, event of review or any other breach in relation to the Green
Bonds and/or Loans; and (2) there is no requirement for Genesis to repay the
Green Bonds and/or Loans early as a result of this non-compliance. This means
there is no legal obligation on Genesis to comply with this Framework or the
Market Standards on an ongoing basis.
However, in the event Genesis fails to comply with this Framework or satisfy
the Market Standards, the Green Bonds and/or Loans may cease to be labelled
as ‘green’ and Genesis will disclose this information within its annual Update
Report.

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6. Sustainability-Linked Instruments
Sustainability-Linked Bonds and Loans are Sustainable Debt issued or managed in accordance with the SLLP and/or the SLBP, where the cost of borrowing (bond coupon
or loan margin/line fee) changes based on Genesis’ performance against ambitious targets that are material to the borrower’s sustainability strategy (Sustainability-
Linked Instruments).
In this section 6, we address the key elements of the Market Standards for Sustainability-Linked Instruments:

6.1. Selection of Key Performance Indicators (KPIs);
6.2 Calibration of Sustainability Performance Targets;
6.3 Sustainability-Linked Instrument characteristics;
6.4 Disclosure and Reporting; and
6.5 Verification.
6.1 Selection of KPIs
Genesis targeting the following measurable and quantifiable sustainability KPIs that are relevant, core and material to its business and of high strategic significance to
Genesis’ current and future operations:
AmbitionExample Sustainability KPI and Goals
Reduce Emissions• Reduce absolute scope 1 and 2 GHG emissions 36% by 2025, from a 2020 baseline (SBTi validated).
• Reduce absolute scope 3 GHG emissions from use of sold products 21% by 2025, from a 2020 baseline
(SBTi validated).
• Increase in EV and clean transportation.
Build and support our communities• Provide educational training and employment opportunities for students and people located in Genesis’
generation sites in relation to the future of work.
• Increase in employee volunteering.
Delivering New Zealand’s energy future• Support an additional 1,800 GWh of incremental renewables development by 2025, and 2,650GWh by 2030.
• Ensure suppliers are also committed to operating in a sustainable way.
Build and support our people• Ambition to have 40:40:20 gender split across the entire workforce and improve ethnic diversity at all levels, to
better reflect our communities and customers.
• Continued improvement across metrics in safety and wellness.
Preserve and restore water and wildlife• Work in partnership with Iwi on projects that positively influence waterways and their ecosystems.
• Improvements in predator control and outcomes for New Zealand’s native birds.

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6.2 Calibration of Sustainability
Performance Targets
Based on the above KPIs, Genesis will determine one or more timebound
sustainability performance targets that are consistent with Genesis’
Sustainability Strategy, represent a material improvement in the respective KPIs
over the life of the Sustainability-Linked Instrument, are beyond a “business as
usual” trajectory and are set in accordance with the Market Standards (Targets).
Targets will be set with reference to Genesis’ historical performance, peer
performance, and reference to science, for example science-based scenarios,
regional, national or international targets, or other best-available technologies
or methodologies.
6.3 Sustainability-Linked Instrument
characteristics
Any Sustainability-Linked Instrument will have a financial or structural
characteristic that changes depending on whether Genesis attains the
predefined Targets. The proceeds of Genesis’ Sustainability-Linked Instruments
will be used for general corporate purposes, unless stated otherwise, and may
include both penalty and/or discount incentives (depending on the transaction).
The financial or structural characteristic will be meaningful and aligned
with market practice. The magnitude of the pricing adjustment (as well as
the effective trigger event date(s)) will be clearly detailed in the relevant
documentation for each transaction.
6.4 Disclosure and reporting
Genesis is committed to transparency and will disclose and report on its
Sustainability-Linked Instruments as follows.
For Sustainability-Linked Loans, Genesis and the arranging banks will agree
on the appropriate reporting parameters and the schedule for disclosing
information (this will most likely be annual).
For Sustainability-Linked Bonds, Genesis will undertake annual public reporting
with regards to the issuance and sustainability performance against the Targets.
This reporting will be available on Genesis’ website. Genesis will disclose at
issuance the reporting that will be provided, including its location, frequency,
scope and assurance commitments.

