2020 sharesave maturity · instructions will be processed weekly throughout the six-month period in...

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2020 Sharesave Maturity GUIDANCE NOTES

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Page 1: 2020 Sharesave Maturity · Instructions will be processed weekly throughout the six-month period in which you are entitled to exercise your Option. If you choose to buy and keep the

2020Sharesave Maturity GUIDANCE NOTES

Page 2: 2020 Sharesave Maturity · Instructions will be processed weekly throughout the six-month period in which you are entitled to exercise your Option. If you choose to buy and keep the

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Your choices

The following choices are available to you

BUY & KEEP SHARES

Exercise your Option to buy and keep some or all of the shares at the Option Price of £8.08.

BUY & SELL SHARES

Exercise your Option to buy some or all of the shares at the Option Price of £8.08 and then sell some or all of them.

RECEIVE A REFUND

Receive a refund of your savings and not exercise your Option.

Your Sharesave plan is about to mature, providing all your payments have been made. You now have six months to choose what you’d like to do with the savings in your 2017 Sharesave account.

REMEMBER: SUBMIT 21 DAYS BEFORE THE OPTION LAPSE DATE

You don’t have to make up your mind straight away. You are able to exercise your Option to buy shares at the Option Price for up to six months following the Maturity Date confirmed on your online account.

Please allow sufficient time for the processing of your instruction before your Option lapses. It is recommended that you submit your instruction no later than 21 days prior to the Option Lapse Date stated on your online account.

If you don’t provide your instruction within six months of your Maturity Date then your option to buy shares at the Option Price will lapse. It is your responsibility to submit your instruction online before this deadline. You will be sent a final reminder around a month ahead of your lapse date, but you won’t receive any more reminders after this.

Please note that if you decide to exercise your Option to buy and keep the shares, the value of your shares and any income from them can go down as well as up and you may not recover the amount of your original investment. Past performance is no indication of future performance. It is recommended that you check the price of Morgan Sindall Group plc shares regularly before deciding whether or not to exercise your Option.

2020 Sharesave Maturity

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Page 3: 2020 Sharesave Maturity · Instructions will be processed weekly throughout the six-month period in which you are entitled to exercise your Option. If you choose to buy and keep the

If you select this choice, you will be using the savings in your Sharesave account to buy some or all of the Morgan Sindall Group plc (the ‘Company’) shares to which you are entitled and to keep them in the form of a share certificate.

When your share certificate arrives you can either hold on to the shares or sell them whenever you want (subject to any dealing restrictions). If you keep the shares, as a shareholder of the Company you’ll be entitled to receive dividends, which are usually paid twice a year although are not guaranteed. You will also be entitled to attend and vote at the Company’s Annual General Meeting.

You are able to use any broker of your choosing to sell the shares, however Yorkshire Building Society offers a competitive share dealing service, currently via Jarvis Investment Management Ltd.

You can find more details about the service online at http://sharedealing.ybs.co.uk. There is no obligation to use this service nor is this a recommendation to use the service.

The exercise of share options is an involved process and can take up to 30 days for YBS, the Company and the Company’s registrars to complete (as permitted by the Sharesave plan rules). Neither the Company nor YBS Share Plans can be held responsible for any adverse movements in the share price during this period. Once the process is completed, the registrars will issue you with a share certificate in your name.

Exercise your Option to BUY & KEEP SHARES1Your

choicesexplained

2020 Sharesave Maturity

Page 4: 2020 Sharesave Maturity · Instructions will be processed weekly throughout the six-month period in which you are entitled to exercise your Option. If you choose to buy and keep the

If you select this choice you will be using the savings in your Sharesave account to buy some or all of the Company’s shares to which you are entitled and to sell them using the maturity share dealing service being provided by Jarvis Investment Management Limited (‘Jarvis’).Jarvis will charge you a dealing fee of £20.00 for the sale of your shares from which YBS Share Plans will receive £6.50 to cover their administration costs. The dealing fee will be deducted from your sale proceeds before the balance is paid into the bank account you confirm when providing your online instructions (Jarvis does not offer cheque settlement). Jarvis will release your sale proceeds three business days after the date your shares are sold and the money should be in your account two to three business days after this. A contract note confirming details of the sale will be issued to the email address provided with your instructions.

