Rbs Note Strike 27th April

Investment Guide for Income Builder – December 2011

www.gilliat.co.uk Information correct as at 7 March 2012 1

Phoenix Autocallable Notes – April 2012

www.gilliat.co.uk

Potential returns of up to 12.25% gross p.a. linked to three well known stockmarket indices

About the Investment Opportunity:

The Phoenix Autocallable Notes (the “Notes”) are linked to the performance of the FTSE® 100, S&P 500® and Hang Seng China Enterprises

Indices have the potential to pay an annual income or mature early from the end of year one. The Notes are designed for investors with a

neutral/mildly bullish view of the Underlying Indices who are seeking potential defined returns in exchange for accepting the risk of capital loss

if one or more of the stockmarket indices halve over the Note Term.

This document should be read in conjunction with the Issuer’s terms and Issuer’s base prospectus which is available to investment professionals at www.gilliat.co.uk

Product Summary & Availability:

Note Style Income with autocallable (or “kick out”) feature.

Note Issuer

Note Term 5 years with Early Maturity possible from end of first year.

Underlying Indices Linked to the performance of the FTSE® 100, S&P 500® and Hang Seng China Enterprises Indices.

Potential Income Payments

Paid if all Underlying Indices are equal to or above 70% of their Strike Levels on a Valuation Date.

Equivalent to: 11.5% gross GBP, 12.25% gross USD, 10.25% gross EUR.

Potential Early Maturity Payment

The Note matures early if all the Underlying Indices are equal to or above their Strike Levels on a Valuation

Date, paying back capital plus a coupon payment of 11.5% gross GBP, 12.25% gross USD, 10.25% gross EUR.

Capital Repayment Not capital protected. If any of the Underlying Indices are below 50% of their Strike Level on the Final Valuation

Date or the Issuer fails (e.g. becomes insolvent, bankrupt or goes into administration) there will be a loss

of capital.

Strike Date and Subscription Close Date

27 April 2012

ISINs GBP – XS0727193103; USD – XS0727192808; EUR – XS0727186586

Available until 27 April 2012 for investment via offshore portfolio bonds and fund platform arrangements; minimum subscription per

counterparty is 100,000 EUR, USD 150,000 or GBP 100,000. The terms detailed in this factsheet are net of all product related fees and charges.

Factsheet

This information is intended for investment professionals only and should not be provided to or relied upon by retail investors in any circumstances.

Fitch Moody’s S&P

A, Stable Outlook A2, Rating under review - down A, Stable Outlook

The Royal Bank of Scotland plc Source: Bloomberg, 7 March 2012

Key Benefits

Offers the potential for an annual income or Early Maturity

depending on the level of the Underlying Indices.

No growth required in the Underlying Indices to achieve the Early

Maturity Payment and falls can still result in an Income Payment.

Capital is protected from market falls unless one or more of the

Underlying Indices are below 50% of their Strike Level on the

Final Valuation Date.

Key Risks

In the event that the Issuer fails, all capital may be lost and there

may be no Income Payments or Early Maturity Payment.

If any of the Underlying Indices are below 50% of their Strike

Level on the Final Valuation Date, capital invested will be at risk.

The terms detailed in this document apply only if the Note is

held until maturity (or Early Maturity if applicable) and opting to

exit early may mean capital invested is substantially reduced.

2 Information correct as at 7 March 2012 www.gilliat.co.uk

S&P 500® (1984 to present)

200

400

600

800

1000

1200

1400

1600

1800

0

Date

Leve

l

1984 1988 1992 1996 2004 2012 2000 2008

FTSE® 100 (1984 to present)

0

1000

2000

3000

4000

5000

6000

7000

8000

1984 1988 1992 1996 2004 Date

Leve

l

2012 2000 2008

About the Underlyings:

Factsheet – Phoenix Autocallable Notes – April 2012


5000

10000

15000

20000

0

Date

Leve

l

1993 1996 2000 20082004

25000

2012

Hang Seng China Enterprises Index (1993 to present)

Source: Bloomberg, 7 March 2012, price excluding dividends. Past performance is no guarantee or indication of future performance.

