Publication of Prospectus

Publication of Prospectus dated 15 May 2019

The following document has been approved by the Financial Conduct Authority on 15 May 2019 and is available for viewing:

PROSPECTUS DATED 15 May 2019

Co-operative Group Limited

£300,000,000 5.125 per cent. Guaranteed Notes due 2024

To view the full document, please paste the following URL into the address bar of your browser.

http://www.rns-pdf.londonstockexchange.com/rns/1756Z_1-2019-5-15.pdf

A copy of the Prospectus has also been submitted to the National Storage Mechanism and will shortly be available for inspection at: http://www.morningstar.co.uk/uk/NSM

For further information, please contact:

Co-operative Group Limited

Address - 1 Angel Square, Manchester, M60 0AG

Scot Morton, Treasury

Telephone: +44 (0)7912 971 617

Email: scot.morton@coop.co.uk

Website: www.coop.co.uk

DISCLAIMER - INTENDED ADDRESSEES

Please note that the information contained in the Prospectus may be addressed to and/or targeted at persons who are residents of particular countries (specified in the Prospectus) only and is not intended for use and should not be relied upon by any person outside these countries and/or to whom the offer contained in the Prospectus is not addressed. Prior to relying on the information contained in the Prospectus you must ascertain from the Prospectus whether or not you are part of the intended addressees of the information contained therein.

Your right to access this service is conditional upon complying with the above requirement.