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Form 8.3 - RSA Insurance Group Plc.

9 Sep 2015 12:09

FORM 8.3

PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY

A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE

Rule 8.3 of the Takeover Code (the “Code”)

1. KEY INFORMATION

(a) Full name of discloser: Invesco Limited
(b) Owner or controller of interests and short positions disclosed, if different from 1(a):

The naming of nominee or vehicle companies is insufficient. For a trust, the trustee(s), settlor and beneficiaries must be named.

(c) Name of offeror/offeree in relation to whose relevant securities this form relates:

Use a separate form for each offeror/offeree

RSA Insurance Group Plc
(d) If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree:
(e) Date position held/dealing undertaken:

For an opening position disclosure, state the latest practicable date prior to the disclosure

08 September 2015
(f) In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?

If it is a cash offer or possible cash offer, state “N/A”

No

2. POSITIONS OF THE PERSON MAKING THE DISCLOSURE

If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

(a) Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates following the dealing (if any)

Class of relevant security: Ordinary GB00BKKMKR23

ADRs US74971A2069

Interests Short positions
Number % Number %
(1) Relevant securities owned and/or controlled: 15,444,733 1.51
(2) Cash-settled derivatives:
(3) Stock-settled derivatives (including options) and agreements to purchase/sell:

TOTAL:

15,444,733 1.51

All interests and all short positions should be disclosed.

Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

(b) Rights to subscribe for new securities (including directors’ and other employee options)

Class of relevant security in relation to which subscription right exists:
Details, including nature of the rights concerned and relevant percentages:

3. DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE

Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

The currency of all prices and other monetary amounts should be stated.

(a) Purchases and sales

Class of relevant security Purchase/sale Number of securities Price per unit
Ordinary Sale 71,778 5.10 GBP
Ordinary Sale 8,826 5.10 GBP
Ordinary Sale 6,634 4.98 GBP

(b) Cash-settled derivative transactions

Class of relevant security Product description

e.g. CFD

Nature of dealing

e.g. opening/closing a long/short position, increasing/reducing a long/short position

Number of reference securities Price per unit

(c) Stock-settled derivative transactions (including options)

(i) Writing, selling, purchasing or varying

Class of relevant security Product description e.g. call option Writing, purchasing, selling, varying etc. Number of securities to which option relates Exercise price per unit Type

e.g. American, European etc.

Expiry date Option money paid/ received per unit

(ii) Exercise

Class of relevant security Product description

e.g. call option

Exercising/ exercised against Number of securities Exercise price per unit

(d) Other dealings (including subscribing for new securities)

Class of relevant security Nature of dealing

e.g. subscription, conversion

Details Price per unit (if applicable)

4. OTHER INFORMATION

(a) Indemnity and other dealing arrangements

Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the person making the disclosure and any party to the offer or any person acting in concert with a party to the offer:

Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state “none”

None

(b) Agreements, arrangements or understandings relating to options or derivatives

Details of any agreement, arrangement or understanding, formal or informal, between the person making the disclosure and any other person relating to:

(i) the voting rights of any relevant securities under any option; or

(ii) the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:

If there are no such agreements, arrangements or understandings, state “none”

None

(c) Attachments

Is a Supplemental Form 8 (Open Positions) attached? NO
Date of disclosure: 09 September 2015
Contact name: Philippa Sadler
Telephone number: 01491 417 447

Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service and must also be emailed to the Takeover Panel at monitoring@disclosure.org.uk. The Panel’s Market Surveillance Unit is available for consultation in relation to the Code’s disclosure requirements on +44 (0)20 7638 0129.

The Code can be viewed on the Panel’s website at www.thetakeoverpanel.org.uk.

