FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
For the month of December 2006
Commission File Number: 001-10306
The Royal Bank of Scotland Group plc
Business House F, Level 2
RBS, Gogarburn, P O Box 1000
Edinburgh EH12 1HQ, DEPOT CODE: 045
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
| Form 20-F X | Form 40-F |
| Yes | No X |
| Enclosures: | 1. | Issue of Debt announcement made on 30 November 2006 | |||
| 2. | Director\PDMR Shareholding announcement made on 30 November 2006 | ||||
| 3. | Director\PDMR Shareholding announcement made on 1 December 2006 | ||||
| 4. | Director\PDMR Shareholding announcement made on 4 December 2006 | ||||
| 5. | Holding(s) in Company announcement made on 4 December 2006 | ||||
| 6. | Director\PDMR Shareholding announcement made on 5 December 2006 | ||||
| 7. | Trading Statement announcement made on 6 December 2006 | ||||
| 8. | Publication of Prospectus announcement made on 6 December 2006 | ||||
| 9. | Director\PDMR Shareholding announcement made on 6 December 2006 | ||||
| 10. | Transaction in Own Shares announcement made on 6 December 2006 | ||||
| 11. | Director\PDMR Shareholding announcement made on 7 December 2006 | ||||
| 12. | Director\PDMR Shareholding announcement made on 7 December 2006 | ||||
| 13. | Transaction in Own Shares announcement made on 7 December 2006 | ||||
| 14. | Issue of Debt announcement made on 8 December 2006 | ||||
| 15. | Director\PDMR Shareholding announcement made on 8 December 2006 | ||||
| 16. | Transaction in Own Shares announcement made on 11 December 2006 | ||||
| 17. | Director\PDMR Shareholding announcement made on 11 December 2006 | ||||
| 18. | Transaction in Own Shares announcement made on 11 December 2006 | ||||
| 19. | Transaction in Own Shares announcement made on 12 December 2006 | ||||
| 20. | Director\PDMR Shareholding announcement made on 12 December 2006 | ||||
| 21. | Director\PDMR Shareholding announcement made on 13 December 2006 | ||||
| 22. | Transaction in Own Shares announcement made on 13 December 2006 | ||||
| 23. | Redemption of Non-Cumulative USD Preference Shares announcement made on 14 December 2006 | ||||
| 24. | USD Preference Share Issue announcement made on 14 December 2006 | ||||
| 25. | Director\PDMR Shareholding announcement made on 14 December 2006 | ||||
| 26. | Transaction in Own Shares announcement made on 14 December 2006 | ||||
| 27. | Pricing of Non-Cumulative USD Preference Shares announcement made on 15 December 2006 | ||||
| 28. | Director\PDMR Shareholding announcement made on 15 December 2006 | ||||
| 29. | Transaction in Own Shares announcement made on 15 December 2006 | ||||
| 30. | Rule 8.3 - London Stock Exchange announcement made on 18 December 2006 | ||||
| 31. | Redemption of Shares announcement made on 18 December 2006 | ||||
| 32. | Director\PDMR Shareholding announcement made on 18 December 2006 | ||||
| 33. | Transaction in Own Shares announcement made on 18 December 2006 | ||||
| 34. | Director\PDMR Shareholding announcement made on 19 December 2006 | ||||
| 35. | Transaction in Own Shares announcement made on 19 December 2006 | ||||
| 36. | Director\PDMR Shareholding announcement made on 20 December 2006 | ||||
| 37. | Transaction in Own Shares announcement made on 20 December 2006 | ||||
| 38. | Publication of Prospectus announcement made on 21 December 2006 | ||||
| 39. | Director\PDMR Shareholding announcement made on 21 December 2006 | ||||
| 40. | Transaction in Own Shares announcement made on 21 December 2006 | ||||
| 41. | Director\PDMR Shareholding announcement made on 22 December 2006 | ||||
| 42. | Transaction in Own Shares announcement made on 22 December 2006 | ||||
| 43. | Director\PDMR Shareholding announcement made on 22 December 2006 | ||||
| 44. | Director\PDMR Shareholding announcement made on 27 December 2006 | ||||
| 45. | Director\PDMR Shareholding announcement made on 28 December 2006 | ||||
| 46. | Transaction in Own Shares announcement made on 28 December 2006 | ||||
Enclosure No. 1
The Royal Bank of Scotland Group plc
30th November 2006
THE ROYAL BANK OF SCOTLAND GROUP PLC AND RBS CAPITAL TRUST D COMPLETE SALE OF
GBP 400 MILLION NON-CUMULATIVE TRUST PREFERRED SECURITIES
The Royal Bank of Scotland Group plc ("RBSG") has issued GBP 400 million of
non-cumulative Trust Preferred Securities ("the Securities") through RBS Capital
Trust D ("Trust D").
The Securities will pay a fixed 5.6457% coupon per annum until June 8, 2017. The
Securities are redeemable at the option of Trust D in whole or in part on June
8, 2017 and on any distribution payment date thereafter at par. After June 8,
2017 the distribution rate will adjust to 3-month Sterling Libor + 1.69%. The
Securities have a liquidation preference of GBP 1,000 each.
RBS Global Banking & Markets, together with Banc of America Securities Ltd, JP
Morgan Securities Ltd, Lehman Brothers International (Europe) and Wachovia
Securities International Ltd acting as senior co-managers, managed the issue of
these Securities for the Group.
Settlement of the Securities is on December 8, 2006.
The Securities have not been and will not be registered under the United States
Securities Act of 1933, as amended (the "Securities Act"), or under any state
securities laws and may not be offered, sold or delivered in the United States,
or to or for the account or benefit of US persons (as defined under Regulation S
under the Securities Act) unless registered under the Securities Act or an
exemption from the registration requirements of the Securities Act is available.
The Securities are being offered and sold only to certain persons in
transactions outside the United States in compliance with Regulation S under the
Securities Act.
For further information, please contact:
The Royal Bank of Scotland Group plc
Guy Whittaker Ron Huggett
Group Finance Director Director, Capital Management
RBS Gogarburn 280 Bishopsgate
Edinburgh London
EH12 1HQ EC2M 4RB
Tel: 0131 523 2028 Tel: 0207 085 4925
RBS Global Banking & Markets
Gordon Taylor
Director, Primary Markets
135 Bishopsgate
London
EC2M 3UR
Tel 0207 085 1217
Enclosure No. 2 Royal Bank of Scotland Group PLC - Director/PDMR Shareholding Notification of Directors' Interests: On 30 November 2006 Bedell Trustees Limited as Trustee of The Royal Bank of Scotland Group 2001 Employee Share Trust (the "Trust") purchased 725,560 ordinary shares of 25 pence in The Royal Bank of Scotland Group plc (the "Company") at a price of 1851.970785p per share. In addition, the Trustee released from the Trust 4,050 ordinary shares of 25 pence in the Company in satisfaction of share options exercised by employees of the Company and its subsidiaries. The Trust is a discretionary trust for the benefit of employees of the Company and its subsidiaries. The executive directors of the Company, namely Sir Fred Goodwin, John Alastair Nigel Cameron, Lawrence Kingsbaker Fish, Mark Andrew Fisher, Gordon Francis Pell and Guy Robert Whittaker, are potential beneficiaries of the Trust and are therefore deemed to be interested in shares held under the Trust for the purposes of Section 324 of the Companies Act 1985. Following the above transactions, the Trustee of the Trust holds 6,972,195 ordinary shares in the Company.
Enclosure No. 3 Royal Bank of Scotland Group PLC - Director/PDMR Shareholding Notification of Directors' Interests: On 1 December 2006 Bedell Trustees Limited as Trustee of The Royal Bank of Scotland Group 2001 Employee Share Trust (the "Trust") released from the Trust 47,726 ordinary shares of 25 pence in The Royal Bank of Scotland Group plc (the "Company") in satisfaction of share options exercised by employees of the Company and its subsidiaries. The Trust is a discretionary trust for the benefit of employees of the Company and its subsidiaries. The executive directors of the Company, namely Sir Fred Goodwin, John Alastair Nigel Cameron, Lawrence Kingsbaker Fish, Mark Andrew Fisher, Gordon Francis Pell and Guy Robert Whittaker, are potential beneficiaries of the Trust and are therefore deemed to be interested in shares held under the Trust for the purposes of Section 324 of the Companies Act 1985. Following the above transaction, the Trustee of the Trust holds 6,924,469 ordinary shares in the Company.
