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Rank Group PLC Announcement

1st Jul 2005 07:00

Rank Group PLC01 July 2005 Rank Announces Intention to Delist from NASDAQ and Terminate ADR Programme and SEC Registration The Rank Group Plc ("Rank" or the "Company") announces its intention to delistvoluntarily from NASDAQ and to terminate its ADR programme. The Company alsointends to amend its Articles of Association to allow it to require US holdersof its ordinary shares to transfer their shares with a view to enabling theCompany to terminate its registration with the US Securities and ExchangeCommission ("SEC") and thereby suspend its SEC reporting and other applicable USobligations, including compliance with the Sarbanes-Oxley Act of 2002. Rank's reason for taking these actions is the increased costs of maintaining itsregistration in the US and complying with SEC reporting and other applicable USobligations. Having considered the costs and benefits of maintaining a NASDAQlisting and SEC registration, Rank's Board believes that the burden and expenseof complying with SEC reporting and other applicable US obligations is out ofproportion to the benefits obtained by the Company and its shareholders as awhole. A proposal to amend Rank's Articles of Association to facilitate termination ofregistration with the SEC and suspension of its SEC reporting and otherapplicable US obligations will be considered at an Extraordinary General Meetingof Rank's shareholders on 4 August 2005. Rank ordinary shares will continue to be listed on the Official List of the UKListing Authority ("UKLA") and to be traded on the London Stock Exchange'smarket for listed securities. The Company will also continue to be subject tothe listing rules, the prospectus rules and the disclosure rules made by theUKLA, and to the Combined Code of Corporate Governance in the UK. Moreover, Rankwill continue to maintain its high standard of corporate governance. Rank will be posting a circular to its shareholders (the "Circular") on oraround 11 July 2005 explaining the proposed amendments to its Articles ofAssociation and the other matters outlined above and convening the ExtraordinaryGeneral Meeting of its shareholders to be held on 4 August 2005. Copies of the Circular, containing the terms of the proposed amendments to theArticles of Association and the notice convening the Extraordinary GeneralMeeting, will shortly be available for inspection at the UKLA's Document ViewingFacility, which is situated at: Financial Services Authority25 The North ColonadeCanary WharfLondon E14 5HS(Tel: 020 7676 1000) Enquiries:The Rank Group Plc Tel: 020 7535 8031Mike Davies, Director of Investor Relations Press Enquiries:The Maitland Consultancy Tel: 020 7379 5151Angus Maitland This information is provided by RNS The company news service from the London Stock Exchange

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