Result of AGM

18th May 2009 16:54

RSA Insurance Group plc

Results of Annual General Meeting

RSA Insurance Group plc held its Annual General Meeting for shareholders at 11am today. All resolutions were put to the meeting on a poll.

The total number of votes received for each resolution is set out below.

Issued ordinary share capital as at 18 May 2009 is 3,333,309,476.

Resolution			For				Against				Votes Withheld *				Total
1. To adopt the 2008 Report & Accounts			2,333,315,344				6,878,617				1,040,495				2,340,193,961
2. To declare a final dividend			2,339,793,497				33,383				1,405,616				2,339,826,880
3. To confirm the re-election of John Napier			2,332,788,494				7,619,685				819,978				2,340,408,179
4. To confirm the re-election of Andy Haste			2,334,978,306				5,421,305				828,546				2,340,399,611
5. To confirm the election of Johanna Waterous			2,334,498,977				5,827,149				906,459				2,340,326,126
6. To reappoint Deloitte LLP as auditors			2,290,910,358				21,327,827				28,984,760				2,312,238,185
7. To determine the auditors' remuneration			2,324,375,670				15,944,743				903,652				2,340,320,413
8. To approve the directors' remuneration report			2,281,175,851				25,094,331				34,928,172				2,306,270,182
9. To approve the RSA Sharesave Plan			2,325,643,486				14,486,086				1,064,018				2,340,129,572
10. To approve the RSA Irish Sharesave Plan 2009			2,325,344,897				14,589,902				1,256,226				2,339,934,799
11. To approve the RSA Share Incentive Plan			2,335,442,070				3,715,833				2,023,325				2,339,157,903
12. To approve the RSA Executive Share Option Scheme			2,261,549,350				22,864,044				56,772,857				2,284,413,394
13. To give authority for the Group to make donations to political parties, independent election candidates and political organisations and to incur political expenditure			2,280,570,454				55,449,312				5,182,065				2,336,019,766
14. To authorise the directors to continue the scrip dividend scheme			2,339,266,779				337,488				1,604,466				2,339,604,267
15. To approve the notice period for general meetings			2,279,179,438				59,645,543				2,378,010				2,338,824,981
16. To increase the authorised share capital			2,180,375,079				59,575,094				3,925,988				2,239,950,173
17. To permit the directors to allot further shares			2,128,936,154				206,242,791				6,021,840				2,335,178,945
18. To relax the restrictions which normally apply when ordinary shares are issued for cash			2,170,418,759				169,700,856				1,078,046				2,340,119,615
19. To give authority for the Company to buy back up to 10% of its issued ordinary shares			2,339,614,489				764,142				820,530				2,340,378,631

Notes

* A vote withheld is not a vote in law and is not counted in the calculation of the votes for or against a resolution.

In accordance with Listing Rule 9.6.2, two copies of all resolutions passed other than resolutions concerning ordinary business have today been submitted to the UK Listing Authority and will shortly be available for inspection at the UK Listing Authority's Document Viewing Facility, which is situated at:

Financial Services Authority25 The North ColonnadeCanary WharfLondon E14 5HSTel. no. (0)20 7676 1000

(Documents will usually be available for inspection within six normal business hours of this notice being given).

--ENDS--

Enquiries to:

Equiniti RegistrarsTel: 0871 384 2048 or +44 121 415 7064 if calling from overseas

Julia Possener, Deputy Group Company SecretaryRSA Insurance Group plcTel: +44 (0) 20 7111 7000

Copyright Business Wire 2009

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Related Shares:

RSA.L