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.
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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 |
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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 |
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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.
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Director |
Remuneration |
Responsibility Held |
Bruce James Harker |
$145,000 |
Chairman |
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|
Non-executive Director |
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Member of Audit Committee |
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Member of Remuneration Committee |
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Member of Share Buyback Committee |
Michael James Cooney |
$75,000 |
Non-executive Director |
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|
Member of Share Buyback Committee |
Geoffrey Jon Campbell Swier |
$124,087 |
Independent Director |
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Chairman of Audit Committee |
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|
Member of Remuneration Committee |
Richard Hammond Aitken |
$75,000 |
Independent Director |
Ian Samuel Knowles |
$85,000 |
Independent Director |
|
|
Member of Audit Committee |
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Member of Share Buyback Committee |
Marko Bogoievski |
$75,000 |
Non-executive Director |
Hugh Richmond Lloyd Morrison1 |
- |
Alternate Director 1 |
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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.
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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 |
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|
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 |
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|
Sellicks Hill Wind Farm Pty Ltd |
|
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TrustPower Market Services Pty Ltd |
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Snowtown Wind Farm Stage 2 Pty Ltd 2 |
|
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Snowtown South Wind Farm Pty Ltd 3 |
Vincent James Hawksworth |
|
Tararua Wind Power Limited |
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Cobb Power Limited 1 |
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TrustPower Metering Limited |
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|
TrustPower Australia (New Zealand) Limited |
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TrustPower Insurance Limited |
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Bay Energy Limited |
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Paehinahina Mourea Geothermal Limited 1 |
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Taheke Geothermal Limited 1 |
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Waikaremoana Power Limited 1 |
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Esk Hydro Power Limited 1 |
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TrustPower Oamaru Limited 1 |
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TrustPower Market Services Pty Ltd |
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TrustPower Australia Holdings Pty Ltd |
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TrustPower Renewable Investments Pty Ltd |
|
|
Snowtown Wind Farm Pty Ltd |
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Sellicks Hill Wind Farm Pty Ltd |
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Snowtown Wind Farm Stage 2 Pty Ltd 2 |
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Snowtown South Wind Farm Pty Ltd 3 |
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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
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Director |
Interest |
Entity |
Bruce James Harker* |
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Michael James Cooney* |
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Geoffrey Jon Campbell Swier* |
|
|
Vincent James Hawksworth |
Chief Executive |
TrustPower Limited |
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* 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
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