Result of AGM

Ordinary Resolutions

For

Against

Withheld

Resolution 1:

To receive the Directors' Report and Accounts for the financial year ended 31 December 2010 together with the report of the auditors.

1,038,348,128

41,950

4,158,602

Resolution 2:

To approve the Directors' Remuneration Report for the financial year ended 31 December 2010.

975,781,684

4,251,527

62,511,884

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.

1,022,514,884

15,862,649

4,170,196

Resolution 4:

To authorise the Board to determine the remuneration of the auditors for 2011.

1,035,892,316

2,269,426

4,384,578

Resolution 5:

To elect Tim Wade as a Director of the Company.

1,036,145,712

2,161,743

4,238,868

Resolution 6:

To re-elect Jacques Aigrain as a Director of the Company.

1,017,857,314

20,405,366

4,280,566

Resolution 7:

To re-elect Gerardo Arostegui as a Director of the Company.

1,037,030,764

1,282,865

4,229,696

Resolution 8:

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

1,018,721,110

17,970,768

5,855,628

Resolution 9:

To re-elect Mel Carvill as a Director of the Company.

917,975,571

111,884,551

12,687,929

Resolution 10:

To re-elect Fergus Dunlop as a Director of the Company.

1,030,792,222

6,930,315

4,825,650

Resolution 11:

To re-elect Phil Hodkinson as a Director of the Company.

1,023,280,288

7,809,663

11,457,787

Resolution 12:

To re-elect Denise Mileham as a Director of the Company.

1,036,055,246

2,241,220

4,243,967

Resolution 13:

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

1,030,732,589

7,541,281

4,263,252

Resolution 14:

To re-elect Gerhard Roggemann as a Director of the Company.

1,036,990,070

1,295,537

4,261,579

Resolution 15:

To approve the re-election of David Allvey as a Director of Friends Provident Holdings (UK) plc.

1,023,264,414

13,822,624

5,460,296

Resolution 16:

To approve the re-election of Evelyn Bourke as a Director of Friends Provident Holdings (UK) plc.

1,035,442,608

1,799,904

5,304,875

Resolution 17:

To approve the re-election of Clive Cowdery as a Director of Friends Provident Holdings (UK) plc.

1,035,359,019

1,883,642

5,304,565

Resolution 18:

To approve the election of David Hynam as a Director of Friends Provident Holdings (UK) plc.

1,035,460,736

1,773,502

5,312,039

Resolution 19:

To approve the re-election of Trevor Matthews as a Director of Friends Provident Holdings (UK) plc.

1,035,464,634

1,781,370

5,301,500

Resolution 20:

To approve the election of Andrew Parsons as a Director of Friends Provident Holdings (UK) plc.

1,035,476,035

1,752,717

5,319,480

Resolution 21:

To approve the election of Belinda Richards as a Director of Friends Provident Holdings (UK) plc.

1,035,435,830

1,788,221

5,323,535

Resolution 22:

To approve the election of Karl Sternberg as a Director of Friends Provident Holdings (UK) plc.

1,035,400,979

1,808,881

5,337,760

Resolution 23:

To approve the re-election of John Tiner as a Director of Friends Provident Holdings (UK) plc.

1,035,340,461

1,907,572

5,298,690

Resolution 24:

To declare a final dividend of 12.57p per share on the Ordinary Shares of the Company.

1,036,874,811

1,565,604

4,104,675

Resolution 25:

To authorise the Board to issue Ordinary shares in accordance with Article 4.3 of the Articles of Incorporation of the Company.

1,024,909,483

3,245,072

14,392,052

Special Resolutions

Resolution 26:

To authorise the Board to dis-apply pre-emption rights in accordance with Article 4.12 of the Articles of Incorporation of the Company.

1,021,502,698

624,668

20,417,907

Resolution 27:

To authorise the Board to make market acquisitions of Ordinary Shares.

1,038,173,608

219,316

4,154,682