Exchange Offers and Extraordinary Resolutions

9 October 2014

Dignity plc

Dignity Finance PLC - Exchange Offers and Extraordinary Resolutions of Class A and B Noteholders

On 17 September 2014, Dignity plc (the "Company") announced that its subsidiary, Dignity Finance PLC (a subsidiary of Dignity (2002) Limited, the holding company of the securitised sub-group of Dignity plc) had that day called meetings of the holders of its Class A and B Secured Notes ("Noteholders"), to be held on 9 October 2014 ("Meetings"). Dignity Finance PLC had also, on 17 September 2014, invited Noteholders to offer to exchange ("Exchange Offers") their existing Class A and B Secured Notes for new secured notes ("New Notes").

The purpose of the Meetings was to obtain certain approvals from Noteholders by means of Extraordinary Resolutions in order to facilitate the Exchange Offers and the issue of further New Notes for cash ("Further Issue").

Dignity plc is pleased to announce that the Meetings were duly held and found quorate, and that the Extraordinary Resolutions have been passed by both the Class A and B Noteholders and that Dignity Finance PLC therefore intends to effect the Exchange Offers and the Further Issue.

The Company anticipates pricing the New Notes on or around 10 October 2014 and will make further announcements as appropriate. It is still anticipated that approximately £1.00 per ordinary share will be returned to shareholders.

The interim dividend declared on 30 July 2014 will still be paid on 31 October 2013 and will not be affected by this announcement

For more information

Steve Whittern, Finance Director

Mike McCollum, Chief Executive

Dignity plc +44 (0) 121 354 1557

Richard Oldworth

Sophie McNulty

Clare Akhurst

Buchanan Communications +44 (0) 20 7466 5000