If you decide to sell shares using this service, Jarvis will sell your shares at the maximum price prevailing at the time the sale is placed in the market.

You can set a ‘Limit Price’, which is a minimum price below which Jarvis will not sell your shares. This does not mean that your shares will be sold at this price; Jarvis will sell at the maximum price prevailing at the time the sale is placed in the market. Your limit order will be held for 10 business days. If Jarvis cannot sell your shares at or above your Limit Price within this time period, your limit order will be cancelled and you will receive a share certificate for the unsold shares approximately 14 calendar days later. Please refer to section 8 of the Jarvis Sharesave Sale Facility Terms and Conditions for further details.

The sale of your shares will be subject to Jarvis Sharesave Sale Facility Terms and Conditions which can be found online at www.ybsshareplans.co.uk/msg. Please take the time to read this document before proceeding with this choice.

If you would prefer to sell your shares via another broker of your own choosing please follow the instructions under Choice 1 and make your own arrangements to sell your shares on receipt of your share certificate.

Your choicesexplained

Exercise your Option to BUY & SELL SHARES2 2020 Sharesave Maturity

Page 5: 2020 Sharesave Maturity · Instructions will be processed weekly throughout the six-month period in which you are entitled to exercise your Option. If you choose to buy and keep the

RECEIVE A REFUND of your savings and not exercise your Option.3

Residual balanceIf you decide to exericse your Option there will often be a small cash residue (no more than £8.07) remaining in your Sharesave account. This is because it’s very unlikely that your savings will divide exactly by the Option Price. When providing your instruction you can choose to donate your cash residue to charity (Yorkshire Building Society’s Charitable Foundation), or receive a refund of the residue. Please tick the appropriate box. To find out more about the work of the Charitable Foundation please visit www.ybs.co.uk.

You can choose to withdraw all your savings in cash. Your account will then be closed and your savings returned to you. If YBS Share Plans have bank details registered against your Sharesave account your savings will be returned to you by bank transfer. If we don’t have a record of your bank details, you’ll be asked to provide these when you provide your closure instruction online.

Once you have closed your account and taken back your savings, you still retain the right to buy the shares at the Option Price during the six months immediately following your Maturity Date. If you decide to follow this course of action you’ll need to call the YBS Share Plans Helpline to make the necessary arrangements.

If you do not make a choice to exercise within six months of your Maturity Date you will lose your right to buy shares and you will need to contact YBS Share Plans to withdraw your savings.

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*Jarvis will usually release your sale proceeds three business days after the date your shares are sold (provided they have received settlement from the market) and the money should be in your account two to three business days after this. Where late settlement occurs, there may be a delay to the receipt of your sale proceeds for which Jarvis will not be held accountable. A contract note confirming details of the sale will be issued to the email address provided with your instruction.Please note all dates are subject to change. YBS Share Plans cannot be held responsible for any changes to advertised dates which are outside their control nor any resulting loss.

Instructions will be processed weekly throughout the six-month period in which you are entitled to exercise your Option. If you choose to buy and keep the shares, you should allow 30 days from the date YBS Share Plans close your account and transfer the balance to the Company for receipt of your share certificate.

If you have chosen to buy and sell the shares, the first sale of shares following maturity is scheduled to take place on 1 June 2020 and you will need to provide your instructions to YBS Share Plans no later than 22 May 2020 to be included in this batch.

The table opposite sets out the dates when YBS Share Plans needs to receive your instructions to be included in the first two maturity batches; when we will close your account and forward your balance to the Company to cover the cost of your shares; and, if applicable, when the sale of your shares is scheduled to take place. Batches will continue to be processed weekly thereafter.

In the event that applications are received to sell a large number of shares, Jarvis will batch share sales together and will sell them over a period of time. Depending on the batch size and the liquidity in the market for the Company’s shares, this may take more than one day. If the sale takes more than one day to complete, the share price obtained will be an average so that everyone gets the same price. Please note that if your share sale is submitted in a batch, it may take a little longer for you to get the sale proceeds into your bank account.

