Easyjet PLC — AGM Information 2011

Jan 18, 2011

Notice of Annual General Meeting 2011

THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. IF YOU ARE IN ANY DOUBT ABOUT THE ACTION TO BE TAKEN, YOU SHOULD IMMEDIATELY CONSULT YOUR STOCKBROKER, SOLICITOR, ACCOUNTANT OR OTHER INDEPENDENT ADVISER AUTHORISED UNDER THE FINANCIAL SERVICES AND MARKETS ACT 2000.

If you have sold or transferred all of your ordinary shares in easyJet plc (the "Company"), you should pass this document, together with the accompanying documents, as soon as possible to the purchaser or transferee or to the person through whom the sale or transfer was made for transmission to the purchaser or transferee.

Notice of the Annual General Meeting of easyJet plc which has been convened for Thursday, 17 February 2011 at 10.00am at Hangar 89, London Luton Airport, Luton, Bedfordshire LU2 9PF is set out in Part II of this document.

A Form of Proxy for use at the Annual General Meeting is enclosed. To be valid, Forms of Proxy must be completed and returned in accordance with the instructions printed thereon so as to be received by the Company's registrars, Equiniti, Aspect House, Spencer Road, Lancing, West Sussex BN99 6RL as soon as possible and in any event not later than 15 February 2011 at 10.00am being 48 hours before the time appointed for holding the Annual General Meeting.

(Incorporated and registered in England and Wales under the Companies Act 1985 with registered number 3959649)

PART I

Sir Michael Rake (Chairman) Hangar 89 Sir David Michels London Luton Airport Carolyn McCall obe Luton Christopher Kennedy Bedfordshire David Bennett LU2 9PF Sven Boinet John Browett Prof Rigas Doganis Keith Hamill

Directors Registered office

18 January 2011

Dear Shareholder

I am writing to inform you that the Annual General Meeting (the "Meeting") of the Company will be held at 10.00am on Thursday, 17 February 2011 at Hangar 89, London Luton Airport, Luton, Bedfordshire LU2 9PF. The formal notice of the Meeting and resolutions to be proposed are set out in Part II of this document.

If you would like to vote on the resolutions but cannot come to the Meeting, you can appoint another person as your proxy to exercise all or any of your rights to attend, vote and speak at the Meeting by using one of the methods set out in the notes to the notice of the Meeting.

The purpose of this letter is to explain certain elements of the business to be considered at the meeting. Resolutions 1 to 14 inclusive are proposed as ordinary resolutions while Resolutions 15 to 17 inclusive are proposed as special resolutions.

Annual report and accounts for the year ended 30 September 2010 (Resolution 1)

Shareholders will be asked to receive the annual report and accounts for the year ended 30 September 2010. A copy of the annual report and accounts is enclosed.

Directors' remuneration report (Resolution 2)

It is mandatory for every listed company to put its directors' remuneration report to an advisory shareholder vote. The report on Directors' remuneration is contained in the annual report and accounts. As the vote is advisory it does not affect the actual remuneration paid to any individual Director.

Election of Directors (Resolutions 3 and 4)

Carolyn McCall obe and Christopher Kennedy, who were appointed as Directors since the last Annual General Meeting, are retiring in accordance with the Company's Articles of Association and offer themselves for election.

Biographical details of each of the Directors seeking election appear on page 35 of the annual report and accounts. The Board has confirmed, following a performance review, that each Director named above standing for election continues to perform effectively and to demonstrate commitment to his or her role.

Re-election of Directors (Resolutions 5, 6, 7, 8, 9, 10, and 11)

Under the new UK Corporate Governance Code, Section B.7.1 states that all directors of FTSE 350 companies should be subject to annual election by shareholders. Accordingly, all of the remaining Directors will offer themselves for re-election.

Biographical details of each of the Directors seeking re-election appear on page 35 of the annual report and accounts. The Board has confirmed, following a performance review, that each of the Directors standing for re-election continues to perform effectively and to demonstrate commitment to his role and that each of the Non-Executive Directors is independent in character and judgement.