Enclosure No. 4 Royal Bank of Scotland Group PLC - Director/PDMR Shareholding Notification of Directors' Interests: On 4 December 2006 Bedell Trustees Limited as Trustee of The Royal Bank of Scotland Group 2001 Employee Share Trust (the "Trust") purchased 30,144 ordinary shares of 25 pence in The Royal Bank of Scotland Group plc (the "Company") at a price of 1839p per share. In addition, the Trustee released from the Trust 2,100 ordinary shares of 25 pence in the Company in satisfaction of share options exercised by employees of the Company and its subsidiaries. The Trust is a discretionary trust for the benefit of employees of the Company and its subsidiaries. The executive directors of the Company, namely Sir Fred Goodwin, John Alastair Nigel Cameron, Lawrence Kingsbaker Fish, Mark Andrew Fisher, Gordon Francis Pell and Guy Robert Whittaker, are potential beneficiaries of the Trust and are therefore deemed to be interested in shares held under the Trust for the purposes of Section 324 of the Companies Act 1985. Following the above transactions, the Trustee of the Trust holds 6,952,513 ordinary shares in the Company.
Enclosure No. 5
SCHEDULE 10
NOTIFICATION OF MAJOR INTERESTS IN SHARES
1. Name of company
The Royal Bank of Scotland Group plc
2. Name of shareholder having a major interest
Barclays PLC
3. Please state whether notification indicates that it is in respect of holding
of the shareholder named in 2 above or in respect of a non-beneficial interest
or in the case of an individual holder if it is a holding of that person's
spouse or children under the age of 18
Barclays PLC
4. Name of the registered holder(s) and, if more than one holder, the number of
shares held by each of them
Barclays PLC
5. Number of shares / amount of stock acquired
-
6. Percentage of issued class
-
7. Number of shares / amount of stock disposed
-
8. Percentage of issued class
-
9. Class of security
Ordinary Shares of 25p each
10. Date of transaction
28 November 2006
11. Date company informed
4 December 2006
12. Total holding following this notification
126,836,868
13. Total percentage holding of issued class following this notification
4.01%
14. Any additional information
-
15. Name of contact and telephone number for queries
Hew Campbell, Head of Group Secretariat, Telephone 0131 626 4099
16. Name and signature of authorised company official responsible for making
this notification
Hew Campbell, Head of Group Secretariat, Telephone 0131 626 4099
Date of notification
4 December 2006
The FSA does not give any express or implied warranty as to the accuracy of this
document or material and does not accept any liability for error or omission.
The FSA is not liable for any damages (including, without limitation, damages
for loss of business or loss of profits) arising in contract, tort or otherwise
from the use of or inability to use this document, or any material contained in
it, or from any action or decision taken as a result of using this document or
any such material.
Enclosure No. 6 Royal Bank of Scotland Group PLC - Director/PDMR Shareholding Notification of Directors' Interests: On 5 December 2006 Bedell Trustees Limited as Trustee of The Royal Bank of Scotland Group 2001 Employee Share Trust (the "Trust") released from the Trust 8,667 ordinary shares of 25 pence in The Royal Bank of Scotland Group plc (the "Company") in satisfaction of share options exercised by employees of the Company and its subsidiaries. The Trust is a discretionary trust for the benefit of employees of the Company and its subsidiaries. The executive directors of the Company, namely Sir Fred Goodwin, John Alastair Nigel Cameron, Lawrence Kingsbaker Fish, Mark Andrew Fisher, Gordon Francis Pell and Guy Robert Whittaker, are potential beneficiaries of the Trust and are therefore deemed to be interested in shares held under the Trust for the purposes of Section 324 of the Companies Act 1985. Following the above transaction, the Trustee of the Trust holds 6,943,846 ordinary shares in the Company.
Enclosure No. 7
THE ROYAL BANK OF SCOTLAND GROUP PLC
Pre-close Trading Update
6 December 2006
Introduction
The Royal Bank of Scotland Group ('RBS') will be holding discussions with
analysts and investors ahead of its close period for the year ending 31 December
2006. This statement sets out the information that will be covered in those
discussions.
Summary
RBS is performing well and our results for 2006 are expected to be slightly
ahead of market consensus forecasts*. Highlights of the Group results for 2006
are expected to include good organic growth in income, an improvement in
efficiency, strong credit metrics and stable returns.
Group
The Group is maintaining good organic growth in total income in 2006,
notwithstanding recent US dollar weakness. Non-interest income continues to grow
faster than net interest income and is expected to account for more than 60% of
total income. Net interest margin trends remain in line with previous guidance
underpinned by balanced growth in loans and deposits.
Productivity gains from our manufacturing platform allow continuing investment
for the future, whilst delivering further improvement to the cost:income ratio
for the Group.
Overall credit metrics are expected to have improved with total impairment
losses representing a slightly lower proportion of total loans and advances.
Returns on equity, and capital generation, remain strong. The Tier 1 capital
ratio is expected to be in the middle of the 7% to 8% range and we anticipate
completing our £1 billion share buyback by the year end. Strong growth in loan
origination is being complemented by the Group's increasing distribution
capabilities.
Divisions
Corporate Markets is achieving strong growth in income across its full range of
activities, while continuing to invest in people and technology. Both the
proportion of income from trading activities and our risk profile remain stable.
We have made excellent progress in building a strong and sustainable position in
Global Banking & Markets and have reinforced our leading position in UK
Corporate Banking. The corporate credit environment remains favourable.
Retail Markets is performing well, achieving good growth in income, particularly
from savings and bancassurance products. This, as well as stronger mortgage
lending in the second half, has offset weaker demand for consumer credit. Wealth
Management continues to perform strongly. Costs remain under tight control.
Growth in unsecured impairment losses continues to moderate.
Ulster Bank is delivering strong growth in income against a buoyant economic
backdrop, with strong lending and deposit volumes partially offset by tighter
margins. Credit metrics remain stable.
Citizens is growing loan and deposit volumes but the benefit is being largely
offset by lower margins caused by the continuing impact of the flattening of the
US yield curve and a change in the mix of deposits. Underlying credit metrics
remain stable, reflecting the overall quality of the portfolio. The weaker
average US dollar exchange rate will also affect second half results in sterling
terms.
RBS Insurance is maintaining a disciplined approach to pricing and is growing
income by concentrating on more profitable market segments. International motor
and commercial policies continue to grow strongly. Claims inflation continues to
impact results, however RBS Insurance is increasing its prices in line with the
market, which should be reflected in our results in due course.
Sir Fred Goodwin, Group Chief Executive, commented:
"Our 2006 results will underscore the diversity of our income and inherent
strength of our business model. We expect to deliver profitable organic growth
and improvements in key financial metrics, while continuing to invest in our
businesses and generating surplus capital. I believe these attributes will be
every bit as important in the year ahead as they have been in 2006."
CONTACTS
Sir Fred Goodwin Group Chief Executive 0131 523 2203
Guy Whittaker Group Finance Director 0131 523 2028
Richard O'Connor Head of Investor Relations 0131 626 1014
0207 672 1758
For media enquiries
Howard Moody Group Director, Communications 0131 523 2056
Carolyn McAdam Head of Media Relations 0131 523 2055
* Market consensus forecasts for 2006 profit before tax, purchased intangibles
amortisation and integration costs are £9,158 million, and adjusted earnings per
ordinary share of 190.7p. (Source: RBS Investor Relations, 5 December 06)
This announcement contains forward looking statements, including such statements
within the meaning of Section 27A of the US Securities Act of 1933 and Section
21E of the Securities Exchange Act of 1934. These statements concern or may
affect future matters, such as RBS's future economic results, business plans and
strategies, and are based upon the current expectations of the directors. They
are subject to a number of risks and uncertainties that might cause actual
results and events to differ materially from the expectations expressed in the
forward looking statements. Factors that could cause or contribute to
differences in current expectations include, but are not limited to, regulatory
developments, competitive conditions, technological developments and general
economic conditions. These factors, risks and uncertainties are discussed in
RBS's SEC filings, including, but not limited to, RBS's report on Form 6-K
containing this announcement and certain sections of RBS's Annual Report on Form
20-F. Information in this announcement of the price at which investments have
been bought or sold in the past or the yield on investments cannot be relied
upon as a guide to future performance. RBS assumes no responsibility to update
any of the forward looking statements contained in this announcement.
Enclosure No. 8 Publication of Listing Particulars The following listing particulars have been approved by the UK Listing Authority and are available for viewing: Prospectus for RBS Capital Trust D £400,000,000 Fixed/Floating Rate Non-Cumulative Trust Preferred Securities (Liquidation Preference £1000 per Trust Preferred Security) To view the full document, please paste the following URL into the address bar of your browser. http://www.rns-pdf.londonstockexchange.com/rns/3800n_-2006-12-6.pdf A copy of the Listing Particulars is also available to the public for inspection at the UK Listing Authority's Document Viewing Facility, 25 The North Colonnade, Canary Wharf, London E14 5HS. For further information, please contact: Ron Huggett Director, Capital Management The Royal Bank of Scotland Group plc 5th Floor 280 Bishopsgate London EC2M 4RB TEL: 020 7085 4925 FAX: 020 7293 9966 DISCLAIMER - INTENDED ADDRESSEES Please note that the information contained in the Listing Particulars may be addressed to and/or targeted at persons who are residents of particular countries (specified in the Listing Particulars) 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 Listing Particulars is not addressed. Prior to relying on the information contained in the Listing Particulars, you must ascertain from the Listing Particulars 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.
