FORM 6-K
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 September 2008
Commission File Number: 001-10306
The Royal Bank of Scotland Group plc
RBS, Gogarburn, PO Box 1000
Edinburgh EH12 1HQ
(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.
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule 101(b)(1):_________
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule 101(b)(7):_________
Indicate by check mark whether the registrant by furnishing the information contained in
this Form is also thereby furnishing the information to the Commission pursuant to Rule
12g3-2(b) under the Securities Exchange Act of 1934.
If "Yes" is marked, indicate below the file number assigned to the registrant in connection
with Rule 12g3-2(b): 82- ________
The following information was issued as Company announcements, in London, England and is
furnished pursuant to General Instruction B to the General Instructions to Form 6-K:
________
|
Exhibit No
1
|
RBS to sell 50%
shareholding in Tesco Personal Fin announcement released on 28 July
2008
|
|
Exhibit No
2
|
Director/PDMR
Shareholding announcement released on 08 August 2008
|
|
Exhibit No
3
|
Director/PDMR
Shareholding announcement released on 12 August 2008
|
|
Exhibit No
4
|
Dividend
Declaration announcement released on 20 August 2008
|
|
Exhibit No
5
|
Publication of
Correction announcement released on 21 August 2008
|
|
Exhibit No
6
|
Publication of
Correction announcement released on 21 August 2008
|
|
Exhibit No
7
|
Publication of
Correction announcement released on 21 August 2008
|
|
Exhibit No
8
|
Director/PDMR
Shareholding announcement released on 22 August 2008
|
|
Exhibit No
9
|
Directorate
Change announcement released on 26 August 2008
|
Exhibit No 1
The Royal Bank of Scotland Group plc
(RBS) today announces that it has agreed to sell its 50% s
in Tesco Personal Finance (TPF)
to its joint venture partner, Tesco plc for a cash consideration of
£950m, subject to transaction adjustments. As part of this
transaction, RBS will
Fred Goodwin, Group Chief Executive
said:
Over the last 10 years RBS and Tesco
have built a strong and successful joint venture. At this stage of its
maturity it is appropriate for TPF to move to single ownership for the next
stage of its growth and we wish them well with their future
plans"
The sale is subject to regulatory
approvals and c
ompletion is expected to
take place before the end
TPF was established in 1997 as a
joint venture between Tesco Plc and Royal Bank of Scotland Plc. During this
time TPF has built up 5
million customer accounts and
now offers more than 25 different products. Products are marketed through
Tesco
stores and internationally
in
TPF reported profit before tax
of £206m
(net of intra-group
funding)
re £4.5bn and RWAs were
£4.0bn
a profit on disposal on
completion of
Head of Investor
Relations
Carolyn McAdam, Group Head of Media
Relations
Exhibit No 2
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).
|
|
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.
|
|
|
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.
|
|
|
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.
|
|
|
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.
