THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION.

If you are in any doubt as to any aspect of the proposals referred to in this document or as to the action you should take, you should seek your own advice from your stockbroker, solicitor, accountant or other independent adviser authorised under the Financial Services and Markets Act 2000 if you are resident in the United Kingdom or, if you are in a territory outside the United Kingdom, an appropriately authorised financial adviser.

If you have sold or otherwise transferred all your shares in ADMIRAL GROUP PLC (the Company), please forward this document, together with the accompanying documents, to the purchaser or transferee, or to the person who arranged the sale or transfer so they can pass these documents to the person who now holds the shares.

ADMIRAL GROUP PLC

(Registered in England and Wales No. 03849958)

NOTICE OF ANNUAL GENERAL MEETING

NOTICE OF THE 2023 ANNUAL GENERAL MEETING AND A LETTER FROM YOUR CHAIR, INCLUDING AN EXPLANATION OF THE BUSINESS TO BE CONDUCTED AT THAT MEETING, WHICH IS TO BE HELD ON THURSDAY, 27 APRIL 2023 AT 2PM AT THE COMPANY'S REGISTERED OFFICE OF TŶ ADMIRAL, DAVID STREET, CARDIFF, CF10 2EH, IS SET OUT ON PAGES 2 TO 25 OF THIS DOCUMENT.

Whether or not you propose to attend the Annual General Meeting, please complete and submit a proxy appointment in accordance with the notes to the Notice of Annual General Meeting set out on page 14 of this document. To be valid, proxy appointments must be received in accordance with the notes by no later than 2pm on Tuesday, 25 April 2023.

ADMIRAL GROUP PLC

(Incorporated in England and Wales with registered number 03849958)

Annette Court (Chair) Tŷ Admiral Milena Mondini-De-Focatiis David Street Geraint Jones Cardiff Justine Roberts CF10 2EH Andrew Crossley Michael Brierley Karen Green Jayaprakasa Rangaswami Evelyn Bourke Bill Roberts

Directors: Registered office:

24 March 2023

Dear Shareholder

Notice of Annual General Meeting of ADMIRAL GROUP PLC (the Company)

I am writing to inform you that the Annual General Meeting (the AGM) of the Company will be held at the Company's registered office of Tŷ Admiral, David Street, Cardiff, CF10 2EH on Thursday, 27 April 2023 at 2pm. The formal notice of the AGM and resolutions to be proposed are set out on pages 9 to 13 of this document. The Board recognises that the AGM provides an important opportunity for shareholders to express their views directly to the Board and I hope you will take the opportunity to do so.

This will be my last AGM as Chair. Having served on the Board for eleven years, I will be stepping down as Chair and from the Board at the conclusion of the AGM. It has been an absolute privilege to serve as Chair of such an amazing business. As announced on 31 January 2023, Mike Rogers has been appointed as a Non-Executive Director and Chair, subject to regulatory approval and Mike being approved at the AGM. Mike is an excellent choice for the future Chair and takes on this role at a very exciting time for the Company as it continues to deliver on its diversification strategy. I wish Mike and the wider Admiral team every success.

Mike has over 30 years of international financial services experience and was Group Chief Executive Officer of insurer LV= from 2006 until 2016 and oversaw its transformation into a significant player in the general insurance and life and pensions markets. Prior to that, Mike worked at Barclays Bank for 20 years and held a number of senior roles including Managing Director of UK Retail Banking and Managing Director of Small Business Banking.

Mike is currently Chair of Experian plc, the global information services company, and Aegon UK, a pensions, investments and insurance provider. He is also an Independent Non-Executive Director at NatWest Group plc, Chair of its Group Sustainable Banking Committee and member of its Group Performance and Remuneration Committee. Mike was previously a non-executive director of the Association of British Insurers. NatWest Group plc has announced that Mike will be stepping down as an Independent Non-Executive Director on Tuesday, 25 April 2023. Further, Aegon UK has confirmed that Mike will be stepping down as Chair and Non-Executive Director of its Board at the end of September 2023. Mike will continue as Chair of Experian alongside his role as Chair of the Company.

As at the date of printing of this notice, Mike's appointment remains subject to regulatory approval. In the event that Mike's appointment remains subject to regulatory approval at the date of the AGM, alternative arrangements will be made in the interim.

On 20 January 2023, the Company announced that Jean Park had retired from the Board, including her roles as Senior Independent Director (SID), member of the Group Risk, Nomination and Governance, and Remuneration Committees. I would like to take this opportunity to again thank Jean for her invaluable contribution to the Company and the committees that she served on. We wish her all the best in the future.

For those not attending the AGM in person, we once again intend to live stream the AGM using audio only facilities and to enable questions relating to the proposed AGM resolutions to be submitted during the meeting. Shareholders are invited to dial in to the AGM to listen to the proceedings and ask questions. In order to participate in the AGM, shareholders will need to register by no later than Friday, 21 April 2023 via a link that will be published on the Company's website (www.admiralgroup.co.uk/investor-relations/agm) closer to the date of the AGM. Shareholders will not be able to vote on the resolutions being proposed via these facilities and therefore it is important that shareholders do still cast their votes and submit a proxy appointment in accordance with the recommendations below and instructions set out on page 14 of this document. During the meeting, shareholders participating through the live stream may submit questions via the audio only facility. Questions received via the audio only facility will be moderated to avoid repetition and ensure the smooth running of the meeting before being sent to the Chair of the meeting and will be answered during the meeting. If multiple questions on the same topic are received the Chair of the meeting may choose to provide a single answer to address questions on the same topic. Instructions on how shareholders can access the audio only facility are set out on page 17 of this document.

This will be the second year that we have live streamed the AGM whilst also enabling questions to be submitted during the meeting through the audio facility. We are committed to putting in place arrangements that enable shareholders to follow proceedings at the AGM and ask questions, even if they are not able to attend in person on the day.

We recommend that shareholders monitor the Company's website and announcements for any updates to the arrangements for the AGM.

To further support engagement with our shareholders, shareholders may submit questions to the Board in advance of the AGM. Pre-submitted questions can be sent by email to Marisja Kocznur (Head of Investor Relations) ([email protected]) by no later than 2pm on Friday, 21 April 2023 and written responses will be provided.

