ShareSave 2017

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ShareSave 2017 is our new and improved employee share plan.

It’s a simple savings plan which you can save towards every month from your salary. You save for 3 or 5 years and also get an option which you can use to buy RBS shares.

When you’ve finished saving you can:

• take your savings in cash; or

• use your savings and your option to buy RBS shares.

The option price is set before you start saving and includes a new 20% discount. When you finish saving, if our share price is higher than the option price you’ll be able to buy RBS shares and could decide to sell them for more than you paid for them. Have a look at our calculator which explains how this could work.

What is ShareSave?

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How does ShareSave work?Key points

• How long? You’re able to choose whether to save over 3 or 5 years.• How much? You can save between £5 and £100 per month, it’s up to you.• At the end of your chosen savings period you can either:

Take your savings in cash Buy RBS shares at the option price that is set at the start of the plan

The option price will be set at a discount of 20% to the average RBS share price between 30 October and 1 November 2017.

Remember you can leave ShareSave and take your money out at any time.

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What’s in it for me?

• After 3 or 5 years (depending on which savings period you select), there is flexibility to either buy RBS shares or take your savings in cash. When you finish saving, if our share price is higher than the option price you’ll be able to buy RBS shares and could decide to sell them for more than you paid for them.

• You normally have 6 months from the end of your savings period to decide what to do.

• As you’re using a ShareSave option to buy the shares, you don’t pay any income tax on the difference between the option price and the value of the shares.

• As you only decide at the end of the savings period whether or not to purchase RBS shares, the value of your savings is not subject to share price fluctuation until the point you actually exercise your option and purchase your RBS shares.

• There are no dealing costs at this stage if you decide to exercise your option and keep the RBS shares.

How does ShareSave work?

£1. Type in your monthly saving amount

2. Enter a share price to see how much your shares could be worth after 3 or 5 years

What could your savings be worth?

Total share optionsTotal savings £3 year plan

Total savings Total share options£5 year plan

Potential gainShare value at maturity 5 year plan £ £

Potential gainShare value at maturity 3 year plan £ £

Important Information

This calculator uses an example option price of £2.20.

In this example, if you choose to exercise your option to buy shares and then sell them immediately, you’d make a profit on your savings.

The price of RBS shares can go down as well as up so it may not be profitable for you to exercise your option at the end of the savings period, but if so you can just ask for your money back.

This calculator is provided for illustrative purposes only

Use our ShareSave calculator to find out

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How to apply1. Visit: www.rbspeople.com and click on Your Shares

2. Enter your Shareholder Reference Number (SRN) quoted on your offer email/letter

3. Enter your 5-15 digit Password/PIN (Forgotten PIN? You can re-set online)

4. Follow the on-screen instructions to join ShareSave

Any questions?

Computershare manage ShareSave for us. If you have any questions, you can contact them at:

+44 (0)370 702 0109 rbs.shareschemes@computershare.co.uk

Please read the Terms and Conditions for participating in The Royal Bank of Scotland Group plc 2017 ShareSave Plan. They can be found by visiting Your Shares through www.rbspeople.com under ‘Plan Documentation’ or alternatively by calling the Computershare helpline on +44 (0)370 702 0109 to request a copy. You will be deemed to have read these documents and to agree to all Terms and Conditions if you apply.

If you decide to go ahead and sign up

• The maximum you can save into ShareSave 2017 is £100 a month, however you can save up to £500 a month across all ShareSave schemes. Your offer email tells you how much you are already saving into ShareSave.

• You can’t change how much you save after 13 November, but remember you can leave ShareSave at any time and ask for your savings to be returned.

If too many people apply, we might need to limit how much you can save.

We’re able to use a certain number of shares for ShareSave 2017 so after the closing date on 13 November 2017, if we’ve got too many applications we’ll need to ‘scale-back’. This means we’d reduce everyone’s savings on a proportional basis so that everyone who wants to join can. It’s unlikely but we’ll let you know if that needs to happen.

