FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
For the month of November 2004
Commission File Number: 001-10306
The Royal Bank of Scotland Group plc
42 St Andrew Square
Edinburgh EH2 2YE
Scotland
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F X | Form 40-F |
Yes | No X |
Enclosures: | 1. | Director Shareholding announcement made on 01 November 2004 | |||
2. | Listing Particulars announcement made on 03 November 2004 | ||||
3. | Issue of Preferred Securities announcement made on 09 November 2004 | ||||
4. | Director Shareholding announcement made on 09 November 2004 | ||||
5. | Directorate Change announcement made on 12 November 2004 | ||||
6. | Redemption of Euro Shares announcement made on 18 November 2004 | ||||
7. | Capital Raising announcement made on 19 November 2004 | ||||
8. | Dividend Declaration announcement made on 24 November 2004 |
Enclosure No. 1
SCHEDULE 11
NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS
1. Name of company
The Royal Bank of Scotland Group plc
2. Name of director
Sir Fred Goodwin
3. Please state whether notification indicates that it is in respect of holding
of the shareholder named in 2 above or in respect of a non-beneficial interest
or in the case of an individual holder if it is a holding of that person's
spouse or children under the age of 18 or in respect of a non-beneficial
interest
Self
4. Name of the registered holder(s) and, if more than one holder, the number of
shares held by each of them (if notified)
Sir Fred Goodwin
5. Please state whether notification relates to a person(s) connected with the
director named in 2 above and identify the connected person(s)
Self
6. Please state the nature of the transaction. For PEP transactions please
indicate whether general/single co PEP and if discretionary/non discretionary
Exercise of options granted under The Royal Bank of Scotland Group plc Option
2000 Scheme.
7. Number of shares / amount of stock acquired
150
8. Percentage of issued class
-
9. Number of shares/amount of stock disposed
-
10. Percentage of issued class
-
11. Class of security
Ordinary Shares of 25p each
12. Price per share
£12.40
13. Date of transaction
28 October 2004
14. Date company informed
1 November 2004
15. Total holding following this notification
64,944
16. Total percentage holding of issued class following this notification
-
If a director has been granted options by the company please complete the
following boxes.
17. Date of grant
18. Period during which or date on which exercisable
19. Total amount paid (if any) for grant of the option
20. Description of shares or debentures involved: class, number
21. Exercise price (if fixed at time of grant) or indication that price is to be
fixed at time of exercise
22. Total number of shares or debentures over which options held following this
notification
23. Any additional information
24. Name of contact and telephone number for queries
Hew Campbell, Head of Group Secretariat, 0131 523 4711
25. Name and signature of authorised company official responsible for making
this notification
Hew Campbell, Head of Group Secretariat
Date of Notification
1 November 2004
The FSA does not give any express or implied warranty as to the accuracy of this document or material and does not accept any liability for error or omission. The FSA is not liable for any damages (including, without limitation, damages for loss of business or loss of profits) arising in contract, tort or otherwise from the use of or inability to use this document, or any material contained in it, or from any action or decision taken as a result of using this document or any such material.
Enclosure No. 2
FORMAL NOTICE FOR SPECIALIST SECURITIES
PUBLICATION DATE: 3rd November 2004
Application has been made to the UK Listing Authority for the following securities to be admitted to the Official List:
DETAILS OF ISSUE:
U.S.$20,000,000,000 Euro Medium Term Note Programme
ISSUERS:
The Royal Bank of Scotland Group plc
The Royal Bank of Scotland plc
INCORPORATED IN: Scotland
GUARANTOR:
The Royal Bank of Scotland Group plc
INCORPORATED IN: Scotland
Particulars relating to the issue may be obtained during usual business hours for as long as issues are made under the programme
from the date of this formal notice from:
The Royal Bank of Scotland Group plc The Royal Bank of Scotland plc
JP Morgan Chase Bank
36 St Andrew Square
36 St Andrew Square
Trinity Tower
Edinburgh
Edinburgh
9 Thomas More Street
EH2 2YB
EH2 2YB
London
E1W 1YT
In addition, a copy of the Particulars is available for inspection at the Document Viewing Facility at the Financial Services
Authority, 25 The North Colonnade, London E14 5HS.
Enclosure No. 3
The Royal Bank of Scotland Group plc
9th November 2004
THE ROYAL BANK OF SCOTLAND GROUP PLC PLANS TO ISSUE NON-CUMULATIVE PREFERRED
SECURITIES
The Royal Bank of Scotland Group plc ("RBSG") intends to issue fixed rate
Non-Cumulative Preferred Securities ("the Securities") denominated in Euros.
Application has been made to list the Securities on the Euronext Amsterdam Stock
Exchange. It is expected the Securities will qualify as Tier One Capital for
RBSG. It is intended that the net proceeds of the offering of the securities
will be used for general corporate purposes and to further strengthen the
capital base of RBSG.
