National Grid 2008 Annual Report Download - page 77

BOWNE INTEGRATED TYPESETTING SYSTEM
CRC: 51142
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: 46
Description: EXHIBIT 2(A)
0/3445.00.00.00Y59930BNY
[E/O] EDGAR 2 *Y59930/445/3*
BOWNE INTEGRATED TYPESETTING SYSTEM
CRC: 51142
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: 46 Description: EXHIBIT 2(A)
0/3445.00.00.00Y59930BNY
[E/O] EDGAR 2 *Y59930/445/3*
charge shall be payable by the Owner or Beneficial Owner hereof to the Depositary. The Depositary may refuse to effect any transfer of this
Receipt or any withdrawal of Deposited Securities represented by American Depositary Shares evidenced by such Receipt until such payment
is made, and may withhold any dividends or other distributions, or may sell for the account of the Owner or Beneficial Owner hereof any part
or all of the Deposited Securities represented by the American Depositary Shares evidenced by this Receipt, and may apply such dividends or
other distributions or the proceeds of any such sale in payment of such tax or other governmental charge and the Owner or Beneficial Owner
hereof shall remain liable for any deficiency.
Every person depositing Shares hereunder shall be deemed thereby to represent and warrant that such Shares and each certificate
therefor are validly issued, fully paid and nonassessable, and that the person making such deposit is duly authorized so to do. Every such
person shall also be deemed to represent that the deposit of such Shares and the sale of Receipts evidencing American Depositary Shares
representing such Shares by that person are not restricted under the Securities Act of 1933. Such representations and warranties shall survive
the deposit of Shares and issuance of Receipts.
Any person presenting Shares for deposit or any Owner or Beneficial Owner of a Receipt may be required from time to time to file with
the Depositary or the Custodian such proof of citizenship or residence, exchange control approval, proof of the nature of such person’s interest,
proof of compliance with all applicable laws and regulations and with the provisions of or governing the Deposited Securities and the terms o
f
the Deposit Agreement or such information relating to the registration on the books of the Company or the Foreign Registrar, if applicable, to
execute such certificates and to make such representations and warranties, as the Company or the Depositary may deem necessary or proper or
as the Company may reasonably require by written request to the Depositary or any Custodian. The Depositary may withhold the delivery or
registration of transfer of any Receipt or the distribution of any dividend or sale or distribution of rights or of the proceeds thereof or the
delivery of any Deposited Securities until such proof or other information is filed or such certificates are executed or such representations and
warranties made. Each Owner and Beneficial Owner agrees to provide any information requested by the Company or the Depositary pursuant
to Section 3.1 of the Deposit Agreement. No Share shall be accepted for deposit unless accompanied by evidence satisfactory to the Depositary
that any necessary approval has been granted by any governmental body in England and Wales which is then performing the function of the
regulation of currency exchange.
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5. WARRANTIES OF DEPOSITORS.
6. FILING PROOFS, CERTIFICATES, AND OTHER INFORMATION.