0001019155-07-000031 Sample Contracts

AMVESCAP PLC THE BANK OF NEW YORK, As Depositary AND HOLDERS OF AMERICAN DEPOSITARY RECEIPTS Amended and Restated Deposit Agreement Dated as of November 2, 1998 As Further Amended and Restated as of November 8, 2000
Deposit Agreement • February 1st, 2007 • Amvescap PLC/London/ • Investment advice • New York

AMENDED AND RESTATED DEPOSIT AGREEMENT dated as of November 2, 1998, as further amended and restated as of November 8, 2000, among AMVESCAP PLC, a corporation organized under the laws of England and Wales and its successors (the “Company”), THE BANK OF NEW YORK, a New York banking corporation, as depositary hereunder and any successor as depositary hereunder (the “Depositary”), and all holders from time to time of American Depositary Receipts issued hereunder.

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Exhibit A to Deposit Agreement EFFECTIVE DECEMBER 8, 2005, THE NOMINAL VALUE OF THE COMPANYS ORDINARY SHARES HAS CHANGED FROM
Deposit Agreement • February 1st, 2007 • Amvescap PLC/London/ • Investment advice

THE RIGHTS OF HOLDERS OF RECEIPTS TO DIRECT THE VOTING OF, TO RECEIVE DIVIDENDS ON, AND TO TRANSFER SHARES MAY BE RESTRICTED AS DESCRIBED IN PARAGRAPH 7 BELOW.

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