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6.5 Verification
To provide stakeholders with certainty that Genesis’ Sustainability-Linked
Instruments are structured and reported in alignment to the SLLP or SLBP (as
relevant), Genesis will seek external review of the following:
• Prior to issuance: Limited assurance or a second party opinion that the
Sustainability-Linked Instrument aligns to the SLLP/SLBP, with such
assessment covering the materiality of the selected KPIs, nature of
the Targets, credibility of Genesis’ strategy to achieve the Targets, and
verification of baseline performance (as applicable).
• Post issuance: Ongoing assurance or verification (at least annually, and at a
date relevant for assessing the Target performance) on Genesis’ performance
against the Targets for each KPI. This may cover any material change to the
KPI methodology or Target calibration.
These reviews will be made publicly available for Sustainability-Linked Bonds
and will be made available to lenders at a minimum for Sustainability-Linked
Loans.
7. Climate Transition Finance
When issuing or managing Sustainable Debt, Genesis may align with the CTFH.
The CTFH provides guidance to issuers on how Genesis might credibly issue
Green Bonds and/or Loans or Sustainability-Linked Instruments to achieve its
emission reduction goals and climate transition strategy.
In Appendix 1, Genesis has outlined how its Sustainability Strategy aligns to the
key elements of the CTFH:
• Climate transition strategy and governance;
• Business model environmental materiality;
• Science-based transition; and
• Implementation transparency.
8. Sustainable Debt
Governance
Sustainability is integrated across Genesis and the Genesis Board has visibility
and oversight of the development of Genesis’ Sustainability Strategy. As outlined
in section 4.2, Genesis has formed a Committee with sufficient expertise to
perform the functions set out in this Framework.
The Committee will oversee key matters relating to Sustainable Debt, including
approval prior to issuance of a Sustainable Debt Instrument, reporting and
ongoing performance:
• For Green Bonds and/or Loans, the Committee has oversight of Genesis’
reporting and the allocation of the Green Debt proceeds to finance or
refinance Eligible Assets under this Framework.
• For Sustainability-Linked Instruments, the Committee has oversight of
performance against the Targets.
The Committee meets on a six-monthly basis (or otherwise as required) and will
report to the Genesis Board in respect of the activities for which the Committee
is responsible.
9. Continuous Improvement
As the Market Standards and the global sustainable finance markets continue
to evolve, so too will Genesis’ approach as it seeks to adapt to the changing
environment. Genesis may update this Framework from time to time in its
discretion, including to remain in line with market best practice.
For the ongoing enhancement of Genesis’ Sustainable Debt programme, we
welcome feedback and input from stakeholders as this will support Genesis
to deliver on its sustainability objectives and meets the needs of investors and
stakeholders.

15
Appendix 1: Alignment with ICMA’s Climate Transition
Finance Handbook
Genesis’ Framework and broader Sustainability Strategy both align to the issuer-level disclosure recommendations in ICMA’s CTFH, as outlined below:
Key Elements
CTFH Recommendation
Genesis’ Disclosures and Alignment
Issuer’s climate transition
strategy and governance
• Transition strategy to address climate-
related risks and contribute to alignment
with the goals of the Paris Agreement.
• Relevant interim targets on the trajectory
towards long-term goal.
• Governance of transition strategy.
• TCFD disclosures
• Medium-term SBTi-validated emissions reduction target aligning to 1.5
degrees, with interim targets established to support achievement of this.
• Decarbonisation levers and accompanied strategic planning is outlined in
Genesis’ Future-gen strategy. This strategy centres around transitioning
the renewable energy asset base to deliver on the Future-gen strategy,
which is core to the business model and achievable.
• Oversight and governance of the Future-gen strategy is a key responsibility
assigned to Future Gen governance comprised of Chief Trading Officer,
Chief Operations Officer, CFO, CEO. Outcomes are linked to all Execs
STI’s.
Business model
environmental materiality
• Transition trajectory should be relevant to
the environmentally-material parts of the
issuer’s business mode.
Climate transition strategy
to be ‘science-based’
including targets and
pathways
• Transition strategy should reference
science-based targets and transition
pathways.
• Interim emissions reduction targets aligned to 1.5 degrees. Covering all
emission scopes and measured on an absolute basis.
• Credible and clear decarbonisation methodology – SBTi validation.
• Externally verified baseline year.
Transparency of climate
transition implementation
• Disclosure of CAPEX and OPEX plans.
• Climate-related outcomes and impacts
that expenditures are intended to result in.
• Disclosure on the electricity generation asset base and the percentage of
renewable assets that facilitate the transition. On announcement of new
renewable energy developments, Genesis will disclose the environmental
benefits (GWh generation, emissions avoided) and cost of development.
Where possible, Genesis endeavours to report on the CAPEX and OPEX
plans to achieve this climate transition.
• Genesis supports a ‘Just Transition’ and, over time, intends to develope a
strategy to manage this.

16
Appendix 2: Further Information
More information on Genesis’ approach to sustainability can be found:

On our website:
http://genesisenergy.co.nz/

In our annual report:
https://www.genesisenergy.co.nz/investors/reports-and-presentations#annual
Contacts - Genesis
155 Fanshawe Street, Auckland 1010, New Zealand
T: +64 9 580 2094
E: investor.relations@genesisenergy.co.nz
Registrar – Investors:
Computershare Investor Services Limited
159 Hustmere Road, Takapuna,
Private Bag 92119, Auckland 1142
T: +64 9 488 8777
E: enquiry@computershare.co.nz

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GENESIS ENERGY LIMITED
SUSTAINABLE FINANCE FRAMEWORK AND
GREEN BOND






Document title: Second Party Opinion on Genesis’ Sustainable Finance Framework and Green Bond
Prepared by: DNV Business Assurance Australia Pty Ltd
Location: Sydney, Australia
Date: 26 October 2021

