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Notice of EGM

2nd Oct 2006 17:21

Royal & SunAlliance • Notice of Extraordinary General Meeting to amend Articles of Association Further to the announcement made on 28 September 2006, Royal & Sun AllianceInsurance Group plc (R&SA) confirms that a circular relating to proposals toamend R&SA•s Articles of Association to enable it to terminate its US Securitiesand Exchange Commission registration has today been posted to shareholders. Itcontains the notice of an Extraordinary General Meeting (EGM) of R&SA.Shareholders will be asked at the EGM to consider and, if thought fit, toapprove a resolution authorising R&SA to change its Articles of Association toinclude provisions conferring upon the Board the power to require any US holderto sell their securities and restrict the number of US holders. This will enableR&SA to reduce the numbers of US holders to less than 300 and thereby terminateits US registration and suspend its reporting obligations to the US Securitiesand Exchange Commission. The EGM will be held on Thursday, 26 October at 9.30 a.m. at the office ofSlaughter and May, One Bunhill Row, London EC1Y 8YY. Copies of this circular are and will remain available for inspection at theregistered office of R&SA at 9th Floor, One Plantation Place, 30 FenchurchStreet, London EC3M 3BD and at the office of Slaughter and May, One Bunhill Row,London EC1Y 8YY during business hours on any business day with effect from todayand up to and including the date of the EGM. Copies of this circular are also available for inspection at the UK ListingAuthority•s Document Viewing Facility situated at the Financial ServicesAuthority, 25 The North Colonnade, Canary Wharf, London E14 5HS. For further information: \* TAndrew Wigg Luke ThomasInvestor Relations Manager Deputy Group Company Secretary----------------------------------- -----------------------------------------Tel: +44 (0) 20 7111 7138 Tel: +44 (0) 20 7111 7032----------------------------------- -----------------------------------------\* T Copyright Business Wire 2006

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