Please note, if you are unable to attend the AGM on the day, you are encouraged to vote on each of the resolutions set out in the Notice in advance of the AGM by appointing a proxy. We encourage shareholders to consider appointing "the Chair of the meeting" as their proxy even if they intend to attend the AGM in person to ensure that their vote is counted if they are unable to attend and vote on the day of the AGM. Appointing a proxy will not prevent you from attending the AGM and voting on the day and will ensure that your vote is counted if you plan to attend, but are unable to do so. You can appoint a proxy by:

logging onto www.admiral-shareholder.co.uk and submitting your proxy appointment and votes online by following the instructions. If you have not previously done so, you will need to register. To do this, you will need your investor code detailed on your share certificate; or
via the LinkVote+ app. Link Group, the company's registrar, has launched a shareholder app: LinkVote+. It's free to download and use and gives shareholders the ability to access their shareholding record at any time and allows users to submit a proxy appointment quickly and easily online; or
submitting a proxy appointment electronically by using the CREST voting service (if you are a CREST member); or
if you are an institutional investor, you may be able to appoint a proxy electronically via the Proxymity platform.

If you would prefer a paper proxy form, you may request one from the Company's registrar, Link Group. Details of the registrar and further information on how to appoint a proxy to vote on your behalf are set out in the notes to the Notice.

Your proxy vote must be received by no later than 2pm on Tuesday, 25 April 2023 for it to be valid.

The notes on the following pages give an explanation of the proposed resolutions. Resolutions 1 to 17 are proposed as ordinary resolutions. This means that for each of those resolutions to be passed, more than half of the votes cast must be in favour of the resolution. Resolutions 18 to 21 are proposed as special resolutions. This means that for each of those resolutions to be passed, at least three-quarters of the votes cast must be in favour of the resolution.

ORDINARY BUSINESS

Annual Report and Accounts (Resolution 1)

The Directors present to shareholders at the AGM the Annual Report and Accounts for the year ended 31 December 2022 together with the Strategic Report and the Directors' and Auditors' Reports on the Annual Report and Accounts.

Directors' Remuneration Report (Resolution 2)

Shareholders are asked to approve the Directors' Remuneration Report (other than the Directors' Remuneration Policy) for the year ended 31 December 2022. The Directors' Remuneration Report is set out in full in the Annual Report of the Company at pages 196 to 209. The vote is advisory only, and the Directors' entitlement to remuneration is not conditional on the resolution being passed.

A resolution to approve the Directors' Remuneration Policy was last approved by shareholders at the AGM held on Friday, 30 April 2021, for a period of three years and is not required to be approved at this year's AGM. The Directors' Remuneration Policy will next be put to shareholders for approval at the next AGM in 2024. The current Directors' Remuneration Policy can be found in the Annual Report at pages 187 to 197.

Dividends (Resolution 3)

A final dividend of 52.0 pence per ordinary share is currently recommended by the Directors for payment to shareholders on the register of members at the close of business on 5 May 2023. If approved by shareholders and the Directors' recommendation has not been revoked or deferred in accordance with the Company's Articles of Association, the final dividend will become due and payable on 2 June 2023.

Appointment and Re-Appointment of Directors (Resolutions 4 to 13)

The Articles of Association approved by shareholders at the AGM held on Thursday, 28 April 2022 provide that all directors will retire and offer themselves for re-appointment at each AGM, in accordance with the UK Corporate Governance Code 2018 and the Company's current practice. Therefore, all continuing Directors will be submitting themselves for re-appointment by shareholders at the forthcoming AGM. The Board is satisfied that all are properly qualified for their re-appointment by virtue of their skills and experience and their contribution to the Board and its Committees.

As the Company announced on 31 January 2023, at this year's AGM, Mike Rogers will stand for appointment by the shareholders for the first time. Justine Roberts, as SID, led the Chair succession process on behalf of the Nomination and Governance Committee and made a recommendation for approval by the Board.

Heidrick & Struggles (H&S), an external search firm, was retained to support the search and Chair selection process and together with Admiral created a clear brief for the role requirement and profile which included experience of retail financial services (a background gained in general insurance was viewed as helpful but not essential); senior executive leadership experience, ideally in a listed company; and prior experience as a nonexecutive director, preferably as a Chair, SID or committee chair.

The Company, with support from H&S, conducted a formal, rigorous and transparent process to appoint the new Chair, further details of which are set out on pages 159 to 160 of the Annual Report.

The recommendation of Mike Rogers to be appointed as Chair of the Board was based on Mike's wide business, insurance and financial services knowledge and someone who would make a strong strategic impact on the future of the Company.

A summary of the skills, experience and contribution of each Director proposed for appointment and reappointment, which in the Board's view illustrates why each Director's contribution is, and continues to be, important to the Company's long term sustainable success, can be found on pages 19 to 25 of the notes to the Notice.

Having considered the performance of, and contribution made by, each of the Directors standing for reappointment, following an evaluation of their performance, the Board remains satisfied that each of the relevant Directors performs effectively and demonstrates full commitment to their individual role, including the appropriate commitment of time to Board and Committee meetings and their other duties. The Board considers each of the Non-Executive Directors proposed for re-appointment is independent in character and judgment and that there are no relationships or circumstances likely to affect (or appear to affect) his or her judgment. Accordingly, the Board unanimously recommends the re-appointment of these Directors.

Auditors (Resolutions 14 and 15)

The Company is required at each general meeting at which accounts are presented to appoint Auditors to hold office until the next such meeting. It is proposed that Deloitte LLP be and are hereby reappointed Auditors of the Company and will hold office from the conclusion of the meeting until the conclusion of the next general meeting at which accounts are laid before shareholders. Accordingly, Resolution 14 seeks shareholder approval for the reappointment of Deloitte LLP as Auditors to the Company.

Resolution 15 seeks shareholder approval for the Audit Committee (for and on behalf of the Directors) to be authorised to determine the remuneration of the Auditors, Deloitte LLP.

SPECIAL BUSINESS

Authority for political donations and expenditure (Resolution 16)

Resolution 16 concerns Part 14 of the Companies Act 2006 (CA 2006) which provides that political donations made by a company to political parties, other political organisations and independent election candidates or political expenditure incurred by a company must be authorised in advance by shareholders.

It is the Company's policy not to make donations to, or incur expenditure on behalf of, political parties, other political organisations or independent election candidates and the Board has no intention of changing this policy. However, as a result of the wide definitions in the CA 2006, normal expenditure (such as expenditure on organisations concerned with matters of public policy, law reform and representation of the business community) and business activities (such as communicating with the Government and political parties at local and national level) might be construed as political expenditure or as a donation to a political party or other political organisation and fall within the restrictions of the CA 2006.

