rbs201501306kbatch.htm
 
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 January 2015
 
Commission File Number: 001-10306

 
The Royal Bank of Scotland Group plc

 
RBS, Gogarburn, PO Box 1000
Edinburgh EH12 1HQ

 
(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 ___
 
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):_________

 
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):_________


Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.


Yes
   ___
No X
 
 
If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- ________

 
 
The following information was issued as Company announcements in London, England and is furnished pursuant to General Instruction B to the General Instructions to Form 6-K:

 
 
 
Exhibit No. 1
Total Voting Rights dated 31 December 2014
Exhibit No. 2 Notices of Redemption dated 21 January 2015
Exhibit No. 3
 Form 8.3 - [WYG plc] dated 29 January 2015

 
 
 
Exhibit No. 1


The Royal Bank of Scotland Group plc
Total Voting Rights - Conformity with the Disclosure and Transparency Rules
 
In conformity with the Disclosure and Transparency Rules, The Royal Bank of Scotland Group plc ('RBSG') hereby notifies the following in respect of its issued share capital with voting rights as at 31 December 2014:-
 
 
Share Class and nominal value
Number of Shares issued
Voting rights per share
Total Voting rights -
31-December-2014
Ordinary shares of £1
6,365,895,896
4
25,463,583,584
11% Cumulative Preference Shares of £1
500,000
4
2,000,000
5.5% Cumulative Preference Shares of £1
400,000
4
1,600,000
Total:
6,366,795,896
  
25,467,183,584
 
 
of which none are held in Treasury.
 
There are also 51,000,000,000 Series 1 class B shares of £0.01 in issue which carry no voting rights.
 
The above figures may be used by shareholders of the respective classes of shares as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in their shareholding, under the FCA's Disclosure and Transparency Rules.
 

 
 
 
Exhibit No. 2



Notices of Redemption
 
 
RBS Capital Trust IV ("Trust IV")
and
The Royal Bank of Scotland Group plc (the "Bank")
(collectively, the "Issuers")
 
 

 
The holders of the following securities (the "Securities") have been notified by the Issuers of the upcoming redemption of the Securities on 31 March 2015:
 
A.        the $1,000,000,000 Floating Rate Non-Cumulative Trust Preferred Securities issued by Trust IV pursuant to the Amended and Restated Declaration of Trust dated 24 August 2004 of Trust IV (ISIN Code: US74927FAA93) (the
            "TPSs"); and
 
B.        the US$1,000,002,000 Floating Rate Callable Subordinated Notes due 2044 issued by the Bank pursuant to the Trust Deed dated 24 August 2004 (ISIN Code: XS0199719294).
 
As a result of previous public tender offers for the TPSs, the Bank already holds $724,125,000 of TPSs.
 
The Securities are being redeemed as a result of an optional redemption event. Terms used but not defined herein shall have the meaning given to them in the relevant notice of redemption. The Issuers have sent the notices to the holders pursuant to the terms of the Securities. To view the notices, please click on the links below.
 
http://www.rns-pdf.londonstockexchange.com/rns/7969C_-2015-1-21.pdf
 
http://www.rns-pdf.londonstockexchange.com/rns/7969C_1-2015-1-21.pdf
 
 
 
For further information, please contact:
 
Matthew Richardson
The Royal Bank of Scotland Group plc
250 Bishopsgate, London, EC2M 4AA
TEL: +44 20 7678 1800

 
 
Exhibit No. 3
 
 

FORM 8.3
PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY
A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE
Rule 8.3 of the Takeover Code (the "Code")
 
1.         KEY INFORMATION
 
 
(a) Full name of discloser:
The Royal Bank of Scotland Group plc
(b) Owner or controller of interests and short positions disclosed, if different from 1(a):
     The naming of nominee or vehicle companies is insufficient.  For a trust, the trustee(s), settlor and beneficiaries must be named.
-
(c) Name of offeror/offeree in relation to whose relevant securities this form relates:
     Use a separate form for each offeror/offeree
WYG plc
(d) If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree:
N/A
(e) Date position held/dealing undertaken:
     For an opening position disclosure, state the latest practicable date prior to the disclosure
28/1/2015
(f)  In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?
     If it is a cash offer or possible cash offer, state "N/A"
NO
 
2.         POSITIONS OF THE PERSON MAKING THE DISCLOSURE
 
If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.
 
 
(a)        Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates following the dealing (if any)
 
Class of relevant security:
 
0.1p convertible shares
 
Interests
Short positions
Number
%
Number
%
(1) Relevant securities owned and/or controlled:
1,007,140
22.180
0
0.00
(2) Cash-settled derivatives:
 
0
0.00
0
0.00
(3) Stock-settled derivatives (including options) and agreements to purchase/sell:
0
0.00
0
0.00
 
     TOTAL:
1,007,140
22.180
0
0.00
 
All interests and all short positions should be disclosed.
 
Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).
 
 
(b)        Rights to subscribe for new securities (including directors' and other employee options)
 
Class of relevant security in relation to which subscription right exists:
  
Details, including nature of the rights concerned and relevant percentages:
  
 
 
3.         DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE
 
Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.
 
The currency of all prices and other monetary amounts should be stated.
 
(a)        Purchases and sales
 
Class of relevant security
Purchase/sale
 
Number of securities
Price per unit
       
 
(b)        Cash-settled derivative transactions
 
Class of relevant security
Product description
e.g. CFD
Nature of dealing
e.g. opening/closing a long/short position, increasing/reducing a long/short position
Number of reference securities
Price per unit
         
 
(c)        Stock-settled derivative transactions (including options)
 
(i)         Writing, selling, purchasing or varying
 
Class of relevant security
Product description e.g. call option
Writing, purchasing, selling, varying etc.
Number of securities to which option relates
Exercise price per unit
Type
e.g. American, European etc.
Expiry date
Option money paid/ received per unit
               
 
(ii)        Exercise
 
Class of relevant security
Product description
e.g. call option
Exercising/ exercised against
Number of securities
Exercise price per unit
         
 
(d)        Other dealings (including subscribing for new securities)
 
Class of relevant security
Nature of dealing
e.g. subscription, conversion
Details
Price per unit (if applicable)
       
 
 
4.         OTHER INFORMATION
 
(a)        Indemnity and other dealing arrangements
 
Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the person making the disclosure and any party to the offer or any person acting in concert with a party to the offer:
Irrevocable commitments and letters of intent should not be included.  If there are no such agreements, arrangements or understandings, state "none"
None
 
 
(b)        Agreements, arrangements or understandings relating to options or derivatives
 
Details of any agreement, arrangement or understanding, formal or informal, between the person making the disclosure and any other person relating to:
(i)  the voting rights of any relevant securities under any option; or
(ii) the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:
If there are no such agreements, arrangements or understandings, state "none"
None
 
 
 
(c)        Attachments
 
Is a Supplemental Form 8 (Open Positions) attached?
NO
 
Date of disclosure:
29 January 2015
Contact name:
Richard Hopkins
Telephone number:
020 7672 0354
 
Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service and must also be emailed to the Takeover Panel at monitoring@disclosure.org.uk.  The Panel's Market Surveillance Unit is available for consultation in relation to the Code's disclosure requirements on +44 (0)20 7638 0129.
 
The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk.
 
 

 
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 January 2015
 
 
THE ROYAL BANK OF SCOTLAND GROUP plc (Registrant)
 
 
 
By:
/s/ Jan Cargill
 
 
Name:
Title:
Jan Cargill
Deputy Secretary