National Grid 2008 Annual Report Download - page 118

BOWNE INTEGRATED TYPESETTING SYSTEM
CRC: 8940
Name: NATIONAL GRID
Date: 17-JUN-2008 03:10:51.35Operator: BNY99999TPhone: [phone]Site: BOWNE OF NEW YORK
Y59930.SUB, DocName: EX-2.B.5.1, Doc: 4, Page: 22
Description: EXH 2(B).5.1
0/1501.00.00.00Y59930BNY
[E/O] EDGAR 2 *Y59930/501/1*
BOWNE INTEGRATED TYPESETTING SYSTEM
CRC: 8940
Name: NATIONAL GRID
Date: 17-JUN-2008 03:10:51.35Operator: BNY99999TPhone: [phone]Site: BOWNE OF NEW YORK
Y59930.SUB, DocName: EX-2.B.5.1, Doc: 4, Page: 22 Description: EXH 2(B).5.1
0/1501.00.00.00Y59930BNY
[E/O] EDGAR 2 *Y59930/501/1*
the price volatility as compared to conventional interest-bearing securities with comparable maturities.
Risks related to Instruments generally
Set out below is a brief description of certain risks relating to the Instruments generally:
Modification, waivers and substitution
The Terms and Conditions of the Instruments contain provisions for calling meetings of Instrumentholders to consider matters
affectin
g
their interests
g
enerally. These provisions permit defined majorities to bind all Instrumentholders includin
g
Instrumentholders who did not attend and vote at the relevant meetin
g
and Instrumentholders who voted in a manner contrary
to the majority.
The Terms and Conditions of the Instruments also provide that the Trustee may, without the consent of Instrumentholders,
a
g
ree to (a) any modification of any of the provisions of the Trust Deed that is of a formal, minor or technical nature or is made
to correct a manifest error, (b) any other modification (except as mentioned in the Trust Deed), and any waiver or authorisation
of any breach or proposed breach, of any of the provisions of the Trust Deed that is in the opinion of the Trustee not materially
prejudicial to the interests of the Instrumentholders or (c) the substitution of another company as principal debtor under any
Instruments in place of the Issuer, in the circumstances described in Condition 11 of the Terms and Conditions of the
Instruments.
European Monetary Union
If the United Kin
g
dom joins the European Monetary Union prior to the maturity of the Instruments, there is no assurance that
this would not adversely affect investors in the Instruments. It is possible that prior to the maturity of the Instruments the United
Kin
g
dom may become a participatin
g
Member State and that the Euro may become the lawful currency of the United Kin
g
dom.
In that event (i) all amounts payable in respect of any Instruments denominated in Sterlin
g
may become payable in Euro (ii) the
law may allow or require such Instruments to be re-denominated into Euro and additional measures to be taken in respect of
such Instruments; and (iii) there may no lon
g
er be available published or displayed rates for deposits in Sterlin
g
used to
determine the rates of interest on such Instruments or chan
g
es in the way those rates are calculated, quoted and published or
displayed. The introduction of the Euro could also be accompanied by a volatile interest rate environment, which could
adversely affect investors in the Instruments.
EU Savings Directive
Under EU Council Directive 2003/48/EC on the taxation of savin
g
s income, each Member State is required to provide to the tax
authorities of another Member State details of payments of interest or other similar income paid by a person within its
jurisdiction to, or collected by such a person for, an individual or certain other persons resident in that other Member State;
however, for a transitional period, Austria, Bel
g
ium and Luxembour
g
may instead apply a withholdin
g
system in relation to such
payments, deductin
g
tax at rates risin
g
over time to 35 per cent. The transitional period is to terminate at the end of the first full
fiscal year following agreement by certain non-EU countries to the exchange of information relating to such payments.
Also, a number of non-EU countries and certain dependent or associated territories of certain Member States, have a
g
reed to
adopt similar measures (either provision of information or transitional withholdin
g
) in relation to payments made by a person
within its jurisdiction to, or collected by such a person for, an individual resident in a Member State. In addition, the Member
States have entered into reciprocal provision of information or transitional withholdin
g
arran
g
ements with certain of those
dependent or associated territories in relation to payments made by a person
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