The FTSE® 100 Index

The FTSE® 100 Index is a market

capitalisation weighted index

representing the performance of the

100 largest UK domiciled blue chip

companies, which pass screening for

size and liquidity and whose shares are

traded on the London Stock Exchange.

The Index represents approximately

85.2% of the UK’s market capitalisation

(as at 7 March 2012) and is often used

as the basis for investment products,

such as funds, derivatives and exchange

traded funds.

Bloomberg Ticker: UKX <Index>

The S&P 500® Index

The S&P 500® has been widely regarded

as the best single gauge of the large

cap U.S. equities market since the index

was first published in 1957. The index

includes 500 leading companies in

leading industries of the U.S. economy,

capturing 75% coverage of U.S. equities.

Bloomberg Ticker: SPX <Index>

The Hang Seng China Enterprises Index

The Hang Seng China Enterprises Index is

a freefloat capitalization-weighted index

comprised of H-Shares listed on the Hong

Kong Stock Exchange and included in the

Hang Seng Mainland Composite Index.

The base value of this index is 2000 as of

Jan 3, 2000. This index replaced the old

HSCE index on Oct. 3, 2001.

Bloomberg Ticker: HSCEI <Index>

Underlyings


YES

YES

YES



NO YES

How the Notes Work:

Early Maturity occurs. 100% of investment capital returned plus Early Maturity Payment of EM x

initial investment

On the Strike Date

Closing levels of the Underlying Indices are recorded to give the Strike Levels

On each Valuation Date (at the end of years one, two, three and four):

Are all of the Underlying Indices equal to or above their Strike Level?

Product continues to next Valuation Date

100% of investment capital returned plus the last Income

Payment of IP x initial investment

On the Final Valuation Date, if Early Maturity has not occurred

Are all of the Underlying Indices above 70% of their Strike Levels?

IP indicates Income Payment for the selected Note.

EM indicates Early Maturity Payment for the selected Note.

Are all of the Underlying Indices equal to or above 70% of their Strike Levels?

No Income Payment is paid Income Payment of IP x initial investment is paid

NO

The payment levels IP and EM are defined, for each currency, on pages 1 and 4 of this Factsheet.

NO

Are all of the Underlying Indices above 50% of their Strike Levels?Investment capital is returned in

full (no Income Payment)

NO

Investment capital is reduced by the same percentage that the worst

performing Underlying Index is below its Strike Level



This information is intended for investment professionals only and should not be provided to retail investors in any circumstances.

Product InformationNote Type: Income with autocallable feature

Issuer: The Royal Bank of Scotland plc

Underlying Indices: FTSE® 100, S&P 500® and HSCEI Indices

Term: Maximum of 5 years with Early Maturity possible from end of year one.

Potential Income Payment

(IP):

Paid if all of the Underlying Indices are equal to or above 70% of their Strike Levels on a

Valuation Date including the Final Valuation Date.

11.5% gross per annum GBP, 12.25% gross per annum USD, 10.25% gross per annum EUR.

Any Income Payments will be paid 10 trading days after the relevant Valuation Date.

Potential Early Maturity Payment (EM):

Paid if all of the Underlying Indices are equal to or above their Strike Levels on a Valuation

Date excluding the Final Valuation Date.

11.5% gross GBP, 12.25% gross USD, 10.25% gross EUR.

Any Early Maturity Payment will be paid 10 trading days after the relevant Valutaion Date

Strike Date and subscription Close Date:

27 April 2012

Strike Level: The closing level of each Underlying Index on the Strike Date.

Valuation Date(s): The dates on which the closing levels of each Underlying Index are recorded to ascertain

whether any Income Payment will be made and whether Early Maturity occurs.

29 April 2013

28 April 2014

27 April 2015

27 April 2016

Final Valuation Date

Final Valuation Date: The final date on which the closing levels of the Underlying Indices are recorded. This is 27

April 2017

Final Maturity Date: If Note does not mature early, 5 May 2017

Capital Protection:

Linked to the performance of the Underlying Indices. If one or more of the Underlying Indices

are below 50% of their Strike Level on the Final Valuation Date, the amount of capital returned

will be reduced by the same percentage. This feature does not protect investors from the

credit risk of the Issuer.