Enclosure No. 9 The Royal Bank of Scotland Group plc - Director/PDMR Shareholding Notification of Directors' Interests: On 6 December 2006 Bedell Trustees Limited as Trustee of The Royal Bank of Scotland Group 2001 Employee Share Trust (the "Trust") released from the Trust 2,850 ordinary shares of 25 pence in The Royal Bank of Scotland Group plc (the "Company") in satisfaction of share options exercised by employees of the Company and its subsidiaries. The Trust is a discretionary trust for the benefit of employees of the Company and its subsidiaries. The executive directors of the Company, namely Sir Fred Goodwin, John Alastair Nigel Cameron, Lawrence Kingsbaker Fish, Mark Andrew Fisher, Gordon Francis Pell and Guy Robert Whittaker, are potential beneficiaries of the Trust and are therefore deemed to be interested in shares held under the Trust for the purposes of Section 324 of the Companies Act 1985. Following the above transaction, the Trustee of the Trust holds 6,940,996 ordinary shares in the Company.
Enclosure No. 10
THE ROYAL BANK OF SCOTLAND GROUP plc
PURCHASE OF OWN SHARES
The Royal Bank of Scotland Group plc announces that on 6 December 2006 it
purchased for cancellation 400,000 of its ordinary shares at an average price of
1910.490625p per ordinary share.
Enclosure No. 11 The Royal Bank of Scotland Group plc - Director/PDMR Shareholding Notification of Directors' Interests: On 7 December 2006 Bedell Trustees Limited as Trustee of The Royal Bank of Scotland Group 2001 Employee Share Trust (the "Trust") released from the Trust 41,864 ordinary shares of 25 pence in The Royal Bank of Scotland Group plc (the "Company") in satisfaction of share options exercised by employees of the Company and its subsidiaries. The Trust is a discretionary trust for the benefit of employees of the Company and its subsidiaries. The executive directors of the Company, namely Sir Fred Goodwin, John Alastair Nigel Cameron, Lawrence Kingsbaker Fish, Mark Andrew Fisher, Gordon Francis Pell and Guy Robert Whittaker, are potential beneficiaries of the Trust and are therefore deemed to be interested in shares held under the Trust for the purposes of Section 324 of the Companies Act 1985. Following the above transaction, the Trustee of the Trust holds 6,899,132 ordinary shares in the Company.
Enclosure No. 12
NOTIFICATION OF TRANSACTIONS OF DIRECTORS, PERSONS DISCHARGING MANAGERIAL
RESPONSIBILITY OR CONNECTED PERSONS
This form is intended for use by an issuer to make a RIS notification required
by DR 3.1.4R(1).
(1) An issuer making a notification in respect of a transaction
relating to the shares or debentures of the issuer should complete
boxes 1 to 16, 23 and 24.
(2) An issuer making a notification in respect of a derivative
relating to the shares of the issuer should complete boxes 1 to 4,
6, 8, 13, 14, 16, 23 and 24.
(3) An issuer making a notification in respect of options granted to a
director/person discharging managerial responsibilities should
complete boxes 1 to 3 and 17 to 24.
(4) An issuer making a notification in respect of a financial
instrument relating to the shares of the issuer (other than a
debenture) should complete boxes 1 to 4, 6, 8, 9, 11, 13, 14, 16,
23 and 24.
Please complete all relevant boxes in block capital letters.
1. Name of the issuer
The Royal Bank of Scotland Group plc
2. State whether the notification relates to
(i) a transaction notified in accordance with DR 3.1.4R(1)(a); or
(ii) DR 3.1.4(R)(1)(b) a disclosure made in accordance with section 324 (as
extended by section 328) of the Companies Act 1985; or
(iii) both (i) and (ii)
iii
3. Name of person discharging managerial responsibilities/director
Sir Fred Goodwin
4. State whether notification relates to a person connected with a person
discharging managerial responsibilities/director named in 3 and identify the
connected person
N/A
5. Indicate whether the notification is in respect of a holding of the person
referred to in 3 or 4 above or in respect of a non-beneficial interest
In respect of a holding of the person referred to in 3
6. Description of shares (including class), debentures or derivatives or
financial instruments relating to shares
Ordinary shares of £0.25
7. Name of registered shareholders(s) and, if more than one, the number of
shares held by each of them
The Royal Bank of Scotland plc Trustee Account BAYE and Profit Sharing
8. State the nature of the transaction
Participation in The Royal Bank of Scotland Group plc Share Incentive Plan
9. Number of shares, debentures or financial instruments relating to shares
acquired
6
10. Percentage of issued class acquired (treasury shares of that class should
not be taken into account when calculating percentage)
-
11. Number of shares, debentures or financial instruments relating to shares
disposed
-
12. Percentage of issued class disposed (treasury shares of that class should
not be taken into account when calculating percentage)
-
13. Price per share or value of transaction
£19.45
14. Date and place of transaction
7 December 2006
15. Total holding following notification and total percentage holding following
notification (any treasury shares should not be taken into account when
calculating percentage)
66,844
16. Date issuer informed of transaction
7 December 2006
If a person discharging managerial responsibilities has been granted options by
the issuer complete the following boxes
17 Date of grant
-
18. Period during which or date on which it can be exercised
-
19. Total amount paid (if any) for grant of the option
-
20. Description of shares or debentures involved (class and number)
-
21. Exercise price (if fixed at time of grant) or indication that price is to be
fixed at the time of exercise
-
22. Total number of shares or debentures over which options held following
notification
-
23. Any additional information
-
24. Name of contact and telephone number for queries
Hew Campbell, Head of Group Secretariat
0131 626 4099
Name and signature of duly authorised officer of issuer responsible for making
notification
Hew Campbell, Head of Group Secretariat
Date of notification
7 December 2006
---------------------------------------------------------------------------
Name of the issuer
The Royal Bank of Scotland Group plc
2. State whether the notification relates to
(i) a transaction notified in accordance with DR 3.1.4R(1)(a); or
(ii) DR 3.1.4(R)(1)(b) a disclosure made in accordance with section 324 (as
extended by section 328) of the Companies Act 1985; or
(iii) both (i) and (ii)
i
3. Name of person discharging managerial responsibilities/director
Miller Roy McLean
4. State whether notification relates to a person connected with a person
discharging managerial responsibilities/director named in 3 and identify the
connected person
N/A
5. Indicate whether the notification is in respect of a holding of the person
referred to in 3 or 4 above or in respect of a non-beneficial interest
In respect of a holding of the person referred to in 3
6. Description of shares (including class), debentures or derivatives or
financial instruments relating to shares
Ordinary shares of £0.25
7. Name of registered shareholders(s) and, if more than one, the number of
shares held by each of them
The Royal Bank of Scotland plc Trustee Account BAYE and Profit Sharing
8 State the nature of the transaction
Participation in The Royal Bank of Scotland Group plc Share Incentive Plan
9. Number of shares, debentures or financial instruments relating to shares
acquired
6
10. Percentage of issued class acquired (treasury shares of that class should
not be taken into account when calculating percentage)
-
11. Number of shares, debentures or financial instruments relating to shares
disposed
-
12. Percentage of issued class disposed (treasury shares of that class should
not be taken into account when calculating percentage)
-
13. Price per share or value of transaction
£19.45
14. Date and place of transaction
7 December 2006
15. Total holding following notification and total percentage holding following
notification (any treasury shares should not be taken into account when
calculating percentage)
205,295
16. Date issuer informed of transaction
7 December 2006
If a person discharging managerial responsibilities has been granted options by
the issuer complete the following boxes
17 Date of grant
-
18. Period during which or date on which it can be exercised
-
19. Total amount paid (if any) for grant of the option
-
20. Description of shares or debentures involved (class and number)
-
21. Exercise price (if fixed at time of grant) or indication that price is to be
fixed at the time of exercise
-
22. Total number of shares or debentures over which options held following
notification
-
23. Any additional information
-
24. Name of contact and telephone number for queries
Hew Campbell, Head of Group Secretariat
0131 626 4099
Name and signature of duly authorised officer of issuer responsible for making
notification
Hew Campbell, Head of Group Secretariat
Date of notification
7 December 2006
--------------------------------------------------------------------------
1. Name of the issuer
The Royal Bank of Scotland Group plc
2. State whether the notification relates to
(i) a transaction notified in accordance with DR 3.1.4R(1)(a); or
(ii) DR 3.1.4(R)(1)(b) a disclosure made in accordance with section 324 (as
extended by section 328) of the Companies Act 1985; or
(iii) both (i) and (ii)
i
3. Name of person discharging managerial responsibilities/director
Brian John Crowe
4. State whether notification relates to a person connected with a person
discharging managerial responsibilities/director named in 3 and identify the
connected person
N/A
5. Indicate whether the notification is in respect of a holding of the person
referred to in 3 or 4 above or in respect of a non-beneficial interest
In respect of a holding of the person referred to in 3
6. Description of shares (including class), debentures or derivatives or
financial instruments relating to shares
Ordinary shares of £0.25
7. Name of registered shareholders(s) and, if more than one, the number of
shares held by each of them
The Royal Bank of Scotland plc Trustee Account BAYE and Profit Sharing
8 State the nature of the transaction
Participation in The Royal Bank of Scotland Group plc Share Incentive Plan
9. Number of shares, debentures or financial instruments relating to shares
acquired
6
10. Percentage of issued class acquired (treasury shares of that class should