Resolution 16 does not purport to authorise any particular donation or expenditure but is expressed in general terms as required by the CA 2006 and is intended to authorise normal donations and expenditure. If approved, Resolution 16 will allow the Company and its subsidiaries to make donations to political parties, other political organisations and independent election candidates and to incur political expenditure (as defined in the CA 2006) up to an aggregate limit of £100,000, during the period beginning on the date of passing this resolution and ending on the earlier of the conclusion of the next AGM or 30 June 2024, whilst avoiding, because of the uncertainty over the definitions used in the CA 2006, inadvertent or technical infringement of the CA 2006. The authority will not be used to make political donations within the normal meaning of that expression.

Authority of Directors to allot shares (Resolution 17)

Resolution 17 seeks shareholder approval to renew the Directors' authority to allot shares.

The Investment Association Share Capital Management Guidelines on Directors' authority to allot shares state that its members will permit, and treat as routine, resolutions seeking authority to allot shares representing up to two thirds of the Company's issued share capital. The Guidelines provide that any routine authority to allot shares representing in excess of one third of the Company's issued share capital should only be used to allot shares pursuant to a fully pre-emptive rights issue.

In accordance with these guidelines, the Board seeks the shareholders' authority to allot shares in the capital of the Company up to a maximum nominal amount of £202,157, representing the Investment Association's Guidelines limit of approximately two thirds of the Company's issued ordinary share capital as at Friday, 17 March 2023 (the latest practicable date prior to publication of this Notice). Of this amount, £101,079 (representing approximately one third of the Company's issued ordinary share capital) can only be allotted pursuant to a rights issue.

It is the Company's policy to seek renewal of these authorities annually and the authorities sought under paragraphs (i) and (ii) of this resolution will expire at the earlier of the conclusion of the Company's next AGM or 30 June 2024. The Directors intend to seek to renew such authority at successive AGMs of the Company.

The Directors have no current intention to exercise this authority. However, the Directors consider it appropriate to maintain the flexibility that this authority provides to respond to market developments and to enable allotments to take place to finance business opportunities as they arise.

As at Friday, 17 March 2023 (being the latest practicable date before publication of this Notice), the Company does not hold any ordinary shares in the capital of the Company in treasury.

Disapplication of pre-emption rights (Resolutions 18 and 19)

If the Directors wish to allot new shares and other equity securities or sell treasury shares for cash (other than in connection with an employee share scheme), company law requires that these shares are offered first to the shareholders, in proportion to their existing holdings.

The Directors have no present intention to exercise this authority, except in connection with the Company's employee share schemes. However, the Directors consider it desirable to have flexibility to respond to market developments and to enable allotments to take place to finance business opportunities without making a preemptive offer to existing shareholders. This cannot be done under the CA 2006 unless the shareholders have first waived their pre-emption rights. The purpose of Resolutions 18 and 19, which are each proposed as special resolutions, is to enable shareholders to waive their pre-emption rights.

Resolution 18 authorises directors to allot new shares, pursuant to the authority given by Resolution 17, or to sell treasury shares for cash:

(i) up to a nominal amount of £202,157 representing approximately two thirds of the Company's issued ordinary share capital, to existing shareholders on a pre-emptive basis. However, unless the shares are allotted pursuant to a rights issue (rather than an open offer), the Directors may only allot shares up to a nominal amount of £101,079 (representing approximately one third of the Company's issued ordinary share capital) (in each case, subject to any limits, restrictions or arrangements, such as for fractional entitlements and overseas shareholders, as the Directors consider necessary or appropriate); and/or

(ii) otherwise up to a nominal value of £15,162 equivalent to approximately 5 per cent. Of the total issued ordinary share capital of the Company as at Friday, 17 March 2023,

in each case without the shares first being offered to shareholders in proportion to their existing holdings.

Resolution 19 additionally authorises the Directors to allot new shares (or sell treasury shares) for cash, without the shares first being offered to existing shareholders in proportion to their existing holdings, in connection with the financing (or refinancing, if the authority is to be used within six months after the original transaction) of an acquisition or specified capital investment which is announced contemporaneously with the allotment or which has taken place in the preceding six month period and is disclosed in the announcement of the allotment. The authority under Resolution 19 is limited to a nominal value of £15,162 equivalent to approximately 5 per cent. Of the nominal value of the ordinary share capital of the Company in issue on Friday, 17 March 2023.

The Directors intend to adhere to the provisions in the Pre-Emption Group's March 2015 Statement of Principles, and not to allot shares for cash on a non pre-emptive basis pursuant to the authority in Resolution 18 either in excess of an amount equal to 5 per cent. Of the total issued ordinary share capital of the Company (excluding treasury shares) or in excess of an amount equal to 7.5 per cent. Of the total issued ordinary share capital of the Company (excluding treasury shares) within a rolling 3-year period, without prior consultation with shareholders. Adherence to the Pre-Emption Group's March 2015 Statement of Principles would not preclude issuances under the authority sought under Resolution 20. In addition, and in line with best practice, the Company has not issued more than 7.5 per cent. of its issued share capital on a non-pro-rata basis over the last 3 years. The Directors are aware of the Pre-Emption Group's revised Statement of Principles published in November 2022 which included an increased limit on the disapplication of pre-emption rights. The Directors have decided that they do not wish to increase the disapplication threshold at the current time, but will keep emerging market practice under review.

If given, the authority will expire at the earlier of the conclusion of the next AGM of the Company or 30 June 2024. The Directors intend to seek to renew such power at successive AGMs of the Company.

Authority for the Company to purchase its own shares (Resolution 20)

The Company's Articles of Association permit the purchase by the Company of its own shares subject to shareholders' prior approval being obtained. This resolution seeks shareholder approval to authorise the Company to buy back up to 15,161,799 ordinary shares. If given, the authority will expire on 30 June 2024, or, if earlier, at the conclusion of the next AGM of the Company. The Directors intend to seek to renew this power at subsequent AGMs of the Company.

The resolution specifies the maximum number of ordinary shares which may be purchased (representing 5 per cent. of the Company's issued ordinary share capital as at Friday, 17 March 2023) and the maximum and minimum prices at which they may be bought, exclusive of expenses, reflecting the requirements of the CA 2006 and the Listing Rules. Any buy back would only be made on the London Stock Exchange.

Given the increase in staff numbers, the continued determination to maintain staff participation in the Company's share plans and the necessity to remain within the dilution rules set out in those plans, if this resolution is passed by shareholders the Company may seek to exercise this authority for the purpose of purchasing shares in the market in order to supplement the shares available for distribution to staff under the Company's share plans. Prior to exercising this authority, the Company's Remuneration Committee will review fully the potential impact on the measures used to determine the company's incentive awards and would make proposals to the Board as appropriate in order that they can determine whether such purchase is in the best interests of all shareholders.

