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ORIGIN ENERGY LIMITED AGM Information 2014

Sep 25, 2014

65507_rns_2014-09-25_0a22d5f4-ede1-426d-a9a1-4e7d90e952c5.pdf

AGM Information

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To Company Announcements Office Facsimile
1300 135 638
Company ASX Limited Date 26 September 2014
From Helen Hardy Pages 7
Subject Contact Energy Limited 2014 NOM of Shareholders & Proxy Form

Attached herewith is a copy of an announcement released to the NZX by Contact Energy today.

Origin Energy holds 53.09% of quoted ordinary shares in Contact Energy Limited.

Regards

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Helen Hardy Company Secretary

02 8345 5000 – [email protected]

Origin Energy Limited ACN 000 051 696 • Level 45 Australia Square, 264-278 George Street, Sydney NSW 2000 GPO Box 5376, Sydney NSW 2001 • Telephone (02) 8345 5000 • Facsimile (02) 9252 1566 • www.originenergy.com.au

NOTICE OF 2014 ANNUAL MEETING OF SHAREHOLDERS

CONTACT ENERGY LIMITED

Notice of Annual Meeting of Shareholders

Notice is hereby given that the 2014 Annual Meeting of Shareholders of Contact Energy Limited (‘the Company’) will be held in the Lambton Ballroom, InterContinental Hotel, 2 Grey Street, Wellington, New Zealand on Tuesday 14 October 2014 commencing at 10.00am.

BUSINESS

A. Chairman’s Address

B. Chief Executive Officer’s Review

C. Financial Statements

In relation to Contact Energy Limited’s annual report for the year ended 30 June 2014, to receive the Company’s financial statements for that period, and the auditor’s report on those financial statements.

D. Resolutions

To consider and, if thought fit, to pass the following ordinary resolutions:

Resolution 1 – Re-election of Grant King

That Grant King, who retires by rotation and is eligible for re-election, be re-elected as a director of the Company.

Resolution 2 – Re-election of Sue Sheldon

That Sue Sheldon, who retires by rotation and is eligible for re-election, be re-elected as a director of the Company.

Resolution 3 – Auditor

That the directors be authorised to fix the fees and expenses of the auditor.

E. Other Business

To consider any other matter that may lawfully be considered at the Annual Meeting.

On behalf of the Board of Directors

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Grant King Chairman 26 September 2014

Explanatory Notes to Notice of Meeting

RESOLUTIONS 1 AND 2 – RE-ELECTION OF DIRECTORS

Grant King and Sue Sheldon retire by rotation and offer themselves for re-election. The Board of Directors (‘the Board’) unanimously supports the re-election of Grant and Sue.

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Grant King Chairman and Non-Executive Director

Term of office Appointed director 1 October 2004, last re-elected 2011 Annual Meeting.

Board committees Chairman of the Nominations Committee and member of the Risk Committee.

Grant King was appointed to the Board when Origin Energy became Contact’s majority shareholder in 2004. He is the managing director of Origin Energy, a position to which he was appointed to at the time of its demerger from Boral Limited in February 2000, and was managing director of Boral Energy from 1994. Prior to joining Boral, he was general manager of AGL Gas Companies. Grant is a councillor of the Australian Petroleum Production and Exploration Association, a director of the Business Council of Australia, and chairman of the Business Council of Australia Infrastructure and Sustainability Growth Committee. Grant has a civil engineering degree from the University of New South Wales and a Master of Management from the University of Wollongong.

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Sue Sheldon CNZM Independent Non-Executive Director

Term of office

Appointed director 16 March 2009, last re-elected 2011 Annual Meeting.

Board committees

Chairman of the Board Audit Committee, member of the Nominations Committee and Risk Committee.

Sue Sheldon is a professional company director. She is the chairman of Chorus Limited, Freightways Limited and Paymark Limited. She is a former deputy chairman of the Reserve Bank of New Zealand and Christchurch International Airport Limited, a former director of Smiths City Group Limited and former chairman of the board of trustees of the National Provident Fund. Prior to moving into a professional director role, Sue practised as a chartered accountant. She is a former president of the New Zealand Institute of Chartered Accountants and was made a Companion of the New Zealand Order of Merit in the Queen’s Birthday Honours List in 2007 for services to business.