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
3. Name of person discharging
managerial responsibilities/director
4. State whether notification relates
to a person connected with a person discharging managerial
responsibilities/director named in 3 and identify the connected
person
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
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
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
14. Date and place of
transaction
15. Total holding following
notification and total percentage holding following notification (any
treasury shares should not be taken into account when calculating
percentage)
16. Date issuer informed of
transaction
If a person discharging
managerial responsibilities has been granted options by the issuer complete
the following boxes
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)
. 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
Aileen Taylor, Deputy
Secretary
Name and signature of duly
authorised officer of issuer responsible for making
notification
Aileen Taylor, Deputy
Secretary
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
3. Name of person discharging
managerial responsibilities/director
4. State whether notification relates
to a person connected with a person discharging managerial
responsibilities/director named in 3 and identify the connected
person
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
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
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
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
14. Date and place of
transaction
15. Total holding following
notification and total percentage holding following notification (any
treasury shares should not be taken into account when calculating
percentage)
16. Date issuer informed of
transaction
If a person discharging
managerial responsibilities has been granted options by the issuer complete
the following boxes
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)
. 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
Aileen Taylor, Deputy
Secretary
Name and signature of duly
authorised officer of issuer responsible for making
notification
Aileen Taylor, Deputy
Secretary
----------------------------------------------------------------------------------------------------------------------------
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
3. Name of person discharging
managerial responsibilities/director
4. State whether notification relates
to a person connected with a person discharging managerial
responsibilities/director named in 3 and identify the connected
person
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
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
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
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
14. Date and place of
transaction
15. Total holding following
notification and total percentage holding following notification (any
treasury shares should not be taken into account when calculating
percentage)
16. Date issuer informed of
transaction
If a person discharging
managerial responsibilities has been granted options by the issuer complete
the following boxes
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)
. 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
Aileen Taylor, Deputy
Secretary
Name and signature of duly
authorised officer of issuer responsible for making
notification
Aileen Taylor, Deputy
Secretary
----------------------------------------------------------------------------------------------------------------------------
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
3. Name of person discharging
managerial responsibilities/director
4. State whether notification relates
to a person connected with a person discharging managerial
responsibilities/director named in 3 and identify the connected
person
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
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
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
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
14. Date and place of
transaction
15. Total holding following
notification and total percentage holding following notification (any
treasury shares should not be taken into account when calculating
percentage)
16. Date issuer informed of
transaction
If a person discharging
managerial responsibilities has been granted options by the issuer complete
the following boxes
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)
. 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
Aileen Taylor, Deputy
Secretary
Name and signature of duly
authorised officer of issuer responsible for making
notification
Aileen Taylor, Deputy
Secretary
----------------------------------------------------------------------------------------------------------------------------
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
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
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
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
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
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
14. Date and place of
transaction
15. Total holding following
notification and total percentage holding following notification (any
treasury shares should not be taken into account when calculating
percentage)
16. Date issuer informed of
transaction
If a person discharging
managerial responsibilities has been granted options by the issuer complete
the following boxes
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)
. 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
Aileen Taylor, Deputy
Secretary
Name and signature of duly
authorised officer of issuer responsible for making
notification
Aileen Taylor, Deputy
Secretary
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
3. Name of person discharging
managerial responsibilities/director
4. State whether notification relates
to a person connected with a person discharging managerial
responsibilities/director named in 3 and identify the connected
person
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
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
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
14. Date and place of
transaction
15. Total holding following
notification and total percentage holding following notification (any
treasury shares should not be taken into account when calculating
percentage)
16. Date issuer informed of
transaction
If a person discharging
managerial responsibilities has been granted options by the issuer complete
the following boxes
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)
23. 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
Aileen Taylor, Deputy
Secretary
Name and signature of duly
authorised officer of issuer responsible for making
notification
Aileen Taylor, Deputy
Secretary
--------------------------------------------------------------------------------------------------------------------------
Exhibit No 3
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).
|
|
An issuer making a notification in respect of a
transaction relating to the shares or debentures of the issuer
should complete
|
|
|
An issuer making a notification in respect of a
derivative relating to the shares of the issuer should
complete
, 6, 8, 13, 14, 16, 23 and 24.
|
|
|
An issuer making a notification in respect of
options granted to a director/person discharging managerial
responsibilities should complete
|
|
|
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.
