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.

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.

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

* 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

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.

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.