National Grid 2008 Annual Report Download - page 362

BOWNE INTEGRATED TYPESETTING SYSTEM
CRC: 57052
Name: NATIONAL GRID
Date: 17-JUN-2008 03:10:51.35Operator: BNY99999TPhone: [phone]Site: BOWNE OF NEW YORK
Y59930.SUB, DocName: EX-2.B.7.1, Doc: 8, Page: 19
Description: EXH 2(B).7.1
0/1773.00.00.00Y59930BNY
[E/O] EDGAR 2 *Y59930/773/1*
BOWNE INTEGRATED TYPESETTING SYSTEM
CRC: 57052
Name: NATIONAL GRID
Date: 17-JUN-2008 03:10:51.35Operator: BNY99999TPhone: [phone]Site: BOWNE OF NEW YORK
Y59930.SUB, DocName: EX-2.B.7.1, Doc: 8, Page: 19 Description: EXH 2(B).7.1
0/1773.00.00.00Y59930BNY
[E/O] EDGAR 2 *Y59930/773/1*
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 the EU Council Directive 2003/48/EC on the taxation of savings income (the “EU Savings Directive”) each Member
State is required to provide the tax authorities of another Member State with 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 resident or certain types of
entities called “residual entities”, within the meaning of the EU Savings Directive (the “Residual Entities”), established in that
other Member State; however, for a transitional period, Austria, Bel
g
ium and Luxembour
g
are permitted to apply an optional
information reportin
g
system whereby if a beneficial owner, within the meanin
g
of the EU Savin
g
s Directive, does not comply
with a prescribed procedure for information reportin
g
, the relevant Member State will levy a withholdin
g
tax on payments to
such beneficial owner. The withholdin
g
tax system will apply for a transitional period durin
g
which the rate of the withholdin
g
will
rise over time to 35%. The transitional period is to terminate at the end of the first full fiscal year followin
g
a
g
reement by certain
non-EU countries to the exchange of information relating to such payments.
A number of non-EU countries, and certain dependent or associated territories of certain Member States, have adopted similar
measures. In addition, the Member States have entered into 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 in a Member State to, or
collected by such a person for, an individual resident or a Residual Entity established in one of those territories.
If, followin
g
implementation of the EU Savin
g
s Directive, a payment were to be made or collected throu
g
h a Member State
which has opted for a withholdin
g
system and an amount of, or in respect of tax were to be withheld from that payment, neither
the Issuer nor any Payin
g
A
g
ent nor any other person would be obli
g
ed to pay additional amounts with respect to any note as a
result of the imposition of such withholdin
g
tax. However, the Issuer is required, save as provided in Condition 6.4 of the
Instruments to maintain a Payin
g
A
g
ent in a Member State that will not be obli
g
ed to withhold or deduct tax pursuant to the EU
Savings Directive or any other Directive implementing the conclusions of the ECOFIN Council meeting of 26-27
November 2000 or any law implementing or complying with, or introduced to conform to, such directive.
Change of law
The Terms and Conditions of the Instruments are based on En
g
lish law in effect as at the date of issue of the relevant
Instruments. No assurance can be
g
iven as to the impact of any possible judicial decision or chan
g
e to En
g
lish law or
administrative practice after the date of issue of the relevant Instruments.
Integral multiples of less than Euro 50,000
In relation to any issue of Instruments which have a denomination consistin
g
of the minimum Specified Denomination of Euro
50,000 plus a hi
g
her inte
g
ral multiple of another smaller amount, it is possible that the Instruments may be traded in amounts in
excess of Euro 50,000 (or its equivalent) that are not inte
g
ral multiples of Euro 50,000 (or its equivalent). In such a case a
holder who, as a result of tradin
g
such amounts, holds a principal amount of less than the minimum Specified Denomination will
not receive a Definitive Instrument in respect of such holdin
g
(should Definitive Instruments be printed) and would need to
purchase a principal amount of Instruments such that it holds an amount equal to one or
19