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
3. Name of person discharging
managerial responsibilities/director
4. State whether notification relates
to a person connected with a person discharging managerial
responsibilities/director named in 3 and identify the connected
person
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
7. Name of registered shareholders(s)
and, if more than one, the number of shares held by each of
them
8 State the nature of the
transaction
9. Number of shares, debentures or
financial instruments relating to shares acquired
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
14. Date and place of transaction
15. Total holding following notification and total percentage holding
following notification (any treasury shares should not be taken into
account when calculating percentage)
16. Date issuer informed of transaction
If a person discharging managerial responsibilities has been granted
options by the issuer complete the following
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
, Head of Group
Secretariat
Name and signature of duly authorised officer of issuer responsible for
making notification
, Head of Group
Secretariat
Exhibit No 4
THE ROYAL BANK OF SCOTLAND GROUP
plc
NON-CUMULATIVE DOLLAR
PREFERENCE SHARES
The Directors have declared the
specified dividends on the undernoted Series of non-cumulative dollar
preference shares
, all of which are represented by
American Depositary Shares, for
at the undernoted rates to
holders on the registe
r at the close of business on
1
|
|
Dividend payable per share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The Directors have declared the
specified dividend on the undernoted series of
Non-cumulative
The dividend will be paid
on
at the undernoted rate to
holders on the register at the close of business on 1
|
|
Dividend payable per share
|
|
|
|
The Directors have declared the
specified dividend on the undernoted series of
Non-cumulative
The dividend will be paid
on
at the undernoted rate to
holders on the register at the close of business on
|
|
Dividend payable per share
|
|
|
|
The Directors have declared the
specified dividend on the undernoted series of
Non-cumulative
The dividend will be paid
on
at the undernoted rate to
holders on the register at the close of business on
|
|
Dividend payable per share
|
|
|
|
* from the date of issue, 4 October
2007
The Directors have declared the
specified dividend on the undernoted series of
Non-cumulative
The dividend will be paid
on
at the undernoted rate to
holders on the register at the close of business on
|
|
Dividend payable per share
|
|
|
|
* from the date of issue, 4 October
2007
Exhibit No 5
The Royal Bank of
Scotland
The Final Terms for the issue of
£500,000,000 6.19 per cent. Notes due 23 August 2010 (Series 2817) by
The Royal Bank of Scotland Group plc has been amended and restated as of 18
August 2008 to correct a manifest error. Whereas item 15(iii) previously
indicated "£1,547.50 per Calculation Amount", it now indicates "Not
Applicable
amended and restated Final
Terms
whereby The Royal Bank of
Scotland
To view the full document, please
paste the following URL into the address bar of your browser.
http://www.rns-pdf.londonstockexchange.com/rns/8489B_-2008-8-21.pdf
also available for viewing
a
t the Document Viewing Facility of
the UK Listing Authority.
is not provided for, or
directed at,
persons in the United States. If you
are
viewing this page from the United
States, you should exit this section of the website.
For further information, please
contact:
http://www.investors.rbs.com/investor_relations/index.cfm
DISCLAIMER - INTENDED
ADDRESSEES
Please note that the information
contained in the Prospectus, as supplemented by the supplements 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, as so supplemented,
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.
The availability of the Prospectus
and the S
on this website does not
constitute an offer of securities for sale in the United States. Any
securities issued pursuant thereto have not been, and will not be,
registered under the U.S. Securities Act of 1933, as amended (the
"Securities Act"), or under any relevant securities laws of any state of
the United States of America, and may not be offered or sold to U.S.
persons or to persons within the United States of America, except pursuant
to an exemption from the Securities Act.
Exhibit No 6
The Royal Bank of
Scotland
The Final Terms for the issue of
EUR3,000,000 5.23 per cent. Notes due August 2009 (Series 3006, ISIN
code
) by The Royal Bank of Scotland plc
has been amended and restated as of 21 August 2008 to correct a
manifest error. Whereas item 15(iii) previously indicated "£2615 per
Calculation Amount", it now indicates "£2651.32 per Calculation
Amount".
amended and restated Final
Terms
whereby The Royal Bank of
Scotland
To view the full document, please
paste the following URL into the address bar of your browser.
http://www.rns-pdf.londonstockexchange.com/rns/8495B_-2008-8-21.pdf
also available for viewing
a
t the Document Viewing Facility of
the UK Listing Authority.
is not provided for, or
directed at,
persons in the United States. If you
are
viewing this page from the United
States, you should exit this section of the website.