not be taken into account when calculating percentage)
-
11. Number of shares, debentures or financial instruments relating to shares
disposed
-
12. Percentage of issued class disposed (treasury shares of that class should
not be taken into account when calculating percentage)
-
13. Price per share or value of transaction
£19.45
14. Date and place of transaction
7 December 2006
15. Total holding following notification and total percentage holding following
notification (any treasury shares should not be taken into account when
calculating percentage)
165,441
16. Date issuer informed of transaction
7 December 2006
If a person discharging managerial responsibilities has been granted options by
the issuer complete the following boxes
17 Date of grant
-
18. Period during which or date on which it can be exercised
-
19. Total amount paid (if any) for grant of the option
-
20. Description of shares or debentures involved (class and number)
-
21. Exercise price (if fixed at time of grant) or indication that price is to be
fixed at the time of exercise
-
22. Total number of shares or debentures over which options held following
notification
-
23. Any additional information
-
24. Name of contact and telephone number for queries
Hew Campbell, Head of Group Secretariat
0131 626 4099
Name and signature of duly authorised officer of issuer responsible for making
notification
Hew Campbell, Head of Group Secretariat
Date of notification
7 December 2006
------------------------------------------------------------------------------
1. Name of the issuer
The Royal Bank of Scotland Group plc
2. State whether the notification relates to
(i) a transaction notified in accordance with DR 3.1.4R(1)(a); or
(ii) DR 3.1.4(R)(1)(b) a disclosure made in accordance with section 324 (as
extended by section 328) of the Companies Act 1985; or
(iii) both (i) and (ii)
iii
3. Name of person discharging managerial responsibilities/director
Mark Andrew Fisher
4. State whether notification relates to a person connected with a person
discharging managerial responsibilities/director named in 3 and identify the
connected person
N/A
5. Indicate whether the notification is in respect of a holding of the person
referred to in 3 or 4 above or in respect of a non-beneficial interest
In respect of a holding of the person referred to in 3
6. Description of shares (including class), debentures or derivatives or
financial instruments relating to shares
Ordinary shares of £0.25
7. Name of registered shareholders(s) and, if more than one, the number of
shares held by each of them
The Royal Bank of Scotland plc Trustee Account BAYE and Profit Sharing
8 State the nature of the transaction
Participation in The Royal Bank of Scotland Group plc Share Incentive Plan
9. Number of shares, debentures or financial instruments relating to shares
acquired
6
10. Percentage of issued class acquired (treasury shares of that class should
not be taken into account when calculating percentage)
-
11. Number of shares, debentures or financial instruments relating to shares
disposed
-
12. Percentage of issued class disposed (treasury shares of that class should
not be taken into account when calculating percentage)
-
13. Price per share or value of transaction
£19.45
14. Date and place of transaction
7 December 2006
15. Total holding following notification and total percentage holding following
notification (any treasury shares should not be taken into account when
calculating percentage)
4,498
16. Date issuer informed of transaction
7 December 2006
If a person discharging managerial responsibilities has been granted options by
the issuer complete the following boxes
17 Date of grant
-
18. Period during which or date on which it can be exercised
-
19. Total amount paid (if any) for grant of the option
-
20. Description of shares or debentures involved (class and number)
-
21. Exercise price (if fixed at time of grant) or indication that price is to be
fixed at the time of exercise
-
22. Total number of shares or debentures over which options held following
notification
-
23. Any additional information
-
24. Name of contact and telephone number for queries
Hew Campbell, Head of Group Secretariat
0131 626 4099
Name and signature of duly authorised officer of issuer responsible for making
notification
Hew Campbell, Head of Group Secretariat
Date of notification
7 December 2006
------------------------------------------------------------------------------
1. Name of the issuer
The Royal Bank of Scotland Group plc
2. State whether the notification relates to
(i) a transaction notified in accordance with DR 3.1.4R(1)(a); or
(ii) DR 3.1.4(R)(1)(b) a disclosure made in accordance with section 324 (as
extended by section 328) of the Companies Act 1985; or
(iii) both (i) and (ii)
i
3. Name of person discharging managerial responsibilities/director
Neil James Roden
4. State whether notification relates to a person connected with a person
discharging managerial responsibilities/director named in 3 and identify the
connected person
N/A
5. Indicate whether the notification is in respect of a holding of the person
referred to in 3 or 4 above or in respect of a non-beneficial interest
In respect of a holding of the person referred to in 3
6. Description of shares (including class), debentures or derivatives or
financial instruments relating to shares
Ordinary shares of £0.25
7. Name of registered shareholders(s) and, if more than one, the number of
shares held by each of them
The Royal Bank of Scotland plc Trustee Account BAYE and Profit Sharing
8 State the nature of the transaction
Participation in The Royal Bank of Scotland Group plc Share Incentive Plan
9. Number of shares, debentures or financial instruments relating to shares
acquired
6
10. Percentage of issued class acquired (treasury shares of that class should
not be taken into account when calculating percentage)
-
11. Number of shares, debentures or financial instruments relating to shares
disposed
-
12. Percentage of issued class disposed (treasury shares of that class should
not be taken into account when calculating percentage)
-
13. Price per share or value of transaction
£19.45
14. Date and place of transaction
7 December 2006
15. Total holding following notification and total percentage holding following
notification (any treasury shares should not be taken into account when
calculating percentage)
11,041
16. Date issuer informed of transaction
7 December 2006
If a person discharging managerial responsibilities has been granted options by
the issuer complete the following boxes
17 Date of grant
-
18. Period during which or date on which it can be exercised
-
19. Total amount paid (if any) for grant of the option
-
20. Description of shares or debentures involved (class and number)
-
21. Exercise price (if fixed at time of grant) or indication that price is to be
fixed at the time of exercise
-
22. Total number of shares or debentures over which options held following
notification
-
23. Any additional information
-
24. Name of contact and telephone number for queries
Hew Campbell, Head of Group Secretariat
0131 626 4099
Name and signature of duly authorised officer of issuer responsible for making
notification
Hew Campbell, Head of Group Secretariat
Date of notification
7 December 2006
---------------------------------------------------------------------------
1. Name of the issuer
The Royal Bank of Scotland Group plc
2. State whether the notification relates to
(i) a transaction notified in accordance with DR 3.1.4R(1)(a); or
(ii) DR 3.1.4(R)(1)(b) a disclosure made in accordance with section 324 (as
extended by section 328) of the Companies Act 1985; or
(iii) both (i) and (ii)
i
3. Name of person discharging managerial responsibilities/director
Christopher Paul Sullivan
4. State whether notification relates to a person connected with a person
discharging managerial responsibilities/director named in 3 and identify the
connected person
N/A
5. Indicate whether the notification is in respect of a holding of the person
referred to in 3 or 4 above or in respect of a non-beneficial interest
In respect of a holding of the person referred to in 3
6. Description of shares (including class), debentures or derivatives or
financial instruments relating to shares
Ordinary shares of £0.25
7. Name of registered shareholders(s) and, if more than one, the number of
shares held by each of them
The Royal Bank of Scotland plc Trustee Account BAYE and Profit Sharing
8 State the nature of the transaction
Participation in The Royal Bank of Scotland Group plc Share Incentive Plan
9. Number of shares, debentures or financial instruments relating to shares
acquired
6
10. Percentage of issued class acquired (treasury shares of that class should
not be taken into account when calculating percentage)
-
11. Number of shares, debentures or financial instruments relating to shares
disposed
-
12. Percentage of issued class disposed (treasury shares of that class should
not be taken into account when calculating percentage)
-
13. Price per share or value of transaction
£19.45
14. Date and place of transaction
7 December 2006
15. Total holding following notification and total percentage holding following
notification (any treasury shares should not be taken into account when
calculating percentage)
4,066
16. Date issuer informed of transaction
7 December 2006
If a person discharging managerial responsibilities has been granted options by
the issuer complete the following boxes
17 Date of grant
-
18. Period during which or date on which it can be exercised
-
19. Total amount paid (if any) for grant of the option
-
20. Description of shares or debentures involved (class and number)
-
21. Exercise price (if fixed at time of grant) or indication that price is to be
fixed at the time of exercise
-
22. Total number of shares or debentures over which options held following
notification
-
23. Any additional information
-
24. Name of contact and telephone number for queries
Hew Campbell, Head of Group Secretariat
0131 626 4099
Name and signature of duly authorised officer of issuer responsible for making
notification
Hew Campbell, Head of Group Secretariat
Date of notification
7 December 2006
Enclosure No. 13
THE ROYAL BANK OF SCOTLAND GROUP plc
PURCHASE OF OWN SHARES
The Royal Bank of Scotland Group plc announces that on 7 December 2006 it
purchased for cancellation 75,000 of its ordinary shares at an average price of
1944p per ordinary share.
