Report of Independent Registered Public Accounting Firm
To the Board of Directors and Shareholders of National Grid Transco plc
In our opinion,
the accompanying consolidated Balance Sheets and related consolidated Profit
and Loss Account,
Cash Flow Statement, Statement of Total Recognised Gains and Losses and the
related notes present fairly, in all material respects, the financial position
of National Grid Transco plc and its subsidiaries at 31 March 2004 and 2003,
and the results of their operations and their cash flows for each of the
three years in the period ended 31 March 2004, in conformity with accounting
principles generally accepted in the United Kingdom. These accounts are the
responsibility of the Company’s Directors and management. Our responsibility
is to express an opinion on these accounts based on our audits. We conducted
our audits of these accounts in accordance with the standards of the Public
Company Accounting Oversight Board (United States). Those standards require
that we plan and perform the audit to obtain reasonable assurance about whether
the accounts are free of material misstatement. An audit includes examining,
on a test basis, evidence supporting the amounts and disclosures in the accounts,
assessing the accounting principles used and significant estimates made by
management, and evaluating the overall accounts presentation. We believe
that our audits provide a reasonable basis for our opinion.
As described in Note 1 to the accounts, the Company has changed its accounting policy for treasury stock during the year ended 31 March 2004.
Accounting principles generally accepted in the United Kingdom vary in certain significant respects from accounting principles generally accepted in the United States of America. Information relating to the nature and effect of such differences is presented in Note 32, as restated, to the consolidated accounts.
/s/ PricewaterhouseCoopers
LLP
PricewaterhouseCoopers LLP
Chartered Accountants and Registered Auditors
London, United Kingdom
19 May 2004
Item 19.
Exhibits
Exhibit
Description
1.1
Memorandum and Articles of Association of National Grid Transco plc (Exhibit 1 to National Grid Group Form 20-F dated 21 June 2002 File No. 1-14958).
Incorporated by reference
1.2
Amendment to Memorandum and Articles of Association of National Grid Transco plc (Exhibit 1 to National Grid Transco Form 20-F dated 11 June 2003 File No. 1-14958).
Incorporated by reference
2.1
Amended and restated Deposit Agreement dated as of 31 January 2002 (Exhibit 2(a) to National Grid Group Form 20-F dated 21 June 2002 File No. 1-14958).
Offering
circular issued by NGG Finance plc on 20 August 2001 summarising the
trust deeds, subscription agreements and paying agency agreements relating
to the €1,250,000,000 5.25% guaranteed bonds due 2006 and the €750,000,000
6.125% guaranteed bonds due 2011 issued by NGG Finance plc and guaranteed
by National Grid Transco plc. (Exhibit 2(b)(ii) to National Grid Group
Form 20-F dated 21 June 2002 File No. 1-14958).
Earnings
per share: The information set forth under the heading “Note 11
Earnings per share and adjusted profit on ordinary activities before
taxation” on page 87 of the Company’s Annual Report and Accounts
2003/04 contained in Exhibit 14.1 is incorporated herein by reference.
Next Section
Previous Section