Under the CA 2006, the Company is allowed to hold its own shares in treasury following a buy back instead of cancelling them. This gives the Company the ability to re-issue treasury shares quickly and cost-effectively (including pursuant to the authority under Resolution 20) and provides the Company with additional flexibility in the management of its capital base. Such shares may be resold for cash but all rights attaching to them, including voting rights and any right to receive dividends, are suspended whilst they are held in treasury. If the Board

exercises the authority conferred by Resolution 20, the Company will have the option of either holding in treasury or of cancelling any of its own shares purchased pursuant to this authority and will decide at the time of purchase which option to pursue. The Directors will have regard to investor group guidelines which may be in force at the time of any such purchase, holding or re-sale of shares held in treasury.

As at Friday, 17 March 2023, being the latest practicable date before the publication of this Notice, the Company held no equity securities in treasury and does not have any warrants in issue in relation to its shares.

Notice Period for meetings (Resolution 21)

Under the CA 2006, all general meetings shall be held on 21 clear days' notice unless shareholders approve a shorter notice period, subject to a minimum of 14 clear days. AGMs must continue to be held on at least 21 clear days' notice. Resolution 21 seeks shareholder approval to all general meetings (other than an AGM) on 14 clear days' notice and it is equivalent to the authority granted by shareholders to the Directors at the 2022 AGM.

The approval will be effective until the Company's next AGM, when it is intended that a similar resolution will be proposed. In order to allow for the shorter notice period, the Company will continue to make electronic voting available to shareholders.

The shorter notice period would not be used as a matter of routine for general meetings, but only on an exceptional basis, where such flexibility is merited by the business of the meeting and is thought to be to the advantage of shareholders as a whole.

Action to be taken

We encourage you to complete and submit a proxy appointment in accordance with the notes to the Notice of AGM set out on page 14 whether or not you intend to be present at the AGM. Proxies should be submitted so as to be received by Link Group as soon as possible and in any event no later than 48 hours before the time appointed for holding the AGM.

Recommendation

Your Directors consider that all the resolutions to be put to the meeting are in the best interests of the Company and its shareholders as a whole and unanimously recommend shareholders to vote in favour of all the resolutions, as they intend to in respect of their own beneficial holdings.

Yours sincerely

Annette Court

Chair

ADMIRAL GROUP PLC

(Incorporated in England and Wales with registered number 03849958)

Notice of Annual General Meeting

Notice is hereby given that the Annual General Meeting (AGM) of Admiral Group plc (the Company) will be held at the Company's registered office of Tŷ Admiral, David Street, Cardiff, CF10 2EH on Thursday, 27 April 2023 at 2pm, for the transaction of the following business: Resolutions 1 to 17 will be proposed as ordinary resolutions and Resolutions 18 to 21 will be proposed as special resolutions.

As ordinary business:

Annual Report and Accounts

To receive the Financial Statements and the reports of the Directors and the Auditors for the year ended 31 December 2022.

Directors' Remuneration Report

To approve the Directors' Remuneration Report (excluding the Directors' Remuneration Policy) for the financial year ended 31 December 2022. The Directors' Remuneration Report is set out in full in the Annual Report of the Company at page 196. The current Directors' Remuneration Policy can be found in the Annual Report of the Company at page 187.

Dividend

To declare a final dividend on the ordinary shares of the Company for the year ended 31 December 2022 of 52.0 pence per ordinary share, payable to all ordinary shareholders on the Company's register of members at the close of business on 5 May 2023.

Appointment and re-appointment of Directors

1. To appoint Mike Rogers (Non-Executive Director) as a Director of the Company.
1. To re-appoint Evelyn Bourke (Non-Executive Director) as a Director of the Company.
1. To re-appoint Bill Roberts (Non-Executive Director) as a Director of the Company.
1. To re-appoint Milena Mondini-de-Focatiis (Executive Director) as a Director of the Company
1. To re-appoint Geraint Jones (Executive Director) as a Director of the Company.
1. To re-appoint Justine Roberts (Non-Executive Director) as a Director of the Company.
1. To re-appoint Andrew Crossley (Non-Executive Director) as a Director of the Company.
1. To re-appoint Michael Brierley (Non-Executive Director) as a Director of the Company.
1. To re-appoint Karen Green (Non-Executive Director) as a Director of the Company.
1. To re-appoint Jayaprakasa Rangaswami (Non-Executive Director) as a Director of the Company.

Re-appointment of Auditors

To re-appoint Deloitte LLP as the Auditors of the Company from the conclusion of this meeting until the conclusion of the next general meeting at which accounts are laid.

Remuneration of Auditors

To authorise the Audit Committee (on behalf of the Board) to determine the remuneration of the Auditors.

As special business:

Political Donations

1. To authorise the Company and all companies that are its subsidiaries at any time during the period for which this resolution has effect for the purposes of section 366 of the Companies Act 2006 (CA 2006) to:
2. (i) make political donations to political parties or independent election candidates (as such terms are defined in sections 363 and 364 of the CA 2006), not exceeding £100,000 in aggregate;
3. (ii) make political donations to political organisations other than political parties (as such terms are defined in sections 363 and 364 of the CA 2006), not exceeding £100,000 in aggregate; and
4. (iii) to incur political expenditure (as such term is defined in section 365 of the CA 2006), not exceeding £100,000 in aggregate,

during the period beginning with the date of the passing of this resolution and ending on the earlier of, the conclusion of the next AGM of the Company or 30 June 2024, unless previously renewed, varied or revoked by the Company in general meeting, provided that the maximum amounts referred to in (i), (ii) and (iii) may comprise sums in different currencies which shall be converted at such rate as the Board may in its absolute discretion determine to be appropriate.

Authority to Allot Shares

1. That, in substitution for all existing authorities, the Directors be generally and unconditionally authorised in accordance with section 551 of the CA 2006 to exercise all the powers of the Company to allot shares in the Company or grant rights to subscribe for or to convert any security into shares in the Company:
2. (i) up to an aggregate nominal amount of £202,157; and
3. (ii) comprising equity securities (as defined in section 560(1) of the CA 2006) up to a further aggregate nominal amount of £101,079 in connection with an offer by way of a rights issue,

provided that the authorities conferred by sub paragraphs (i) and (ii) above shall expire (unless previously renewed, varied or revoked by the Company in general meeting) at the earlier of the conclusion of the next AGM of the Company after the date of the passing of this resolution or 30 June 2024, but, in each case, so that the Company may make offers and enter into agreements before the authority expires which would, or might, require shares to be allotted or rights to subscribe for or to convert any security into shares to be granted after the authority expires and the Directors may allot shares or grant such rights under any such offer or agreement as if the authority had not expired. References in this Resolution 17 to the nominal amount of rights to subscribe for or to convert any security into shares (including where such rights are referred to as equity securities as defined in section 560(1) of the CA 2006) are to the nominal amount of shares that may be allotted pursuant to the rights.