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Table of Contents
Table of Contents ................................................................................................................................................................ 2
DNV’S INDEPENDENT ASSESSMENT ............................................................................................................................. 3
Scope and Objectives ......................................................................................................................................................... 3
Responsibilities of the Management of GENESIS and DNV ............................................................................................... 3
Basis of DNV’s opinion ........................................................................................................................................................ 3
Work Undertaken ................................................................................................................................................................ 4
Findings and DNV’s Opinion ............................................................................................................................................... 5
Schedule 1. Description of Categories to be financed or refinanced through GENESIS’ Sustainable Finance
Framework 7
Schedule 2. Genesis Nominated Projects and Instruments 9
Schedule 3. Contributions to UN SDGs 10
Schedule 4. Green Bond Eligibility Assessment Protocol 11
Schedule 5. Climate Transition Finance Handbook Eligibility Assessment Protocol 15






Disclaimer
Our assessment relies on the premise that the data and information provided by the client to us as part of our review procedures have been provided in
good faith. Because of the selected nature (sampling) and other inherent limitation of both procedures and systems of internal control, there remains the
unavoidable risk that errors or irregularities, possibly significant, may not have been detected. Limited depth of evidence gathering including inquiry and
analytical procedures and limited sampling at lower levels in the organization were applied as per scope of work. DNV expressly disclaims any liability
or co-responsibility for any decision a person or an entity may make based on this Statement.
Statement of Competence and Independence
DNV applies its own management standards and compliance policies for quality control, in accordance with ISO/IEC 17021:2011 - Conformity
Assessment Requirements for bodies providing audit and certification of management systems, and accordingly maintains a comprehensive system of
quality control, including documented policies and procedures regarding compliance with ethical requirements, professional standards and applicable
legal and regulatory requirements. We have complied with the DNV Code of Conduct
1
during the assessment and maintain independence where required
by relevant ethical requirements. This engagement work was carried out by an independent team of sustainability assurance professionals. DNV was
not involved in the preparation of statements or data included in the Framework except for this Statement. DNV maintains complete impartiality toward
stakeholders interviewed during the assessment process.


1
DNV Code of Conduct is available from DNV website (www.dnv.com)

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DNV’S INDEPENDENT ASSESSMENT
Scope and Objectives
Genesis Energy Limited (“GENESIS”) is an energy company that owns and operates a diverse portfolio of
generation assets in New Zealand, including hydropower, wind, and thermal generation.
Genesis have adopted a holistic approach to Sustainability. Through an understanding of the impact on
people and the environment, Genesis incorporates social, economic, and environmental risks and benefits
into business decision-making.
GENESIS has developed a Sustainable Finance Framework (the “Framework”) under which it intends to
issue and/or manage Green and sustainability-linked instruments, and in doing so contribute to positive
environmental and social impacts. GENESIS will use the proceeds of any Green instruments issued under
the Framework to finance or refinance the Eligible Projects which meet its eligibility criteria.
DNV Business Assurance Australia Pty Ltd (“DNV”) has been commissioned by GENESIS to review the
Framework and proposed issuance and provide a Second Party Opinion in relation to alignment of these
with Green Bond Principles 2021 (“GBP”), published by the International Capital Market Association
(“ICMA”) and the Climate Transition Finance Handbook 2020 (“CTFH”).
No assurance is provided regarding the financial performance of instruments issued via the GENESIS’
Framework, the value of any investments, or the long-term environmental benefits of the transaction. Our
objective has been to provide an assessment that the Framework has met the criteria established on the
basis set out below.
Responsibilities of the Management of GENESIS and DNV
The management of GENESIS has provided the information and data used by DNV during the delivery of
this review. Our statement represents an independent opinion and is intended to inform GENESIS
management and other interested stakeholders in the Framework as to whether the Framework and Bond
are aligned with the GBP. In our work we have relied on the information and the facts presented to us by
GENESIS. DNV is not responsible for any aspect of the nominated assets referred to in this opinion and
cannot be held liable if estimates, findings, opinions, or conclusions are incorrect. Thus, DNV shall not be
held liable if any of the information or data provided by GENESIS’ management and used as a basis for this
assessment were not correct or complete.
Basis of DNV’s opinion
We have adapted our assessment methodology to create the GENESIS-specific Eligibility Assessment
Protocol (henceforth referred to as “Protocol”). Our Protocol includes a set of suitable criteria that can be
used to underpin DNV’s opinion.
As per our Protocol, the criteria against which the Framework has been reviewed are grouped under the
four core components:

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1. Use of Proceeds
2. Process for Project Evaluation and Selection
3. Management of Proceeds
4. Reporting
DNV has also considered the Framework and instruments that may be issued under the Framework in the
context of the CTFH including elements of:
1. Issuer’s climate transition strategy and governance
The financing purpose should be for enabling an issuer’s climate change strategy.
2. Business model environmental materiality
The planned climate transition trajectory should be relevant to the environmentally-material parts of the
issuer’s business model.
3. Transition is science-based including targets and pathways
Issuer’s climate strategy should reference science-based targets and transition pathways.
4. Implementation transparency
Market communication in connection with the offer of a financing instrument which has the aim of
funding the issuer’s climate transition strategy should also provide transparency of the underlying
investment program.
Work Undertaken
Our work constituted a high-level review of the available information, based on the understanding that this
information was provided to us by GENESIS in good faith. We have not performed an audit or other tests to
check the veracity of the information provided to us. The work undertaken to form our opinion included:
• Creation of a Protocol, adapted to the purpose of the Framework, as described above and in
Schedule 4 to this Assessment;
• Assessment of documentary evidence provided by GENESIS on the Framework and supplemented
by a high-level desktop research. These checks refer to current assessment best practices and
standards methodology;
• Review of published materials by GENESIS and GENESIS’ website;
• Discussions with GENESIS’ management, and review of relevant documentation and evidence
related to the criteria of the Protocol; and
• Documentation of findings against each element of the criteria. Our opinion as detailed below is a
summary of these findings.

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Findings and DNV’s Opinion
DNV’s findings are listed below:
1. Use of Proceeds
GENESIS intends to notionally allocate the proceeds of the Green Bond (GNE030) under the
Framework to finance or refinance, in whole or in part, new or existing Eligible Green Project
Categories. The Framework identifies eligible categories including Renewable Energy, Energy
Efficiency, Clean Transportation and Green Buildings. The Bond pool at the time of SPO includes
Renewable Energy (Wind and Hydropower projects). DNV concludes that the eligible categories and
projects detailed in the Framework are consistent with the categories outlined in the GBP.
2. Process for Project Evaluation and Selection
The Process for Project Evaluation and Selection section in the framework sets out the process for the
identification and qualification of projects. DNV concludes that GENESIS’ Framework appropriately
describes the process of project evaluation and selection.
3. Management of Proceeds
The Framework states that the net proceeds from the Bond issued or managed under the Framework
will be notionally allocated immediately after the Bond (GNE030) is reclassified as a Green Bond, and in
any circumstance within 24 months. Genesis intends to maintain a balance of Eligible Assets that have
a Book Value which is larger than the sum of the net proceeds from the Green Bond. DNV has reviewed
the evidence presented and can confirm that the proceeds arising from the future issuances will be
appropriately managed.
4. Reporting
GENESIS intends to publish a report on the allocation of net proceeds and associated impact metrics of
its Bond annually, and as necessary in the event of material developments. GENESIS’ reporting will
include allocation reporting, eligibility reporting and impact reporting. DNV concludes that GENESIS’
reporting is also aligned with the relevant principles.
On the basis of the information provided by GENESIS and the work undertaken, it is DNV’s opinion that the
GENESIS Sustainable Finance Framework and proposed Bond meet the criteria established in the Protocol
and are aligned with the GBP.
In consideration of the Climate Transition Finance Handbook 2020:
1. Issuer’s climate transition strategy and governance: DNV found that the proposed Framework and
Bond were well aligned with Genesis’ Sustainability Strategy, which is set out to consider and manage
impacts and interactions with the environment and the community. Genesis has a medium-term (2025)
SBTi-validated Science-Based Target aligning to 1.5 degrees, with interim targets established to support
achievement of that target. Decarbonisation levers and accompanied strategic planning are outlined by
Genesis in the Future-gen strategy. DNV found the transition plan based on Genesis’ validated Science
Based Target to be credible, ambitious and achievable.
2. Business model environmental materiality: DNV found that the climate transition focus of the
Genesis business was central to its core operations delivering both environmental and social outcomes
as well as supporting the commercial drivers of the business. The Future-gen strategy centres around
transitioning the renewable energy asset base and is core to the business model. The climate transition
focus is relevant to Genesis’ material environmental impacts and is considered to be qualitatively and
quantitatively material in impact.

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3. Transition is science-based including targets and pathways: DNV confirmed that Genesis’
transition strategy is quantified and built around a Science Based Target model, with a verified baseline
year, and specified pathways for the sustained reduction of all scopes of emissions in an absolute
sense. The demonstrated trajectory of emissions reduction meets and exceeds the 1.5 degree
benchmark and is validated by the SBTi.
4. Implementation transparency: DNV has considered the investment and deployment plans associated
with Genesis’ transition strategy including investments made to date and commitments for investment
and expenditure into the future. DNV up to Board level has also publicly outlined its commitment to a
“Just Transition” and has provided to DNV some of the key components of Genesis’ “Just Transition”
strategy.
DNV has also concluded that the Genesis sustainability and transition strategy is well aligned with the
guidance provided in the Climate Transition Finance Handbook 2020. DNV considers instruments issued
under the Genesis Sustainable Finance Framework (including Green Bonds and Sustainability Linked
Loans) to be aligned with the Handbook. Genesis has in place a quantified, ambitious and achievable plan
to transition to a low carbon future that has been benchmarked to a 1.5 degree future.