For further information, please
contact:
http://www.investors.rbs.com/investor_relations/index.cfm
DISCLAIMER - INTENDED
ADDRESSEES
Please note that the information
contained in the Prospectus, as supplemented by the supplements 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, as so supplemented,
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.
The availability of the Prospectus
and the S
on this website does not
constitute an offer of securities for sale in the United States. Any
securities issued pursuant thereto have not been, and will not be,
registered under the U.S. Securities Act of 1933, as amended (the
"Securities Act"), or under any relevant securities laws of any state of
the United States of America, and may not be offered or sold to U.S.
persons or to persons within the United States of America, except pursuant
to an exemption from the Securities Act.
Exhibit No 7
The Royal Bank of
Scotland
The Final Terms for the issue of
EUR7,000,000 5.22 per cent. Notes due August 2009 (Series 3000, ISIN
code
) by The Royal Bank of Scotland plc
has been amended and restated as of 21 August 2008 to correct a
manifest error. Whereas item 15(iii) previously indicated "£2610 per
Calculation Amount", it now indicates "£2646.25 per Calculation
Amount".
amended and restated Final
Terms
whereby The Royal Bank of
Scotland
To view the full document, please
paste the following URL into the address bar of your browser.
http://www.rns-pdf.londonstockexchange.com/rns/8492B_-2008-8-21.pdf
also available for viewing
a
t the Document Viewing Facility of
the UK Listing Authority.
is not provided for, or
directed at,
persons in the United States. If you
are
viewing this page from the United
States, you should exit this section of the website.
For further information, please
contact:
http://www.investors.rbs.com/investor_relations/index.cfm
DISCLAIMER - INTENDED
ADDRESSEES
Please note that the information
contained in the Prospectus, as supplemented by the supplements 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, as so supplemented,
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.
The availability of the Prospectus
and the S
on this website does not
constitute an offer of securities for sale in the United States. Any
securities issued pursuant thereto have not been, and will not be,
registered under the U.S. Securities Act of 1933, as amended (the
"Securities Act"), or under any relevant securities laws of any state of
the United States of America, and may not be offered or sold to U.S.
persons or to persons within the United States of America, except pursuant
to an exemption from the Securities Act.
Exhibit No 8
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).
|
|
An issuer making a notification in respect of a
transaction relating to the shares or debentures of the issuer
should complete
|
|
|
An issuer making a notification in respect of a
derivative relating to the shares of the issuer should
complete
, 6, 8, 13, 14, 16, 23 and 24.
|
|
|
An issuer making a notification in respect of
options granted to a director/person discharging managerial
responsibilities should complete
|
|
|
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.
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
3. Name of person discharging
managerial responsibilities/director
4. State whether notification relates
to a person connected with a person discharging managerial
responsibilities/director named in 3 and identify the connected
person
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
6. Description of shares (including
class), debentures or derivatives or financial instruments relating to
shares
7. Name of registered shareholders(s)
and, if more than one, the number of shares held by each of
them
8 State the nature of the
transaction
9. Number of shares, debentures or
financial instruments relating to shares acquired
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
14. Date and place of transaction
15. Total holding following notification and total percentage holding
following notification (any treasury shares should not be taken into
account when calculating percentage)
16. Date issuer informed of transaction
If a person discharging managerial responsibilities has been granted
options by the issuer complete the following
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
, Head of Group
Secretariat
Name and signature of duly authorised officer of issuer responsible for
making notification
, Head of Group
Secretariat
Exhibit No 9
The
Royal Bank of Scotland Group plc
Board
Appointments and Board Changes
The Royal Bank
of Scotland Group plc ("RBS") announces today
that
Executive
Directors of RBS with effect from
RBS also
announces that Lawrence (Larry) Fish and Charles (Bud) Koch will retire
as
Non-executive
Directors of RBS
ahead of the
AGM in April 2009
oard changes
Sir Tom McKillop, Chairman of RBS, said:
"I am
delighted that Stephen Hester
on-executive
Directors of RBS.
