Notice of Meeting 2025

Tuesday 16 September 2025, 9.30am (NZ time)
Notice of Annual
Shareholder
Meeting

Dear Shareholder
Contact Energy Limited (“Contact”) invites
you to join us at our Annual Meeting of
Shareholders at:
The Maritime Room
Princes Wharf
Viaduct Harbour
Auckland CBD
or online at
www.virtualmeeting.co.nz/cen25
Tuesday 16 September 2025,
commencing at 9.30am (NZ time)
1

Business
A. Chair’s address
B. Chief Executive’s address
C. Resolutions
To consider and, if thought appropriate,

to pass the following ordinary resolutions:
Resolution 1 – Election of Deion Campbell
That Deion Campbell be elected as a

non-independent director of Contact.
Resolution 2 – Directors’ remuneration
That the maximum aggregate annual
remuneration payable by Contact to

Directors be increased by NZ$350,000,
f rom NZ$1,500,000 per annum to
NZ$1,850,000 per annum (plus GST if any).
Resolution 3 – Auditor’s remuneration
That the directors be authorised to fix the

fees and expenses of the auditor.
D. Other Business and Shareholder Questions
To consider any other matter raised by a
shareholder at the meeting.

On behalf of the Board of Directors






Robert McDonald
Chair
18 AUGUST 2025
2

Procedural Notes
Voting
Voting entitlements for the meeting will be
determined at 9.30am on Friday 12 September
2025 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, MUFG Pension & Market
Services, by 5pm on Friday, 12 September 2025.
Any proxy form received after that time will not
be valid for the meeting.
You can lodge your proxy online by going to

vote.cm.mpms.mufg.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, MUFG Pension & Market
Services at www.virtualmeeting.co.nz/cen25
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://mail.cm.mpms.mufg.com/MUFG/MUFG_
VirtualMeetingGuide.pdf
Explanatory Notes
Resolution 1 – Election of Deion Campbell
Directors who have been appointed by the
Board to fill a casual vacancy during the year are
required to retire at the next annual meeting
following their appointment and seek election
by shareholders. Accordingly, Deion Campbell,
who was appointed in July 2025, is standing for
election.
Deion is a non-independent director (as
determined by the Board using the definition
in the NZX Listing Rules and the Corporate
Governance Code) and is standing for election
with the unanimous support of the Board.

Deion is determined to be non-independent
as he is associated with Inf ratil Limited, who
are a substantial product holder, with circa 9.5%
of Contact’s shares.
Resolution 2 – Directors’ remuneration
The Contact Board reviews directors’ fees on an
annual basis to ensure they are appropriate and
to enable Contact to attract and retain directors
who create value for shareholders through their
contributions to the successful management of
the business. 
In April 2025 the Board engaged Mercer Consulting
(Australia) Pty Limited (Mercer) to assess the
appropriateness of the fees paid to directors.
Contact asked Mercer to provide independent
4

benchmarking data and recommendations for
its non-executive director remuneration having
regard to practices of comparable publicly listed
companies. Mercer has recommended that
Contact increase the aggregate director fee

pool as further set out below.
As well as being one of New Zealand’s largest
energy generators and retailers, Contact has a
well-advanced renewable development pipeline
with projects at various stages of execution

across geothermal, solar and wind. In July 2025,
Contact acquired Manawa Energy Limited

which has added 25 additional hydroelectric
power schemes to the generation portfolio.

The significant growth of the company, together
with an increasingly complex environment

as we support the transition to a renewable
energy future for New Zealand, has resulted

in an increase to the workload and complexity
of matters for consideration by the Board.
Taking these factors into account, shareholders
are being asked to approve an increase in the
total amount of directors’ fees available for
payment by NZ$350,000 f rom NZ$1,500,000 per
annum to NZ$1,850,000 per annum (plus GST as
appropriate).
The directors may determine the amount
payable to each non-executive director within
the maximum aggregate amount approved by
shareholders.  
Current director fees 
The last increase to Contact’s fee pool was in
2008, when shareholders approved a total fee
pool of NZ$1,500,000.
The actual remuneration paid to Directors in
the year ended 30 June 2025 was a total of
NZ$1,453,000, which represented 97% of the
approved fee pool. Please see page 79 of the
Integrated Report for a breakdown of the fees
paid to directors for Board and Committee
membership. 
The lack of headroom available in the current

fee pool restricts the Board’s ability to appoint
an eighth director f rom time to time to assist
with orderly succession planning as long-serving
5