for DNV Business Assurance Australia Pty Ltd
Sydney, Australia / 26 October 2021





Mark Robinson
Lead Assessor
David McCann
Technical Reviewer

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Schedule 1. Description of Categories to be financed or refinanced through
GENESIS’ Sustainable Finance Framework
Eligible Green
Project
Categories
Eligible Criteria and Description DNV Findings
Renewable
Energy
Expenditure, financing or
refinancing related to the
construction, transmission,
maintenance, operation and/or
expansion of renewable energy
generation projects. Renewable
Energy includes but is not limited
to:
• Solar energy
• Wind energy (onshore and
offshore)
• Hydro energy (Run of river or
small-scale hydropower
schemes (<15MW capacity);
or Schemes with power
density of greater than 5W/m
2
;
or schemes in natural lakes
that do not significantly alter
an ecosystem.)
• Geothermal energy for
electricity generation (limited
to direct emissions of <100g
CO
2
e/kWh)

Eligible Assets may include the
purchase of renewable energy
pursuant to long-term power
purchase agreements or virtual
power purchase agreements
entered into prior to the
commencement of commercial
operation of the renewable project.
This contributes to Genesis’
objective of sourcing new
renewable energy generation.
• Solar Power is deemed by DNV to be
renewable energy and eligible as a green use
of proceeds.
• Wind Power: Wind Power is deemed by DNV
to be renewable energy and eligible as a
green use of proceeds.
• Hydropower
- The activity complies with:
ü the electricity generation facility is a
run-of-river or natural lake based
plant that does not have an artificial
reservoir; or
ü the power density of the electricity
generation facility is above 5 W/m
2
;
• Geothermal
- According to the Climate Bonds
Taxonomy, the threshold of direct
emissions less than 100gCO
2
/kWh should
be applied for geothermal energy for
electricity generation.
• DNV considers that the criteria of eligible
projects are consistent with the aim of
mitigating the effects of climate change and
delivering genuine environmental benefits.
• DNV verified the list of nominated projects
and assets and confirmed that the Wind and
Hydro projects met the stated criteria.

Clean
Transportation
Expenditure, financing or
refinancing of low carbon
transportation assets, systems
and/or infrastructure including:
• Electric vehicles and
supporting infrastructure and
systems;
• Investments, technology or
infrastructure that allows for
• Transport is the second largest contributor to
global GHG emissions after electricity
generation. It is responsible for 23% of all
energy-related CO
2
emissions globally and
14% of total GHG emissions. Road
transportation for passengers and freight
remains the primary source of emissions in
the sector, responsible for 73% of CO
2

emissions from all transport
2
.
• DNV considers that the criteria of eligible
projects are consistent with the aim of

2
https://www.climatebonds.net/files/files/CBI_Background%20Doc_Transport_Jan2020%20.pdf

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Eligible Green
Project
Categories
Eligible Criteria and Description DNV Findings
electric vehicle sharing
programs; and
• Hybrid vehicles that meet an
emissions intensity threshold
of 50 gCO
2
per passenger-km
travelled.
mitigating the effects of climate change and
delivering genuine Green benefits.
Energy Efficiency Expenditure, financing or
refinancing of assets, activities or
projects that contribute to a
reduction in energy consumption.
Eligible types of energy efficiency
include but is not limited to:
• Energy storage (including
batteries); and
• Energy efficiency processes,
appliances, products, and
technology (including in apps).
• Battery facilities: Assessed as aligning with
the GBP Use of Proceeds categories.
• Energy Storage Facilities: The relevant
criterion in the footnote matches that of the
Climate Bonds Taxonomy.
• DNV considers that the criteria of eligible
projects are consistent with the aim of
mitigating the effects of climate change and
delivering genuine environmental benefits.

Green Buildings Expenditure, financing or
refinancing related to the
development, operation or lease of
low carbon and energy efficient
buildings that at least meet
regional, national, or internationally
recognised standards or
certifications.
This includes buildings with a
Green Star (Design and/or As-
Built) rating of at least 5-Stars
and/or a NABERSNZ rating of at
least 4-Stars.
• DNV considers that the stated benchmark for
Green Buildings to deliver genuine
contribution to the mitigation of climate
change and to deliver genuine environmental
benefits through energy efficiency in the built
environment.

Classification: PROTECTED
Schedule 2. Genesis Nominated Projects and Instruments
Genesis Use of Proceeds Report, as at 11 October 2021.
Asset Name
Renewable Energy
-
Generation Type
Location -
New Zealand
Year
Commissioned
Capacity
(MW)
Run of River or Natural
Lake based (Y/N)
Power
Density
Asset Value
(NZD $m), 30 June 2021
Hau Nui Wind South Wairarapa 1996 8.65 NA

