Publication of Prospectus
The following prospectus has been approved by the UK Listing Authority and is available for viewing:
Supplementary Prospectus to The Royal Bank of Scotland Group plc and The Royal Bank of Scotland plc £90,000,000,000 Euro Medium Term Note Programme dated 2 December2011.
To view the full document, please paste the following URL into the address bar of your browser.
http://www.rns-pdf.londonstockexchange.com/rns/2748T_-2011-12-2.pdf
A copy of the above Supplementary Prospectus has been submitted to the National Storage Mechanism and will shortly be available for inspection at: www.Hemscott.com/nsm.do
For further information, please contact:
Emete Hassan
Head of Debt Investor Relations
The Royal Bank of Scotland Group plc
280 Bishopsgate
London EC2M 4RB
TEL: + 44 20 7672 1758
FAX: + 44 20 7672 1801
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.
Exhibit 2
Publication of Prospectus
The following prospectus has been approved by the UK Listing Authority and is available for viewing:
Supplementary Prospectus to The Royal Bank of Scotland Group plc and The Royal Bank of Scotland plc $35,000,000,000 Medium Term Note Program dated 2 December 2011.
To view the full document, please paste the following URL into the address bar of your browser.
http://www.rns-pdf.londonstockexchange.com/rns/2938T_-2011-12-2.pdf
A copy of the above Supplementary Prospectus has been submitted to the National Storage Mechanism and will shortly be available for inspection at: www.Hemscott.com/nsm.do
For further information, please contact:
Emete Hassan
Head of Debt Investor Relations
The Royal Bank of Scotland Group plc
280 Bishopsgate
London EC2M 4RB
TEL: + 44 20 7672 1758
FAX: + 44 20 7672 1801
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.
Exhibit 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 3.1.4
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(1)
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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.
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(2)
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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.
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(3)
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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.
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(4)
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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.
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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 DTR 3.1.2 R, (ii) a disclosure made in accordance LR 9.8.6R(1) or (iii) a disclosure made in accordance with section 793 of the Companies Act (2006).
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
543
10. Percentage of issued class acquired (treasury shares of that class should not be taken into account when calculating percentage)
0.0000009%
11. Number of shares, debentures or financial instruments relating to shares disposed
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12. Percentage of issued class disposed (treasury shares of that class should not be taken into account when calculating percentage)
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13. Price per share or value of transaction
£0.23
14. Date and place of transaction
7 December 2011
15. Total holding following notification and total percentage holding following notification (any treasury shares should not be taken into account when calculating percentage)
243,407 shares 0.00041%
16. Date issuer informed of transaction
7 December 2011
If a person discharging managerial responsibilities has been granted options by the issuer complete the following boxes
17. Date of grant
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18. Period during which or date on which it can be exercised
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19. Total amount paid (if any) for grant of the option
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20. Description of shares or debentures involved (class and number)
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23. Exercise price (if fixed at time of grant) or indication that price is to be fixed at the time of exercise
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22. Total number of shares or debentures over which options held following notification
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23. Any additional information
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24. Name of contact and telephone number for queries
Aileen Taylor, Group Secretary
0131 626 4099
Name and signature of duly authorised officer of issuer responsible for making notification
Aileen Taylor, Group Secretary
Date of notification
8 December 2011
Exhibit 4
The Royal Bank of Scotland Group plc
Statement on the publication of the final aggregate results of the Q3 2011 EBA
recapitalisation exercise
The Royal Bank of Scotland Group plc ("RBS") notes the announcements made today by the European Banking Authority and competent National Supervisor regarding the capital exercise, which demonstrate the following result for RBS.
The capital exercise proposed by the EBA and agreed by the Council on 26 October 2011 requires banks to strengthen their capital positions by building up a temporary capital buffer against sovereign debt exposures to reflect current market prices. In addition, it requires them to establish a buffer such that the Core Tier 1 capital ratio reaches a level of 9% by the end of June 2012. The amount of any final capital shortfall identified is based on September 2011 figures. The amount of the sovereign capital buffer will not be revised.