RESOLUTION 3 – AUDITOR

KPMG is automatically reappointed as auditor under section 200 of the Companies Act 1993. This resolution authorises the Board to fix the fees and expenses of the auditor.

Procedural Notes

  1. Voting entitlements for the Annual Meeting will be determined at 10.00am on Sunday 12 October 2014 based on registered shareholdings at that time.

  2. A shareholder of the Company who is entitled to attend and vote is entitled to appoint a proxy to attend and vote instead of him/her. A proxy need not be a shareholder of the Company.

  3. Any corporation that is a shareholder of the Company may appoint a person as its representative to attend the Annual Meeting and vote on its behalf, in the same manner as that in which it could appoint a proxy.

  4. A proxy form accompanies this notice of meeting and it must be lodged at the office of the share registrar, Link Market Services Limited, not less than 48 hours before the commencement of the Annual Meeting, that is not later than 10.00am on Sunday 12 October 2014. Any proxy form received after that time will not be valid for the scheduled meeting.

Venue Location

The 2014 Annual Meeting of Shareholders of Contact Energy Limited will be held in the Lambton Ballroom, InterContinental Hotel, 2 Grey Street, Wellington, New Zealand on Tuesday 14 October 2014 commencing at 10.00am.

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Wellington
railway station
Waring Taylor St
Wellington
waterfront
Johnston St
Brandon St
Panama St
Hunter St
Cable car Grey St
Whitmore St
Ballance St
Bunny St
Jervois Quay
Lambton Quay
Featherston St Customhouse Quay
The Terrace
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2014 ANNUAL MEETING ADMISSION CARD/PROXY FORM

The Annual Meeting of Shareholders of Contact Energy Limited will be held on Tuesday 14 October 2014 at 10.00am in the Lambton Ballroom, InterContinental Hotel, 2 Grey Street, Wellington, New Zealand.

SAMPLE ONLY

CSN/Holder Number:

SECTION 1: ADMISSION CARD – Please bring this form intact to the Annual Meeting

If you propose to ATTEND the Annual Meeting please bring this Admission Card / Proxy Form intact as the barcode will assist in your registration.

SECTION 2: PROXY FORM – For use if you are unable to attend the Annual Meeting but wish to be represented by proxy or wish to appoint a corporate representative

Please DO NOT separate this section as we require the barcode at the top of the form to record your proxy appointment.

If you propose NOT to attend the Annual Meeting or wish to appoint a corporate representative please complete and sign the Proxy Form and Voting Instructions below (please keep it intact), and lodge it with Link Market Services by no later than 10.00am on Sunday 12 October 2014 (being 48 hours before the commencement of the Annual Meeting). The Proxy Form must be completed either online, mailed, delivered, faxed or scanned in accordance with the instructions set out on the reverse of this form.

You may appoint the Chairman of the Meeting as your proxy [1] by entering “Chairman of the Meeting” in the box below.

I/We being a shareholder(s) of Contact Energy Limited (‘Company’) and entitled to attend and vote

hereby appoint

or failing him/her

as my/our proxy to vote for me/us on my/our behalf at the Annual Meeting of Shareholders of the Company to be held at 10.00am on Tuesday 14 October 2014, 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.

SECTION 3: VOTING INSTRUCTIONS

SECTION 3: VOTING INSTRUCTIONS SECTION 3: VOTING INSTRUCTIONS
This form is to be used to vote as follows on the resolutions below: TICK () IN BOX TO RECORD YOUR VOTE
RESOLUTIONS FOR
AGAINST
ABSTAIN2
PROXY
DISCRETION3
1.
That Grant King, who retires by rotation and is eligible for
re-election, be re-elected as a director of the Company
2.
That Sue Sheldon, who retires by rotation and is eligible for
re-election, be re-elected as a director of the Company
3.
That the directors be authorised to fix the fees and expenses of
the auditor











1A reference to a proxy includes a corporate representative.