Enclosure No. 14
The Royal Bank of Scotland Group plc
8 December 2006
THE ROYAL BANK OF SCOTLAND GROUP PLC AND RBS CAPITAL TRUST D ANNOUNCE CLOSING OF
GBP 400 MILLION NON-CUMULATIVE TRUST PREFERRED SECURITIES
The Royal Bank of Scotland Group plc ("RBSG") has today closed the issue of GBP
400 million of non-cumulative Trust Preferred Securities ("the Securities")
through RBS Capital Trust D ("Trust D").
The Securities will pay a fixed 5.6457% coupon per annum until 8 June 2017. The
Securities are redeemable at the option of Trust D in whole or in part on 8 June
2017 and on any distribution payment date thereafter at par. After 8 June 2017,
the distribution rate will adjust to 3-month Sterling Libor + 1.69%. The
Securities have a liquidation preference of GBP 1,000 each.
The Royal Bank of Scotland as Lead Manager, together with Banc of America
Securities Limited, JPMorgan, Lehman Brothers and Wachovia Securities as Co-Lead
Managers and Caja de Ahorros y Pensiones de Barcelona, "la Caixa", Danske Bank,
ING Wholesale Banking and MEDIOBANCA as Co-Managers, managed the issue of the
Securities.
RBSG and Trust D hereby also advise that the rating of the Securities by Fitch
Inc. appearing on page 15 on the Listing Particulars published in connection
with the listing of the Securities on the London Stock Exchange plc should read
"AA" and not "AA-" as stated therein.
The Securities have not been and will not be registered under the United States
Securities Act of 1933, as amended (the "Securities Act"), or under any state
securities laws and may not be offered, sold or delivered in the United States,
or to or for the account or benefit of US persons (as defined under Regulation S
under the Securities Act) unless registered under the Securities Act or an
exemption from the registration requirements of the Securities Act is available.
The Securities are being offered and sold only to certain persons in
transactions outside the United States in compliance with Regulation S under the
Securities Act.
For further information, please contact:
The Royal Bank of Scotland Group plc
Guy Whittaker Ron Huggett
Group Finance Director Director, Capital Management
RBS Gogarburn 280 Bishopsgate
Edinburgh London
EH12 1HQ EC2M 4RB
Tel: 0131 523 2028 Tel: 0207 085 4925
RBS Global Banking & Markets
Gordon Taylor
Director, Primary Markets
135 Bishopsgate
London
EC2M 3UR
Tel 0207 085 1217
Enclosure No. 15 The Royal Bank of Scotland Group plc - Director/PDMR Shareholding Notification of Directors' Interests: On 8 December 2006 Bedell Trustees Limited as Trustee of The Royal Bank of Scotland Group 2001 Employee Share Trust (the "Trust") released from the Trust 158,589 ordinary shares of 25 pence in The Royal Bank of Scotland Group plc (the "Company") in satisfaction of share options exercised by employees of the Company and its subsidiaries. The Trust is a discretionary trust for the benefit of employees of the Company and its subsidiaries. The executive directors of the Company, namely Sir Fred Goodwin, John Alastair Nigel Cameron, Lawrence Kingsbaker Fish, Mark Andrew Fisher, Gordon Francis Pell and Guy Robert Whittaker, are potential beneficiaries of the Trust and are therefore deemed to be interested in shares held under the Trust for the purposes of Section 324 of the Companies Act 1985. Following the above transaction, the Trustee of the Trust holds 6,740,543 ordinary shares in the Company.
Enclosure No. 16
THE ROYAL BANK OF SCOTLAND GROUP plc
PURCHASE OF OWN SHARES
The Royal Bank of Scotland Group plc announces that on 8 December 2006 it
purchased for cancellation 439,621 of its ordinary shares at an average price of
1961.269678p per ordinary share.
Enclosure No. 17 Royal Bank of Scotland Group PLC - Director/PDMR Shareholding Notification of Directors' Interests: On 11 December 2006 Bedell Trustees Limited as Trustee of The Royal Bank of Scotland Group 2001 Employee Share Trust (the "Trust") purchased 20,151 ordinary shares of 25 pence in The Royal Bank of Scotland Group plc (the "Company") at a price of 1995p per share. In addition, the Trustee released from the Trust 80,796 ordinary shares of 25 pence in the Company in satisfaction of share options exercised by employees of the Company and its subsidiaries. The Trust is a discretionary trust for the benefit of employees of the Company and its subsidiaries. The executive directors of the Company, namely Sir Fred Goodwin, John Alastair Nigel Cameron, Lawrence Kingsbaker Fish, Mark Andrew Fisher, Gordon Francis Pell and Guy Robert Whittaker, are potential beneficiaries of the Trust and are therefore deemed to be interested in shares held under the Trust for the purposes of Section 324 of the Companies Act 1985. Following the above transactions, the Trustee of the Trust holds 6,679,898 ordinary shares in the Company.
Enclosure No. 18
THE ROYAL BANK OF SCOTLAND GROUP plc
PURCHASE OF OWN SHARES
The Royal Bank of Scotland Group plc announces that on 11 December 2006 it
purchased for cancellation 550,000 of its ordinary shares at an average price of
1986.877273p per ordinary share.
Enclosure No. 19
THE ROYAL BANK OF SCOTLAND GROUP plc
PURCHASE OF OWN SHARES
The Royal Bank of Scotland Group plc announces that on 12 December 2006 it
purchased for cancellation 525,000 of its ordinary shares at an average price of
1977.333333p per ordinary share.
Enclosure No. 20 The Royal Bank of Scotland Group plc - Director/PDMR Shareholding Notification of Directors' Interests: On 12 December 2006 Bedell Trustees Limited as Trustee of The Royal Bank of Scotland Group 2001 Employee Share Trust (the "Trust") released from the Trust 79,219 ordinary shares of 25 pence in The Royal Bank of Scotland Group plc (the "Company") in satisfaction of share options exercised by employees of the Company and its subsidiaries. The Trust is a discretionary trust for the benefit of employees of the Company and its subsidiaries. The executive directors of the Company, namely Sir Fred Goodwin, John Alastair Nigel Cameron, Lawrence Kingsbaker Fish, Mark Andrew Fisher, Gordon Francis Pell and Guy Robert Whittaker, are potential beneficiaries of the Trust and are therefore deemed to be interested in shares held under the Trust for the purposes of Section 324 of the Companies Act 1985. Following the above transaction, the Trustee of the Trust holds 6,600,679 ordinary shares in the Company.
Enclosure No. 21 The Royal Bank of Scotland Group plc - Director/PDMR Shareholding Notification of Directors' Interests: On 13 December 2006 Bedell Trustees Limited as Trustee of The Royal Bank of Scotland Group 2001 Employee Share Trust (the "Trust") released from the Trust 99,449 ordinary shares of 25 pence in The Royal Bank of Scotland Group plc (the "Company") in satisfaction of share options exercised by employees of the Company and its subsidiaries. The Trust is a discretionary trust for the benefit of employees of the Company and its subsidiaries. The executive directors of the Company, namely Sir Fred Goodwin, John Alastair Nigel Cameron, Lawrence Kingsbaker Fish, Mark Andrew Fisher, Gordon Francis Pell and Guy Robert Whittaker, are potential beneficiaries of the Trust and are therefore deemed to be interested in shares held under the Trust for the purposes of Section 324 of the Companies Act 1985. Following the above transaction, the Trustee of the Trust holds 6,501,230 ordinary shares in the Company.