Their
experience in financial services will be of
benefit to RBS
given the increasingly diversified and international nature of
our
powerful
banking franchises
Stephen Hester
is Chief Executive of The British Land Company PLC
has
considerable banking experience
internationally.
This encompasses retail and commercial banking and complex financial
markets businesses.
as Chief
Operating Officer
Credit
Suisse First Boston
Global
Head of the Fixed Income Division
is a career
banker and has extensive
international
experience, particularly of markets in Asia
and
. He retired
in 2007 after serving 10 years as Chief Executive Officer of Australia
and New Zealand Banking Group Limited.
years with
Standard Chartered plc, latterly as
Group
Executive Director based in
previous
appointments included
Head of
Citicorp / Citibank in the
and
Managing Director of Citicorp Investment Bank Limited
in
Arthur Ryan
retired as Chairman of Prudential Financial, Inc., a leading US
financial services company, in May 2008 and as Chief Executive Officer
and President in December 2007, having spent nearly
1
years
leading the organisation.
also has
significant US and international banking experience from his 22 years
at the former Chase Manhattan Bank, where his senior roles included
President and Chief Operating Officer and
Vice-Chairman.
ran
Chase's worldwide retail bank between 1984 and
1990.
"I would like
to acknowledge the
have made to
the RBS Board.
On behalf of
the Board, I extend our thanks to both Larry and Bud for their service
and wish each of them well for the future."
n behalf of my
fellow Board members I look forward to
welcoming
as we take the
business forward.
appointments
are subject to the usual regulatory approvals.
There
are no other matters requiring disclosure under Listing Rule
9.6.13.
was appointed
Chief Executive of The British Land Company PLC in November 2004.
Chief
Operating Officer of Abbey National plc
having joined
in May 2002 as Finance Director.
at
Credit Suisse First Boston
from
1982 to 2001. His roles included
, and from
1996 an Executive Board member
Global Head of
the Fixed Income Division
(including
fx, derivatives and credit markets)
In February
2008, he was appointed Non-executive Deputy Chairman of Northern
Rock
, a position
he will relinquish
a
trustee of The Royal Botanic Gardens, Kew
Foundation
and
holds a first class degree in Politics, Philosophy and Economics
from
John McFarlane
served as Chief Executive Officer of Australia and New Zealand Banking
Group Limited from 1997 until his retirement in 2007. From 1993 to 1997
he held various senior positions with Standard Chartered Bank, latterly
as Group Executive Director based in
and Hong
Kong with responsibility for South East Asia, Europe, Middle East and
Africa,
. Prior to
that he spent 18 years with Citibank, where his roles included Head of
Citicorp / Citibank in the
and
Managing Director of Citicorp Investment Bank Limited
in
He is
currently a non-executive director of Westfield Holdings
Limited
a director of
Old Oak Holdings Limited and is a member of Consolidated Press Holdings
Advisory Board
He is a
former President of the International Monetary Conference and a former
Chairman of the Australian Bankers Association and holds banking and
securities fellowships in the
. He has
previously served as a director of the London Stock Exchange and a
member of the Auditing Practices Board.
He holds a
Master of Arts degree from the
and an
MBA from Cranfield School of Management.
