Notice of Meeting 2023

Wednesday, 15 November 2023, 9.30am (NZ time)
Notice of Annual
Shareholder
Meeting 2023

Dear Shareholder
Contact Energy Limited (“Contact”) invites
you to join us at our Annual Meeting of
Shareholders at:
The Grand Space
Rydges Wellington
75 Featherston Street
Wellington
or online at
www.virtualmeeting.co.nz/cen23
Wednesday 15 November 2023,
commencing at 9.30am (NZ time)
1

Business
A. Chair’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 Rob McDonald
That of Rob McDonald be re-elected as a
director of Contact.
Resolution 2 – Re-election of

Rukumoana Schaafhausen
That Rukumoana Schaafhausen be

re-elected as a director of Contact.
Resolution 3 – Re-election of David Smol
That David Smol be re-elected as a director

of Contact.
Resolution 4 – 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
17 OCTOBER 2023
2

Procedural Notes
Voting
Voting entitlements for the meeting will be
determined at 9.30 am on Monday, 13 November
2023 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 9.30am on Monday, 13 November 2023.
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.
3

Virtual annual meeting
Shareholder and proxy holders entitled to attend
and vote at the meeting will be able to attend the
meeting in person, or participate in the meeting
virtually via an online platform provided by
Contact’s share registrar, Link Market Services at
www.virtualmeeting.co.nz/cen23
Shareholders attending and participating in

the meeting virtually via the online platform
will be able to vote and ask questions during
the meeting. More information regarding
virtual attendance at the meeting is available at
https://bcast.linkinvestorservices.co.nz/
generic/docs/OnlinePortalGuide.pdf
Explanatory Notes
Resolutions 1, 2 and 3 – Re-election of
Rob McDonald, Rukumoana Schaafhausen
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, Rob McDonald is retiring by rotation
at the meeting and is seeking re-election.
Rukumoana Schaafhausen and David Smol

are both due to retire by rotation at the 2024
annual meeting, along with several other
directors. Rukumoana and David are standing

for re-election early to balance the number
of directors standing for re-election at the
same time.
Rob, Rukumoana and David are Independent
Directors (as determined by the Board using

the definition in the NZX Listing Rules) and
stand for re-election with the unanimous support
of the Board.
Resolution 4 – Auditor’s fees
Ernst & Young (EY) 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.
4

Rob McDonald
Independent Non-Executive Chair
APPOINTED DIRECTOR 12 NOVEMBER 2015, LAST ELECTED
2020 ANNUAL MEETING
MEMBER OF THE PEOPLE COMMITTEE

Rob’s finance career spans over 30 years, having
worked overseas before joining Coopers and
Lybrand in the corporate advisory and valuations
practice in 1985. He is a director of Fletcher
Building Limited, Chartered Accountants
Australia and New Zealand and was formerly
the chief financial officer with Air New Zealand.
He is a former board member of the Institute of
Finance Professionals New Zealand Inc., and AIA
Limited; and the former vice chairman of the
IATA Financial Committee. Rob has a Bachelor
of Commerce f rom Auckland University and in
1999 completed the Program of Management
Development at Harvard Business School. He is
a Fellow of Chartered Accountants Australia and
New Zealand.
5

Rukumoana Schaafhausen
Independent Non-Executive Director
APPOINTED DIRECTOR 1 MARCH 2021, LAST ELECTED 2021
ANNUAL MEETING
MEMBER OF THE AUDIT AND RISK COMMITTEE AND HEALTH,
SAFETY AND ENVIRONMENT 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.
6

David Smol
Independent Non-Executive Director
APPOINTED DIRECTOR 1 OCTOBER 2018, LAST ELECTED
2021 ANNUAL MEETING
MEMBER OF THE HEALTH, SAFETY AND ENVIRONMENT 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 GNS
Science and a board member of The Co-operative
Bank Limited and Waka Kotahi. David has an
M-Phil in economics f rom Cambridge University
and was made a Companion of the Queen’s
Service Order in 2018.
7

7
Venue Location
• The Grand Space
Rydges Wellington
75 Featherston Street
Wellington
Commencing at 9.30am.
• The Rydges Wellington is a short-walking distance
to the Wellington Railway Station and public bus
services on Lambton Quay
• There are also two paid parking options nearby:
›
Prime Parking on Stout Street
›
Sky Stadium
• To access the Grand Space from the hotel
reception, take the lift or stairs to level 2.

Wellington

Railway Station
Wellington

Bus Station
Customhouse Quay
Waterloo Quay
Bunny Street
Sky Stadium
Parking
Prime
Parking
Featherston Street
Whitmore Street
Stout Street
Lambton Quay
Rydges Hotel

How to virtually attend the
Annual Shareholder Meeting
• Go to www.virtualmeeting.co.nz/cen23
• 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
If attending virtually, we recommend you
commence the login process at least 15 minutes
before the meeting is due to begin.

---

SAMPLE
Proxy form for Contact’s 2023 Annual Shareholder Meeting
The annual meeting of shareholders of Contact Energy
Limited (Contact) will be held on Wednesday 15 November
2023 at 9.30am at the Grand Space, Rydges Welington,
75 Featherston Street, Wellington, New Zealand.
Shareholders also have the option to attend virtually.
ATTENDING THE MEETING
If you plan to attend the annual meeting in person, please
bring this Admission Card/Proxy Form intact as the barcode
will assist in your registration.
If you plan to attend the annual meeting virtually, you can join
via an online platform provided by Contact’s share registry at
www.virtualmeeting.co.nz/cen23 and will be able to vote
and ask questions during the meeting. Please note, you will
require your CSN/Holder Number for verification purposes.
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 9.30am on Monday 13 November 2023.
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 4, except that the Directors standing for
election will abstain f rom v
oting 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 holder
s 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
smartph
one 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 10
10
Go online to vote.linkmarketservices.com/CEN to lodge your proxy or please TURN OVER to complete the Proxy Form.

SAMPLE
STEP 2: RESOLUTIONS – PROXY VOTING INSTRUCTIONS
ORDINARY RESOLU
TIONS
1. That Rob McDonald be re-elected as a director of Contact.
2.
That Rukumo
ana Schaafhausen be re-elected as a director of Contact.
3.
That David Smol be r
e-elected as a director of Contact.
4.
That the direc
tors 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 direc
ting 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 ____________________ 2023
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
EMAILEMAIL
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 9.30am
on Wednesday 15 November 2023, 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