Currency: GBP/USD/EUR

Issue Price: 100%

ISINs: GBP XS0727193103, USD XS0727192808, EUR XS0727186586

It is possible for all capital to be lost and for no Income Payments or Early Maturity Payment to be made.

Risks

If on the Final Valuation Date any of the Underlying Indices are below 50% of their Strike Level, capital is at risk and some or all of

the amount initially invested will be lost.

Investors will be exposed to the credit risk of the Issuer. If the Issuer fails, investors may lose some or all of their initial investment

and may not receive any Income Payments or Early Maturity Payment, regardless of how the Underlying Indices perform.

The potential Income Payments or Early Maturity Payment and the return of capital are all linked to the performance of

the Underlyings.

These Notes are not listed on any stock exchange. Any secondary market provided by the Issuer is subject to change and may

be stopped without notice. It may therefore not be possible to redeem the Notes prior to the Final Valuation Date. If the Notes

are redeemed early, the amount returned may be significantly less than that originally invested.

The Notes do not pay interest. The only form of returns is the potential Income Payments or Early Maturity Payment along with

the return of capital invested.

Investment Guide for Income Builder – December 2011


Who are Gilliat Financial Solutions?

Gilliat Financial Solutions are an independent specialist in the design and distribution of structured products and structured

deposits. Gilliat was launched in June 2009 as a trading name of Arbuthnot Latham, a private bank based in the City of London

which can trace its name back to 1833. Arbuthnot Latham is authorised and regulated by the Financial Services Authority,

number 143336.

We are the only independent provider with the strength, support and stability of an established UK bank behind it. This

independence means we are not tied to a particular counterparty and can work with almost any bank which meets our strict

selection criteria, resulting in highly competitive products. We pride ourselves not only on our innovative approach to product

design, but also on the quality and diversity of our research. Research is pivotal to everything we do at Gilliat and we build

products based on these in depth studies and make the information we use freely and readily available to you.

As a business, structured products and structured deposits are our sole focus. Our three directors have over 25 years

experience in the creation and distribution of these products and over 61 years in the wider financial services industry.



Important Information:

This document has been issued by Gilliat Financial Solutions (“Gilliat”), a trading name of Arbuthnot Latham & Co., Limited who

are authorised and regulated in the UK by the Financial Services Authority, number 143336.

This document is not a term sheet and has been prepared solely for information purposes. It is not an offer or solicitation

to buy or sell the Note and any investment decision should be made in conjunction with the Issuer’s final terms for the Note

and base prospectus. The information contained within is believed to be reliable, please note however that there may be a

difference in the naming convention of certain defined terms between this document and the Issuer’s final terms of the Note

and base prospectus.

This document is intended solely for investment professionals. Prior to any investment, advisers must ensure that investors fully

understand the potential risks and return of the transaction and have assessed its suitability for their client. Gilliat does not offer

investment or tax advice. This document is reflective of the terms under which Gilliat believes an issuance of securities will be

structured. However, no assurance can be given that such issuance will in fact go ahead and the issuer is not obliged to issue

such securities. This investment is not available to any “US persons” and must not be offered in the United States.

This Note is not in any way sponsored, sold or promoted by any relevant stock market, relevant index, related exchange, index

sponsor or investment fund provider, who make no warranty or representation whatsoever, express or implied, either as to the

results to be obtained from the use of the relevant stock market and/or the figure at which the relevant stock market, relevant

index, related exchange or investment fund level stands at any particular time on any particular day or otherwise. They shall not

be liable for any error in the relevant stock market, relevant index, related exchange, or relevant investment fund and shall not

be under any obligation to advise any person of any error therein.

The issue price of the securities may not be an accurate reflection of the market value of such securities as at the strike date.

The price at which the securities may be sold in secondary market transactions may be lower than the issue price and the issue

price may take into account, amongst other things, the distribution fee payable to any appointed distributor of the securities

with respect to the offer and sale of the securities.

Disclaimer: FTSE® 100

This product is not in any way sponsored, endorsed, sold or promoted by FTSE International Limited (“FTSE”) or by The London

Stock Exchange Limited (the “Exchange”) or by The Financial Times Limited (“FT”) and neither FTSE® nor the Exchange nor FT

makes any warranty or representation whatsoever, expressly or impliedly, either as to the results to be obtained from the use of

the FTSE® 100 Index (“the Index”) and/or the figure at which the said Index stands at any particular time on any particular day or

otherwise.


