This report provides details of the role of the Nomination Committee and the work it has undertaken during the year.

The main purpose of the Committee is to assist the Board by keeping the composition of the Board under review and conducting a rigorous and transparent process when making or renewing appointments of directors to the Board. It also advises the Board on issues of directors’ conflicts of interest and independence. The full terms of reference for the Committee can be found on the Company’s website www.aviva.com and are available from the Group Company Secretary.

The following directors served on the Committee during the year:

The Committee met on five occasions in 2006 and the members’ attendance record is set out in the Corporate governance report. The Group Company Secretary acts as the secretary to the Committee. Russell Walls was appointed a member of the Committee on 23 January 2007.

The Committee keeps under review the skill requirements of the Board and the knowledge, experience, length of service and performance of the directors. It also reviews their external interests with a view to identifying any actual, perceived or potential conflicts of interests, including the time available to commit to their duties to the Company. The Committee also monitors the independence of each non-executive director and makes recommendations concerning such to the Board. The results of these reviews are important when the Board considers succession planning and the re-election and reappointment of directors. Members of the Committee take no part in any discussions concerning their own circumstances.

During the year the Committee reviewed its executive succession plans against an indication from Richard Harvey, the Group Chief Executive, that he may wish to retire in mid–2007, three years prior to his normal retirement date. As part of the succession process the Board, with the advice and assistance of MWM Consulting agreed a process and prepared an “ideal candidate” profile for the group chief executive role. A shortlist of external candidates considered able to match the profile was prepared against which the Company’s internal candidates were benchmarked. Through this process the Committee was able to confirm that the internal candidates compared well against potential external candidates. The internal candidates were then interviewed and assessed externally and by a number of the Company’s independent non-executive directors. As a result of this process the Committee was able, upon Richard Harvey confirming in January 2007 his intention to retire, to make a recommendation to the Board that Andrew Moss, the Group Finance Director be appointed to succeed Richard Harvey as the Group Chief Executive. As a consequence of the above the Committee also considered the position of the Group Finance Director and made a recommendation to the Board that Philip Scott, Executive Director, Aviva International, be appointed to succeed Andrew Moss in that position.

The above recommendations were approved by the Board and announced to the Market on 10 January 2007 and will become effective on 11 July 2007.

As part of the 2006 Board performance evaluation the Board reviewed its composition and skills against what it considers the future issues and challenges facing the Company will be. The outcome of this review will be taken forward by the Committee during 2007.

The Committee has also reviewed the processes for identifying and developing those senior managers throughout the Group who are considered to have the potential to succeed members of the Group’s senior executive.

In line with the Combined Code requirement the Board undertook a review of the effectiveness of all its committees during the year, including the Nomination Committee.

This report was reviewed and approved by the Board on 28 February 2007.

Lord Sharman of Redlynch
Chairman, Nomination Committee