2 If you mark the ‘Abstain’ box for a particular resolution, you are directing your proxy NOT to vote on that resolution. If a proxy does not vote on your behalf on a resolution, your votes will not be counted when calculating the majority of that resolution.

3 If you tick the ‘Proxy Discretion’ box for a particular resolution, you are directing your proxy to decide how to vote on that resolution on your behalf.

Signature(s) ______________

All shareholders must sign

Contact details: _______ Signed this _ day of ______ 2014 Daytime phone number

Email address: __________________

Please tick here if you would like to receive communications electronically – please provide your email address above, or email [email protected] to receive shareholder communications electronically.[]

NOTES

  1. A shareholder of the Company who is entitled to attend and vote is entitled to appoint a proxy to attend and vote instead of him/her. A proxy need not be a shareholder of the Company.

  2. Any corporation that is a shareholder of the Company may appoint a person as its representative to attend the Annual 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 Chairman 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 from 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 that resolution on your behalf. The Chairman and Directors intend to vote all discretionary proxies in favour of resolutions 1 to 3, except that the Directors standing for election or re-election will abstain from voting discretionary proxies in respect of their own appointment.

  5. If this Proxy Form is returned duly signed by a shareholder with voting instructions completed but without a person specified as proxy, the Chairman of the Meeting is deemed to be the proxy to the extent of the voting instructions.

  6. If you are joint holders of shares, each of you must sign this Proxy Form. 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.

  7. A proxy will not be entitled to vote at the Annual Meeting unless a properly completed proxy has been lodged at the office of the share registrar, Link Market Services Limited, not less than 48 hours before the commencement of the Annual Meeting, that is not later than 10.00am on Sunday 12 October 2014 . Voting entitlements will be determined based on registered shareholdings at that time. This Proxy Form may be mailed, delivered, faxed, scanned or completed online in accordance with the instructions below.

  8. If this Proxy Form has been signed under a power of attorney (“POA”), a copy of the POA (unless already noted by the company or its registry) and a signed certificate of non-revocation of the POA must be produced to the company with this form.

  9. If you intend to attend the Annual Meeting and vote please bring this form intact as your admission card. The barcode is required for registration purposes. Your voting card will be handed to you when registering at the Annual Meeting .

  10. If you have any questions about how to complete this Proxy Form or vote, please call the Link Market Services Limited Investor Helpline between 8.30am and 5.00pm on +64 9 375 5998 or email [email protected]

PLEASE COMPLETE YOUR PROXY FORM ONLINE, OR LODGE IT WITH LINK MARKET SERVICES LIMITED IN ONE OF THE FOLLOWING WAYS:

PLEASE COMPLETE YOUR PROXY FORM ONLINE, OR LODGE IT WITH LINK MARKET SERVICES
LIMITED IN ONE OF THE FOLLOWING WAYS:
PLEASE COMPLETE YOUR PROXY FORM ONLINE, OR LODGE IT WITH LINK MARKET SERVICES
LIMITED IN ONE OF THE FOLLOWING WAYS:
PLEASE COMPLETE YOUR PROXY FORM ONLINE, OR LODGE IT WITH LINK MARKET SERVICES
LIMITED IN ONE OF THE FOLLOWING WAYS:
Online: To appoint your proxy online, please go to the Link Market Services website:
https://investorcentre.linkmarketservices.co.nz/voting/CEN
You will be required to enter your CSN/Holder number and FIN to securely access the website, and then
follow the prompts to appoint your proxy and exercise your vote.
Mail: If mailing a Proxy Form in New Zealand, please place in the reply paid envelope provided or if mailing outside
New Zealand please place in the pre-addressed envelope, affix the postage from the country of mailing and
post toLink Market Services,POBox91976,Victoria StreetWest,Auckland1142,New Zealand.
Deliver: Link Market Services, Level 7, Zurich House, 21 Queen Street, Auckland, New Zealand.
Fax: + 64 9 375 5990
Scan & email: [email protected]
(please put the words“Contact Proxy Form”in the subject line for easy identification)