Report of the Directors

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The Directors present their report together with the audited financial statements for the year ended 31 December 2007.

Results and dividend
The income statement is set out on page 68 and shows the profit for the year. The Directors recommend a final dividend of 1.66p (2006: 1.44p) per share.

This together with the interim dividend of 1.52p (2006: 1.32p) per share paid on 26 October 2007 gives a total dividend of 3.18p (2006: 2.76p) per share for the year ended 31 December 2007.

Principal activities and business review
Business review information can be found within the Business Review (pages 1 to 15) which reports on RPS Group’s principal activities and performance during the past year and prospects for the future. Financial key performance indicators can be found on pages VIII to IX. The Board does not use non-financial key performance indicators to assess the Group as a whole, but component parts of the Group do use non-financial key performance indicators from time to time. The principal operating

subsidiary undertakings are listed in Note 6 to the Parent Company Financial Statements.

Principal risks and uncertainties
The principal risks and uncertainties are reported on page 17 in the Risk Management section of the Operating and Financial Review.

Substantial shareholdings
The following held in excess of 3% of the ordinary share capital of the Company as at 13 February 2008:

No. of shares
Percentage
Aegon Asset Management
16,820,270
7.99
Co-operative Insurance Society
12,083,786
5.74
Legal & General Iinvestment Management
10,084,169
4.79
Threadneedle Investments
9,000,883
4.27
 
Directors
The Directors of the Company during the year and their beneficial interests in the ordinary share capital of the Company were:
No. of shares at 31/12/07
and at 05/03/08
No. of shares at 31/12/06
and at 06/03/07
Brook Lland
30,000
30,000
Roger Devlin
-
Karen McPherson
-
John Bennett
-
Alan Hearne
732,030
1,037,350
Peter Dowen
750,910
750,910
Andrew Troup
269,266
269,266
Phil Williams
350,000
400,000
Gary Young
-