For the purposes of this Resolution 17 "rights issue" means an offer to:

(a) ordinary shareholders in proportion (as nearly as may be practicable) to their existing holdings; and
(b) holders of other equity securities, as required by the rights of those securities or, subject to such rights, as the Directors otherwise consider necessary,

to subscribe for further securities by means of the issue of a renounceable letter (or other negotiable document) which may be traded for a period before payment for the securities is due, including an offer to which the Directors may impose any limits or restrictions or make any other arrangements which they consider necessary or appropriate to deal with treasury shares, fractional entitlements, record dates, legal, regulatory or practical problems in, or under the laws of, any territory or any other matter.

Disapplication of pre-emption rights

1. That, in substitution for all existing authorities and subject to the passing of Resolution 17, the Directors be generally empowered pursuant to section 570 of the CA 2006 to allot equity securities (as defined in section 560(1) of the CA 2006) for cash pursuant to the authority granted by Resolution 17 and/or pursuant to section 573 of the CA 2006 to sell ordinary shares held by the Company as treasury shares for cash, in each case free of the restriction in section 561 of the CA 2006, such authority to be limited:
2. (i) to the allotment of equity securities and/or sale of treasury shares for cash in connection with an offer of equity securities (but in the case of an allotment pursuant to the authority granted by paragraph (ii) of Resolution 17, by way of a rights issue only):
  - (a) to ordinary shareholders in proportion (as nearly as may be practicable) to their existing holdings; and
  - (b) to holders of other equity securities, as required by the rights of those securities or, subject to such rights, as the Directors otherwise consider necessary,

and so that the Directors may impose any limits or restrictions or make any other arrangements which they consider necessary or appropriate to deal with treasury shares, fractional entitlements, record dates, legal, regulatory or practical problems in, or under the laws of, any territory or any other matter; and

(ii) to the allotment of equity securities pursuant to the authority granted by paragraph (i) of Resolution 17 and/or sale of treasury shares for cash (in each case otherwise than in the circumstances set out in paragraph (i) of this Resolution 18) up to a nominal amount of £15,162 (calculated, in the case of equity securities which are rights to subscribe for, or to convert securities into, ordinary shares by reference to the aggregate nominal amount of relevant shares which may be allotted pursuant to such rights),

such authority to apply until the earlier of the conclusion of the next AGM of the Company or 30 June 2024, unless previously renewed, varied or revoked by the Company in general meeting but, in each case, so that the Company may make offers and enter into agreements before the authority expires which would, or might, require equity securities to be allotted (and/or treasury shares to be sold) after the authority expires and the Directors may allot equity securities (and/or sell treasury shares) under any such offer or agreement as if the authority had not expired.

For the purpose of this Resolution 18, "rights issue" has the same meaning as in Resolution 17 above.

That, in addition to any authority granted under Resolution 18, and subject to the passing of Resolution 17, the Directors be generally empowered pursuant to section 570 of the CA 2006 to allot equity securities (as defined in section 560(1) of the CA 2006) for cash pursuant to the authority granted by Resolution 17 and/or pursuant to section 573 of the CA 2006 to sell ordinary shares held by the Company as treasury shares for cash, in each case free of the restriction in section 561 of the CA 2006, such authority to be:
(i) limited to the allotment of equity securities and/or sale of treasury shares for cash up to an aggregate nominal amount of £15,162 (calculated, in the case of equity securities which are rights to subscribe for, or to convert securities into, ordinary shares by reference to the aggregate nominal amount of relevant shares which may be allotted pursuant to such rights); and
(ii) used only for the purposes of financing (or refinancing, if the authority is to be used within six months after the original transaction) a transaction which the Directors of the Company determine to be an acquisition or other capital investment of a kind contemplated by the Statement of Principles on Disapplying Pre-Emption Rights most recently published by the Pre-Emption Group prior to the date of this Notice,

such authority to apply until the earlier of the conclusion of the next AGM of the Company or 30 June 2024 unless previously renewed, varied or revoked by the Company in general meeting but, in each case, so that the Company may make offers and enter into agreements before the authority expires which would, or might, require equity securities to be allotted (and/or treasury shares to be sold) after the authority expires and the Directors of the Company may allot equity securities (and/or sell treasury shares) under any such offer or agreement as if the authority conferred hereby had not expired.

Market purchases

1. That the Company be generally and unconditionally authorised, pursuant to and in accordance with Section 701 of the CA 2006, to make one or more market purchases (within the meaning of section 693(4) of the CA 2006) on the London Stock Exchange of ordinary shares of 0.1p in the capital of the Company (ordinary shares) provided that:
2. (i) the maximum aggregate number of ordinary shares authorised to be purchased is 15,161,799 (representing 5 per cent. Of the issued ordinary share capital);
3. (ii) the minimum price (excluding expenses) which may be paid for an ordinary share is the nominal value of such share;
4. (iii) the maximum price (excluding expenses) which may be paid for an ordinary share shall be the higher of (1) an amount equal to 105 per cent. Of the average of the middle market quotations for an ordinary share as derived from The London Stock Exchange Daily Official List for the 5 business days immediately preceding the day on which that ordinary share is purchased and (2) the higher of the price of the last independent trade and the highest current independent bid for an ordinary share on the trading venue where the purchase is carried out;
5. (iv) this authority expires at the earlier of the conclusion of the next AGM of the Company or 30 June 2024; and
6. (v) the Company may make a contract to purchase ordinary shares under this authority before the expiry of the authority which will or may be executed wholly or partly after the expiry of the authority and may make a purchase of ordinary shares in pursuance of any such contract.

Notice of general meetings

That a general meeting other than an annual general meeting may be called on not less than 14 clear days' notice.

BY ORDER OF THE BOARD REGISTERED OFFICE

Dan Caunt Tŷ Admiral, David Street

Company Secretary Cardiff, CF10 2EH

24 March 2023 Registered No. 03849958

Notes to the Notice of Annual General Meeting.

The following notes explain your general rights as a shareholder and your rights to attend and vote at the AGM or to appoint someone else to vote on your behalf. Shareholders are strongly encouraged to vote on the resolutions in advance of the AGM by appointing a proxy, and to consider appointing "the Chair of the meeting" as their proxy even if they intend to attend the AGM in person.

