IMPLEMENTATION OF GOVERNANCE CHANGES

Resolution Limited

27 March 2013

RESOLUTION LIMITED

IMPLEMENTATION OF GOVERNANCE CHANGES

Resolution Limited (the "Company") announces the completion of the Business Sale Agreement it entered into with Resolution Operations LLP ("ROL") in December 2012, which is a key milestone in the simplification of the governance structure of the Company.

The completion of the Business Sale Agreement has brought to an end the arrangements with ROL whereby ROL provided mergers and acquisitions, strategic and oversight services to the Company under an Operating Agreement, with many of the skills from ROL now being in-sourced to the Company and relevant ROL personnel transferring to the Company. Alongside the completion of the Business Sale Agreement previously agreed changes to the trade mark licence (by which the Company will continue to have the right to trade under the Resolution name) and certain other commercial arrangements between the Company and ROL or its affiliates have also come into effect. Further details of these arrangements were set out in the 10 December 2012 announcement.

In addition, further to the special resolution passed by the Company's shareholders on 20 March 2013 to amend the Company's articles of association and as announced by the Company on 19 October 2012, the Company will adopt unified membership of the boards of the Company and Friends Life Group plc, the main UK holding company for its regulated insurance group, with effect from tomorrow (28 March 2013).

Enquiries:

Investors / analysts

Neil Wesley, Resolution Limited +44 (0)7584 219 213

Media

Alex Child-Villiers, Temple Bar Advisory +44 (0)7795 425 580

William Barker, Temple Bar Advisory +44 (0)20 7002 1080

Notes to editors:

ROL is a member of a privately-owned financial services advisory group. The Company is not part of its corporate group and it does not form part of the Company's corporate group.

On 15 August 2012 the Company announced that the Operating Agreement under which ROL has provided mergers and acquisitions, strategic and oversight services to the Company would end on 10 December 2013 at the latest and that the Company intended, subject to regulatory approvals, to streamline the boards of the Company and Friends Life Group plc and adopt a more conventional corporate governance structure.

The Company's ordinary shares were admitted to the Official List and to trading on the main market of the London Stock Exchange in December 2008. The Company transferred to a Premium Listing as it completed its first acquisition, Friends Provident Group plc, on 4 November 2009 and is subject to those provisions of the Listing Rules that apply to overseas companies with a Premium Listing. The Company completed its second acquisition, the majority of the AXA UK life business, on 15 September 2010. On 31 January 2011, the Company completed its third acquisition, the shares and business of Bupa Health Assurance Limited.

A copy of this announcement is available, subject to certain restrictions relating to persons resident in restricted jurisdictions, for inspection on the Company's website at www.resolution.gg

For the avoidance of doubt any other information contained on the Company's website does not form part of this announcement.