AMP LIMITED — Major Shareholding Notification 2012

Apr 3, 2012

Financial Services Authority

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Henderson Group plc

4 April 2012

Attached is a notification which was required to be announced under London Stock Exchange Listing Rules.

TR-1: NOTIFICATION OF MAJOR INTERESTS IN SHARES

1. Identity of the issuer or the underlying issuer Henderson Group plc of existing shares to which voting rights are attached:

2. Reason for the notification (please tick the appropriate box or boxes) An acquisition or disposal of voting rights X An acquisition or disposal of financial instruments which may result in the acquisition of shares already issued to which voting rights are attached An event changing the breakdown of voting rights Other (please specify):

3. Full name of person(s) subject to the AMP Limited, AMP Life Limited, notification obligation: AMP Capital Investors Limited, National Mutual Funds Management Limited and Ipac Asset Management Limited

269500v1 HGI SSN notification (7(2) December 2010).DOC

4. Full name of shareholder(s) (if different from 3.): Commonwealth Bank Officers Superannuation Corporation Pty Limited as trustee for the Officers’ Superannuation Fund, Christian Super Pty. Limited, Government Employees Superannuation Board, Queensland Local Government Superannuation Board, Russell Investment Management Limited, Stichting Pensioenfonds ABP and State Super Financial Services Australia Limited. 5. Date of the transaction (and date on which the 03 April 2012 threshold is crossed or reached if different): 6. Date on which issuer notified: 04 April 2012

6. Date on which issuer notified: 04 April 2012 7. Threshold(s) that is/are crossed or reached: 5% (crossing below 5%) 8. Notified details:

A: Voting rights attached to shares

Class/t	Situation	Situation	previous to	previous to	previous to	Resulting situation after the triggering transaction	Resulting situation after the triggering transaction	Resulting situation after the triggering transaction	Resulting situation after the triggering transaction	Resulting situation after the triggering transaction	Resulting situation after the triggering transaction
ype of	the			Triggering
shares	transaction
if possible using the ISIN	Number of Shares			Number of Voting Rights		Number of shares	Number rights	of voting	% of voting		rights
CODE						Direct	Direct	Indirect	Direct		Indirect
AU0000	55,265,780		55,265,780			54,612,039	51,284,711 3,327,328		4.64%		0.30%
00HGG2
(CDI)
B: Financial Instruments
Resulting situation		after the triggering transaction
Type of financial			Expiration		Exercise/ Conversion			Number of voting		% of voting
instrument			date		Period/ Date			rights that may be		rights
								acquired if the
								instrument is

269500v1 HGI SSN notification (7(2) December 2010).DOC

exercised/ converted. Total (A+B) Number of voting rights % of voting rights 54,612,039 4.94% 9. Chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held, if applicable:

AMP Life Limited is an indirect wholly owned subsidiary of AMP Limited.

AMP Capital Investors Limited is an indirect wholly owned subsidiary of AMP Limited.

National Mutual Funds Management Limited is an indirect wholly owned subsidiary of AMP Limited.

Ipac Asset Management Limited is an indirect wholly owned subsidiary of AMP Limited.

Proxy Voting:

10. Name of the proxy holder: 11. Number of voting rights proxy holder will cease to hold: 12. Date on which proxy holder will cease to hold voting rights:

269500v1 HGI SSN notification (7(2) December 2010).DOC

13. Additional information:	Level 24, AMP Sydney Cove Building 33 Alfred Street Sydney New South Wales 2000 Fax: +61 2 9257 1541
14. Contact name:	James Crook, Senior Legal Counsel, AMP Capital Investors Limited
15. Contact telephone number:	+61 2 9257 1512

269500v1 HGI SSN notification (7(2) December 2010).DOC