Response to the Davies Report on Women on Boards

The Davies report: Women on Boards

Rolls-Royce is committed to developing a diverse workforce and equal
opportunities for all. We govern this through our Global Diversity and
Inclusion Steering Group, membership includes main board directors and senior
executives.

We are committed to improving diversity at all levels of leadership in
Rolls-Royce and to making appointments based on merit at the most senior levels
of our organisation. The Nominations Committee considers diversity, including
gender diversity, when reviewing the composition of the board of directors.

We recognise the importance of gender diversity in the boardroom and the
valuable contribution that women make in achieving the right mix of skills,
knowledge and experience that enables us to maximise our corporate potential.
We will take opportunities to increase boardroom diversity and will seek to
make demonstrable progress towards this goal by 2015.

We participate in the FTSE 100 Cross Company Mentoring Programme, the objective
of which is for the chairmen and chief executives to provide advice and
guidance to senior females with the aim of attaining a non-executive director
role and/or an executive director role. Senior female Rolls-Royce executives
participate in this programme.

The demographic profile of those participating in STEM (Science, Technology,
Engineering and Mathematics) subjects and careers continues to present
challenges in this area, and requires a long-term and holistic response. We
continue to work actively with schools and universities to encourage diversity,
including gender diversity, amongst those taking STEM subjects and we are
taking a number of steps to ensure that females have every opportunity to
maximise their potential in our organisation.

Sir Simon Robertson

Chairman

29 September 2011