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Issues Management Committee Charter

Objectivies

The Issues Management Committee shall provide assistance to the Board of Directors and Management in ensuring that the Corporation consistently provides clear and considered information, to stakeholders, on the Corporations key strategic issues as they exist from time to time.

The role and responsibilities of the Issues Management Committee is set by the Board of Directors and this Charter should be read in conjunction with the Board of Directors Charter.

Tenure

The Committee will operate for a period determined by the Board Chairman.

Authority

The Issues Management Committee has delegated authority from the Board of Directors to:

- Ensure that Management has prepared a detailed Issues Management Plan to efficiently address the key risks of,

  • water security,
  • peaking generation development,
  • base load generation development, and
  • renewable generation development.

- Obtain external professional issues management consulting services as required, and

- Require reports from Management and any external issues management consultants,

Membership

The Board appoints the members of the Committee, which will be comprised of at least two non-executive Directors each of whom must have sufficient skills and experience to be able to contribute to the efficient operation of the Committee.

The Chairman of the Board, will nominate the Chairman of the Committee.

The Company Secretary will provide secretarial services to the Committee.

Meetings

Frequency
The Issues Management Committee is expected to meet at least four times throughout any year. Meetings are timed to allow consideration and review of actions to be taken to manage the identified key strategic risks of the Corporation.

The agenda for meetings of the Committee will be developed to ensure that the Committee meets its obligations as set out in this Charter.

Attendance
Directors who are not members of the Committee may attend all meetings of the Committee. Any external issues management consultants appointed by Management may attend meetings of the Committee by invitation.

The Chief Executive and any other person requested by the Committee Chairman will attend Committee meetings.

Quorum
A quorum of any meeting will be two members of the Committee.

Reporting
The Company Secretary will be responsible for the preparation of notice of meetings, agendas, papers and minutes for each meeting.

Notice of meetings, agenda and papers will be circulated to all Committee members and any other person directed by the Committee Chairman, in a reasonable time prior to each meeting.

The minutes of each meeting must be approved and signed by the Committee Chairman. All minutes must be copied to members of the Committee and tabled at the Board meeting following the Board Issues Management Committee meeting for the information of all Directors.

Roles and Responsibilities

The Committee will provide guidance and assistance to Management in their efforts to positively influence stakeholders to meet the strategic objectives of the Corporation.

Performance Assessments

The Committee is responsible to the Board for ensuring an annual performance assessment of the Committees operations.

Review of Charter

The Committee is responsible for ensuring the Committees Charter is reviewed on an annual basis and where required, make recommendations to the Board of Directors for changes.