6
directors retire at the end of their term. It also
limits payments that can be made to ad hoc
Board committees established f rom time to
time for special purposes. For example, during
FY25, members of our Board attended seven
subcommittee meetings to oversee the project
to acquire Manawa Energy Limited, providing
additional value for Contact Energy shareholders.
No additional fees were paid for this work.
Independent benchmarking report
Contact is committed to ensuring that the
remuneration of its directors is transparent,
fair and reasonable. Following an RFP, Contact
engaged Mercer to undertake a benchmarking
exercise to assess the appropriateness of the fees
being paid to directors in accordance with the
Director Remuneration Policy. Criteria that were
considered when determining which consultant
to appoint included independence and industry
experience.
Mercer maintains a significant database of
directors’ fees information in New Zealand and
Australia. Using this information Mercer took the
following approach: 
• Gathered relevant information on Contact’s
Board and Committee structure, workload
commitments and remuneration arrangements;
• Identified a peer group comprising NZX and
ASX-listed companies of similar jurisdiction, size,
industry and business characteristics as Contact;
• Collected and reviewed available Board fee data
f rom public disclosures of each peer group
company. The peer group included a mix of

New Zealand and Australian companies to reflect
Mercer’s expectation of the potential pool of
director candidates which Contact would likely
consider (i.e. New Zealand listed companies and
utilities companies in Australia);
• Compared Contact’s practices against the collated
data; and
• Provided commentary and suggested changes to
Contact’s total fee pool based on that comparison.

Mercer’s benchmarking report is available
on Contact’s website which includes the
benchmarking methodology and outcomes,
comparator group constituents and total fee
pool recommendations. The Mercer report
recommends an increase in the aggregate
fee pool to at least NZ$1,850,000 and up to
NZ$2,000,000.00.
Proposed increase to director fee pool  
On the basis of the information set out above
the Contact Board recommends shareholders
approve an increase in the total amount available
for payment of directors’ fees by NZ$350,000
f rom NZ$1,500,000 per annum to NZ$1,850,000
per annum (plus GST as appropriate), which is at
the lower end of the Mercer recommendation.
In making this proposal the Board has considered:
• The experience, responsibilities and increased
workload of current directors;
• The need to continue to attract and retain
directors with the appropriate experience,
expertise, skills and diversity to oversee our
business and strategic direction;
• The growing breadth and complexity of Contact’s
business operations, and recognising the highly
regulated environment that Contact operates in;
• The ability to appoint an eighth director to the
Board f rom time-to-time to support succession
planning;
• The capacity to pay directors appointed to ad
hoc committees established to oversee special
projects f rom time to time; and
• The recommendations of the Mercer report. 
Should the resolution be approved, the Board
intends to increase base director fees by
approximately the rate of inflation. The Board
anticipates that the increase to the fee pool
would create sufficient headroom to cover any
Board remuneration requirements for at least the
next three to five years (including the addition of
an eighth director f rom time to time and any ad
hoc Board project work).
7

Resolution 3 – Auditor’s remuneration
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.
8

Deion Campbell
Non-Independent Director
TERM OF OFFICE: APPOINTED DIRECTOR JULY 2025
Deion is an Operating Partner with New Zealand
Inf rastructure Manager, Morrison Global, where
his 30 years of energy operations, project delivery
and general leadership experience helps secure
and manage the investments in energy and
related inf rastructure for a variety of their clients.
Prior to this, Deion was the CEO of one of the
most successful renewable energy platforms in
Australasia, Tilt Renewables. Deion also spent
15 years in the generation division of Manawa
Energy (then Trustpower), which included
delivering growth projects (wind, hydro and
irrigation) and several years as General Manager,
Generation. Deion was Board Chair and a Non-
Independent Director of Manawa Energy Limited
until the purchase by Contact Energy. Deion
is also a director of Origin Energy Limited and
Pastoral Partners Australia plus he is Board
Chair of Longroad Energy Holdings (USA). Deion
was previously on the Board of Transgrid, the
transmission network operator for NSW in Australia.
Deion holds a Bachelor of Electrical Engineering
(Hons) and a Master’s in Electrical Engineering
f rom Canterbury University (NZ), has completed
executive training at INSEAD, is a Fellow of
Engineering NZ, and is a Chartered Company
Director.
9