Arthur Ryan
served as Chairman, Chief Executive Officer and President of Prudential
Financial Inc
financial
services company
, from 1999
until his retirement in 2008. Mr Ryan joined Prudential Insurance in
1994 as Chairman of the Board, Chief Executive Officer and President
and oversaw the restructure and demutualisation of the company. His
prior career was with the former Chase Manhattan Bank NA where he held
a variety of senior executive positions including Executive Vice
President, Corporate Operations and Systems, Vice
Chairman
, Retail
Banking and Wealth Management
and from
1990 to 1994 President and Chief
Operating
Officer. He is currently a Non-executive Director of Regeneron
Pharmaceuticals, Inc.
numerous
community boards
. He was a
founding member of
established by
Hank Paulson, former Chairman of Goldman Sachs and now
U
. He holds a
Bachelor of Arts degree in Mathematics from
ppointed to
the Board in January 1993
He is a career
banker and was previously a director of the Federal Reserve Bank
of
He is an
incorporator of the Massachusetts Institute of Technology (MIT), a
trustee of The Brookings Institution, and a director of Textron
Inc.
and
numerous community organisations in the
Mr Fish was
appointed non-executive Chairman, RBS America and Citizens Financial
Group, Inc. with effect from 1 January 2008.
He was
previously an Executive Director of the Company and became a
Non-Executive Director
ppointed to
the Board in September 2004
He has
extensive professional experience in the
and is
immediate past chairman of the board of
fficer of
Charter One Financial, Inc. and its wholly owned subsidiary, Charter
One Bank, N.A., between 1973 and 2004.
He is
also a director of Assurant, Inc. and a public interest director of the
Federal Home Loan Bank of
For Further
Information Contact
Group Director
- Communications
Group Head of
Media Relations
Future
and Current Composition of the Board
Once all the changes outlined above have been implemented the Board
will comprise
the Chairman,
12 Independent Non-executive Directors and five Executive
Director
. The Board
currently comprises the Chairman,
Independent
Non-executive Directors, two Non-Independent Non-Executive Directors
and five
The already
strong banking and international experience of the Board will be
further enhanced by these changes.
Biographical
details for the current RBS Directors are set out
below.
Appointed to
the Board as Deputy Chairman in September 2005, Sir Tom is a
non-executive
director of BP
p.l.c. and president of the Science Council.
He was
formerly chief executive of
AstraZeneca
PLC, president of the European Federation of Pharmaceutical Industries
and
Associations
and chairman of British Pharma Group
Limited.
He is a
trustee of The Council for
Industry and
Higher Education.
Appointed to
the Board in June 2002, Colin Buchan was educated
in
early part of
his career in
He has
considerable international
investment
banking experience, as well as experience in very large risk management
in the
He was
formerly a member of the group management board of UBS AG
and
head of
equities of UBS Warburg and was the former chairman of UBS Securities
Canada Inc.
is a director
of Standard Life plc
and
Chairman of Standard Life Investments Limited
World
Mining Trust Plc, Royal Scottish National Orchestra Society Limited and
World Mining Investment Company
Appointed to
the Board in November 2001, Jim Currie is a highly experienced senior
international
civil servant
who spent many years working in
general at the
European Commission with responsibility for the EU's environmental
policy and
director
general for Customs and Excise and Indirect
Taxation.
He is also a
director of Total
Upstream UK
Limited, The Met Office and Vimetco N.V., as well as an international
adviser to
Appointed to
the Board in March 2006, Bill Friedrich is the former deputy chief
executive of
He
previously served as general counsel for British Gas plc and is a
former partner
of Shearman
& Sterling where he practised as a general corporate lawyer working
for several of
the world's
leading financial institutions.
Appointed to
the Board in September 2004, Archie Hunter is a chartered
accountant.
Scottish
senior partner of KPMG between 1992 and 1999 and president of The
Institute of
Chartered
Accountants of Scotland in 1997/1998.
He has
extensive professional experience in the
He is
currently chairman of Macfarlane Group plc,
a director of
Edinburgh US Tracker Trust plc and a governor of the Beatson Institute
for Cancer
Appointed to
the Board in January 2006, Janis Kong is currently a non-executive
director of
Kingfisher plc
and Portmeirion Group public limited
company.
She is also
chairman of The Forum
for the Future
and a member of the board of Visit Britain.
She was
previously executive chairman
of Heathrow
Airport Limited, chairman of Heathrow Express Limited and a director of
BAA plc.