5.7
Rangipo Hydroelectricity Tongariro 1983 120 No 62.1W/m
2

1,363.9
Tokaanu Hydroelectricity Tongariro 1973 240 No 62.1W/m
2

Mangaio Hydroelectricity Tongariro 1983 1.8 Run of River NA
Tuai Hydroelectricity Waikaremoana 1929 60 Natural Lake NA
486.2
Piripaua Hydroelectricity Waikaremoana 1943 42 Natural Lake NA
Kaitawa Hydroelectricity Waikaremoana 1948 36 Natural Lake NA
Tekapo A Hydroelectricity Mackenzie District 1951 30 Natural Lake NA
994
Tekapo B Hydroelectricity Mackenzie District 1977 160 Natural Lake NA
Total
698.45
2,849.8
Earmarked Instruments
Green Bond
(NZX ticker)
Green Bond
(NZD $m)
Date of
Issuance
Maturity Date
GNE030
$100
Mar-16 Mar-22
Genesis Project Holding Comparison
Total Value Eligible Assets ($m) $2,850
Green Bond ($m) $100
Surplus Eligible Assets ($m) $2,750

Classification: PROTECTED
Schedule 3. Contributions to UN SDGs
Eligible Project
Categories
UN SDGs DNV Findings
Renewable
Energy
SDG 7 Affordable and Clean Energy
• 7.2 Increase substantially the share of renewable
energy in the global energy mix.
SDG 13 Climate Action
• 13.1 Strengthen resilience and adaptive capacity to
climate-related hazards and natural disasters in all
countries.

DNV is of the opinion
that eligible categories
outlined in the
Framework contribute
to the achievement of
the UN SDGs. DNV
notes that these SDGs
are aligned with the
contributions to a Just
Transition as set out in
the Climate Transition
Finance Handbook
2020 guidance.
Clean
Transportation
SDG 11 Sustainable Cities and Communities
• 11.2 By 2030, provide access to safe, affordable,
accessible and sustainable transport systems for all,
improving road safety, notably by expanding public
transport, with special attention to the needs of those
in vulnerable situations, women, children, persons with
disabilities and older persons
Energy
Efficiency
SDG 7 Affordable and Clean Energy
• 7.3 By 2030, double the global rate of improvement in
energy efficiency
Green Buildings SDG 7 Affordable and Clean Energy
• 7.3 By 2030, double the global rate of improvement in
energy efficiency

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Schedule 4. Green Bond Eligibility Assessment Protocol
1. Use of Proceeds
Ref. Criteria Requirements DNV Findings
1a
Type of bond /
loan
The Bond must fall in one
of the following categories,
as defined by the Green
Bond Principles:
• Green Use of Proceeds
Bond
• Green Use of Proceeds
Revenue Bond
• Green Project Bond
• Green Securitized
Bond

The GENESIS’ Sustainable Finance Framework
clearly describes the instruments fall in green
bonds or loans, and other forms of debt financing.
GENESIS also clarifies that the Framework has
been developed based on the most up-to-date
principles.
From the Framework
This Framework is consistent with the
applicable sustainable finance principles
and guidelines issued by the International
Capital Market Association (ICMA), the
Loan Market Association (LMA), the
Asia-Pacific Loan Market Association
(APLMA) and the Climate Bonds
Standard & Certification Scheme (CBS),
where applicable (together the ‘Market
Standards’). The Market Standards are
voluntary and accepted as best practice
for issuance and management of
Sustainable Debt in the global capital
markets.

1b
Green Project
Categories
The cornerstones of Green
Bonds and Loans are the
utilization of the proceeds
of the bond and the loan
which should be
appropriately described in
the legal documentation for
the security.
Eligible project categories presented by GENESIS
are as follows:
Green Categories
• Renewable Energy
• Clean Transportation
• Energy Efficiency
• Green Buildings



1c
Environmental
benefits
All designated Green
Project categories should
provide clear
environmentally sustainable
benefits, which, where
feasible, will be quantified
or assessed by the Issuer.
DNV considers it is well described in the section
by selecting environmentally beneficial projects,
which are closely aligned with the Green Bond
Principles, Climate Bond Initiative, EU Taxonomy
or any other relevant international standards,
reinforced later by quantitative indicators in the
Impact Reporting.
1d
Refinancing Share
In the event that a
proportion of the proceeds
may be used for
refinancing, it is
recommended that issuers
provide an estimate of the
share of financing vs. re-
financing, and where
appropriate, also clarify
which investments or
The Bond issued March 2016 is to be notionally
allocated to the nominated projects and assets for
retrospective refinancing. The effect is a 100%
refinancing share.

DNV notes that the current value of the Green
project pool at the time of SPO was NZDm
2,849.8. The retrospectively earmarked Bond
Issuance from March 2016 was a NZDm 100

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Ref. Criteria Requirements DNV Findings
project portfolios may be
refinanced.
issuance. DNV confirms a significant surplus of
eligible projects and assets.