Enclosure No. 22
THE ROYAL BANK OF SCOTLAND GROUP plc
PURCHASE OF OWN SHARES
The Royal Bank of Scotland Group plc announces that on 13 December 2006 it
purchased for cancellation 625,000 of its ordinary shares at an average price of
1994.0708p per ordinary share.
Enclosure No. 23 REDEMPTION OF NON-CUMULATIVE USD PREFERENCE SHARES The Royal Bank of Scotland Group plc has given notice that it will, on 16th January 2007 (the "Redemption Date"), redeem all the 8,000,000 Non-cumulative USD Preference Shares, Series E of $0.01 each and all the 16,000,000 Non-cumulative USD Preference Shares, Series K of $0.01 each. Consequently, on the Redemption Date, each preference share will become due and payable at its redemption amount of $25.00 together with dividends payable for the current dividend period and accrued to the Redemption Date. For further information please contact: The Royal Bank of Scotland Group plc; Ron Huggett Richard O'Connor Director, Capital Management Head of Investor Relations 280 Bishopsgate 280 Bishopsgate London London EC2M 4RB EC2M 4RB Tel: +44 20 7085 4925 Tel: +44 20 7672 1763 The Bank of New York (Paying Agent) Robert Spinogatti American Depositary Receipts Division 101 Barclay Street New York NY 10286 Tel: +1 212 815 2247
Enclosure No. 24
THE ROYAL BANK OF SCOTLAND GROUP PLC PLANS
US DOLLAR PREFERENCE SHARE ISSUE
14th December 2006
The Royal Bank of Scotland Group plc ("the Group") is pleased to announce that
it intends to issue Category II Non-cumulative Dollar Preference Shares to be
designated Series R ("the Series R Preference Shares"), which will be issued in
the form of American Depositary Receipts ("the Series R ADRs") in the United
States, at a subscription price of US$25.00 per share.
The Series R Preference Shares will be issued under a Form F-3 Shelf
Registration Statement which the Group has filed with the US Securities and
Exchange Commission and which provides for the offer and sale from time to time
of, among other things, the Group's dollar preference shares.
Application will be made to list the Series R ADRs on the New York Stock
Exchange.
The Group is being advised in connection with the issue by Merrill Lynch & Co.
and RBS Greenwich Capital, who are also acting with Citigroup, Morgan Stanley,
UBS Investment Bank, Wachovia Securities, A.G.Edwards, Bank of America
Securities LLC, Lehman Brothers and RBC Capital Markets.
The proceeds of the issue of the Series R Preference Shares will be used for
general corporate purposes, which may include the redemption or repurchase of
outstanding securities, and to strengthen the Group's capital base.
This announcement shall not constitute an offer to sell or the solicitation of
an offer to buy, nor shall there be any sale of the Series R Preference Shares
in any State of the US in which such offer, solicitation or sale would be
unlawful prior to the registration or qualification under the securities laws of
any such State. Further, no Series R Preference Shares will be offered to the
public in the UK.
For further information, or to obtain a copy of the related prospectus, please
contact:
The Royal Bank of Scotland Group plc
Guy Whittaker Ron Huggett
Group Finance Director Director, Capital Management
Executive House G 280 Bishopsgate
RBS Gogarburn London
PO Box 1000 EC2M 4RB
Edinburgh Tel: 020 7085 4925
EH12 1HQ
Tel: 0131 523 2028
Merrill Lynch International
Steven Black
Merrill Lynch Financial Centre
2 King Edward Street
London
EC1A 1HQ
Tel: 020 7995 2387
Enclosure No. 25 The Royal Bank of Scotland Group plc - Director/PDMR Shareholding Notification of Directors' Interests: On 14 December 2006 Bedell Trustees Limited as Trustee of The Royal Bank of Scotland Group 2001 Employee Share Trust (the "Trust") released from the Trust 87,874 ordinary shares of 25 pence in The Royal Bank of Scotland Group plc (the "Company") in satisfaction of share options exercised by employees of the Company and its subsidiaries. The Trust is a discretionary trust for the benefit of employees of the Company and its subsidiaries. The executive directors of the Company, namely Sir Fred Goodwin, John Alastair Nigel Cameron, Lawrence Kingsbaker Fish, Mark Andrew Fisher, Gordon Francis Pell and Guy Robert Whittaker, are potential beneficiaries of the Trust and are therefore deemed to be interested in shares held under the Trust for the purposes of Section 324 of the Companies Act 1985. Following the above transaction, the Trustee of the Trust holds 6,413,356 ordinary shares in the Company.
Enclosure No. 26
THE ROYAL BANK OF SCOTLAND GROUP plc
PURCHASE OF OWN SHARES
The Royal Bank of Scotland Group plc announces that on 14 December 2006 it
purchased for cancellation 650,000 of its ordinary shares at an average price of
1982.893038p per ordinary share.
Enclosure No. 27
THE ROYAL BANK OF SCOTLAND GROUP PLC AGREES PRICE FOR US$ 650 MILLION PREFERENCE
SHARE ISSUE
15th December 2006
The Royal Bank of Scotland Group plc ("the Group") is pleased to announce the
pricing of 26,000,000 Category II Non-cumulative Dollar Preference Shares to be
designated Series R ("the Series R Dollar Preference Shares"), which will be
issued in the form of American Depositary Receipts ("the Series R ADRs") in the
United States, at a subscription price of US$25.00 per share, with an annual
rate of US$1.5313 per share.
Non-cumulative preferential dividends on the Series R Dollar Preference Shares
will be payable in US dollars quarterly in arrears on 31 March, 30 June, 30
September and 31 December, at a rate of US$1.5313 annually per Series R Dollar
Preference Share. The first coupon is payable 31 March 2007. The Series R Dollar
Preference Shares can be redeemed in whole or in part at any time on or after 30
December 2011 at US$25.00 per share, plus accrued dividends for the then-current
dividend period.
The Group is being advised in connection with the issue by Merrill Lynch & Co.
and RBS Greenwich Capital, who are also acting with Citigroup, Morgan Stanley,
UBS Investment Bank, Wachovia Securities, A.G. Edwards, Banc of America
Securities LLC, Lehman Brothers and RBC Capital Markets.
This announcement shall not constitute an offer to sell or the solicitation of
an offer to buy, nor shall there be any sale of the Series R Dollar Preference
Shares in any State of the US in which such offer, solicitation or sale would be
unlawful prior to the registration or qualification under the securities laws of
any such State. Further, no Series R Dollar Preference Shares will be offered to
the public in the UK.
For further information, or to obtain a copy of the related prospectus, please
contact;
The Royal Bank of Scotland Group plc
Guy Whittaker Ron Huggett
Group Finance Director Director, Capital Management
Executive House G 280 Bishopsgate
RBS Gogarburn London
PO Box 1000 EC2M 4RB
Edinburgh Tel: 020 7085 4925
EH12 1HQ
Tel: 0131 523 2028
Merrill Lynch International
Siddharth Prasad
Merrill Lynch Financial Centre
2 King Edward Street
London
EC1A 1HQ
Tel: 020 7996 5320
Tel: 020 7986 8990
Enclosure No. 28 The Royal Bank of Scotland Group plc - Director/PDMR Shareholding Notification of Directors' Interests: On 15 December 2006 Bedell Trustees Limited as Trustee of The Royal Bank of Scotland Group 2001 Employee Share Trust (the "Trust") released from the Trust 82,308 ordinary shares of 25 pence in The Royal Bank of Scotland Group plc (the "Company") in satisfaction of share options exercised by employees of the Company and its subsidiaries. The Trust is a discretionary trust for the benefit of employees of the Company and its subsidiaries. The executive directors of the Company, namely Sir Fred Goodwin, John Alastair Nigel Cameron, Lawrence Kingsbaker Fish, Mark Andrew Fisher, Gordon Francis Pell and Guy Robert Whittaker, are potential beneficiaries of the Trust and are therefore deemed to be interested in shares held under the Trust for the purposes of Section 324 of the Companies Act 1985. Following the above transaction, the Trustee of the Trust holds 6,331,048 ordinary shares in the Company.
Enclosure No. 29
THE ROYAL BANK OF SCOTLAND GROUP plc
PURCHASE OF OWN SHARES
The Royal Bank of Scotland Group plc announces that on 15 December 2006 it
purchased for cancellation 500,000 of its ordinary shares at an average price of
1997.92p per ordinary share.