11 Members who are entitled to attend and vote at the AGM are entitled to appoint a proxy to exercise all or any of their rights to attend and to speak and vote on their behalf at the meeting. A shareholder may appoint more than one proxy in relation to the AGM provided that each proxy is appointed to exercise the rights attached to a different share or shares held by that shareholder. A proxy need not be a shareholder of the Company.

You can appoint a proxy by:

logging onto www.admiral-shareholder.co.uk and submitting your proxy appointment and votes online by following the instructions. If you have not previously done so, you will need to register. To do this you will need your investor code detailed on your share certificate; or
via the LinkVote+ app. Link Group, the company's registrar, has launched a shareholder app: LinkVote+. It's free to download and use and gives shareholders the ability to access their shareholding record at any time and allows users to submit a proxy appointment quickly and easily online (additional guidance provided in the notes below); or
if you are a CREST member, submitting a proxy appointment electronically by using the CREST voting service (in accordance with the notes below); or
if you are an institutional investor you may be able to appoint a proxy electronically via the Proxymity platform,

and in each case instructions must be received by no later than 2pm on Tuesday, 25 April 2023, being not less than 48 hours before the time of the meeting.

The proxy appointment and any power of attorney or other authority under which the proxy appointment is made must be received by Link Group not less than 48 hours before the time for holding the meeting or adjourned meeting or (in the case of a poll taken otherwise than at or on the same day as the meeting or adjourned meeting) for the taking of the poll at which it is to be used. Please note that any electronic communication sent to the Company or to Link Group that is found to contain a computer virus will not be accepted and that a proxy form lodged electronically will be invalid unless it is lodged at the electronic address specified above. The use of the internet service in connection with the AGM is governed by Link Group's conditions of use set out on the website www.admiral-shareholder.co.uk and may be read by logging on to that site. If you want to appoint more than one proxy (electronically or otherwise), please contact Link Group on 0371 664 0300 (Shareholders). If you are outside the United Kingdom, please call +44 (0) 371 664 0300. Calls are charged at the standard geographic rate and will vary by provider. Calls outside the United Kingdom will be charged at the applicable international rate. Lines are open between 09:00 – 17:30, Monday to Friday excluding public holidays in England and Wales.

Link Group, the company's registrar, has launched a shareholder app: LinkVote+. It's free to download and use and gives shareholders the ability to access their shareholding record at any time and allows users to submit a proxy appointment quickly and easily online. The app is available to download on both the Apple App Store and Google Play, or by scanning the relevant QR code below.

CREST members who wish to appoint a proxy or proxies through the CREST electronic proxy appointment service may do so for the AGM and any adjournment thereof by using the procedures described in the CREST Manual on the Euroclear website (www.euroclear.com/CREST). CREST personal members or other CREST sponsored members, and those CREST members who have appointed a voting service provider(s) should refer to their CREST sponsor or voting service provider(s), who will be able to take the appropriate action on their behalf.

In order for a proxy appointment, or instruction, made by means of CREST to be valid, the appropriate CREST message (a CREST Proxy Instruction) must be properly authenticated in accordance with Euroclear UK & International Limited's specifications and must contain the information required for such instructions, as described in the CREST Manual on the Euroclear website (www.euroclear.com). The message, regardless of whether it relates to the appointment of a proxy or to an amendment to the instruction given to a previously appointed proxy must, in order to be valid, be transmitted so as to be received by the issuer's agent (ID RA10) by the latest time(s) for receipt of proxy appointments specified in the Notice of Meeting. For this purpose, the time of receipt will be taken to be the time (as determined by the time stamp applied to the message by the CREST Applications Host) from which the issuer's agent is able to retrieve the message by enquiry to CREST in the manner prescribed by CREST. After this time any change of instructions to proxies appointed through CREST should be communicated to the appointee through other means. The Company may treat as invalid a CREST Proxy Instruction in the circumstances set out in Regulation 35(5) of the Uncertificated Securities Regulations 2001.

CREST members and, where applicable, their CREST sponsors or voting service providers should note that Euroclear UK & International Limited does not make available special procedures in CREST for any particular messages. Normal system timings and limitations will therefore apply in relation to the input of CREST Proxy instructions. It is therefore the responsibility of the CREST member concerned (or, if the CREST member is a CREST personal member or sponsored member or has appointed a voting service provider(s), to procure that their CREST sponsor or voting service provider(s) to take such action as shall be necessary to ensure that a message is transmitted by means of the CREST system by any particular time. In this connection, CREST members and, where applicable, their CREST sponsors or voting service providers are referred, in particular, to those sections of the CREST Manual concerning practical limitations of the CREST system and timings.

The right of shareholders to appoint a proxy does not apply to persons whose shares are held on their behalf by another person and who have been nominated to receive communications from the Company in accordance with section 146 of the CA 2006 (Nominated Persons). Nominated Persons may have a right under an agreement with the registered shareholder who holds the shares on their behalf to be appointed (or to have someone else appointed) as a proxy. Alternatively, if Nominated Persons do not have such a right, or do not wish to exercise it, they may have a right under such an agreement to give instructions to the person holding the shares as to the exercise of voting rights.

Nominated Persons should also remember that their main point of contact in terms of their investment in the Company remains the member who nominated the Nominated Person to enjoy information rights (or, perhaps the custodian or broker who administers the investment on their behalf). Nominated Persons should continue to contact that member, custodian or broker (and not the Company) regarding any changes or queries relating to the Nominated Person's personal details and interest in the Company (including any administrative matter). The only exception to this is where the Company expressly requests a response from a Nominated Person.

