This notice is the Securities Act (Contact Energy Limited) Exemption Notice 2003.

This notice comes into force on the day after the date of its notification in the Gazette.

This notice expires on the close of 31 October 2013.

Clause 3: amended, on 31 October 2008, by clause 4 of the Securities Act (Contact Energy Limited) Exemption Amendment Notice 2008 (SR 2008/419).

(1) In this notice, unless the context otherwise requires,—

(2) Any term or expression that is defined in the Act or the Regulations and used, but not defined, in this notice has the same meaning as in the Act or the Regulations.

This notice applies to specified securities that—

• (a) have been previously allotted; and

• (b) are to be sold by the broker under the share top-up plan to an eligible person in consideration for directing Contact to pay the purchase price for the securities from all dividends declared by Contact and payable to that person.

Contact, the broker, and every person acting on behalf of either or both of them are exempted from sections 37 and 37A of the Act and the Regulations (except regulation 8) in respect of the relevant specified securities.

(1) The exemption in clause 6 is subject to the condition that, before an eligible person elects to acquire relevant specified securities, that person receives a document that contains—

• (a) an offer of relevant specified securities under the share top-up plan; and

• (b) a description of the share top-up plan and its terms and conditions; and

• (c) a statement that there is available from Contact (or Contact's share registrar), on request and free of charge, a copy of the most recent annual report and financial statements (that comply with the Financial Reporting Act 1993) of Contact.

(2) The exemption in clause 6 is subject to the further condition that the share top-up plan contains provisions requiring that—

• (a) the purchase price of the relevant specified securities is the volume weighted average sale price at which specified securities of the same class are traded in on-market transactions on the NZSX over a period specified in the share top-up plan (of not less than 3 days on which the NZSX is open for trading) after 5 pm on the date specified by Contact for determining entitlement to the relevant dividend; and

• (b) at the time the purchase price of the relevant specified securities is set, Contact and the broker have no information that is not publicly available that would, or would be likely to, have a material adverse effect on the realisable price of the securities if the information were publicly available; and

• (c) every eligible person is given a reasonable opportunity to elect to participate in the share top-up plan; and

• (d) the relevant specified securities transferred to a participating securities holder under the share top-up plan have attached to them the same rights, and are transferred for the same purchase price, as securities of the same class transferred to other participating securities holders; and

• (e) if, for any reason, any participating securities holder does not receive all or any of the relevant specified securities to which that participating securities holder is entitled under the share top-up plan, Contact will pay to the participating securities holder the difference between the portion of the dividend received by the participating securities holder in relevant specified securities (if any) and the dividend the participating securities holder would have received had the holder not elected to participate in the share top-up plan; and

• (f) Contact must, within 28 days of receiving a written notice from a participating securities holder that requests the termination of the holder's participation in the share top-up plan, terminate the holder's participation in the share top-up plan; and

• (g) no brokerage or commission costs are payable by participating securities holders in relation to any relevant specified securities to which those holders are entitled under the share top-up plan.

(3) The exemption in clause 6 is subject to the further condition that a description of the share top-up plan and its terms and conditions is included in Contact's annual report and placed on Contact's website, together with a statement that there is available from Contact (or Contact's share registrar), on request and free of charge, a copy of the terms and conditions of the share top-up plan.