TR-1: Notification of Major Interest in Shares

For filings with the FSA include the annex

For filings with issuer exclude the annex

TR-1: NOTIFICATION OF MAJOR INTEREST IN SHARES

1. Identity of the issuer or the underlying issuerof existing shares to which voting rights areattached:

Dignity Plc

2 Reason for the notification (please tick the appropriate box or boxes):

An acquisition or disposal of voting rights

An acquisition or disposal of qualifying financial instruments which may result in the acquisition of shares already issued to which voting rights are attached

An acquisition or disposal of instruments with similar economic effect to qualifying financial instruments

An event changing the breakdown of voting rights

Other (please specify):

Transfer into Management

X

3. Full name of person(s) subject to thenotification obligation:

Franklin Templeton Institutional, LLC

4. Full name of shareholder(s)  (if different from 3.):

JPMorgan Chase Bank London

The Bank of NY London

Mellon Bank London

Northern Trust Corporation London

Royal Bank of Scotland

State Street Bank and Trust

5. Date of the transaction and date onwhich the threshold is crossed orreached:

September 13, 2012

6. Date on which issuer notified:

September 14, 2012

7. Threshold(s) that is/are crossed orreached:

5%

8. Notified details:

A: Voting rights attached to shares

Class/type ofshares

if possible usingthe ISIN CODE

Situation previousto the triggeringtransaction

Resulting situation after the triggering transaction

NumberofShares

NumberofVotingRights

Numberof shares

Number of votingrights

% of voting rights

Direct

Directi

Indirect

Direct

Indirect

Ordinary .105

2,957,175

2,957,175

5.40%

GB00B4JZFN18

B: Qualifying Financial Instruments

Resulting situation after the triggering transaction

Type of financialinstrument

Expirationdate

Exercise/Conversion Period

Number of votingrights that may beacquired if theinstrument isexercised/ converted.

% of votingrights

C: Financial Instruments with similar economic effect to Qualifying Financial Instruments

Resulting situation after the triggering transaction

Type of financialinstrument

Exercise price

Expiration date

Exercise/Conversion period

Number of voting rights instrument refers to

% of voting rights

Nominal

Delta

Total (A+B+C)

Number of voting rights

Percentage of voting rights

2,957,175

5.40%

9. Chain of controlled undertakings through which the voting rights and/or thefinancial instruments are effectively held, if applicable:

Proxy Voting:

10. Name of the proxy holder:

11. Number of voting rights proxy holder will ceaseto hold:

12. Date on which proxy holder will cease to holdvoting rights:

13. Additional information:

14. Contact name:

Lori A. Weber

Assistant Secretary, Franklin Resources, Inc.

15. Contact telephone number:

954-847-2283