2 Members will not receive a Form of Proxy in the post. Members may request a hard copy proxy form directly from the registrars, Link Group, Central Square, 29 Wellington Street, Leeds, LS1 4DL, who can be contacted on 0371 664 0300 (Shareholders). If you are outside the United Kingdom, please call +44 (0) 371 664 03001. Calls are charged at the standard geographic rate and will vary by provider. Calls outside the United Kingdom will be charged at the applicable international rate. Lines are open between 09:00 – 17:30, Monday to Friday excluding public holidays in England and Wales.
3 If you are an institutional investor, you may be able to appoint a proxy electronically via the Proxymity platform, a process which has been agreed by the Company and approved by the Registrar. For further information regarding Proxymity, please go to www.proxymity.io. Your proxy must be lodged by 2pm on Tuesday, 25 April 2023 in order to be considered valid or, if the meeting is adjourned, by the time which is 48 hours before the time of the adjourned meeting. Before you can appoint a proxy via this process you will need to have agreed to Proxymity's associated terms and conditions. It is important that you read these carefully as you will be bound by them and they will govern the electronic appointment of your proxy. An electronic proxy appointment via the Proxymity platform may be revoked completely by sending an authenticated message via the platform instructing the removal of your proxy vote.
4 The return of a completed proxy form, other such instrument or any CREST Proxy Instruction (as described in paragraph 1 above) will not prevent a shareholder from attending the meeting and voting in person if they wish to do so.
5 Unless otherwise indicated on the Form of Proxy, CREST, Proxymity or any other electronic voting instruction, the proxy will vote as they think fit or, at their discretion or withhold from voting.
6 Any corporation which is a member can appoint one or more corporate representatives who may exercise on its behalf all of its powers as a member provided that they do not do so in relation to the same shares.
7 Pursuant to Regulation 41(1) of the Uncertificated Securities Regulations 2001 and for the purposes of section 360B of the CA 2006, in order to be able to attend and vote at the AGM or any adjourned meeting, (and also for the purposes of calculating how many votes a person may cast), a person must have their name entered on the register of members of the Company by 6pm on Tuesday, 25 April 2023 (or 6pm on the date two days before any adjourned meeting). Changes to entries on the register of members after this time shall be disregarded in determining the rights of any person to attend or vote at the meeting.
8 As at Friday 17, March 2023, being the last business day prior to the printing of this Notice, the Company's issued capital consisted of 303,235,974 Ordinary Shares carrying one vote each. Therefore, the total voting rights in the Company as at Friday 17 March 2023 are 303,235,974.
9 Under section 527 of the CA 2006, members meeting the threshold requirements set out in that section have the right to require the Company to publish on a website a statement setting out any matter relating to:
- (11) the audit of the Company's accounts (including the Auditor's report and the conduct of the audit) that are to be laid before the meeting; or

(ii) any circumstance connected with an Auditor of the Company ceasing to hold office since the previous meeting at which annual accounts and reports were laid in accordance with section 437 of the CA 2006.

The Company may not require the members requesting any such website publication to pay its expenses in complying with sections 527 or 528 of the CA 2006. Where the Company is required to place a statement on a website under section 527 of the CA 2006, it must forward the statement to the Company's Auditor not later than the time when it makes the statement available on the website. The business which may be dealt with at the meeting includes any statement that the Company has been required under section 527 of the CA 2006 to publish on a website.

10 Any member attending the meeting has the right to ask questions. The Company must cause to be answered any question relating to the business being dealt with at the meeting put by a member attending the meeting. However, members should note that no answer need be given in the following circumstances:
- (11) if to do so would interfere unduly with the preparation of the meeting or would involve a disclosure of confidential information;
- (ii) if the answer has already been given on a website in the form of an answer to a question; or
- (iii) if it is undesirable in the interests in the Company or the good order of the meeting that the question be answered.
11 For those not attending the AGM in person, we once again intend to live stream the AGM using audioonly facilities and to enable questions relating to the proposed AGM resolutions to be submitted during the meeting. Shareholders are invited to dial in to the AGM to listen to the proceedings and ask questions. In order to participate in the AGM, shareholders will need to register by no later than Friday, 21 April 2023 via a link that will be published on the Company's website (www.admiralgroup.co.uk/investor relations/agm) closer to the date of the AGM. Shareholders will not be able to vote on the resolutions being proposed via these facilities and therefore it is important that shareholders do still cast their votes and submit a proxy appointment in accordance with the recommendations below and instructions set out on page 14 of this document. During the meeting, shareholders participating through the live stream may submit questions via the audio only facility. Questions received via the audio only facility will be moderated to avoid repetition and ensure the smooth running of the meeting before being sent to the Chair of the meeting and will be answered during the meeting. If multiple questions on the same topic are received, the Chair of the meeting may choose to provide a single answer to address questions on the same topic.
12 To further support engagement with our shareholders, shareholders may also submit questions to the Board in advance of the AGM. Pre-submitted questions can be sent by email to Marisja Kocznur (Head of Investor Relations) ([email protected]) by no later than 2pm on Friday, 21 April 2023 and written responses will be provided.
13 Voting at the meeting on all resolutions will be conducted by way of a poll rather than a show of hands. The Company considers this to be a more transparent method of voting as member votes will be counted according to the number of shares held. As soon as practicable following the meeting, the results of the voting at the meeting and the number of proxy votes cast for and against and the number of votes actively withheld in respect of each of the resolutions proposed at the meeting will be announced via a Regulatory Information Service and also placed on the Company's website www.admiralgroup.co.uk.
14 In accordance with section 311A of the CA 2006, this Notice, together with information about the total numbers of shares in the Company in respect of which members are entitled to exercise voting rights at the meeting as at Friday, 17 March 2023 (being the last business day prior to the printing of this Notice) and, if applicable, any members' statements, members' resolutions or members' matters of business

received by the Company after the date of this Notice, will be available on the Company's website www.admiralgroup.co.uk.

15 Any electronic address provided either in this Notice or in any related documents (including the Form of Proxy) may not be used to communicate with the Company for any purposes other than those expressly stated.
16 Biographical details of the Directors are shown at the end of this Notice and in the Annual Report and Accounts at pages 130 to 135 for all existing Directors and at pages 159 to 160 for Mike Rogers.
17 The following documents will be available on the Company's website www.admiralgroup.co.uk/investor-relations and for inspection at the registered office of the Company during normal business hours, Monday to Friday (public holidays excepted), until the time of the meeting and at the meeting venue for at least 15 minutes prior to the start of the meeting until the end of the meeting:
- Copies of the letters of appointment of the Non-Executive Directors; and
- Copies of the service contracts of the Executive Directors.
18 We do not permit behaviour that may interfere with anyone's security, comfort or safety or the good order of the meeting and any such behaviour will be dealt with appropriately by the Chair of the AGM. Anyone who does not comply may be removed from the meeting.

Director Biographies

Mike Rogers

Incoming Chair

Current Appointments

Chair of Experian plc Non-Executive Director, Chair of Sustainable Banking Committee and member of Group Performance and Remuneration Committee at NatWest Group plc Chair of Aegon UK

Background and experience

Mike was announced as Admiral's incoming on 31 January 2023, subject to regulatory approval and his appointment being approved at the 2023 AGM. Mike Rogers has over 30 years of international financial services experience and was Group Chief Executive Officer of insurer LV= from 2006 until 2016 and oversaw its transformation into a significant player in the general insurance and life and pensions markets. Prior to that, Mike worked at Barclays Bank for 20 years and held a number of senior roles including Managing Director of UK Retail Banking and Managing Director of Small Business Banking.

