Notes to and Forming Part of the Financial Statements

For the Year Ending 31 March 2002

2 SHARE CAPITAL

3 REDEEMABLE FIXED COUPON BONDS

As Powerco Limited is an integrated business, this disclosure relates to the business as a whole.

On 31 March 2002, Redeemable Fixed Coupon Bonds on issue were:

• 5 Year Fixed Coupon Bonds @ 7.77% p.a. interest
• 7 Year Fixed Coupon Bonds @ 7.95% p.a. interest

These bonds were issued on 1 September 2000 and expire 1 September 2005 (5 year bonds) and 1 September 2007 (7 year bonds). Bonds are carried at cost and have fixed interest rate terms.

4 COMMERCIAL PAPER FACILITY

As Powerco is an integrated business, this disclosure relates to the business as a whole.

The former Powerco Limited had established a Commercial Paper Facility in December 1997 to enable the Company to borrow money from the capital market. The programme is supported by a Cash Advances Facility of $160 million with the Bank of New Zealand and the ANZ Investment Bank, which continues until December 2002. The facility is unsecured and is subject to a Negative Pledge Deed declared by Deed Poll on August 1997, which has been joined by all subsidiaries (excluding Powerco Australian Holdings Pty Limited and Powerco Management Services Limited) as guarantoring subsidiaries. At year-end a sum of $144 million which includes an interest portion of $1,820,306 of 90 day bills, with varying maturity dates, had been drawn down under the Commercial Paper Programme (2001: $135 million) was drawn down under the Commercial Paper Programme which included an interest portion of $2,153,057). An additional sum of $6 million had been drawn on the Cash Advances Facility, which has interest in addition to the $6 million of $76,140 which matures in May 2002.

5 CASH ADVANCES FACILITY (COMMERCIAL BANK DEBT)

As Powerco is an integrated business, this disclosure relates to the business as a whole.

Powerco Limited established a Cash Advances Facility in July 2001 for short term debt. This Cash Advances Facility for $105 million is supported by the Bank of New Zealand. This Facility continues until April 2002 when Powerco Limited has the option to extend this until July 2002. The facility is unsecured and is subject to a Negative Pledge Deed declared by Deed Poll on August 1997, which has been joined by all subsidiaries (excluding Powerco Australian Holdings Pty Limited and Powerco Management Services Limited) as guarantoring subsidiaries. At year-end a sum of $105 million, which has an accrued interest portion of $932,802, had been drawn down under the Cash Advances Facility.

6 WORKING CAPITAL ADVANCES FACILITY

As Powerco is an integrated business, this disclosure relates to the business as a whole.

Powerco Limited operates a Wholesale Capital Advances Facility with the Bank of New Zealand of up to $15 million. As at 31 March 2002, no funds were drawn down on the Facility and $5.035 million was invested in Call Funds (2002: investment of $2.65 million). The Facility is based on a revolving credit arrangement and as such does not have set repayment dates. The Facility expires on 31 July 2002 but is subject to automatic renewal for a further period. The Facility is unsecured and is subject to a Negative Pledge Deed and the guaranteeing subsidiaries referred to in Note 4 above.