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Retrieving Data

Statutory Information

Interests Register

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 2012.

   
Director Interest Entity
Bruce James Harker Director TrustPower Metering Limited
Director Morrison Capital Limited
Richard Hammond Aitken Executive Chairman Beca
Director Beca Group Subsidiaries
Director John Scotts Limited
Director John Scotts Investment Limited
Marko Bogoievski Chairman Aotea Energy Holdings Limited
Director Aotea Energy Holdings Limited Subsidiaries
Director Infratil Limited and certain Infratil Limited Subsidiaries
Chief Executive Infratil Limited
Director HRL Morrison & Co and certain subsidiaries
Director Zig Zag Farm Limited
Michael James Cooney Trustee Tauranga Energy Consumer Trust
Director TECT Holdings Limited
Partner Cooney Lees & Morgan
Director TrustPower Australia (New Zealand) Limited
Director TrustPower Insurance Limited
Director Tararua Wind Power Limited
Director Cobb Power Limited 1
Ian Samuel Knowles Chairman Localist Limited
Chairman Unlimited Realities Limited
Chairman Government ICT Council
Chairman Xero Limited
Director Wellington Venues Limited
Director Angel HQ Inc
Director Rangitira Limited
Director Partners Life Limited
Trustee Te Omanga Hospice
Trustee United World College NZ
Geoffrey Jon Campbell Swier Director Farrier Swier Consulting Pty Ltd
  Director Snowtown Wind Farm Pty Ltd
  Director Sellicks Hill Wind Farm Pty Ltd
  Director TrustPower Australia Holdings Pty Ltd
  Director TrustPower Renewable Investments Pty Ltd
  Director TrustPower Market Services Pty Ltd
  Director Snowtown Wind Farm Stage 2 Pty Ltd
  Director Snowtown South Wind Farm Pty Ltd
     

1 Amalgamated with TrustPower Limited effective 31 March 2012.

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 2012 and during the year to 31 March 2012 are listed below. The total amount of the remuneration and other benefits received by each Director during the financial year, and responsibility held, is listed next to their names.

     
Director Remuneration Responsibility Held
Bruce James Harker $145,000 Chairman
Non-executive Director
Member of Audit Committee
Member of Remuneration Committee
Member of Share Buyback Committee
Michael James Cooney $75,000 Non-executive Director
Member of Share Buyback Committee
Geoffrey Jon Campbell Swier $124,087 Independent Director
Chairman of Audit Committee
Member of Remuneration Committee
Richard Hammond Aitken $75,000 Independent Director
Ian Samuel Knowles $85,000 Independent Director
Member of Audit Committee
Member of Share Buyback Committee
Marko Bogoievski $75,000 Non-executive Director
Hugh Richmond Lloyd Morrison1 - Alternate Director 1
     

1 Alternate Director for Marko Bogoievski ceased 10 February 2012

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, General Manager Strategy and Growth, General Manager Generation, General Manager Commercial Operations, General Manager Trading, and General Manager Information and Communications Technology 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 2012.

     
Director as at 31 March 2012 TrustPower Group Company
Bruce James Harker   TrustPower Metering Limited
Michael James Cooney   Tararua Wind Power Limited
  Cobb Power Limited 1
  TrustPower Insurance Limited
  TrustPower Australia (New Zealand) Limited
Geoffrey Jon Campbell Swier   TrustPower Australia Holdings Pty Ltd
  TrustPower Renewable Investments Pty Ltd
  Snowtown Wind Farm Pty Ltd
  Sellicks Hill Wind Farm Pty Ltd
  TrustPower Market Services Pty Ltd
  Snowtown Wind Farm Stage 2 Pty Ltd 2
  Snowtown South Wind Farm Pty Ltd 3
Vincent James Hawksworth   Tararua Wind Power Limited
  Cobb Power Limited 1
  TrustPower Metering Limited
  TrustPower Australia (New Zealand) Limited
  TrustPower Insurance Limited
  Bay Energy Limited
  Paehinahina Mourea Geothermal Limited 1
  Taheke Geothermal Limited 1
  Waikaremoana Power Limited 1
  Esk Hydro Power Limited 1
  TrustPower Oamaru Limited 1
  TrustPower Market Services Pty Ltd
  TrustPower Australia Holdings Pty Ltd
  TrustPower Renewable Investments Pty Ltd
  Snowtown Wind Farm Pty Ltd
  Sellicks Hill Wind Farm Pty Ltd
  Snowtown Wind Farm Stage 2 Pty Ltd 2
  Snowtown South Wind Farm Pty Ltd 3
     