71 banks across Europe, including RBS, were subject to the capital exercise whose objective is to create an exceptional and temporary capital buffer to address current market concerns over sovereign risk and other residual credit risk related to the current difficult market environment. This buffer would explicitly not be designed to cover losses in sovereigns but to provide a reassurance to markets about banks' ability to withstand a range of shocks and still maintain adequate capital.
Following completion of the capital exercise conducted by the European Banking Authority, in close cooperation with the competent national authority, the exercise has determined that RBS meets the 9% Core Tier 1 ratio after the removal of the prudential filters on sovereign assets in the Available-for-Sale portfolio and prudent valuation of sovereign debt in the Loans and receivables portfolios, reflecting current market prices.
The methodology underlying the capital exercise was outlined by the EBA prior to its announcement to ensure consistency across all banks in the EU banking system involved in the exercise.
RBS confirms it remains well capitalised with a Core Tier 1 capital ratio under the exercise of 10.5% compared with our published ratio of 11.3% as of 30 September 2011.
The removal of prudential filters on sovereign assets prescribed by the EBA recapitalisation exercise lead to a positive revaluation reserve adjustment of £1,050m, hence there was no impact on the Core Tier 1 ratio under the exercise.
A reconciliation between the exercise and RBS's published Core Tier 1 capital as at 30 September 2011 is provided below:
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EBA Template
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EBA Methodology
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Published
Sept 11
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Material
Holdings1
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Loss of tax
on EL vs
provisions2
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EBA CT1
methodology
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CRD 3
impact3
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EBA CT1
including
CRD 3
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Core Tier 1, £m
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47,830
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(303)
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(767)
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46,760
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(381)
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46,379
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RWAs, £m
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423,308
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0
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0
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423,308
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16,730
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440,038
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Core Tier 1 %
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11.3%
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11.0%
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10.5%
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1
Material holdings deducted from Total Tier 1 in the published ratio, deducted from Core Tier 1 under EBA methodology.
2
Tax on the excess of expected loss over provisions - disallowed for Core Tier 1 under EBA methodology.
3
Core Tier 1 deduction of £381m equates to £4,763m of RWAs at 1250%, resulting in a total RWA equivalent impact of £21,493m for CRD3.
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For further information, please contact:
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Investor Relations
Richard O'Connor
Head of Investor Relations
+44 (0) 20 7672 1758
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Media Relations
Michael Strachan
Deputy Head of Group Media Relations
+44 (0) 131 523 4205
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Notes to Editors
The detailed results of the recapitalisation exercise as well as information on RBS exposures to central, regional and local governments in the EEA are available via the link below.
http://www.rns-pdf.londonstockexchange.com/rns/6534T_-2011-12-8.pdf
This announcement contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including those related to RBS's regulatory capital position, risk-weighted assets, impairment losses and credit exposures under certain specified scenarios. In addition, forward-looking statements may include, without limitation, statements typically containing words such as "intends", "expects", "anticipates", "targets", "plans", "estimates" and words of similar import. These statements concern or may affect future matters, such as RBS's future economic results, business plans and current strategies. Forward-looking statements are subject to a number of risks and uncertainties that might cause actual results and performance to differ materially from any expected future results or performance expressed or implied by the forward-looking statements. Factors that could cause or contribute to differences in current expectations include, but are not limited to, legislative, fiscal and regulatory developments, competitive conditions, technological developments, exchange rate fluctuations and general economic conditions. These and other factors, risks and uncertainties that may impact any forward-looking statement or the Group's actual results are discussed in RBS's UK Annual Report and materials filed with, or furnished to, the US Securities and Exchange Commission, including, but not limited to, RBS's Reports on Form 6-K and most recent Annual Report on Form 20-F. The forward-looking statements contained in this announcement speak only as of the date of this announcement and RBS does not assume or undertake any obligation or responsibility to update any of the forward-looking statements contained in this announcement, whether as a result of new information, future events or otherwise, except to the extent legally required.
ENDS