Auditors (Resolution 12)

The Company is required at each general meeting at which the Company's annual report and accounts for the previous financial year are presented to appoint auditors to hold office until the next such meeting. Accordingly, Resolution 12 reappoints PricewaterhouseCoopers LLP as auditors to the Company and authorises the Directors to fix their remuneration.

Political donations and political expenditure (Resolution 13)

Resolution 13 is designed to deal with rules on political donations and expenditure contained in Part 14 of the Companies Act 2006 (the "Act") (Sections 362 to 379). Under Section 378 of the Act, a company may not make donations to an EU political party, or other EU political organisation, or to an independent election candidate in the EU, of more than £5,000 in total, or incur any EU political expenditure, without first obtaining the authority of shareholders.

Although the Company does not make and does not intend to make political donations to political parties or political organisations or independent election candidates, or to incur political expenditure, the legislation is very broadly drafted and may catch such activities as funding seminars or functions to which politicians are invited, or may extend to bodies concerned with policy review, law reform and representation of the business community that the Company and its subsidiaries might wish to support. Accordingly, the Directors have decided to seek shareholders' authority for political donations and political expenditure in case any of its activities in its normal course of business, are caught by the legislation.

This authority will cover the period from the date Resolution 13 is passed until the end of the next Annual General Meeting of the Company in 2012, or if earlier, on 17 May 2012. As permitted under the Companies Act 2006, Resolution 13 also covers any political donations made, or any political expenditure incurred by any subsidiaries of the Company.

Authority of Directors to allot shares (Resolution 14)

Under Section 551 of the Companies Act 2006, the directors of a company are not permitted to allot shares (or grant certain rights over shares) unless authorised to do so by shareholders.

At the last Annual General Meeting of the Company held on 18 February 2010, the Directors were given authority to allot relevant securities within the meaning of Section 551 of the Companies Act 2006 up to an aggregate nominal amount of £10,648,370 representing approximately 10% of the Company's issued ordinary share capital on 5 January 2010 being the last practicable date prior to the publication of the notice of that Annual General Meeting (including share capital then unissued but reserved for issue under the terms of the Company's share option schemes). This authority expires at the end of this year's Annual General Meeting.

Resolution 14 will, if passed, renew this authority to allot on broadly the same terms as last year's resolution.

In December 2008, the Association of British Insurers ("ABI") revised its guidelines on directors' authority to allot shares (in line with the recommendations of the report issued in November 2008 by the Rights Issue Review Group). The guidelines state that ABI members will permit, and treat as routine, resolutions seeking authority to allot shares representing up to one-third of the company's issued share capital. In addition they will treat as routine a request for authority to allot shares representing an additional one-third of the company's issued share capital provided that it is only used to allot shares pursuant to a fully pre-emptive rights issue.

In light of these guidelines, your Board considers it appropriate that the Directors be granted a further similar authority to allot shares in the capital of the Company and Resolution 14 gives the Directors the necessary authority to allot shares up to a maximum nominal amount of £10,753,310. This amount is equivalent to approximately 10% of the issued share capital of the Company on 6 January 2011 (being the latest practicable date prior to the publication of this document). This power will last until the end of the next Annual General Meeting of the Company in 2012 or, if earlier, on 17 May 2012.

This authority will be subject to any limit on share capital contained in the Company's Articles of Association. The Company's share capital is £125,000,000, divided into 500,000,000 ordinary shares of 25p each. £125,000,000 is the maximum nominal amount of shares that may be allotted by the Company.

The Directors do not have any current intention to exercise this authority. However, the Directors consider it appropriate to maintain the flexibility that this authority provides. It is intended to renew this authority at successive annual general meetings. The Company does not currently hold any of its shares in treasury.

Partial disapplication of pre-emption rights (Resolution 15)

If the Directors wish to exercise the authority under Resolution 14 and offer unissued shares for cash, the Companies Act 2006 requires that, unless shareholders have given specific authority for the waiver of their statutory pre-emption rights by way of special resolution, the new shares be offered first to existing shareholders in proportion to their existing shareholdings. In certain circumstances, it may be in the best interests of the Company to allot shares (or to grant rights over shares) for cash without first offering them to existing shareholders in proportion to their holdings. Resolution 15 would authorise the Directors to disapply the strict statutory pre-emption provisions.