2. Process for Project Selection and Evaluation
Ref. Criteria Requirements DNV Findings
2a
Investment-
decision process
The Issuer of a Green Bond
and Loan should outline the
decision-making process it
follows to determine the
eligibility of projects using
Green Bond and Loan
proceeds. This includes,
without limitation:
• A process to determine
how the projects fit
within the eligible
Green Projects
categories identified in
the Green Bond
Principles and Green
Loan Principles;
• The criteria making the
projects eligible for
using the Green Bond
and Loan proceeds;
and
• The environmental
sustainability
objectives, and/or the
social objectives
The Framework states that GENESIS will have a
dedicated Sustainable Financing Committee
(“Committee”) to ensure that eligible projects and
assets are reviewed and selected in accordance
with the project category and exclusion list
presented in the Framework.
From the Framework
The Committee will manage the Eligible
Asset selection process and will
consider each proposed project against
the following factors:
• Conformance with the GBP or GLP
(as applicable);
• Conformance with the Eligibility
Criteria set out in section 4.1;
• Alignment with Genesis’
Sustainability Goals outlined in
Section 3;
• Alignment to the SDGs;
• Genesis’ own professional
judgement, discretion and
sustainability knowledge; and where
Genesis chooses, conformance
with any other principles, standards
or tools that are or become both
commonplace and respected in the
market; and
• If certified under the CBS,
compliance with the applicable CBS
Sector Criteria.



2b
Issuer/borrower’s
environmental and
social and
governance
framework
In addition to information
disclosed by an issuer on
its Green Bond/Loan
process, criteria and
assurances, Green Bond
and Loan investors may
also take into consideration
the quality of the issuer’s
overall framework and
performance regarding
environmental and/or social
sustainability.
GENESIS has set out a comprehensive summary
of the broader sustainability position, outlook and
strategy of the organisation covering
environmental stewardship, Community Support,
Stakeholder Care and Support for a Just
Transition.
From the Framework
Through an understanding of the impact
on people and the environment,
Genesis incorporates social, economic,
and environmental risks and benefits

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Ref. Criteria Requirements DNV Findings
into business decision-making
(Sustainability Strategy). Since
implementation, significant progress
has been made in the areas that matter
the most to and have the greatest
impact on our stakeholders (Material
Issues):
Caring for our environment
• Emissions reductions.
• Water and Wildlife.
Building Strong Communities
• Our Communities – focus on
education
• Our People – focus on fair pay,
equality, diversity and health
and safety
Powering New Zealand
• Putting control in our customers
hands.
• Delivering New Zealand’s
energy future.
Ngā Ara Creating Pathways
Programme
• Inspiring young people to
become the energy innovators
of the future.
• Pathway opportunities
Supporting a ‘Just Transition’



3. Management of Proceeds
Ref. Criteria Requirements DNV Findings
3a
Tracking
procedure
The net proceeds of Green
Bond should be credited to
a sub-account, moved to a
sub- portfolio or otherwise
tracked by the Issuer in an
appropriate manner and
attested to by a formal
internal process that will be
linked to the Issuer’s
lending and investment
operations for Green
Projects.
The evidence reviewed shows how GENESIS
plans to trace the Bond proceeds, in accordance
with the evaluation and selection process
presented.
From the Framework
Genesis commits to tracking the receipt
and allocation of net proceeds from the
Green Bonds and/or Loans and maintain
a register of Eligible Assets, including the
notional allocation of net proceeds
against total Eligible Assets. This will
ensure that Eligible Assets are
appropriately identified and included in
monitoring reports provided to the
Committee at a minimum on an annual
basis.

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Ref. Criteria Requirements DNV Findings
3b
Tracking
procedure

So long as the Green
Bond/Loan is outstanding,
the balance of the tracked
proceeds should be
periodically reduced by
amounts matching eligible
green investments or loan
disbursements made during
that period.
GENESIS commits to monitor the allocation of net
proceeds and track the net proceeds through its
internal financial reporting system.

3c
Temporary
holdings
Pending such investments
or disbursements to eligible
Green Projects, the Issuer
should make known to
investors the intended
types of temporary
investment instruments for
the balance of unallocated
proceeds.



Immediately after the Bond (GNE030) is
reclassified as a Green Bond, GENESIS will
notionally allocate all proceeds to eligible projects
or assets, or at a minimum within 24 months. Any
unallocated proceeds can be used as cash or
cash equivalents, as low GHG intensive
investments or used to repay existing borrowings
under general credit facilities of GENESIS.
From the Framework
In the unlikely event that the net
proceeds from the Green Bonds and/or
Loans are unallocated, Genesis will
ensure that any unallocated proceeds
shall be temporarily:
• Held in cash or cash equivalent
instruments with a Treasury
function;
• Held in investment instruments
that do not include greenhouse
gas intensive projects which are
inconsistent with the delivery of
a low carbon and climate
resilient economy; or
• Applied to reduce indebtedness
of a short term or revolving
nature before being redrawn for
investments or disbursements
to Eligible Assets.