If you need some help deciding if ShareSave is right for you, then get some independent financial advice.

What you need to knowThink about the risks• You can ask for your savings back at any time. But remember that

because of inflation, the ‘real value’ of your money might be less than you put in.

• If you use your savings to buy shares and decide to keep them rather than selling them once your savings period (either three or five years) has finished, you should remember that the value of your RBS shares can go down as well as up.

30 SeptemberEligibility criteria You must have been employed by a participating company on 30 September 2017 and remain employed at the date of grant (either 13 November 2017 or, if scale back applies, on 24 November 2017) to be eligible to participate in ShareSave 2017.

16 OctoberShareSave 2017 offer opens

2 NovemberOption price announcedThis is based on the average closing RBS share price over 30 and 31 October and 1 November 2017, with a 20% discount applied.

13 NovemberShareSave 2017 offer closesComputershare must receive all applications by 5pm. Applications to participate received after 5pm will not be accepted.

17 November We’ll let you know the number of RBS shares you will be able to buy after 3 or 5 years, if scale back does not apply.

24 NovemberWe’ll let you know the number of RBS shares you will be able to buy after 3 or 5 years, if scale back does apply.

18 DecemberFirst payment will be collected from your net salary

Key dates 2017

What is an option?An option is the opportunity to buy a set number of RBS shares at the end of your savings period at a price that’s fixed shortly before you start saving. The option price for ShareSave 2017 is the average RBS share price between 30 October and 1 November less a 20% discount. If the RBS share price at the end of the savings period is higher than the option price, you could use the money you save to take up your option and then sell your RBS shares for more than you pay for them.

Why did I not receive an invitation to join?If you are not employed by one of the participating companies of RBS Group plc, or you joined after 30 September 2017, then you are not eligible to join this year’s offer.If you believe you are eligible and have not received an offer email or letter, please contact Computershare as soon as possible.

When will I know if a scale back is necessary?We’ll only know this after the application deadline has passed and once we have received the total number of applications. It will not be possible to advise in advance of the application deadline if a scale back will be necessary. Your Option Certificate, which will be sent to you in advance of your first payment, will confirm whether a scale back was applied, what your actual monthly contribution will be and the maximum number of shares that you’ll be entitled to under ShareSave 2017.

I participate in Buy As You Earn. Does this affect my ShareSave savings limit?No, the £500 ShareSave limit is separate from any Buy As You Earn contributions you make.

What is the position with the Personal Account Dealing Policy?Joining ShareSave and the exercise of your ShareSave option are not transactions that are subject to the Personal Account Dealing Policy. However, if you choose to sell your shares at the end of 3 or 5 years (depending on which savings period you have selected), you will need to consider the Personal Account Dealing Policy.

Can I change the amount of my savings?No. The amount is fixed when you start saving and cannot be changed after the application period closes on Monday 13 November 2017.

Can I cancel my current ShareSave contracts?Yes. You may stop saving into your current contracts at any time and ask to get back all the money you’ve saved. But remember, once you cancel, you can’t re-enter the same ShareSave plan. You can cancel your existing contracts via the Your Shares website or by contacting the Computershare Helpline on +44 (0) 370 702 0109. Cancelling a previous contract does not stop you from joining a new ShareSave offer.

FAQs

Can I take a break from saving?Yes. You can take a break from saving for whatever reason and suspend your ShareSave contributions for a maximum of six months. However, if you miss more than six payments you will lose your right to buy your RBS shares. Suspending your contributions will also delay when the savings plan finishes as you will need to catch up on any missed payments.

What about tax?Your monthly contributions are taken from your pay after tax. ShareSave is approved by HM Revenue & Customs and there is no Income Tax or National Insurance Contributions to pay if you exercise your option and buy the RBS shares at the end of the savings period. There may be Capital Gains Tax to pay if you sell the RBS shares purchased with your options, although this will depend on your own individual circumstances.