RBSG is being advised in connection with the issue by ABN AMRO, BNP PARIBAS, RBS
Financial Markets and UBS Investment Bank.
The Securities have not been nor will be registered under the United States
Securities Act of 1933, as amended (the "Securities Act"), or under any state
securities laws and may not be offered, sold or delivered in the United States,
or to or for the account or benefit of US persons (as defined under Regulation S
under the Securities Act) unless registered under the Securities Act or an
exemption from the registration requirements of the Securities Act is available.
The Securities are being offered and sold only to certain persons in
transactions outside the United States in compliance with Regulation S under the
Securities Act
For further information,
please contact:
The Royal Bank of Scotland Group plc
Ron Huggett
Richard O'Connor
Capital Raising Director
Head of Investor Relations
280 Bishopsgate
280 Bishopsgate
London
London
EC2N 4RB
EC2M 4RB
Tel: 020 7085 4925
Tel: 020 7672 1758
Enclosure No. 4
SCHEDULE 11
NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS
1. Name of company
The Royal Bank of Scotland Group plc
2. Name of director
Sir Fred Goodwin
3. Please state whether notification indicates that it is in respect of holding
of the shareholder named in 2 above or in respect of a non-beneficial interest
or in the case of an individual holder if it is a holding of that person's
spouse or children under the age of 18 or in respect of a non-beneficial
interest
Sir Fred Goodwin
4. Name of the registered holder(s) and, if more than one holder, the number of
shares held by each of them (if notified)
The Royal Bank of Scotland plc Trustee Account BAYE and Profit Sharing
5. Please state whether notification relates to a person(s) connected with the
director named in 2 above and identify the connected person(s)
Sir Fred Goodwin
6. Please state the nature of the transaction. For PEP transactions please
indicate whether general/single co PEP and if discretionary/non discretionary
Participation in The Royal Bank of Scotland Group plc Share Incentive Plan
7. Number of shares / amount of stock acquired
8
8. Percentage of issued class
-
9. Number of shares/amount of stock disposed
-
10. Percentage of issued class
-
11. Class of security
Ordinary Shares of 25p
12. Price per share
£16.30
13. Date of transaction
8 November 2004
14. Date company informed
8 November 2004
15. Total holding following this notification
64,952
16. Total percentage holding of issued class following this notification
If a director has been granted options by the company please complete the
following boxes.
17. Date of grant
18. Period during which or date on which exercisable
19. Total amount paid (if any) for grant of the option
20. Description of shares or debentures involved: class, number
21. Exercise price (if fixed at time of grant) or indication that price is to be
fixed at time of exercise
22. Total number of shares or debentures over which options held following this
notification
23. Any additional information
24. Name of contact and telephone number for queries
Hew Campbell, Head of Group Secretariat
0131 523 4711
25. Name and signature of authorised company official responsible for making
this notification
Hew Campbell, Head of Group Secretariat
Date of Notification
9 November 2004
The FSA does not give any express or implied warranty as to the accuracy of this document or material and does not accept any liability for error or omission. The FSA is not liable for any damages (including, without limitation, damages for loss of business or loss of profits) arising in contract, tort or otherwise from the use of or inability to use this document, or any material contained in it, or from any action or decision taken as a result of using this document or any such material.
Enclosure No. 5
THE ROYAL BANK OF SCOTLAND GROUP plc - BANCO SANTANDER CENTRAL
HISPANO, S.A.: CROSS DIRECTORSHIPS
In relation to its proposed acquisition of Abbey National Plc ("Abbey"), Banco
Santander Central Hispano, S.A. ("Banco Santander") informed the European
Commission that it had agreed with The Royal Bank of Scotland Group plc ("RBS")
to procure the resignations of their respective directors on each other's boards
of directors with effect from the completion of the acquisition by Banco
Santander of Abbey. This acquisition completed today and accordingly, Mr Emilio
Botin and Mr Juan Inciarte have today resigned from the boards of RBS,
The Royal Bank of Scotland plc and National Westminster Bank Plc. Sir George
Mathewson has also resigned with immediate effect from the board of Banco
Santander.
12 November 2004
Enclosure No. 6
REDEMPTION OF NON-CUMULATIVE EURO PREFERENCE SHARES
The Royal Bank of Scotland Group plc has given notice that it will, on 31st March 2005 (the "Redemption Date"), redeem all the 750,000 Non-cumulative Euro Preference Shares, Series 1 of EUR0.01 each, that are listed on the London Stock Exchange. Consequently, on the Redemption Date, each share will therefore become due and payable at its redemption amount of EUR1,000.00 together with dividends payable for the then-current dividend period and accrued to the Redemption Date.