Reason for appointment

Admiral, with support from and an external search firm conducted a formal, rigorous and transparent process to appoint Mike. Admiral created a clear brief for the role requirement and profile which included experience of retail financial services (a background gained in general insurance was viewed as helpful but not essential); senior executive leadership experience, ideally in a listed company; and prior experience as a non-executive director, preferably as a Chair, SID or committee chair.

Milena Mondini-de-Focatiis

Chief Executive Officer (CEO) Admiral Insurance Company Limited member (an Admiral Group subsidiary)

Current Appointments

Mentor for A-Road, Growth Capital

Background and experience

Milena joined Admiral in 2007 and was appointed CEO in January 2021. She has been a member of the leadership team throughout her time at Admiral, has extensive experience of the Group's operations and has attended and actively contributed at Board meetings as an observer since 2011. Her previous roles included being Head of UK and European Insurance and CEO of ConTe.it, Admiral's Italian insurance business which she founded in 2008.

Before joining Admiral, Milena worked as a consultant for Bain & Co and Accenture. She holds an MBA from INSEAD and a degree in Telecommunication Engineering from Universitá degli Studi di Napoli Federico II.

Appointed

Appointed to the Board in August 2020 and became CEO on 1 January 2021.

Contributions and reasons for appointment

Milena leads a very strong and experienced management team and is an effective CEO who continues to build an even stronger Admiral for the future.

Geraint Jones

Appointed on 29 April 2020

Contributions and reasons for appointment

JP brings a wide range of IT skills and digital experience which helps to complement and enhance the existing skills around the Board table. He has operated in financial services for over 10 years and understands the challenges of working in a regulated environment. He is also able to effectively contribute to the Board debate and demonstrates full commitment to the role. JP is also a member of the Group Risk Committee, a role for which he has the relevant experience and capability.

Evelyn Bourke

Non-Executive Director Renumeration Committee Chair

Current Appointments

Non-Executive Director, Chair of the Audit Committee and member of the Nomination Committee at Marks and Spencer Group Plc

Non-Executive Director, Chair of the Audit Committee, member of the Risk Committee and Sustainability Committee Bank of Ireland Group Plc

Non-Executive Director, Senior Independent Director, member of Audit Committee and Risk and Compliance Committee at AJ Bell Plc

Charity Board Trustee of Ireland Fund for Great Britain

Background and experience

Evelyn was Bupa Group's CFO between 2012 and 2016, before becoming Bupa's Group Chief Executive Officer from 2016 to 2020. Evelyn has held several senior leadership roles during her career including Chief Commercial Officer at Friends Life UK (2011 - 2012), CFO at Friends Provident (2009 – 2010), CFO at Standard Life Assurance (2006 -2008), and CEO at Chase de Vere (2004).

Appointed

Appointed on 30 April 2021

Contributions and reasons for appointment

Evelyn brings valuable general management, finance and strategy experience from life and health insurance, internationally. She complements and enhances the range of skills currently on the Board. Evelyn has held several leadership positions in financial services organisations and has the appropriate skills, knowledge and experience to perform her roles a Non-Executive Director and Chair of the Remuneration Committee.

Bill Roberts

Non-Executive Director Nomination and Governance Committee member

Current Appointments

Advisor at Hi Marley Non-Executive Director Elephant Insurance Company, incorporated in Virginia, USA.

Background and experience

Bill Roberts has a wealth of insurance, underwriting and marketing experience gained during his time at US insurer, GEICO, which he joined in 1984. Whilst at GEICO, Bill held several Executive appointments, including COO and President and CEO for all GEICO Insurance Companies, a position he held from 2018 until he was promoted to Vice Chair, GEICO Insurance Companies in 2020. Bill held this role until he retired from GEICO in December 2020.

Appointed

Appointed on 11 June 2021

Contributions and reasons for appointment

Bill brings valuable insurance experience and insight on the US insurance market having held several senior Executive positions with US insurer, GEICO. Bill contributes and challenges effectively on the matters that come before the Board. His extensive US insurance experience and insight is of specific value to the Group's US businesses as they seek to continue to develop and grow. Bill does not currently have any other Executive or Non-Executive Director commitments that would impact the time commitment requirements for his Admiral Non-Executive Director role and member of the Nomination and Governance Committee and has capacity to fulfil the duties and responsibilities for these roles.

AI Terminal

Admiral Group PLC

5227_agm-r_2023-03-24_543b7aa6-fd6b-48b5-9e76-abf38de8ed78.pdf

THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION.

ADMIRAL GROUP PLC

(Registered in England and Wales No. 03849958)

NOTICE OF ANNUAL GENERAL MEETING

ADMIRAL GROUP PLC

Notice of Annual General Meeting of ADMIRAL GROUP PLC (the Company)

ORDINARY BUSINESS

Annual Report and Accounts (Resolution 1)

Directors' Remuneration Report (Resolution 2)

Dividends (Resolution 3)

Appointment and Re-Appointment of Directors (Resolutions 4 to 13)

Auditors (Resolutions 14 and 15)

SPECIAL BUSINESS

Authority for political donations and expenditure (Resolution 16)

Authority of Directors to allot shares (Resolution 17)

Disapplication of pre-emption rights (Resolutions 18 and 19)

Authority for the Company to purchase its own shares (Resolution 20)

Notice Period for meetings (Resolution 21)

Action to be taken

Recommendation

Annette Court

ADMIRAL GROUP PLC

(Incorporated in England and Wales with registered number 03849958)

Notice of Annual General Meeting

As ordinary business:

Annual Report and Accounts

Directors' Remuneration Report

Dividend

Appointment and re-appointment of Directors

Re-appointment of Auditors

Remuneration of Auditors

As special business:

Political Donations

Authority to Allot Shares

Disapplication of pre-emption rights

Market purchases

Notice of general meetings

BY ORDER OF THE BOARD REGISTERED OFFICE

Notes to the Notice of Annual General Meeting.

Director Biographies

Current Appointments

Background and experience

Reason for appointment

Milena Mondini-de-Focatiis

Current Appointments

Background and experience

Appointed

Contributions and reasons for appointment

Geraint Jones

Current Appointments

Background and experience

Appointed

Contributions and reasons for appointment

Mike Brierley

Current Appointments

Background and experience

Appointed

Contributions and reasons for appointment

Karen Green

Current Appointments

Background and experience

Appointed

Contributions and reasons for appointment

Justine Roberts, CBE

Current Appointments

Background and experience

Appointed

Contributions and reasons for appointment

Andrew Crossley

Current Appointments

Background and experience

Appointed

Contributions and reasons for appointment

Jayaprakasa Rangaswami

Current Appointments

Background and experience

Appointed