This would provide the Directors with a degree of flexibility to act in the best interests of the Company so that (i) the Company can follow normal practice in the event of a rights issue, open offer or other offer of securities in favour of the existing shareholders in proportion to their shareholdings, and (ii) shares may be issued for cash to persons other than existing shareholders.

In light of the ABI guidelines described in relation to Resolution 14 above, this authority will permit the Directors to allot:

• (a) shares up to a nominal amount of £10,753,310 (representing 10% of the Company's issued share capital) on an offer to existing shareholders on a pre-emptive basis (subject to any adjustments, such as for fractional entitlements and overseas shareholders, as the Directors see fit); and
• (b) shares up to a maximum nominal value of £5,376,655, representing approximately 5% of the issued ordinary share capital of the Company as at 6 January 2011 (being the latest practicable date prior to the publication of this document) otherwise than in connection with an offer to existing shareholders.

The Directors have no present intention of exercising this authority. If given, the authority will expire at the conclusion of the Annual General Meeting in 2012, or if earlier, on 17 May 2012.

The Directors confirm their intention to follow the provisions of the Pre-emption Group's Statement of Principles regarding cumulative usage of authorities within a rolling three-year period. These principles provide that companies should not issue shares for cash representing more than 7.5% of the company's issued share capital in any rolling three-year period, other than to existing shareholders, without prior consultation with shareholders.

Purchase of own shares (Resolution 16)

Resolution 16 gives the Company authority to buy back its own ordinary shares in the market as permitted by the Companies Act 2006. The authority limits the number of shares that could be purchased to a maximum of 43,013,241 (representing approximately 10% of the Company's issued ordinary share capital as at 6 January 2011 (being the latest practicable date prior to the publication of this document) and sets minimum and maximum prices. This authority will expire at the conclusion of the Annual General Meeting in 2012, or if earlier, on 17 May 2012.

The Directors have no present intention of exercising the authority to purchase the Company's ordinary shares but will keep the matter under review, taking into account the financial resources of the Company, the Company's share price and future funding opportunities. The authority will be exercised only if the Directors believe that to do so would result in an increase in earnings per share and would be in the interests of shareholders generally. Any purchases of ordinary shares would be by means of market purchases through the London Stock Exchange.

Listed companies purchasing their own shares are allowed to hold them in treasury as an alternative to cancelling them. No dividends are paid on shares whilst held in treasury and no voting rights attach to treasury shares.

As a result of Sir Stelios, Clelia and Polys Haji-Ioannou and their shareholding vehicles being deemed by the Takeover Panel to be concert parties for the purposes of the Takeover Code, any market purchase would in any event be subject to prior consultation with the Takeover Panel and possibly further shareholder approval as unless the concert party position changes a market purchase of the Company's shares would increase the percentage of voting rights in which the Haji-Ioannou concert parties are interested in a situation where they are already interested in at least 30% of the Company's voting rights and so technically trigger a mandatory offer obligation under Rule 9 of the Takeover Code.

If Resolution 16 is passed at the Meeting, it is the Company's current intention to cancel all of the shares it may purchase pursuant to the authority granted to it. However, in order to respond properly to the Company's capital requirements and prevailing market conditions, the Directors will need to reassess at the time of any and each actual purchase whether to hold the shares in treasury or cancel them, provided it is permitted to do so.

As at 6 January 2011 (being the latest practicable date prior to the publication of this document), there were warrants and options over 3,181,125 ordinary shares in the capital of the Company representing 0.75% of the Company's issued ordinary share capital. If the authority to purchase the Company's ordinary shares was exercised in full, these warrants and options would represent 0.82% of the Company's issued ordinary share capital.

Length of notice of general meetings other than AGMs (Resolution 17)

Under the Companies Act 2006, prior to 3 August 2009, the minimum notice period to be given for general meetings other than Annual General Meetings was 14 days. However, the Companies (Shareholders' Rights) Regulations 2009, which came into force on 3 August 2009, amended this requirement by increasing the minimum notice period for general meetings of listed companies to 21 days but with an ability for companies to reduce this period back to 14 days (other than for Annual General Meetings) provided that:

• (a) the company offers a facility for shareholders to vote by electronic means. This condition is met if the company has a facility enabling all shareholders to appoint a proxy by means of a website; and
• (b) on an annual basis, a shareholders' resolution approving the reduction of the minimum notice period from 21 days to 14 days is passed.

