Result of AGM

Ordinary Resolutions

For

Against

Withheld

Resolution 1:

To receive the Directors' Report and Accounts for the financial year ended 31 December 2009 together with the report of the auditors.

1,277,142,194

392,405

706,815

Resolution 2:

To approve the Directors' Remuneration Report for the financial year ended 31 December 2009.

1,274,275,429

2,636,123

1,324,056

Resolution 3:

To re-appoint Ernst & Young LLP as auditors of the Company until the conclusion of the next Annual General Meeting of the Company.

1,255,725,414

16,101,907

6,407,584

Resolution 4:

To authorise the Board to determine the remuneration of the auditors for 2010.

1,268,317,696

3,591,556

6,328,982

Resolution 5:

To elect Jacques Aigrain as a director of the Company.

1,275,053,237

1,670,842

1,489,573

Resolution 6:

To elect Gerardo Arostegui as a director of the Company.

1,274,959,098

1,730,643

1,530,850

Resolution 7:

To elect Mel Carvill as a director of the Company.

1,275,269,886

1,483,136

1,486,586

Resolution 8:

To elect Gerhard Roggemann as a director of the Company.

1,275,039,114

1,721,013

1,482,766

Resolution 9:

To re-elect Michael Biggs as a director of the Company.

1,264,613,913

12,281,988

1,326,237

Resolution 10:

To re-elect Peter Niven as a director of the Company.

1,275,360,598

1,578,458

1,292,593

Resolution 11:

To approve the election of David Allvey as a director of Friends Provident Holdings (UK) Limited.

1,265,698,700

931,516

11,610,127

Resolution 12:

To approve the election of Evelyn Bourke as a director of Friends Provident Holdings (UK) Limited.

1,265,680,829

975,695

11,588,475

Resolution 13:

To approve the election of Clive Cowdery as a director of Friends Provident Holdings (UK) Limited.

1,265,648,373

1,009,188

11,569,409

Resolution 14:

To approve the election of Nicholas Lyons as a director of Friends Provident Holdings (UK) Limited.

1,265,469,455

1,130,274

11,639,821

Resolution 15:

To approve the election of Trevor Matthews as a director of Friends Provident Holdings (UK) Limited.

1,265,626,351

1,044,761

11,565,445

Resolution 16:

To approve the election of Robin Phipps as a director of Friends Provident Holdings (UK) Limited.

1,265,574,415

1,027,963

11,643,151

Resolution 17:

To approve the election of Gerhard Roggemann as a director of Friends Provident Holdings (UK) Limited.

1,265,182,471

1,330,671

11,735,714

Resolution 18:

To approve the election of Derek Ross as a director of Friends Provident Holdings (UK) Limited.

1,265,538,913

1,068,125

11,641,979

Resolution 19:

To approve the election of John Tiner as a director of Friends Provident Holdings (UK) Limited.

1,265,442,951

1,151,121

11,644,524

Resolution 20:

To approve the election of Sir Malcolm Williamson as a director of Friends Provident Holdings (UK) Limited.

1,265,400,829

1,237,896

11,608,391

Resolution 21:

To declare a final dividend of 2.72p per share on the Ordinary Shares of the Company.

1,277,293,660

213,214

724,457

Resolution 22:

To authorise the Board to issue shares and grant subscription/conversion rights over shares.

1,273,315,616

3,906,742

1,001,030

Special Resolutions

Resolution 23:

To adopt new articles of incorporation.

1,275,980,419

872,481

1,390,236

Resolution 24:

To dis-apply pre-emption rights.

1,274,944,302

1,578,793

1,718,152

Resolution 25:

To authorise the Board to make market acquisitions of ordinary shares.

1,276,389,462

924,028

931,343

Resolution 26:

To authorise the Board to implement a scrip dividend scheme.

1,276,338,453

917,978

968,712