Enclosure No. 30
FORM 8.3
DEALINGS BY PERSONS WITH INTERESTS IN SECURITIES REPRESENTING 1% OR MORE
(Rule 8.3 of the City Code on Takeovers and Mergers)
1. KEY INFORMATION
Name of person dealing (Note 1) The Royal Bank of Scotland plc (a
wholly-owned subsidiary of The Royal
Bank of Scotland Group plc)
Company dealt in London Stock Exchange plc
Class of relevant security to Ordinary 0.06918604 shares
which the dealings being
disclosed relate (Note 2)
Date of dealing 15/12/06
2. INTERESTS, SHORT POSITIONS AND RIGHTS TO SUBSCRIBE
(a) Interests and short positions (following dealing) in the class of relevant
security dealt in (Note 3)
Long Short
Number (%) Number (%)
(1) Relevant securities 4,329,613 2.03
(2) Derivatives (other than options)
(3) Options and agreements to purchase/
sell
Total 4,329,613 2.03
(b) Interests and short positions in relevant securities of the company,
other than the class dealt in (Note 3)
Class of relevant security: Long Short
Number (%) Number (%)
(1) Relevant securities
(2) Derivatives (other than options)
(3) Options and agreements to purchase/
sell
Total
(c) Rights to subscribe (Note 3)
Class of relevant security: Details
3. DEALINGS (Note 4)
(a) Purchases and sales
Purchase/sale Number of securities Price per unit (Note 5)
Purchase 300,000 13.169725
(b) Derivatives transactions (other than options)
Product Long/short Number of securities Price per unit
name, (Note 6) (Note 7) (Note 5)
e.g. CFD
(c) Options transactions in respect of existing securities
(i) Writing, selling, purchasing or varying
Product Writing, Number of Exercise Type, Expiry Option
name, selling, securities price e.g. date money
e.g. purchasing, to which American, paid/
call varying the option European received
option etc. relates etc. per unit
(Note 7) (Note 5)
(ii) Exercising
Product name, e.g. call Number of Exercise price per unit
option securities (Note 5)
(d) Other dealings (including new securities) (Note 4)
Nature of transaction (Note Details Price per unit (if applicable)
8) (Note 5)
4. OTHER INFORMATION
Agreements, arrangements or understandings relating to options or derivatives
Full details of any agreement, arrangement or understanding between the
person disclosing and any other person relating to the voting rights of
any relevant securities under any option referred to on this form or
relating to the voting rights or future acquisition or disposal of any
relevant securities to which any derivative referred to on this form is
referenced. If none, this should be stated.
Is a Supplemental Form 8 attached? (Note 9) NO
Date of disclosure 18/12/06
Contact name Richard Hopkins
Telephone number 020 7714 4459
If a connected EFM, name of offeree/offeror with which N/A
connected
If a connected EFM, state nature of connection (Note 10) N/A
Notes
The Notes on Form 8.3 can be viewed on the Takeover Panel's website at
www.thetakeoverpanel.org.uk
Enclosure No. 31 REDEMPTION OF NON-CUMULATIVE USD PREFERENCE SHARES The Royal Bank of Scotland Group plc has given notice that it will, on the 16th January 2007 (the "Redemption Date"), redeem all the 10,000,000 Non-cumulative USD Preference Shares, Series G of $0.01 each. Consequently, on the Redemption Date, each share will become due and payable at its redemption amount of $25.00 together with dividends payable for the current dividend period and accrued to the Redemption Date. For further information please contact: The Royal Bank of Scotland Group plc; Ron Huggett Richard O'Connor Director, Capital Management Head of Investor Relations 280 Bishopsgate 280 Bishopsgate London London EC2M 4RB EC2M 4RB Tel: 020 7085 4925 Tel: 020 7672 1763 The Bank of New York (Paying Agent) Robert Spinogatti American Depositary Receipts Division 101 Barclay Street New York NY 10286 Tel: 212 815 2247
Enclosure No. 32 The Royal Bank of Scotland Group plc - Director/PDMR Shareholding Notification of Directors' Interests: On 18 December 2006 Bedell Trustees Limited as Trustee of The Royal Bank of Scotland Group 2001 Employee Share Trust (the "Trust") released from the Trust 212,770 ordinary shares of 25 pence in The Royal Bank of Scotland Group plc (the "Company") in satisfaction of share options exercised by employees of the Company and its subsidiaries. The Trust is a discretionary trust for the benefit of employees of the Company and its subsidiaries. The executive directors of the Company, namely Sir Fred Goodwin, John Alastair Nigel Cameron, Lawrence Kingsbaker Fish, Mark Andrew Fisher, Gordon Francis Pell and Guy Robert Whittaker, are potential beneficiaries of the Trust and are therefore deemed to be interested in shares held under the Trust for the purposes of Section 324 of the Companies Act 1985. Following the above transaction, the Trustee of the Trust holds 6,118,278 ordinary shares in the Company.
Enclosure No. 33
THE ROYAL BANK OF SCOTLAND GROUP plc
PURCHASE OF OWN SHARES
The Royal Bank of Scotland Group plc announces that on 18 December 2006 it
purchased for cancellation 700,000 of its ordinary shares at an average price of
1995.744286p per ordinary share.
Enclosure No. 34 The Royal Bank of Scotland Group plc - Director/PDMR Shareholding Notification of Directors' Interests: On 19 December 2006 Bedell Trustees Limited as Trustee of The Royal Bank of Scotland Group 2001 Employee Share Trust (the "Trust") released from the Trust 54,818 ordinary shares of 25 pence in The Royal Bank of Scotland Group plc (the "Company") in satisfaction of share options exercised by employees of the Company and its subsidiaries. The Trust is a discretionary trust for the benefit of employees of the Company and its subsidiaries. The executive directors of the Company, namely Sir Fred Goodwin, John Alastair Nigel Cameron, Lawrence Kingsbaker Fish, Mark Andrew Fisher, Gordon Francis Pell and Guy Robert Whittaker, are potential beneficiaries of the Trust and are therefore deemed to be interested in shares held under the Trust for the purposes of Section 324 of the Companies Act 1985. Following the above transaction, the Trustee of the Trust holds 6,063,460 ordinary shares in the Company.
Enclosure No. 35
THE ROYAL BANK OF SCOTLAND GROUP plc
PURCHASE OF OWN SHARES
The Royal Bank of Scotland Group plc announces that on 19 December 2006 it
purchased for cancellation 631,000 of its ordinary shares at an average price of
1979.4790p per ordinary share.
Enclosure No. 36 The Royal Bank of Scotland Group plc - Director/PDMR Shareholding Notification of Directors' Interests: On 20 December 2006 Bedell Trustees Limited as Trustee of The Royal Bank of Scotland Group 2001 Employee Share Trust (the "Trust") released from the Trust 59,744 ordinary shares of 25 pence in The Royal Bank of Scotland Group plc (the "Company") in satisfaction of share options exercised by employees of the Company and its subsidiaries. The Trust is a discretionary trust for the benefit of employees of the Company and its subsidiaries. The executive directors of the Company, namely Sir Fred Goodwin, John Alastair Nigel Cameron, Lawrence Kingsbaker Fish, Mark Andrew Fisher, Gordon Francis Pell and Guy Robert Whittaker, are potential beneficiaries of the Trust and are therefore deemed to be interested in shares held under the Trust for the purposes of Section 324 of the Companies Act 1985. Following the above transaction, the Trustee of the Trust holds 6,003,716 ordinary shares in the Company.
Enclosure No. 37
THE ROYAL BANK OF SCOTLAND GROUP plc
PURCHASE OF OWN SHARES
The Royal Bank of Scotland Group plc announces that on 20 December 2006 it
purchased for cancellation 650,000 of its ordinary shares at an average price of
1983.34p per ordinary share.
Enclosure No. 38 Publication of Supplementary Prospectus The following supplementary prospectus has been approved by the UK Listing Authority and is available for viewing: Supplementary Prospectus for The Royal Bank of Scotland Group plc / The Royal Bank of Scotland plc £40,000,000,000 Euro Medium Term Note Programme To view the full Supplementary Prospectus, please paste the following URL into the address bar of your browser. http://www.rns-pdf.londonstockexchange.com/rns/5033o_-2006-12-21.pdf The document above is also available to the public for inspection at the UK Listing Authority's Document Viewing Facility, 25 The North Colonnade, Canary Wharf, London E14 5HS. For further information, please contact: Ron Huggett Director, Capital Management The Royal Bank of Scotland Group plc 5th Floor 280 Bishopsgate London EC2M 4RB TEL: 020 7085 4925 FAX: 020 7293 9966 DISCLAIMER - INTENDED ADDRESSEES Please note that the information contained in the Supplementary Prospectus (and the Prospectus to which it relates) 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 and the Supplementary Prospectus is not addressed. Prior to relying on the information contained in the Prospectus and the Supplementary 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.
