National Grid 2008 Annual Report Download - page 486

BOWNE INTEGRATED TYPESETTING SYSTEM
CRC: 44920
Name: NATIONAL GRID
Date: 17-JUN-2008 03:10:51.35Operator: BNY99999TPhone: [phone]Site: BOWNE OF NEW YORK
Y59930.SUB, DocName: EX-4.C.11, Doc: 11, Page: 1
Description: EXH 4(C).11
0/6900.00.00.00Y59930BNY
[E/O] EDGAR 2 *Y59930/900/6*
BOWNE INTEGRATED TYPESETTING SYSTEM
CRC: 44920
Name: NATIONAL GRID
Date: 17-JUN-2008 03:10:51.35Operator: BNY99999TPhone: [phone]Site: BOWNE OF NEW YORK
Y59930.SUB, DocName: EX-4.C.11, Doc: 11, Page: 1 Description: EXH 4(C).11
0/6900.00.00.00Y59930BNY
[E/O] EDGAR 2 *Y59930/900/6*
EXHIBIT 4(c).11
Dear Philip,
I am delighted to advise that the Board has confirmed your appointment as a Non-executive Director of National Grid plc (the
‘Company’) with effect from 15 May 2008. This letter sets out the terms of your appointment and it is agreed that this is a contract
for services and not a contract of employment.
Appointment
Your appointment, commencing on 15 May 2008, will be subject to your re-election by shareholders at the Company’s AGM on 28
July 2008, following which the first term of your appointment will run to the Company’s AGM in 2011, unless otherwise terminated
earlier in accordance with the Company’s Articles of Association or by and at the discretion of either party upon one month’s
written notice. Continuation of your contract of appointment is contin
g
ent on satisfactory performance and re-election by
shareholders at forthcoming AGMs. In the event that shareholders do not support your appointment or other shareholder action
terminates your appointment you will not be entitled to receive dama
g
es for breach of contract. As you know, it is Board policy that
Non-executive Directors are typically expected to serve two three-year terms; any extension to this is subject to review by the
Nominations Committee (prior to making recommendations to the Board) in the light of good corporate governance policy at the
time.
Time Commitment
Overall we anticipate a time commitment of approximately 2-2
1
/
2
days on avera
g
e per month, after the induction phase, takin
g
into
account reading and preparation time for Board and Committee meetings. This will include attendance at Board meetings
(estimated 10 scheduled meetings per year including a Board strategy session, of which currently 3 are held in the US) plus ad
hoc and emergency meetings, the AGM, any extraordinary general meetings and at least one site visit each year. It is planned
that certain Board meetings will be held at the Company’s operational sites (in the UK and US).
By confirming this appointment, you have agreed that you are able to allocate sufficient time to meet the expectations of your role
including appropriate preparation time. The agreement of the Chairman should be sought before accepting additional
commitments that might affect the time you are able to devote to your role as a Non-executive Director of the Company.
You should also have regard to your duties as a Director in light of the UK Companies Act, UK Listing Authority Rules and
Combined Code and obligations arising as a result of the Company having an ADR programme listed on the New York Stock
Exchange, as set out in the relevant section of
National Grid plc Registered Office 1-3 Strand London WC2N 5EH
Registered in England and Wales No. 4031152
1 of 5
Sir John Parker FREng
Chairman
14 May 2008
Mr P. Aiken
Flat 12,
36 Sloane Court West
London
SW3 4TB
D: [phone]
F: [phone]
M: [phone]
j
ohn.parker@n
g
rid.com