The Royal Bank of Scotland plc as Issuer The Royal Bank of Scotland Group plc as Guarantor Citibank, N.A. as Securities Administrator and Wilmington Trust Company as Trustee Administration Agreement Dated as of September 20, 2010Administration Agreement • September 20th, 2010 • Royal Bank of Scotland Group PLC • Commercial banks, nec • New York
THIS ADMINISTRATION AGREEMENT, dated as of September 20, 2010 (this “Agreement”), is made by and among THE ROYAL BANK OF SCOTLAND PLC, a corporation incorporated in Scotland with registered number SC090312, as issuer (the “Company”), THE ROYAL BANK OF SCOTLAND GROUP PLC, a corporation incorporated in Scotland with registered number SC045551, as guarantor (the “Guarantor”), CITIBANK, N.A., a national banking association duly organized and existing under the laws of the United States, as Securities Administrator (in such capacity, the “Securities Administrator”), and WILMINGTON TRUST COMPANY, a Delaware banking corporation, as trustee (not in its individual capacity, the “Trustee”).
DISTRIBUTION AGREEMENT by and among The Royal Bank of Scotland plc, The Royal Bank of Scotland Group plc and RBS Securities Inc. September 20, 2010Distribution Agreement • September 20th, 2010 • Royal Bank of Scotland Group PLC • Commercial banks, nec • New York
CUSIP Number Aggregate Principal Amount Price to Public Selling Commission Net Proceeds Coupon Type Coupon Rate Coupon Frequency Maturity Date 1st Coupon Date 1st Coupon Amount Survivor’s Option Product Ranking [●] $[●] [●]% [●]% $[●] FLOATING [●]% [QUARTERLY] [●] [●] $[●] YES SENIOR Redemption Information: [Non-Callable] [Non-Puttable] Lead Manager and Lead Agent: RBS Securities Inc. Agent[s]: [●] The Royal Bank of Scotland plc Offering Dates: [●] through [●] Trade Date: [●] @ 12:00 PM ET Settlement Date: [●] Minimum Denomination/Increments: $1,000.00/$1,000.00 Guaranteed in full by The Royal Bank of Scotland Group plc Initial trades settle flat and clear SDFS: DTC Book-Entry only [DTC Number ___ [via ___]] If the maturity date or an interest payment date for any note is not a business day (as that term is defined in the prospectus supplement), principal, premium, if any, and interest for that note is paid on the next business day, and no interest will accrue from, and after, the matu
THE ROYAL BANK OF SCOTLAND PLC as Issuer, THE ROYAL BANK OF SCOTLAND GROUP PLC as Guarantor, THE BANK OF NEW YORK MELLON, acting through its London Branch as Original Trustee, WILMINGTON TRUST COMPANY as Trustee for The Royal Bank of Scotland plc...Second Supplemental Indenture • September 20th, 2010 • Royal Bank of Scotland Group PLC • Commercial banks, nec • New York
SECOND SUPPLEMENTAL INDENTURE (“Second Supplemental Indenture”), dated as of September 20, 2010, among THE ROYAL BANK OF SCOTLAND PLC, a corporation incorporated in Scotland with registered number SC090312, as issuer (the “Company”), THE ROYAL BANK OF SCOTLAND GROUP PLC, a corporation incorporated in Scotland with registered number SC045951, as guarantor (the “Guarantor”), THE BANK OF NEW YORK MELLON, acting through its London Branch, as the Trustee originally named in the Senior Indenture (as defined below) (the “Original Trustee”), WILMINGTON TRUST COMPANY, as trustee for The Royal Bank of Scotland plc Retail Corporate Notes issuable under the Senior Indenture (the “Trustee”), and Citibank, N.A., as securities administrator for The Royal Bank of Scotland plc Retail Corporate Notes (the “Securities Administrator”).