4. Reporting
Ref. Criteria Requirements DNV Findings
4a Periodical
reporting
In addition to reporting on
the use of proceeds and
the temporary investment
of unallocated proceeds,
issuers should provide at
least annually a list of
projects to which Green
Bond proceeds have been
allocated including - when
The relevant information is appropriately
described in the Framework as follows:
From the Framework
Genesis will also disclose annual Update
Reports, which will be in line with the
Market Standards, and at a minimum
include the following information:
• Allocation Reporting: A list of the
Eligible Assets being financed or

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Ref. Criteria Requirements DNV Findings
possible with regards to
confidentiality and/or
competitive considerations
- a brief description of the
projects and the amounts
disbursed, as well as the
expected environmentally
sustainable impact.
refinanced utilising the Green Bond
and/or Loan, including a description
of the Eligible Assets and the
amounts disbursed or invested.
• Eligibility Reporting: Confirmation
that the Eligible Assets meet the
relevant eligibility requirements
including this Framework and
including information on the
characteristics and performance of
the Eligible Assets.
• Impact Reporting: Genesis will
endeavour to provide qualitative
and/or quantitative reporting of the
environmental impacts resulting from
the Eligible Assets, which may
already be disclosed in Genesis’
integrated reporting or other
sustainability disclosures (e.g. annual
renewable energy generation (GWh),
capacity of renewable energy
generation facilities (MW), emissions
inventory reporting).

In particular, by adding quantitative impact
indicators in the Framework, GENESIS commits
to disclose the expected environmental and
sustainability impacts.



Schedule 5. Climate Transition Finance Handbook Eligibility Assessment
Protocol

Climate Transition Handbook Alignment
Ref
.
Criteria Requirements DNV Findings
1
Issuer’s climate
transition
strategy and
governance
The financing purpose
should be for enabling an
issuer’s climate change
strategy. A ‘transition’ label
applied to a debt financing
instrument should serve to
communicate the
implementation of an issuer’s
corporate strategy to
transform the business
model in a way which
Genesis has in place a Sustainable Finance
Framework and a broader organisational
sustainability strategy with various plans and
initiatives to manage and enhance the organisation’s
environmental sustainability and related performance.
This was reviewed and confirmed to include a
quantified and science based assessment of what is
required of the Genesis organisation to meet and
exceed the equivalent Paris aligned targets for limiting
warming to 1.5 degrees. This is captured within the
Genesis Science Based Target and broader

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Ref
.
Criteria Requirements DNV Findings
effectively addresses
climate-related risks and
contributes to
alignment with the goals of
the Paris Agreement.
Sustainability strategy, which sets out the
performance, initiatives and change required to
realistically achieve the emissions reduction
performance on an ongoing basis.
DNV found that the proposed Framework and
instruments were well aligned with Genesis’
Sustainability strategy, which is benchmarked to a 1.5
degree performance transition. DNV found the
transition plan to be credible, ambitious and
achievable.
2
Business model
environmental
materiality
The planned climate
transition trajectory should be
relevant to the
environmentally-material
parts of the issuer’s business
model, taking into account
potential future scenarios
which may impact on current
determinations concerning
materiality.
DNV considered the primary operations associated
with Genesis’ business activities and their impact
upon the natural environment and assessed Genesis’
transition strategy in this context. Genesis’ operations
primarily result in impacts to the climate through
production and consumption of energy and the
associated scope 1 and 2 emissions within the
organisation’s operational boundary.
Genesis’ emission reduction plan is proposed and
quantified in an absolute sense with a target set for
ongoing scope 1 and 2 emissions to be met.
DNV found that the climate transition focus of the
Genesis business was central to its core operations
delivering both environmental and social outcomes as
well as supporting the commercial drivers of the
business. The climate transition focus is relevant to
Genesis’ material environmental impacts and is
considered to be qualitatively and quantitatively
material in impact.
3
Transition is
science-based
including targets
and pathway
Issuer’s climate strategy
should reference science-
based targets and transition
pathways. The planned
transition
trajectory should:
• be quantitatively
measurable (based on a
measurement
methodology which is
consistent over time);
• be aligned with,
benchmarked or
otherwise referenced to
recognized, science-
based trajectories where
such trajectories exist;
• be publicly disclosed
(ideally in mainstream
financing filings), include
interim milestones, and;
• be supported by
independent assurance or
verification.
Genesis has in place a science based, 1.5 degree
aligned transition plan and trajectory that has been
developed in conjunction with an external Energy
consultancy. This plan has been quantified and
planned with defined projects and initiatives to set out
an achievable and realistic pathway to reducing
emissions in an absolute sense and a plan to
maintain absolute emissions to that defined level into
the future.
DNV confirmed that Genesis’ transition strategy is
quantified and built around a Science Based Target
model, with specified pathways for the sustained
reduction of emissions in an absolute sense. The
demonstrated trajectory of emissions reduction meets
the 1.5 degree benchmark.

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Ref
.
Criteria Requirements DNV Findings
4
Implementation
transparency
Market communication in
connection with the offer of a
financing instrument which
has the aim of funding the
issuer’s climate transition
strategy should also provide
transparency to the extent
practicable, of the underlying
investment program including
capital and operational
expenditure.
DNV has considered the investment and deployment
plans associated with Genesis’ transition strategy
including investments made to date and commitments
for investment and expenditure into the future. DNV
has also reviewed Genesis’ Framework commitments
to reporting associated with allocations and impacts
and Genesis’ broader Sustainability strategy and
confirmed that a high degree of implementation
transparency has been demonstrated and committed
to by Genesis.

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Classification: PROTECTED

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