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Compulsory redemption of C Shares

14th Mar 2011 16:08

14 March 2011

ROLLS-ROYCE GROUP plc

Notice to all holders of C Shares in Rolls-Royce Group plc (the Company)

Compulsory redemption of C Shares of 0.1 pence each effective on 6 April 2011

On 10 February 2011, the Company announced its intention to introduce a new holding company, Rolls-Royce Holdings plc, by way of a scheme of arrangement (the Scheme). In order to simplify the transition to the new holding company, the Board has decided to redeem all C Shares in issue in advance of the implementation of the Scheme.

All C Shares in issue will be redeemed on 6 April 2011 at their nominal value of 0.1 pence per share. The proceeds of redemption will be paid to those shareholders whose names appear on the register of C Shares as at close of business on 5 April 2011 together with a final C Share dividend accrued on the C Shares from 1 January 2011 until 5 April 2011.

For further information, please contact:-

Paul Davies - Deputy Company Secretary +44 (0)1332 245878

mapper

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Rolls-Royce
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