Scheme of Arrangement becomes effective

5 July, 2013

As announced on 3 July 2013, the High Court of England and Wales approved the scheme of arrangement between Randall & Quilter Investment Holdings plc (“Old R&Q”) and its members under sections 895 to 899 of the Companies Act 2006 (the “Scheme”) at the Scheme Sanction Hearing.

Old R&Q and New R&Q (which has adopted the name Randall & Quilter Investment Holdings Ltd.) announce that the Scheme has become effective today.

Pursuant to the Scheme, 70,966,335 Old R&Q Shares have been cancelled, and trading of such shares on AIM will cease at 8.00 a.m. (BST) today. Scheme Shareholders have received one New R&Q Share of 2 pence each for every one Old R&Q Share held by them at 6.00 p.m. (BST) on 4 July 2013. New R&Q announces the admission of such New R&Q Shares to trading on AIM, and the commencement of dealing in such New R&Q Shares, at 8:00 a.m. (BST) today.

The ticker for New R&Q shares will be the same as for Old R&Q (AIM:RQIH), while there will be a new ISIN for New R&Q, which is BMG7371X1065, both applicable upon Admission today.

On the Scheme taking effect, Old R&Q has been re-registered as a private company limited by shares and is now wholly owned by New R&Q.

Capitalised terms used but not defined in this announcement have the meaning given to them in the circular despatched to shareholders of Old R&Q on 17 May 2013.

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