National Grid 2008 Annual Report Download - page 63

BOWNE INTEGRATED TYPESETTING SYSTEM
CRC: 48647
Name: NATIONAL GRID
Date: 17-JUN-2008 03:10:51.35Operator: BNY99999TPhone: [phone]Site: BOWNE OF NEW YORK
Y59930.SUB, DocName: EX-2.A, Doc: 2, Page: 32
Description: EXHIBIT 2(A)
0/2431.00.00.00Y59930BNY
[E/O] EDGAR 2 *Y59930/431/2*
BOWNE INTEGRATED TYPESETTING SYSTEM
CRC: 48647
Name: NATIONAL GRID
Date: 17-JUN-2008 03:10:51.35Operator: BNY99999TPhone: [phone]Site: BOWNE OF NEW YORK
Y59930.SUB, DocName: EX-2.A, Doc: 2, Page: 32 Description: EXHIBIT 2(A)
0/2431.00.00.00Y59930BNY
[E/O] EDGAR 2 *Y59930/431/2*
substitute or additional custodian shall deliver to the Depositary, forthwith upon its appointment, an acceptance of such appointment
satisfactory in form and substance to the Depositary.
Upon the appointment of any successor depositary hereunder, each Custodian then acting hereunder shall forthwith become, without any
further act or writing, the agent hereunder of such successor depositary and the appointment of such successor depositary shall in no way
impair the authority of each Custodian hereunder; but the successor depositary so appointed shall, nevertheless, on the written request of any
Custodian or as required by the laws of England and Wales, execute and deliver to such Custodian all such instruments as may be proper to
give to such Custodian full and complete power and authority as agent hereunder of such successor depositary.
SECTION 5.6. Notices and Reports.
On or before the first date on which the Issuer gives notice, by publication or otherwise, of any meeting of holders of Shares or other
Deposited Securities, or of any adjourned meeting of such holders, or of the taking of any action in respect of any cash or other distributions or
the offering of any rights, the Issuer agrees to transmit to the Depositary and the Custodian a copy of the notice thereof in the form given or to
be given to holders of Shares or other Deposited Securities.
The Issuer will arrange for the prompt transmittal by the Issuer to the Depositary and the Custodian of such notices and any other reports
and communications which are made generally available by the Issuer to holders of its Shares. If requested in writing by the Issuer, the
Depositary will arrange for the mailing, at the Issuer’s expense, of copies of such notices, reports and communications to all Owners. The
Issuer will timely provide the Depositary with the quantity of such notices, reports, and communications, as requested by the Depositary from
time to time, in order for the Depositary to effect such mailings.
SECTION 5.7. Distribution of Additional Shares, Rights, etc.
The Issuer agrees that in the event of any issuance or distribution of (1) additional Shares, (2) rights to subscribe for Shares, (3) securities
convertible into Shares, or (4) rights to subscribe for such securities, (each a “Distribution”) the Issuer will promptly furnish to the Depositary a
written opinion from U.S. counsel for the Issuer,