Employees in Jersey, Guernsey, Gibraltar and Isle of Man should refer to the separate tax note on Your Shares.

What happens if I leave?If, during your three or five year savings contract, you:

• retire;

• are made redundant;

• leave due to injury or disability; or

• the company or business by which you are employed ceases to be a member of the RBS Group;

Computershare will write to you with details of your choices.

As a guide, you will be able to:

• buy a reduced number of RBS shares with the savings you have built up within six months of you leaving the Bank (you can normally continue to save during this period);

• take out your savings; or

• carry on saving until the end of the savings contract (although if there are more than six months to the maturity date, you will lose your right to buy the RBS shares and will simply receive your savings at the end of the extended savings period).

If you resign or leave for any other reason not covered above, your option will end and you will not be able to buy the RBS shares at the option price. You can, however, continue to save until the end of the savings contract or you can immediately take your savings out of ShareSave. In the event of your death, your personal representatives may either buy a reduced number of RBS shares with your built-up savings within 12 months of your death or take out your savings in cash.

Important informationThis document contains only some information relating to The Royal Bank of Scotland Group plc 2017 ShareSave Plan (the ‘Plan’).

Your participation, or right to participate, in the Plan is governed by the Plan rules and does not affect, or form part of, your contract of employment. These rules include specific provisions limiting your rights under the Plan.

You will not have any rights to compensation or damages for any loss of rights, benefits or prospective benefits under the Plan as a consequence of the termination of your employment.There is no guarantee that the Plan will be operated in future years, or, if it is operated, that you will be selected for participation in it. The Royal Bank of Scotland Group plc (‘RBS’ or ‘the Bank’) may amend, suspend or terminate all or any part of the Plan at any time, but may only do so in accordance with the Plan rules.

References in this document to any taxation consequences are those generally applying at the time of publication. They are provided for guidance only. Tax legislation may change in the future. The actual taxation consequences and the availability (and value) of any tax relief will depend on your own individual circumstances.

In the event of any conflict between this document and the Plan rules or any applicable legislation, the Plan rules and legislation will take precedence.

The maximum aggregate number of RBS shares being offered under The Royal Bank of Scotland Group plc 2017 ShareSave Plan and The Royal Bank of Scotland Group plc 2017 Irish ShareSave Plan on this occasion will not exceed 30 million shares and the minimum number is nil. The shares to be used under this offer may be existing shares or new issue shares.

Further information on RBS and details of the rights attaching to the shares can be found in the Investor Relations section of the Bank’s website at rbs.com. Certain information is provided in this document in order for this offer and any subsequent admission of shares to trading to fall within Article 4.1(e) and Article 4.2(f) of the Prospectus Directive (2003/71/EC) which exempt RBS Group from producing a prospectus under that directive.

US taxpayers who are considering participating in ShareSave should be aware that they may incur unexpected tax liabilities under US tax rules relating to ‘deferred compensation’. US taxpayers are strongly advised to seek their own tax advice from a suitably qualified independent US tax adviser before they decide to participate in the Plan.

No information in this document should be taken as providing any investment or financial advice or as a recommendation to buy, sell or hold shares in RBS.

The value of shares and any income from them can fall as well as rise and an investor might not receive back the full amount invested in shares.

If you are in any doubt as to what action you should take and/or the financial or taxation implications of any decisions you might make, you are strongly recommended to seek independent professional advice.

The Royal Bank of Scotland Group plcRegistered in Scotland No 45551Registered Office: 36 St Andrew SquareEdinburgh EH2 2YB

Watch your savings growPlease read the Terms and Conditions for participating in The Royal Bank of Scotland Group plc 2017 ShareSave Plan. They can be found by visiting Your Shares through www.rbspeople.com under ‘Plan Documentation’ or alternatively by calling the Computershare helpline on +44 (0)370 702 0109 to request a copy. You will be deemed to have read these documents and to agree to all Terms and Conditions if you apply.

Join today: www.rbspeople.com

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