Appointed to
the Board in September 2004, Joe MacHale is currently the senior
independent
director and
chairman of the audit committee of Morgan Crucible Company plc, a
non-executive
director and
chairman of the remuneration committee of Brit Insurance Holdings PLC
and a
trustee of
Macmillan Cancer Support.
He held
a number of senior executive positions with
JPMorgan
between 1979 and 2001 and was latterly chief executive of
JP
Appointed to
the Board in July 2001, Sir Steve is a former
senior
responsibility
for a wide variety of Treasury matters.
His early
career included the post of private
secretary to
the Chancellor of the Exchequer and secondment to ICFC (now
3i).
second
permanent secretary of HM Treasury, where he was managing director of
the Finance and
He is a
non-executive director of JPMorgan Cazenove
Holdings,
The
Financial Reporting Council Limited and a member
of
the Chairman's
Advisory Committee of KPMG.
He is a
former director of Partnerships UK plc.
Appointed to
the Board in January 2001, Bob Scott is an Australian
national.
He has many
years' experience in the international insurance business
and
played a
leading role in the consolidation of the
insurance
industry. He is a former group chief
executive of
CGNU plc (now Aviva plc) and former chairman of the board of the
Association of
He is
chairman of Yell Group plc and a non-executive director of
Swiss
Reinsurance
Company and Jardine Lloyd Thompson Group
plc.
He is also a
trustee of the
Crimestoppers
Trust, an adviser to Duke Street Capital Private Equity and a board
member of
Pension
Insurance Corporation Holdings LLP.
Appointed to
the Board in January 2001, Peter Sutherland is an Irish
national.
and from
1985 to 1989 was the European Commissioner
responsible
He is chairman
of BP p.l.c. and Goldman Sachs
International.
formerly
chairman of Allied Irish Banks and director general of GATT and its
successor, the World
Appointed to
the Board in August 1998, Sir Fred is a Chartered
Accountant.
executive and
director, Clydesdale Bank PLC and Yorkshire Bank
PLC.
Prince's
Trust, a non-executive director of Bank of China Limited and a former
president of the
Chartered
Institute of Bankers in
Appointed to
the Board in February 2006, Guy Whittaker joined RBS after spending 25
years with
Citigroup
where he was formerly group treasurer based
in
, and prior to
that had held a
number of
management positions within the financial markets business based
in
Appointed to
the Board in March 2006, Johnny Cameron joined RBS from Dresdner
Kleinwort
In 2000,
he was appointed Deputy Chief Executive of Corporate Banking
&
Financial
Markets (''CBFM'') with responsibility for the integration of the
NatWest and RBS
Corporate
Banking businesses. In October 2001, he was appointed Chief Executive
CBFM, now
Chairman,
Managing Board, ABN AMRO
Appointed to
the Board in March 2006, Mark Fisher is a career banker having joined
National
Westminster
Bank Plc in 1981.
In 2000, he
was appointed Chief Executive, Manufacturing with
various
responsibilities including the integration of RBS and NatWest systems
platforms. Mark
Fisher is
Chief Executive Officer of ABN AMRO and was appointed Chairman of the
Managing
Board of ABN
AMRO in November 2007.
Chairman,
Regional Markets
Appointed to
the Board in March 2000, Gordon Pell was formerly group director of
Lloyds TSB UK
Retail Banking
before joining National Westminster Bank Plc as a director in February
2000 and
then becoming
Chief Executive, Retail Banking.
He is also a
director of Race for
a member of
the FSA Practitioner Panel.
He was
appointed chairman of the Business
Commission on
Racial Equality in the Workplace in July 2006 and deputy chairman of
the Board
of the British
Bankers' Association in September 2007.
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: 1 September, 2008
| |
THE ROYAL BANK OF
SCOTLAND GROUP plc (Registrant) |
| |
Name:
Title: |
A N Taylor
Head of Group Secretariat |