The Company is required to maintain an Interests Register in which particulars of certain transactions and matters involving the Directors must be recorded.
The matters set out below were recorded in the Interests Register of the Company during the financial year.
GENERAL NOTICE OF INTEREST BY DIRECTORS
The Directors of the Company have declared interests in the following identified entities as at 31 March 2010.
INFORMATION USED BY DIRECTORS
During the financial year there were no notices from Directors of the Company requesting to disclose or use Company information received in their capacity as Directors which would not otherwise have been available to them.
DIRECTORS HOLDING OFFICE AND THEIR REMUNERATION
The Directors holding office as at 31 March 2010 and during the year to 31 March 2010 are listed below. The total amount of the remuneration and other benefits received by each Director, and each former Director during the financial year, and responsibility held, is listed next to their names.
INDEMNIFICATION AND INSURANCE OF DIRECTORS AND EXECUTIVES
During the financial year the Company paid insurance premiums in respect of Directors’ and certain executive employees’ liability insurance, as permitted by the Company’s Constitution and the Companies Act 1993. The policies do not specify the premium for individuals. This insurance extends to Directors and certain executive employees acting in the capacity of a director or on behalf of a subsidiary or related company.
The Directors’ and executive employees’ liability insurance provides cover against costs and expenses involved in defending legal actions and any resulting payments arising from a liability to persons (other than the Company or a related body corporate) incurred in their capacity as Director or executive employee unless the conduct involves a wilful breach of duty or an improper use of inside information or position to gain advantage.
The Company has entered into deeds of indemnity in respect of each Director, the Chief Executive, Chief Financial Officer and Company Secretary, Strategic Business Development Manager, Generation Manager, Energy Sales Manager and Trading and Risk Manager whereby each such Director and executive employee is indemnified against the types of liability and costs described above, as permitted by the Company’s Constitution and the Companies Act 1993.
SUBSIDIARY COMPANY DIRECTORS
Set out below are details of the Directors of TrustPower’s subsidiaries as at 31 March 2010.
No Directors’ fees or other benefits were paid in relation to these Directorships during the financial year. The remuneration and other benefits received by employees acting as Directors of subsidiaries during the financial year is disclosed in the relevant bandings for employee remuneration.
GENERAL NOTICE OF INTERESTS BY DIRECTORS OF SUBSIDIARY COMPANIES
INFORMATION USED BY DIRECTORS OF SUBSIDIARIES
During the financial year there were no notices from Directors of subsidiary companies requesting to disclose or use subsidiary company information received in their capacity as Directors which would not otherwise have been available to them.
During the financial year the number of employees or former employees (including employees holding office as Directors of subsidiaries) who received remuneration and other benefits in their capacity as employees of the Company, the value of which was or exceeded $100,000 per annum was as follows:
DIRECTORS’ TRANSACTIONS AND RELEVANT INTERESTS IN SECURITIES OF THE COMPANY
The relevant interests of Directors in securities of the Company as at 31 March 2010 are listed below together with transactions by Directors in securities of the Company during the financial year.
The non beneficial shares recorded for MJ Cooney are held in his capacity as a Director of TECT Holdings Limited
The non beneficial bonds recorded for MJ Cooney are held in his capacity as Trustee for an estate and a private trust.
The shares held beneficially by MJ Cooney include shares held in own name and via a family trust.
The non beneficial shares recorded for HRL Morrison are held in his capacity as a Director of Infratil Limited.
HRL Morrison is a shareholder of Hettinger Nominees Limited.
The interests disclosed for RP Carter relate to non beneficial interests held through three family trusts.
The interests disclosed as bonds for IS Knowles are in relation to a power of attorney held by IS Knowles.
The Company was not advised of any other security transactions by any Director during the year.