Explanatory note

This notice applies to acts or omissions occurring on or after 1 August 2002, and expires on 31 July 2007.

The Takeovers Panel has granted an exemption from rule 6(1) of the Takeovers Code (the Code) to a person who is appointed as a trustee of the Eastern Bay Energy Trust (Eastern Bay) if the appointment will result in the person being deemed to hold or control (by the operation of rule 6(2)(b) of the Code) an increased percentage of voting rights in Horizon Energy Distribution Limited (Horizon). Eastern Bay is a shareholder of Horizon.

The Takeovers Panel considers that it is appropriate to grant the exemption because a person who, as a trustee of Eastern Bay, exercises control over voting rights in Horizon—

• •does so in the capacity of trustee of Eastern Bay; and

• •is subject to duties and obligations arising under the deed of trust of the Bay of Plenty Electricity Consumer Trust and at law.

The Takeovers Panel considers that the exemption is consistent with the objectives of the Code because the cost of obtaining the approval of shareholders of Horizon other than Eastern Bay or its associates to the appointment of a trustee of Eastern Bay is not justified when the appointment would not, in substance, represent any change in the control of Eastern Bay's shares in Horizon.