Rolls-Royce Regulatory News (RR.)

2 March 2023

Rolls-Royce Holdings plc

Annual Report 2022 and Annual General Meeting 2023

Rolls-Royce Holdings plc (the Company) announces that it has today published its Annual Report for the year ended 31 December 2022 (Annual Report 2022) and its Notice of Annual General Meeting (AGM or Meeting) on the Company's website www.Rolls-Royce.com

The AGM will be held at 11.00am on Thursday, 11 May 2023 at the Aztec Hotel, Aztec West, Almondsbury, Bristol, BS32 4TS.

In accordance with Listing Rule 9.6.1, copies of the following documents have been submitted to the Financial Conduct Authority and will shortly be available for inspection from the National Storage Mechanism at https://data.fca.org.uk/#/nsm/nationalstoragemechanism:

- Annual Report 2022; and

- Notice of Annual General Meeting 2023 and associated Proxy Form.

The AGM Notice is expected to be posted to the Company's shareholders on 16 March 2023, alongside the Annual Report 2022 to those shareholders who have elected to receive hard copies of it.

This information should be read in conjunction with the Company's preliminary results announcement. A condensed set of the Company's financial statements, information on important events that have occurred during the financial year and their impact on the financial statements, along with the related party transactions and the Company's principal risks were included in the preliminary results announcement released on 23 February 2023. That information, together with the information set out below in the appendix, which is extracted from the Annual Report 2022, is provided in accordance with the Disclosure and Transparency Rule (DTR) 6.3.5R, which requires it to be communicated to the media in full unedited text through a Regulatory Information Service. This announcement is not a substitute for reading the full Annual Report 2022. Page and note references in the text below refer to page numbers and note numbers in the Annual Report 2022. 

Enquiries:

Investor Relations:

Isabel Green +44 7880 160976

Media:

Richard Wray +44 7810 850055

Rolls-Royce Holdings plc LEI: 213800EC7997ZBLZJH69

Appendix

Statement of Directors' responsibilities in respect of the Financial Statements

The Directors are responsible for preparing the Annual Report and the Financial Statements in accordance with applicable law and regulation.

Company law requires the Directors to prepare financial statements for each financial year. Under that law, the Directors have prepared the Group Financial Statements in accordance with UK-adopted international accounting standards and the Company Financial Statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards, comprising FRS 101 Reduced Disclosure Framework, and applicable law).

Under company law, Directors must not approve the Financial Statements unless they are satisfied that they give a true and fair view of the state of affairs of the Group and Company and of the profit or loss of the Group for that period.

In preparing the Financial Statements, the Directors are required to:

The Directors are responsible for safeguarding the assets of the Group and Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

The Directors are also responsible for keeping adequate accounting records that are sufficient to show and explain the Group's and Company's transactions and disclose with reasonable accuracy at any time the financial position of the Group and Company and enable them to ensure that the Financial Statements and the Directors' Remuneration Report comply with the Companies Act 2006.

The Directors are responsible for the maintenance and integrity of the Company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

By order of the Board

Pamela Coles

Chief Governance Officer

23 February 2023