© Gilliat Financial Solutions March 2012

All rights reserved. No part of this publication may be reproduced, copied or distributed, other than by registered independent financial advisors in the course

of their business, without the prior permission in writing of Gilliat Financial Solutions.

Approved and issued by Gilliat Financial Solutions. Gilliat Financial Solutions is a trading name of Arbuthnot Latham & Co., Limited who are authorised and

regulated by the Financial Services Authority, number 143336.

Gilliat Financial Solutions

Arbuthnot House

20 Ropemaker Street

London EC2Y 9AR

Tel: +44 (0)20 7012 2803

Fax: +44 (0)20 7012 2828

Email: [email protected]

www.gilliat.co.uk

PANIG 4/2012



The FTSE® 100 Index is compiled and calculated solely by FTSE®. However, neither FTSE® nor the Exchange nor FT shall be liable

(whether in negligence or otherwise) to any person for any error in the Index and neither FTSE® nor the Exchange nor FT shall be

under any obligation to advise any person of any error therein. FTSE® and Footsie® are trademarks of London Stock Exchange

Limited and the Financial Times Limited and are used by FTSE International Limited under licence.

Source: FTSE.co.uk

Disclaimer: S&P 500®

“The Phoenix Autocallable Notes - April 2012 is not sponsored, endorsed, sold or promoted by Standard & Poor’s (“S&P”) or

its third party licensors. Neither S&P nor its third party licensors makes any representation or warranty, express or implied, to

the owners of the Phoenix Autocallable Notes - April 2012 or any member of the public regarding the advisability of investing

in securities generally or in the Phoenix Autocallable Notes - April 2012 particularly or the ability of the S&P 500® (the “Index”)

to track general stock market performance. S&P’s and its third party licensor’s only relationship to the Issuer is the licensing of

certain trademarks and trade names of S&P and the third party licensors and of the Index which is determined, composed and

calculated by S&P or its third party licensors without regard to the Issuer or Phoenix Autocallable Notes- April 2012. S&P and its

third party licensors have no obligation to take the needs of the Issuer or the owners of the Phoenix Autocallable Notes - April

2012 into consideration in determining, composing or calculating the Index.

Neither S&P nor its third party licensors is responsible for and has not participated in the determination of the prices

and amount of the Phoenix Autocallable Notes- April 2012 or the timing of the issuance or sale of the Phoenix Autocallable

Notes - April 2012 or in the determination or calculation of the equation by which the Phoenix Autocallable Notes - April 2012

is to be converted into cash. S&P has no obligation or liability in connection with the administration, marketing or trading

of the Phoenix Autocallable Notes - April 2012.

NEITHER S&P, ITS AFFILIATES NOR THEIR THIRD PARTY LICENSORS GUARANTEE THE ADEQUACY, ACCURACY, TIMELINESS OR

COMPLETENESS OF THE INDEX OR ANY DATA INCLUDED THEREIN OR ANY COMMUNICATIONS, INCLUDING BUT NOT LIMITED

TO, ORAL OR WRITTEN COMMUNICATIONS (INCLUDING ELECTRONIC COMMUNICATIONS) WITH RESPECT THERETO. S&P, ITS

AFFILIATES AND THEIR THIRD PARTY LICENSORS SHALL NOT BE SUBJECT TO ANY DAMAGES OR LIABILITY FOR ANY ERRORS,

OMISSIONS OR DELAYS THEREIN. S&P MAKES NO EXPRESS OR IMPLIED WARRANTIES, AND EXPRESSLY DISCLAIMS ALL

WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE WITH RESPECT TO THE MARKS, THE

INDEX OR ANY DATA INCLUDED THEREIN. WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENT WHATSOEVER SHALL

S&P, ITS AFFILIATES OR THEIR THIRD PARTY LICENSORS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR

CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO, LOSS OF PROFITS, TRADING LOSSES, LOST TIME OR GOODWILL,

EVEN IF THEY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER IN CONTRACT, TORT, STRICT LIABILITY

OR OTHERWISE.

Source: www.standardandpoors.com September 2010

Rbs Note Strike 27th April

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