1 Company amalgamated with TrustPower Limited effective 31 March 2012
2 Appointed 10 February 2012
3 Appointed 21 March 2012

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

     
Director Interest Entity
Bruce James Harker*
Michael James Cooney*
Geoffrey Jon Campbell Swier*
Vincent James Hawksworth Chief Executive TrustPower Limited
     

* Refer General Notice of Interests by Directors

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.

Employee Remuneration

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

     
Remuneration Ranges Number of Employees Remuneration Ranges Number of Employees
$100,000 – 109,999 11 $220,000 – 229,999 2
$110,000 – 119,999 8 $230,000 – 239,999 1
$120,000 – 129,999 7 $240,000 – 249,999 1
$130,000 – 139,999 10 $250,000 – 259,999 -
$140,000 – 149,999 6 $330,000 – 339,999 1
$150,000 – 159,999 4 $340,000 – 349,999 2
$160,000 – 169,999 3 $390,000 – 399,999 1
$170,000 – 179,999 1 $400,000 – 409,999 1
$180,000 – 189,999 1 $490,000 – 499,999 1
$190,000 – 199,999 3 $550,000 – 559,999 1
$200,000 – 209,999 - $820,000 – 829,999 1
$210,000 – 219,999 2    
 

Directors’ Transactions and Relevant Interests in Securities of the Company

The relevant interests of Directors in securities of the Company as at 31 March 2012 are listed below together with transactions by Directors in securities of the Company during the financial year.

Director Number Acquired/
(Disposed)
$ Amount Paid/
(Received)
Date Class of Security Number
Held at
31 March 2012
Number
Held at
31 March 2011
BJ and JS Harker Family Trust (beneficial) - - - Bonds 203,000 203,000
4,867 36,245 30 May 2011 Shares
4,991 36,250 30 November 2011 Shares 35,970 26,112
       
RH Aitken (beneficial) 2,517 18,744 30 May 2011
2,582 18,753 30 November 2011 Shares 6,775 1,676
         
MJ Cooney (beneficial) 2,517 18,744 30 May 2011 Shares
2,582 18,753 30 November 2011 Shares 18,237 14,138
MJ Cooney
(non beneficial)
- - - Bonds 150,000 150,000
MJ Cooney
(non beneficial)
- - - Shares 103,878,838 103,878,838
             
             
IS Knowles (beneficial) - - - Bonds 100,000 100,000
IS Knowles (beneficial) 2,853 21,246 30 May 2011 Shares
2,926 21,252 30 November 2011 Shares 19,253 13,474
         
Maclagen Pty Ltd as Trustee for the Swier Family Trust (beneficial) 4,223 31,449 30 May 2011 Shares
4,281 31,093 30 November 2011 Shares 30,860 22,356
       
M Bogoievski (non beneficial) Shares 159,215,388 159,215,388
M Bogoievski (beneficial) 2,517 18,744 30 May 2011 Shares
2,582 18,753 30 November 2011 Shares 5,517 418
             

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 interests disclosed as bonds for IS Knowles are with respect to his position as executor and beneficiary of a family estate.

The non beneficial shares recorded from M Bogoievski are held in his capacity as a Director of Infratil Limited.

The Company was not advised of any other security transactions by any Director during the year.