Quay Street
Fanshawe Street
Customs Street
Hobson Street
Lower Hobson Street
Downtown
Car Park
Princes Wharf

Car Park
The Maritime Room
Princes Wharf
Viaduct

Basin
10
Venue Location
The Maritime Room, Princes Wharf
Viaduct Harbour, Auckland CBD

Commencing at 9.30am.
• The Maritime Room is located in the heart of
Auckland’s Viaduct Harbour, a short-walking
distance f rom both Britomart Transport Centre
for train and public bus services and the ferry
terminal
• There are also two paid parking options nearby:
›
Downtown Car Park is the closest with access
f rom Customs Street West and an overhead
walkway connecting the car park to the
pedestrian precinct outside the Museum
›
Princes Wharf Car Park.
• Assistance to lift access will be available on the
day, if required.

How to virtually attend the
Annual Shareholder Meeting
• Go to www.virtualmeeting.co.nz/cen25
• 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://mail.cm.mpms.mufg.com/MUFG/
MUFG_VirtualMeetingGuide.pdf
If attending virtually, we recommend you
commence the login process at least 15 minutes
before the meeting is due to begin.

---

Lodge your proxy
ONLINE
vote.cm.mpms.mufg.com/CEN
SCAN & EMAIL
meetings.nz@cm.mpms.mufg.com
Please use “Contact Proxy Form” as the subject for easy
identification
MAIL
MUFG Pension &
Market Services
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.nz@cm.mpms.mufg.com
Contact Energy Limited
DELIVER
MUFG Pension &
Market Services
Level 30, PWC Tower
15 Customs Street West
Auckland, 1010
Go online to vote.cm.mpms.mufg.com/CEN to lodge your proxy or please TURN OVER to complete the Proxy Form.
Proxy form for Contact’s 2025 Annual Shareholder Meeting
The annual meeting of shareholders of Contact Energy
Limited (Contact) will be held on Tuesday 16 September
2025 at 9.30am at the New Zealand Maritime Museum,
Corner of Quay Street and Hobson Street, Viaduct Harbour,
Auckland, 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/cen25 and will
be able to vote and ask questions during the meeting.
Please note, you will require your Shareholder 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, MUFG Pension &
Market Services, or lodge your proxy online at

vote.cm.mpms.mufg.com/CEN by no later than 5pm on
Friday 12 September 2025.
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 on 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 and will be required to abstain. The Chair and
Directors intend to vote all discretionary proxies in favour
of resolutions 1 and 3, except that the Directors standing
for election will abstain f rom voting discretionary

proxies in respect of their own appointment. The Chair
and Directors will abstain f rom voting on any discretionary
proxies in respect of Resolution 2.
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 MUFG Pension & Market Services
Investor Helpline between 8.30am and 5.00pm

(New Zealand time) on +64-9-375 5998 or email
meetings.nz@cm.mpms.mufg.com

STEP 2: RESOLUTIONS – PROXY VOTING INSTRUCTIONS
ORDINARY RESOLUTIONS
1. That Deion Campbell be elected as a non-independent director of Contact.
2. That the maximum aggregate annual remuneration payable by Contact

to Directors be increased by NZ$350,000 (23.33%) per annum, f rom
NZ$1,500,000 per annum to NZ$1,850,000 per annum (plus GST if any).
3. That the directors be authorised to fix the fees and expenses of the auditor.

PLEASE NOTE: For each resolution you must tick ( ) one box. If you tick the “Abstain” box for a particular resolution,
you are directing your proxy NOT to vote on that resolution. Your vote will not be counted when calculating the majority
for that resolution. If you tick the “Proxy Discretion” box for a particular resolution, you are directing your proxy to decide
how to vote on that resolution.


STEP 3: SIGNATURE OF SHAREHOLDER(S)
SHAREHOLDER 1 SHAREHOLDER 2 SHAREHOLDER 3



Day time telephone: ________________________________________ signed this ____________________ day of ____________________ 2025
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 9.30am
on Tuesday 16 September 2025, 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