AMP LIMITED — Major Shareholding Notification 2015

Dec 28, 2015

Henderson Group plc

24 December 2015

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 of Henderson Group plc existing shares to which voting rights are attached[i] :

2. Reason for the notification (please tick the appropriate box or boxes)

An acquisition or disposal of voting rights

==> picture [54 x 53] intentionally omitted <==

==> picture [484 x 390] intentionally omitted <==

----- Start of picture text -----

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 Life Limited, AMP Capital
notification obligation: Investors Limited, Ipac Asset
Management Limited
4. Full name of shareholder(s) (if different from 3.): AUSCOAL Superannuation
Fund, FSS Trustee Corporation
ATF First State Super Scheme,
Stichting Pensioenfonds
Hoogovens, IAG Asset
Management atf IAGAM Equity
Trust, Insurance Manufacturers
of Australia Pty Limited, QLD
Local Government Super Board,
Suncorp Group Australia Equity
Active Trust and Nikko AM
Australian Shares Multi-
Manager Fund
----- End of picture text -----

==> picture [484 x 696] intentionally omitted <==

----- Start of picture text -----

5. Date of the transaction (and date on which the 23 December 2015
threshold is crossed or reached if different):
6. Date on which issuer notified: 24 December 2015
7. Threshold(s) that is/are crossed or reached: 3% (crossing above 3%)
8. Notified details:
A: Voting rights attached to shares
Class/ty Situation previous to Resulting situation after the triggering transaction [ii]
pe of the Triggering
shares transaction
if possible Number of Number of Number of Number of voting % of voting rights
using the ISIN Shares Voting Rights shares rights
CODE
Direct Direct Indirect Direct Indirect
AU000000 33,936,573 33,936,573 34,058,044 32,231,155 1,826,889 2.848% 0.161%
HGG2(CD
I)
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
exercised/ converted.
Total (A+B)
Number of voting rights % of voting rights
34,058,044 3.009 %
9. Chain of controlled undertakings through which the voting rights and/or the
financial instruments are effectively held, if applicable:
----- End of picture text -----

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

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:

==> picture [464 x 248] intentionally omitted <==

----- Start of picture text -----

|||
|---|---|
|12. Date on which proxy holder will cease to hold|
|voting rights:|
|13. Additional information:|33 Alfred Street|
|Sydney New South Wales 2000|
|Australia|
|Fax: +61 2 9257 1599|
|14. Contact name:|Natalie Kooyman, Head of Enterprise Risk|
|Management, AMP Capital Investors Limited|
|15. Contact telephone number:|+61 2 9257 3615|

----- End of picture text -----