Tender Offer

Reliance Security Group PLC
01 December 2005


NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO THE UNITED STATES,
CANADA, AUSTRALIA, JAPAN, SOUTH AFRICA OR THE REPUBLIC OF IRELAND

1 December 2005

Reliance Security Group plc

  Tender Offer to purchase one Share in every 13 Shares held at 550 pence per
               Share and Notice of Extraordinary General Meeting

Introduction

On 12 October 2005 the Board of Reliance Security Group plc ('Reliance' or the
'Company') announced a structure for a cash return of approximately £10 million
to Shareholders. Reliance now announces that it has determined the details of
this proposed cash return.

The Tender Offer

A Tender Offer is to be made by JPMorgan Cazenove to all Qualifying
Shareholders, that is to say all Shareholders (with the exception of certain
Overseas Shareholders) on the Register at 5.00 pm on 16 December 2005, on the
basis of:

              one Ordinary Share for every 13 Ordinary Shares held

rounded down to the nearest whole number of Shares (the Basic Entitlement). The
Tender Price is 550 pence per Share free of commission and dealing charges. The
Company has in turn also agreed to repurchase from JPMorgan Cazenove on-market
all those Ordinary Shares purchased under the terms of the Tender Offer for the
same price and to pay JPMorgan Cazenove its fees, commissions, costs and
expenses relating to the Tender Offer. Any Shares repurchased will either be
cancelled or held in treasury.

Qualifying Shareholders are not obliged to sell any of their Shares under the
Tender Offer if they do not wish to do so.

Qualifying Shareholders may also tender more than their Basic Entitlement under
the Tender Offer should they wish to do so (an Excess Application). However, any
Excess Applications will only be met to the extent that other Qualifying
Shareholders do not tender all of their Basic Entitlement. If Excess
Applications cannot be met in full, they will be reduced pro rata to the
holdings of such Qualifying Shareholders, so far as reasonably practicable.

Further details of the terms and conditions of the Tender Offer are set out in a
circular being posted to Shareholders today (the 'Circular') together with a
Tender Form for use in connection with the Tender Offer. The Tender Offer is not
being made in or into the United States, Canada, Australia, Japan, South Africa,
or the Republic of Ireland.

Background to and reasons for the Tender Offer

Over the past two financial years, renewed focus on core competencies has
resulted in the disposal of non-core interests, realising approximately £10
million in cash. The group's existing cash balances, ongoing underlying cash
generation and substantial committed borrowing facilities are currently more
than adequate to sustain the group's continuing growth, both organically and
through bolt-on acquisitions, and the Board accordingly believes that surplus
cash should be returned to shareholders. Having considered a number of
possibilities, the Directors have decided to use approximately £10 million
(exclusive of costs) to support the Tender Offer. This is expected to enable the
Company to return funds to Shareholders whilst permitting Shareholders a degree
of choice as to whether or not to participate in the return of capital.

Extraordinary General Meeting

The Tender Offer is subject, inter alia, to shareholders' approval. An
Extraordinary General Meeting has been convened for 9.30 a.m. on Monday, 19
December 2005 at Boundary House, Cricketfield Road, Uxbridge, Middlesex UB8 1QG,
at which an extraordinary resolution to authorise the Company to effect the
Repurchase will be proposed.

A Form of Proxy in relation to voting at the Extraordinary General Meeting is
also being posted to Shareholders today.

Brian Kingham's Intentions

Brian Kingham's beneficial interests in Reliance total 16,367,609 Ordinary
Shares (representing 70.23 per cent. of the total issued share capital). An
irrevocable undertaking has been given by Brian Kingham to accept or procure the
acceptance of the Basic Entitlement in respect of all such Shares and to vote in
favour of the Resolution.

Expected Timetable of Events
                                                                          2005
Tender Offer opens                                                  1 December
Latest time and date for receipt of Tender Forms and  
Tender Offer Closing Date                             3.00 p.m. on 16 December
Record Date for Tender Offer                          5.00 p.m. on 16 December
Latest time and date for receipt of Forms of Proxy    
for the EGM                                           9.30 a.m. on 17 December
Extraordinary General Meeting                         9.30 a.m. on 19 December
Announcement of take-up level under the Tender     
Offer                                              by 9.00 a.m. on 20 December
CREST accounts credited with Tender Offer proceeds                 21 December
Despatch of cheques for Tender Offer proceeds in      
respect of certificated Shares                                     21 December
Despatch of balance share certificates in respect of  
any unsold Shares                                                  21 December

The above times are UK times. If any of the above times and/or dates change, the
revised time(s) and/or date(s) will be notified to Shareholders by announcement
through a Regulatory Information Service.

Copies of the Circular, Tender Form and Form of Proxy are available free of
charge upon request from the Company (please write to the Company Secretary,
Reliance Security Group plc, Boundary House, Cricketfield Road, Uxbridge,
Middlesex UB8 1QG).

Unless the context otherwise requires, the definitions used in the Circular also
apply in this announcement.

Enquiries

Reliance
Brian Kingham (Chairman)                           020 7730 9716
Neil French (Group Finance Director)               01895 205 002

JPMorgan Cazenove
Malcolm Moir                                       020 7588 2828
Bronson Albery                                     020 7588 2828

JPMorgan Cazenove Limited ('JPMorgan Cazenove'), which is regulated in the
United Kingdom by the Financial Services Authority, is acting exclusively for
Reliance and for no one else in connection with the Tender Offer and will not be
responsible to any person other than Reliance for providing the protections
afforded to its customers or for giving advice in relation to the Tender Offer
or the matters contemplated by this announcement.



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