When will I get my cash or shares?

Dealing restrictionsIf you have been notified by the Company that you are subject to the Company’s Dealing Code, you must comply with the requirements imposed by the Company and, if applicable, not exercise share options during a closed period. The Company will arrange clearance to deal for restricted persons on receipt of a Sharesave exercise request outside of a closed period. All staff are subject to the law regarding market abuse e.g. dealing when in possession of inside information, as set out in the Company’s Group-wide dealing policy.

Deadline for receipt of instructions at YBS Share Plans

YBS Share Plans closes your Sharesave account

and transfers balance to the Company to cover

cost of shares

Date shares will be sold

by Jarvis (“Dealing Date”)*.

Batch 1 22 May 29 May 1 June

Batch 2 29 May 5 June 8 June

2020 Sharesave Maturity

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Missed any payments or leaving the Company?If you’ve missed any payments during the savings period (up to a maximum of 12), your Maturity Date will be deferred by one month for every payment that you’ve missed and you’ll continue to have deductions taken from your pay until you’ve completed the three-year savings contract. In these circumstances, you’ll have six months from the deferred Maturity Date (shown on your online account) in which to exercise your Option and buy your shares.

Any instructions received in respect of a deferred maturity will be processed at the first available opportunity following your deferred Maturity Date.

If you are dismissed by the Company for misconduct before or following the maturity of your Sharesave account, your share options will lapse immediately.

What about tax? Under current legislation there is no Income Tax to pay as a result of buying your shares or taking your savings. You may however have to pay Capital Gains Tax (CGT) if you sell your shares at a profit (this is the difference between the cost of buying your shares at the Option price and the price you sell them for minus any sale expenses).

HM Revenue & Customs currently allows you to make a certain level of capital gains in each tax year without being taxed. If your gain (which must include any other profit you have made within the tax year) exceeds the annual exemption limit, you will have to pay tax on any gain above this limit. The CGT limit for the 2020/21 tax year is £12,300. You may, however, be able to minimise your liability to CGT by selling some shares in one tax year and the rest in other tax years. If you wish to do this please enter the amount of shares that you wish to sell online and the amount of shares to keep in the form of a share certificate. You can then sell the shares set out in your share certificate at any time you choose.

Further information, including, if applicable, how and when to report and pay CGT, can be found on the HM Revenue & Customs website (www.hmrc.gov.uk).

Page 8: 2020 Sharesave Maturity · Instructions will be processed weekly throughout the six-month period in which you are entitled to exercise your Option. If you choose to buy and keep the

Made up your mind?

Once you’ve decided what you’d like to do, you’ll need to submit your instruction using the secure online facility provided by YBS Share Plans by visiting www.ybsshareplans.co.uk/msg. Before submitting your instruction you will need to have registered to view your account online (unless you’ve already registered previously).

YBS Share Plans will use an electronic system to verify your identity when you provide your maturity instruction online. For further details about this and how to provide your instructions please refer to the ‘Online Instructions Guide’ at www.ybsshareplans.co.uk/msg.

If you change your mind after you’ve submitted your instruction, please call the YBS Share Plans Helpline in the first instance on 0345 1200 300. Any change to your original instruction is likely to delay the date on which your instruction can be processed and will therefore delay receipt of your cash or shares. Further details will be provided at the time of calling.

Already registered?If you’ve already registered to view your maturing account online, click on ‘Login’ and enter the relevant details when prompted. You’ll need your Customer Number and Password to hand (which were confirmed when you first registered your account).For your convenience, a reminder of your Customer number was sent to you just before the maturity.How to registerIf you’ve not previously registered to view your account online please visit www.ybsshareplans.co.uk/msg and click on ‘Register’. You’ll need your Sharesave account number to hand and registration will only take a few minutes of your time. Once registered your login details will be sent to you through the post and you’ll then be able to provide your instruction online.

