IN THE HIGH COURT OF JUSTICE

CR-2017-009254

BUSINESS AND PROPERTY COURTS OF ENGLAND AND WALES

COMPANIES COURT (ChD)

IN THE MATTER OF

AXA INSURANCE UK PLC

AND

RIVERSTONE INSURANCE (UK) LIMITED

AND

IN THE MATTER OF

THE FINANCIAL SERVICES AND MARKETS ACT 2000

NOTICE

NOTICE IS HEREBY GIVEN that, on 17 April 2018,  AXA Insurance UK plc (the (“Transferor”) and RiverStone Insurance (UK) Limited (the “Transferee”) made an application (the “Application”) to the High Court of Justice, Business and Property Courts of England and Wales, Chancery Division of the Companies Court in London (the “Court”) pursuant to section 107(1) of the Financial Services and Markets Act 2000 (as amended) (“FSMA”) for an Order:

(1) under section 111 of FSMA sanctioning an insurance business transfer scheme for the transfer to the Transferee of a portfolio of public liability and employers’ liability insurance policies written by the Transferor (see footnote) on or before 31 December 2001 (the “Transferring Business”) carried on by the Transferor (the “Scheme”); and

(2) making ancillary provision in connection with the Scheme pursuant to section 112 and 112A of FSMA.

A copy of a report on the terms of the Scheme prepared in accordance with section 109 of FSMA, by an Independent Expert, Mr Philip Tippin of KPMG LLP, whose appointment has been approved by the Prudential Regulation Authority, (the “Scheme Report”), a statement setting out the terms of the Scheme and containing a summary of the Scheme Report, and the full Scheme document are available free of charge at http://www.axa.co.uk/help-and-advice/business/insurance-transfer/. Supporting documents and any further news about the Scheme will be posted on this website so you may wish to check for updates. You can also request free copies of any of these documents by writing to or telephoning the Transferor using the contact details below.

The Application is due to be heard on 14 September 2018 by a Judge of the Chancery Division of the Companies Court of the High Court at The Rolls Building, Fetter Lane, London EC4A 1NL, United Kingdom. If approved by the Court, it is currently proposed that the Scheme will take effect on 1 October 2018.

Any person who claims that he or she may be adversely affected by the carrying out of the Scheme has a right to attend the hearing and express their views either in person or by a legal representative.

Any person who claims that they may be adversely affected by the Scheme but does not intend to attend the hearing may make representations about the Scheme by telephone or in writing to the solicitors named below or the Transferor using the contact details set out below.

Any person who intends to appear at the hearing or make representations by telephone or in writing is requested (but is not obliged) to notify his or her objections as soon as possible and preferably at least five days before the hearing of the Application on 14 September 2018 to the solicitors named below or to the Transferor using the contact details set out below.

If the Scheme is sanctioned by the Court, it will result in the transfer to the Transferee of all the contracts, property, assets and liabilities relating to the Transferring Business; notwithstanding that a person would otherwise be entitled to terminate, modify, acquire or claim an interest or right or to treat an interest or right as terminated or modified in respect thereof.  Any such right will only be enforceable to the extent the Order of the Court makes provision to that effect.

11 May 2018

Transferor contact information:

Telephone number: 01473 337100 (or, if resident outside the UK, on +44 1473 337100). The helpline will be open from 9.00 a.m. to 5.00 p.m. on Monday to Friday UK time (excluding bank holidays).

Postal address: The Company Secretary,  AXA Insurance UK plc, 5 Old Broad Street, London, EC2N 1AD, United Kingdom

Email: partvii.UK@axa-uk.co.uk

Transferee contact information:

Telephone number 01273 792475. The helpline will be open between the hours of 9.30 a.m. and 5.30 p.m. on Monday to Friday UK time (excluding bank holidays).

Postal address: F.A.O. Fraser Henry, RiverStone Insurance (UK) Limited, Park Gate, 161-163 Preston Road, Brighton, East Sussex, BN1 6AU, United Kingdom

Email: axatoriuk@rsml.co.uk

Freshfields Bruckhaus Deringer LLP

Postal address: 65 Fleet Street, London, EC4Y 1HS, United Kingdom

Ref: 166187-0002 (GHFS)

Solicitors for the Transferor and the Transferee

Note: The Transferring Business comprises business carried on by the Transferor under previous names: Provincial Insurance Company Limited; UAP Provincial Insurance Plc; AXA Provincial Insurance Plc; and business assumed by the Transferor from Orion Personal Insurances Limited; The State Assurance Company Limited; Guardian Assurance plc; AXA General Insurance Limited (under former names United British Insurance Company Limited, GRE (UK) Limited and Guardian Insurance Limited); Guardian Eastern Insurance Company Limited; The Royal Exchange Assurance; Caledonian Insurance Company Limited; British Equitable Assurance Company Limited; Atlas Assurance Company Limited; AXA Insurance Company Limited (under former names Hodge General and Mercantile Insurance Company Limited and Westgate Insurance Company Limited); The Dominion Insurance Company Limited; Essex and Suffolk Insurance Company Limited; The Motor Union Insurance Company Limited; British Equitable Assurance Company Limited; Legal and General Insurance Limited; and Guardian Royal Exchange Assurance plc.