(d)
(e)
(1)
will be issued in denominations of £1,000, £10,000 or £100,000 as appropriate. Any balance entitlement to bonds which is not an integral multiple of £1,000 will be issued in registered form.
Return of Forms of Acceptance
The completed Form of Acceptance should be returned, either by post or by hand, to National Westminster Bank Plc, Registrar's Department, New Issues Section, P.O. Box 859, Hartcliffe, Bristol BS99 1XZ or, by hand only, to National Westminster Bank Plc, Registrar's Department, New Issues Section, 15 Featherstone Street, London EC1, as soon as possible, but in any event not later than 1.00 p.m. on 25 June 1992. A reply paid envelope is enclosed for this purpose. The completed Form of Acceptance should be accompanied by the share certificate(s) for your Midland shares and/or other document(s) of title. If for any reason the relevant share certificate(s) and/or other document(s) of title is/are not readily available or is/are lost, you should nevertheless complete, sign and return the Form of Acceptance as stated above so as to be received by not later than 1.00 p.m. on 25 June 1992, together with any share certificate(s) and/or other document(s) of title which you may have available, accompanied by a letter stating that the balance will follow or that you have lost one or more of your share certificate(s) and/or other document(s) of title. You should then arrange for the relevant share certificate(s) and/or other document(s) of title to be forwarded as soon as possible thereafter. No acknowledgement of receipt of documents will be given. If you have any questions as to how to complete the Form of Acceptance, please contact National Westminster Bank Plc, Registrar's Department, New Issues Section (but not from the US) on 0272 370666.
Previous acceptors
If you have already accepted the Original Offer in respect of all your Midland shares (and whether or not you elected for the Shares election and/or the Bonds election, which elections are no longer valid), you will be deemed to have accepted the Final Offer but not to have made the Cash Election. You need take no further action (assuming your original acceptance was valid in all respects) unless you now wish to make the Cash Election in respect of the Midland shares comprised in your acceptance of the Original Offer, in which case the enclosed blue Form of Acceptance should be clearly marked with the words "Amended Acceptance" on the front page and otherwise completed and delivered as described in sub-paragraph (b) above. Midland shareholders were able to elect to receive new Midland shares in respect of the second interim dividend paid by Midland for the year ended 31 December 1991 and certificates in respect of these Midland scrip dividend shares were posted to Midland shareholders who so elected on 21 May 1992. The Final Offer extends to such Midland scrip dividend shares.
If you have already accepted the Original Offer but did not include in your acceptance your Midland scrip dividend shares, or any other Midland shares which you hold, you should now do one of the following:
(i) if you wish to accept the Final Offer but not to make the Cash Election in respect of your additional holding of Midland shares, you should complete and deliver the enclosed blue Form of Acceptance in respect of such shares, as described in sub-paragraph (a) above; or (ii) if you wish to accept the Final Offer and to make the Cash Election in respect of your additional holding of Midland shares, you should complete and deliver the enclosed blue Form of Acceptance in respect of such shares, as described in sub-paragraph (b) above except that, if you also wish to make the Cash Election in respect of the Midland shares comprised in your acceptance of the Original Offer, the number which you should include in Box 1 of the blue Form of Acceptance is the aggregate number of Midland shares comprised in your acceptance of the Original Offer and your additional holding of Midland shares; you should also mark the front page of the blue Form of Acceptance "Amended Acceptance".
Share certificates lost
If you have lost your share certificate(s) and/or other document(s) of title, you should write to Midland's Registrars, Bourne House, 34 Beckenham Road, Beckenham, Kent BR3 4TU, for a letter of indemnity for (a) lost share certificate(s) which, when completed in accordance with the instructions given, should be returned to National Westminster Bank Plc, Registrar's Department, New Issues Section, at one of the addresses given above.
If you have any questions regarding your share certificate(s) and/or other document(s) of title please contact Midland's registrars (but not from the US) on 081-650 4866.
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