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Standard Life Aberdeen THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. If you are in any doubt about the contents of this Circular or the action you should take, it is recommended that you seek your own independent financial advice immediately from your stockbroker, bank manager, solicitor, accountant or other independent financial adviser who is, if you are resident in the UK, duly authorised under FSMA or, if not, another appropriately authorised independent financial adviser. If you sell or otherwise transfer or have sold or otherwise transferred all of your Standard Life Aberdeen Shares, please send this Circular (but not any personalised Voting Form) as soon as possible to the purchaser or transferee or to the stockbroker, bank or other agent through whom the sale or transfer was effected for delivery to the purchaser or the transferee. If you receive this Circular from another person, as a purchaser or transferee, please contact the Registrar for a Voting Form using the contact details at section 16 of Part I (Letter from the Chairman) or go online at www.standardlifeaberdeenshares.com. If you sell or have sold or otherwise transferred only part of your holding of Standard Life Aberdeen Shares, you should retain this Circular and any accompanying documents and consult with the bank, stockbroker or other agent through whom the sale or transfer was effected as to the action you should take. However, neither this Circular nor any accompanying documents should be released, published, distributed, forwarded or transmitted, in whole or in part, in, into or from any jurisdiction in which to do so would constitute a breach of the relevant laws of such jurisdiction. Any person (including, without limitation, custodians, nominees and trustees) who may have a contractual or legal obligation or may otherwise intend to forward this Circular to any jurisdiction outside the UK should seek appropriate advice before taking such action. The distribution of this Circular and any accompanying documents into jurisdictions other than the UK may be restricted by law. Any person not in the UK into whose possession this Circular and any accompanying documents come should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. In particular, this Circular should not be released, published, distributed, forwarded or transmitted, in whole or in part, in, into or from any Restricted Jurisdiction. Application will be made to the UKLA and the London Stock Exchange, respectively, for the New Ordinary Shares resulting from the proposed Share Capital Consolidation to be admitted to the Official List and to trading on the London Stock Exchange’s main market for listed securities in place of the Existing Ordinary Shares. No application will be made to the UKLA or to the London Stock Exchange for the B Shares to be admitted to the Official List or to trading on the London Stock Exchange’s main market for listed securities, nor will the B Shares be listed or admitted to trading on any other recognised investment exchange. STANDARD LIFE ABERDEEN PLC (a public company incorporated with limited liability in Scotland with registered number SC286832) Proposed sale of Standard Life Aberdeen’s UK and European insurance business Proposed return of up to £1.75 billion to Shareholders Circular to Shareholders and Notice of General Meeting This Circular should be read as a whole and your attention is drawn to the risk factors set out in Part IV (Risk Factors). Your attention is also drawn to the letter from your Chairman, which is set out in Part I (Letter from the Chairman), which contains the recommendation of the Standard Life Aberdeen Board that you vote in favour of the Resolutions to be proposed at the General Meeting. The Notice of General Meeting to be held at the EICC, Morrison Street, Edinburgh EH3 8EE at 11 a.m. on Monday 25 June 2018 is set out at pages 125 to 127 of this Circular. Where you have received this Circular from Standard Life Aberdeen in hard copy, a Voting Form for use at the General Meeting is enclosed. Otherwise, a Voting Form is available electronically through www.standardlifeaberdeenshares.com or may separately have been sent to you in hard copy. Whether or not you intend to attend the General Meeting in person, please submit a Voting Form electronically through www.standardlifeaberdeenshares.com or complete, sign and return a hard copy Voting Form in accordance with the instructions printed on it as soon as possible but, in any event, so as to be received by the Registrar no later than 6 p.m. on 21 June 2018. If you hold your Standard Life Aberdeen Shares in uncertificated form (i.e. in CREST) you may appoint a proxy by completing and transmitting a CREST Proxy Instruction in accordance with the CREST Manual so that it is received by the Registrar (under CREST participant ID RA10) by no later than 6 p.m. on 21 June 2018. The time of receipt will be taken to be the time from which the Registrar is able to receive the message by enquiry to CREST in the manner prescribed by CREST. Completion and submission of the Voting Form or completing and transmitting a CREST Proxy Instruction will not prevent Shareholders from attending or voting in person at the General Meeting if they wish to do so. Members of the Standard Life Aberdeen Share Account who wish to attend and vote in person at the General Meeting must submit the Voting Form with their own name in the nominated proxy box. This Circular and the accompanying documents have been prepared to comply with English law and applicable regulations. The information disclosed may not be the same as that which would have been disclosed if this Circular or the accompanying documents had been prepared in accordance with the laws of jurisdictions outside the UK. This Circular does not constitute or form part of any offer or invitation to purchase, otherwise acquire, subscribe for, sell, otherwise dispose of or issue, or any solicitation of any offer to sell, otherwise dispose of, issue, purchase, otherwise acquire or subscribe for, any security. This Circular does not constitute an invitation to participate in the B Share Scheme in or from any jurisdiction in or from which, or to or from whom, it is unlawful to make such offer under applicable securities laws or otherwise or where such offer would require a prospectus to be published. Neither this Circular, nor any other document issued in connection with the proposed return of capital to Shareholders, may be issued or distributed to any person except under circumstances which do not constitute an offer to the public under applicable securities laws. This document does not constitute a prospectus. J.P. Morgan Securities plc (which carries on its UK investment banking activities as J.P. Morgan Cazenove), which is authorised by the PRA and regulated by the FCA and the PRA in the UK, is acting exclusively as sponsor and lead financial adviser for Standard Life Aberdeen and no one else in connection with the Sale and the Return of Capital and will not be responsible to anyone other than Standard Life Aberdeen for providing the protections afforded to its clients, or for providing advice in connection with the Sale or the Return of Capital or the contents of this Circular and will not regard any other person (whether or not a recipient of this Circular) as its client in relation to the Sale and the Return of Capital. Fenchurch, which is authorised and regulated by the FCA, is acting exclusively as financial adviser for Standard Life Aberdeen and no one else in connection with the Sale and the Return of Capital and will not be responsible to anyone other than Standard Life Aberdeen for providing the protections afforded to its clients or for providing any advice in connection with the Sale or the Return of Capital and will not regard any other person (whether or not a recipient of this Circular) as its client in relation to the Sale, the Return of Capital or any matter referred to in this Circular. No person has been authorised to give any information or make any representations other than those contained in this Circular and, if given or made, such information or representations must not be relied upon as having been authorised by Standard Life Aberdeen, the Standard Life Aberdeen Directors, J.P. Morgan Cazenove or Fenchurch or any other person involved in the Sale or the Return of Capital. The delivery of this Circular shall not, under any circumstances, create any implication that there has been no change in the affairs of Standard Life Aberdeen since the date of this Circular or that the information in this document is correct as at any time since its date. Apart from the responsibilities and liabilities, if any, that may be imposed on J.P. Morgan Cazenove and Fenchurch by FSMA or the regulatory regime established thereunder or under the regulatory regime of any jurisdiction where the exclusion of liability under the relevant regulatory regime would be illegal, void or unenforceable, J.P. Morgan Cazenove, Fenchurch and any person affiliated with them assume no responsibility whatsoever and make no representation or warranty, express or implied, in relation to the contents of this Circular, including its accuracy, completeness or verification and nothing contained in this Circular is, or shall be, relied upon as a promise or representation in this respect whether as to the past, present or future, in connection with Standard Life Aberdeen, the Sale or the Return of Capital.
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