Enclosure No. 39 The Royal Bank of Scotland Group plc - Director/PDMR Shareholding Notification of Directors' Interests: On 21 December 2006 Bedell Trustees Limited as Trustee of The Royal Bank of Scotland Group 2001 Employee Share Trust (the "Trust") released from the Trust 78,083 ordinary shares of 25 pence in The Royal Bank of Scotland Group plc (the "Company") in satisfaction of share options exercised by employees of the Company and its subsidiaries. The Trust is a discretionary trust for the benefit of employees of the Company and its subsidiaries. The executive directors of the Company, namely Sir Fred Goodwin, John Alastair Nigel Cameron, Lawrence Kingsbaker Fish, Mark Andrew Fisher, Gordon Francis Pell and Guy Robert Whittaker, are potential beneficiaries of the Trust and are therefore deemed to be interested in shares held under the Trust for the purposes of Section 324 of the Companies Act 1985. Following the above transaction, the Trustee of the Trust holds 5,925,633 ordinary shares in the Company.
Enclosure No. 40
THE ROYAL BANK OF SCOTLAND GROUP plc
PURCHASE OF OWN SHARES
The Royal Bank of Scotland Group plc announces that on 21 December 2006 it
purchased for cancellation 450,000 of its ordinary shares at an average price of
1968.9775p per ordinary share.
Enclosure No. 41
NOTIFICATION OF TRANSACTIONS OF DIRECTORS, PERSONS DISCHARGING MANAGERIAL
RESPONSIBILITY OR CONNECTED PERSONS
This form is intended for use by an issuer to make a RIS notification required
by DR 3.1.4R(1).
(1)
An issuer making a notification in respect of a transaction
relating to the shares or debentures of the issuer should complete
boxes 1 to 16, 23 and 24.
(2) An issuer making a notification in respect of a derivative
relating to the shares of the issuer should complete boxes 1 to 4,
6, 8, 13, 14, 16, 23 and 24.
(3) An issuer making a notification in respect of options granted to a
director/person discharging managerial responsibilities should
complete boxes 1 to 3 and 17 to 24.
(4) An issuer making a notification in respect of a financial
instrument relating to the shares of the issuer (other than a
debenture) should complete boxes 1 to 4, 6, 8, 9, 11, 13, 14, 16,
23 and 24.
Please complete all relevant boxes in block capital letters.
1. Name of the issuer
The Royal Bank of Scotland Group plc
2. State whether the notification relates to (i) a transaction notified in
accordance with DR 3.1.4R(1)(a); or
(ii) DR 3.1.4(R)(1)(b) a disclosure made in accordance with section 324 (as
extended by section 328) of the Companies Act 1985; or
(iii) both (i) and (ii)
i
3. Name of person discharging managerial responsibilities/director
Brian John Crowe
4. State whether notification relates to a person connected with a person
discharging managerial responsibilities/director named in 3 and identify the
connected person
N/A
5. Indicate whether the notification is in respect of a holding of the person
referred to in 3 or 4 above or in respect of a non-beneficial interest
In respect of a holding of the person referred to in 3
6. Description of shares (including class), debentures or derivatives or
financial instruments relating to shares
Ordinary shares of £0.25
7. Name of registered shareholders(s) and, if more than one, the number of
shares held by each of them
Brian John Crowe
8 State the nature of the transaction
Acquisition of shares pursuant to exercise of Executive Share Options
and Option 2000
9. Number of shares, debentures or financial instruments relating to shares
acquired
40,650
10. Percentage of issued class acquired (treasury shares of that class should
not be taken into account when calculating percentage)
-
11. Number of shares, debentures or financial instruments relating to shares
disposed
12. Percentage of issued class disposed (treasury shares of that class should
not be taken into account when calculating percentage)
-
13. Price per share or value of transaction
Type of Transaction No. of Price per
Shares share
Exercise of The Royal Bank of Scotland
Group plc, Executive Share Option Scheme - 2003 40,500 £12.37
Grant
Exercise of The Royal Bank of Scotland
Group plc, Option 2000 Scheme - 2001 Grant 150 £15.63
14. Date and place of transaction
21 December 2006
15. Total holding following notification and total percentage holding following
notification (any treasury shares should not be taken into account when
calculating percentage)
206,091
16. Date issuer informed of transaction
21 December 2006
If a person discharging managerial responsibilities has been granted options by
the issuer complete the following boxes
17 Date of grant
-
18. Period during which or date on which it can be exercised
-
19. Total amount paid (if any) for grant of the option
-
20. Description of shares or debentures involved (class and number)
-
21. Exercise price (if fixed at time of grant) or indication that price is to be
fixed at the time of exercise
-
22. Total number of shares or debentures over which options held following
notification
-
23. Any additional information
-
24. Name of contact and telephone number for queries
Hew Campbell, Head of Group Secretariat
0131 626 4099
Name and signature of duly authorised officer of issuer responsible for making
notification
Hew Campbell, Head of Group Secretariat
Date of notification
22 December 2006
Enclosure No. 42
THE ROYAL BANK OF SCOTLAND GROUP plc
PURCHASE OF OWN SHARES
The Royal Bank of Scotland Group plc announces that on 22 December 2006 it
purchased for cancellation 250,000 of its ordinary shares at an average price of
1966.276p per ordinary share.
Enclosure No. 43 The Royal Bank of Scotland Group plc - Director/PDMR Shareholding Notification of Directors' Interests: On 22 December 2006 Bedell Trustees Limited as Trustee of The Royal Bank of Scotland Group 2001 Employee Share Trust (the "Trust") released from the Trust 123,434 ordinary shares of 25 pence in The Royal Bank of Scotland Group plc (the "Company") in satisfaction of share options exercised by employees of the Company and its subsidiaries. The Trust is a discretionary trust for the benefit of employees of the Company and its subsidiaries. The executive directors of the Company, namely Sir Fred Goodwin, John Alastair Nigel Cameron, Lawrence Kingsbaker Fish, Mark Andrew Fisher, Gordon Francis Pell and Guy Robert Whittaker, are potential beneficiaries of the Trust and are therefore deemed to be interested in shares held under the Trust for the purposes of Section 324 of the Companies Act 1985. Following the above transaction, the Trustee of the Trust holds 5,802,199 ordinary shares in the Company.
Enclosure No. 44 Royal Bank of Scotland Group PLC - Director/PDMR Shareholding Notification of Directors' Interests: On 27 December 2006 Bedell Trustees Limited as Trustee of The Royal Bank of Scotland Group 2001 Employee Share Trust (the "Trust") purchased 399,306 ordinary shares of 25 pence in The Royal Bank of Scotland Group plc (the "Company") at a price of 1992.91p per share. In addition, the Trustee released from the Trust 25,200 ordinary shares of 25 pence in the Company in satisfaction of share options exercised by employees of the Company and its subsidiaries. The Trust is a discretionary trust for the benefit of employees of the Company and its subsidiaries. The executive directors of the Company, namely Sir Fred Goodwin, John Alastair Nigel Cameron, Lawrence Kingsbaker Fish, Mark Andrew Fisher, Gordon Francis Pell and Guy Robert Whittaker, are potential beneficiaries of the Trust and are therefore deemed to be interested in shares held under the Trust for the purposes of Section 324 of the Companies Act 1985. Following the above transactions, the Trustee of the Trust holds 6,176,305 ordinary shares in the Company.
Enclosure No. 45 The Royal Bank of Scotland Group plc - Director/PDMR Shareholding Notification of Directors' Interests: On 28 December 2006 Bedell Trustees Limited as Trustee of The Royal Bank of Scotland Group 2001 Employee Share Trust (the "Trust") released from the Trust 78,500 ordinary shares of 25 pence in The Royal Bank of Scotland Group plc (the "Company") in satisfaction of share options exercised by employees of the Company and its subsidiaries. The Trust is a discretionary trust for the benefit of employees of the Company and its subsidiaries. The executive directors of the Company, namely Sir Fred Goodwin, John Alastair Nigel Cameron, Lawrence Kingsbaker Fish, Mark Andrew Fisher, Gordon Francis Pell and Guy Robert Whittaker, are potential beneficiaries of the Trust and are therefore deemed to be interested in shares held under the Trust for the purposes of Section 324 of the Companies Act 1985. Following the above transaction, the Trustee of the Trust holds 6,097,805 ordinary shares in the Company.
Enclosure No. 46
THE ROYAL BANK OF SCOTLAND GROUP plc
PURCHASE OF OWN SHARES
The Royal Bank of Scotland Group plc announces that on 28 December 2006 it
purchased for cancellation 550,000 of its ordinary shares at an average price of
2000.063636p per ordinary share.
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.
Date: 29 December 2006
| THE ROYAL BANK OF SCOTLAND GROUP plc (Registrant) |
| By: | /s/ H Campbell |
| Name: Title: |
H Campbell Head of Group Secretariat |