View source version on businesswire.com: http://www.businesswire.com/news/home/20150909005867/en/

Copyright Business Wire 2015

Date   Source Headline
1st Jun 20215:25 pmRNSForm 8.5 (EPT/RI)-Replacement of RSA INSURANCE GRP
1st Jun 20213:30 pmRNSForm 8.3 - RSA LN
1st Jun 20213:29 pmRNSForm 8.3 - RSA Insurance Group plc
1st Jun 20213:15 pmBUSForm 8.3 - RSA Insurance Group Limited
1st Jun 20213:08 pmRNSForm 8.3 - RSA Insurance Group Limited
1st Jun 202111:47 amBUSForm 8.5 (EPT/NON-RI) - RSA INSURANCE GROUP LTD Amendment
1st Jun 202111:24 amRNSForm 8.3 - RSA Insurance Group Plc
1st Jun 202110:27 amBUSForm 8.5 (EPT/NON-RI) - RSA INSURANCE GROUP LTD
1st Jun 202110:14 amRNSForm 8.5 (EPT/RI)
1st Jun 20219:22 amRNSForm 8.3 - RSA Insurance Group Limited
1st Jun 20219:19 amRNSForm 8.3 - RSA Insurance Group plc
1st Jun 20217:30 amRNSNotice of redemption to noteholders
1st Jun 20217:00 amRNSScheme of Arrangement becomes effective
1st Jun 20217:00 amRNSForm 8.5 (EPT/RI)
1st Jun 20217:00 amRNSForm 8.5 (EPT/NON-RI)
1st Jun 20217:00 amRNSForm 8.3 - RSA Insurance Group plc
1st Jun 20217:00 amRNSForm 8.5 (EPT/RI) - RSA INSURANCE GROUP LIMITED
1st Jun 20217:00 amRNSForm 8.5 (EPT/RI) - RSA INSURANCE GROUP LIMITED
31st May 20213:41 pmEQSForm 8.3 - The Vanguard Group, Inc.: RSA Insurance Group plc
28th May 20215:00 pmRNSForm 8.5 (EPT/RI) - Replacement of RSA INSURANCE
28th May 20214:27 pmRNSForm 8.3 - RSA Insurance Group Limited 28 May 2021
28th May 20213:54 pmRNSForm 8.3 - RSA Insurance Group Limited
28th May 20213:38 pmRNSForm 8.3 - RSA Insurance Group Limited
28th May 20213:30 pmRNSForm 8.3 - RSA LN
28th May 20213:30 pmBUSForm 8.3 - RSA Insurance Group Limited
28th May 20213:20 pmRNSForm 8.3 - RSA Insurance Group plc
28th May 20211:16 pmEQSForm 8.3 - The Vanguard Group, Inc.: RSA Insurance Group plc
28th May 202112:22 pmBUSFORM 8.5 (EPT/NON-RI) - RSA INSURANCE GROUP PLC
28th May 202112:09 pmRNSForm 8.3 - RSA Insurance Group Limited
28th May 202111:53 amRNSForm 8.5 (EPT/NON-RI)
28th May 202111:52 amRNSForm 8.5 (EPT/RI)
28th May 202111:40 amRNSForm 8.3 - RSA Insurance Group Limited
28th May 202111:10 amRNSForm 8.5 (EPT/RI)
28th May 202111:08 amPRNForm 8.3 - RSA Insurance Group PLC
28th May 202111:01 amRNSForm 8.3 - RSA Insurance Group
28th May 202110:50 amRNSForm 8.5 (EPT/RI) - RSA INSURANCE GROUP PLC
28th May 202110:43 amRNSForm 8.5 (EPT/RI) - RSA INSURANCE GROUP PLC
27th May 20213:30 pmBUSForm 8.3 - RSA Insurance Group plc
27th May 20213:18 pmRNSForm 8.3 - RSA Insurance Group plc 27 May 2021
27th May 20212:48 pmBUSForm 8.3 - RSA LN Equity 26-May-21 Decrease Traded Position
27th May 20212:04 pmEQSForm 8.3 - The Vanguard Group, Inc.: RSA Insurance Group plc
27th May 20211:17 pmRNSForm 8.3 - RSA Insurance Group plc
27th May 202112:23 pmRNSForm 8.3 - RSA Insurance Group Plc
27th May 202111:48 amRNSForm 8.5 (EPT/RI)
27th May 202111:23 amRNSForm 8.5 (EPT/RI) - RSA INSURANCE GROUP PLC
27th May 202111:13 amRNSForm 8.3 - RSA Insurance Group plc
27th May 202110:31 amRNSDirector/PDMR Shareholding
27th May 202110:25 amBUSFORM 8.5 (EPT/NON-RI) - RSA INSURANCE GROUP PLC
27th May 20219:50 amRNSForm 8.5 (EPT/RI)
26th May 20214:12 pmRNSForm 8.5 (EPT/RI) - Replacement of RSA INSURANCE

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