Please note, as your login details will be sent to you by post it may take several days to complete the registration process and therefore if you are intending to sell your shares or receive a share certificate at the earliest opportunity following maturity, you should allow sufficient time to complete registration in order to meet the deadline of 22 May 2020 for inclusion in the first batch.How to instructOnce you’ve logged in, you’ll need to select the maturing Sharesave account in the account view section. Next click on ‘Closure Options’ followed by the ‘Share option’ or ‘Refund of Savings’ button under ‘Ready to Close?’ Then make your choice and follow the onscreen instructions. You’ll receive an email confirmation once you’ve successfully submitted your instruction online.

? SOMETHING CHANGED?

2020 Sharesave Maturity

Page 9: 2020 Sharesave Maturity · Instructions will be processed weekly throughout the six-month period in which you are entitled to exercise your Option. If you choose to buy and keep the

Contact detailsYBS Share PlansFor any queries about your Sharesave account, you may contact YBS: • YBS Share Plans, Yorkshire Building Society, Yorkshire

House, Yorkshire Drive, Bradford, BD5 8LJ • YBS Share Plan Helpline: 0345 1200 300 (Lines open 8.30am-5.30pm Mon-Fri, 9.00am-1.00pm Sat, excluding

public holidays in England and Wales)

Jarvis Investment ManagementFor any queries about the sale of your shares or other services offered by Jarvis, contact: • Jarvis Investment Management Limited, 78 Mount

Ephraim, Tunbridge Wells, Kent, TN4 8BS • email: [email protected] • Tel: 01892 700841

(Lines are open Monday to Friday 8.00am - 4:30pm. Calls may be recorded for training and security purposes)

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Jarvis Investment Management Limited is incorporated in England and Wales with number 1844601. Their head office and registered office is 78 Mount Ephraim, Tunbridge Wells, Kent, TN4 8BS. Jarvis is a member of the London Stock Exchange and is authorised and regulated by the Financial Conduct Authority.

YBS Share Plans is part of Yorkshire Building Society.YBS Share Plans, Yorkshire House, Yorkshire Drive, Bradford, BD5 8LJ Tel: 0345 1 200 300 Fax: 01274 357 950. ybsshareplans.co.uk

Yorkshire Building Society provides share plan trustee and administration services, including deposit taking, all of which are subject to English law, with deposit taking being regulated by the Financial Conduct Authority. The provision of share plan trustee and administration services is not regulated by the Financial Conduct Authority. We are not responsible for share plan deposits held by local savings carriers outside the UK.

Yorkshire Building Society is a member of the Building Societies Association and is authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority. Yorkshire Building Society is entered in the Financial Services Register under registration number 106085. Head Office: Yorkshire House, Yorkshire Drive, Bradford BD5 8LJ.

Yorkshire Building Society is a member of the Financial Ombudsman Service. Further details are available on request from the Society.

All communications with Yorkshire Building Society may be monitored/ recorded to improve the quality of their service and for your protection and security. Calls to 03 numbers are charged at the same standard network rate as 01 or 02 landline numbers, even when calling from a mobile.

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General InformationNo information contained within this document or any accompanying document should be taken as providing any advice or as a recommendation to exercise or not to exercise your Option or, having exercised, to sell or not to sell your shares – the choice is yours. Neither the Company, YBS Share Plans nor Jarvis can advise you on the best course of action for you in your particular circumstances.

Tax rules and legislation can change. Tax relief, which is referred to in this document, is that which is currently available and will depend upon your individual circumstances.

If you are in any doubt as to the legal, financial or taxation implications (including any Capital Gains Tax considerations and the collection of such taxes) for you of the exercise of Options, and/or the subsequent sale of shares, or the suitability of the maturity share dealing service, you should seek the advice of an Independent Financial Adviser duly authorised under the Financial Services and Markets Act 2000.

Please remember that the price of shares, and the income from them, can go down as well as up, and that you may not recover the amount originally invested.

It is advisable to keep copies of all documentation sent to YBS Share Plans and the Company in relation to the exercise of your Option as you may need to refer to this information when completing future tax returns.

In the event that YBS Share Plans receives your instruction to buy and keep the shares and the Company’s share price is lower than the Option Price at the time of closure, then YBS Share Plans reserves the right to cancel your instruction, close your Sharesave account and return your savings to you. In these circumstances your Option remains exercisable for a period of six months following your maturity date.