For further information please contact:
The Royal Bank of Scotland Group plc;
Ron Huggett
Richard O'Connor
Capital Raising Director
Head of Investor Relations
280 Bishopsgate
280 Bishopsgate
London
London
EC2M 4RB
EC2M 4RB
Tel: 020 7085 4925
Tel: 020 7672 1763
The Bank of New York (Paying Agent)
Trevor Blewer
Vice President
Global Trust Services
1 Canada Square
London
E14 5AL
END
Enclosure No. 7
THE ROYAL BANK OF SCOTLAND GROUP
AGREES PRICE EURO1,250 MILLION PREFERRED SECURITIES
19th November 2004
The Royal Bank of Scotland Group plc ("the Group") is pleased to announce the pricing of 1,250,000 Category II Non-cumulative Euro Preferred Securities to be designated Series 1 ("the Series 1 Euro Preferred Securities"), at a subscription price of Euro 1,000 per security, with a coupon of 5.50%.
Non-cumulative preferential dividends on the Series 1 Euro Preferred Securities will be payable in Euro annually in arrear on 31 December, with the first payment being on the 31st December 2005. The Series 1 Euro Preferred Securities can be redeemed on each quarter end on or after 31 December 2009 at Euro 1,000 per security, plus accrued dividends for the then-current dividend period.
The Group is being advised in connection with the issue by ABN AMRO, BNP PARIBAS, RBS Financial Markets and UBS Investment Bank.
The Securities have not been nor will be registered under the United States Securities Act of 1933, as amended (the "Securities Act"), or under any state securities laws and may not be offered, sold or delivered in the United States, or to or for the account or benefit of US persons (as defined under Regulation S under the Securities Act) unless registered under the Securities Act or an exemption from the registration requirements of the Securities Act is available. The Securities are being offered and sold only to certain persons in transactions outside the United States in compliance with Regulation S under the Securities Act.
Stabilisation FSA / IPMA
For further information, please contact;
The Royal Bank of Scotland Group plc
Fred Watt
Ron Huggett
Group Finance Director
Capital Raising Director
42 St Andrew Square
280 Bishopsgate
Edinburgh
London
EH2 2YE
EC2M 4RB
Tel: 0131 523 5171
Tel: 020 7085 4925
Enclosure No. 8
THE ROYAL BANK OF SCOTLAND GROUP plc
DIVIDEND ON SERIES D, SERIES E, SERIES F, SERIES G, SERIES H, SERIES I, SERIES J, SERIES K, SERIES L AND SERIES M NON-CUMULATIVE DOLLAR PREFERENCE SHARES of US$0.01 FOR THE THREE MONTHS TO 31 DECEMBER 2004
The Directors have declared the specified dividends on the undernoted Series of non-cumulative dollar preference shares, all of which are represented by American Depositary Shares, for the three months to 31 December 2004. The dividends will be paid on 31 December 2004 at the undernoted rates to holders on the register at the close of business on 16 December 2004. As at the date of this announcement all of the undernoted Non-cumulative dollar preference shares are held by The Bank of New York, N.A. as Depositary who have advised that the record date for the American Depositary Receipts which evidence the undernoted American Depositary Shares is 16 December 2004.
Series
Dividend payable per share
Series D
US$0.51328125
Series E
US$0.50625
Series F
US$0.478125
Series G
US$0.4625
Series H
US$0.453125
Series I
US$0.50
Series J
US$0.53125
Series K
US$0.4921875
Series L
US$0.359375
Series M
US$0.40
24 November 2004
End
THE ROYAL BANK OF SCOTLAND GROUP plc
DIVIDEND ON SERIES 3 NON-CUMULATIVE CONVERTIBLE DOLLAR PREFERENCE SHARES OF US$0.01 FOR THE SIX MONTHS TO 31 DECEMBER 2004
The Directors have declared the specified dividends on the undernoted series of non-cumulative convertible dollar preference shares, all of which are represented by American Depositary Shares, for the six months to 31 December 2004. The dividends will be paid on 31 December 2004 at the undernoted rates to holders on the register at the close of business on 3 December 2004. As at the date of this announcement all of the undernoted non-cumulative dollar preference shares are held by The Bank of New York, N.A. as Depositary who have advised that the record date for the American Depositary Receipts which evidence the undernoted American Depositary Shares is 3 December 2004.
Series
Dividend payable per share
Series 3
US$39.08
24 November 2004
End
THE ROYAL BANK OF SCOTLAND GROUP plc
DIVIDEND ON SERIES 1 NON-CUMULATIVE CONVERTIBLE STERLING PREFERENCE SHARES OF £0.01 FOR THE YEAR TO 31 DECEMBER 2004
The Directors have declared the specified dividends on the undernoted series of non-cumulative convertible sterling preference shares for the year to 31 December 2004. The dividends will be paid on 31 December 2004 at the undernoted rates to holders on the register at the close of business on 16 December 2004.
Series
Dividend payable per share
Series 1
£73.87
24 November 2004
End
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.
Date:30 November 2004
THE ROYAL BANK OF SCOTLAND GROUP plc (Registrant) |
By: | /s/ H Campbell |
Name: Title: |
H Campbell Head of Group Secretariat |