At the last Annual General Meeting of the Company held on 18 February 2010 a resolution was passed as a Special Resolution that the minimum period of notice for all general meetings other than Annual General Meetings be reduced to 14 days. Resolution 17 proposes a renewal of that resolution. The approval of this resolution will be effective until the conclusion of the Annual General Meeting in 2012, when it is intended that the approval will be renewed.

Action to be taken

You will find enclosed a Form of Proxy for use at the Meeting. Please complete, sign and return the enclosed form as soon as possible in accordance with the instructions printed thereon whether or not you intend to be present at the Meeting. Forms of Proxy should be returned so as to be received by the Company's registrars, Equiniti, Aspect House, Spencer Road, Lancing, West Sussex BN99 6RL as soon as possible and in any event no later than 10.00am on 15 February 2011 being 48 hours before the time appointed for the Meeting.

Recommendation

The Board considers that all the resolutions in the notice of the Meeting are in the best interests of the Company and its shareholders as a whole. Your Directors unanimously recommend that you vote in favour of them as they intend to do in respect of their own beneficial holdings which amount in aggregate to 58,972 shares representing approximately 0.014% of the existing issued ordinary share capital of the Company as at 6 January 2011, being the last practicable day prior to publication of this document.

Yours faithfully

Sir Michael Rake Chairman

(Incorporated and registered in England and Wales under the Companies Act 1985 with registered number 3959649)

PART II Notice of Annual General Meeting

Notice is hereby given that the tenth Annual General Meeting of the Company will be held at Hangar 89, London Luton Airport, Luton, Bedfordshire LU2 9PF on Thursday, 17 February 2011 at 10.00am to consider and, if thought fit, to pass Resolutions 1 to 14 inclusive as ordinary resolutions and Resolutions 15 to 17 inclusive as special resolutions:

Ordinary resolutions:

• 1. To receive the annual report and accounts for the year ended 30 September 2010.
• 1. To approve the report on Directors' remuneration for the year ended 30 September 2010 contained in the annual report and accounts.
• 1. To elect Carolyn McCall obe as a Director.
• 1. To elect Christopher Kennedy as a Director.
• 1. To re-elect Sir Michael Rake as a Director.
• 1. To re-elect Sir David Michels as a Director.
• 1. To re-elect David Bennett as a Director.
• 1. To re-elect Professor Rigas Doganis as a Director.
• 1. To re-elect John Browett as a Director.
• 1. To re-elect Sven Boinet as a Director.
• 1. To re-elect Keith Hamill as a Director.
• 1. To reappoint PricewaterhouseCoopers LLP as auditors of the Company to hold office until the conclusion of the next Annual General Meeting of the Company and to authorise the Directors to fix their remuneration.
• 1. THAT in accordance with Sections 366 and 367 of the Companies Act 2006 the Company and all companies which are subsidiaries of the Company at the date on which this Resolution 13 is passed or during the period when this Resolution 13 has effect be generally and unconditionally authorised to:
• (a) make political donations to political parties or independent election candidates not exceeding £5,000 in total;
• (b) make political donations to political organisations other than political parties not exceeding £5,000 in total; and
• (c) incur political expenditure not exceeding £5,000 in total,

(as such terms are defined in the Companies Act 2006) during the period beginning with the date of the passing of this resolution and ending at the end of the next Annual General Meeting of the Company or, if earlier, on 17 May 2012 provided that the authorised sum referred to in paragraphs (a), (b) and (c) above, may be comprised of one or more amounts in different currencies which, for the purposes of calculating the said sum, shall be converted into pounds sterling at the exchange rate published in the London edition of the Financial Times on the date on which the relevant donation is made or expenditure incurred (or the first business day thereafter) or, if earlier, on the day in which the Company enters into any contract or undertaking in relation to the same provided that, in any event, the aggregate amount of political donations and political expenditure made or incurred by the Company and its subsidiaries pursuant to this Resolution shall not exceed £15,000.

• 1. THAT, subject only to any limitations as to authorised share capital contained in the Company's Articles of Association, the Directors be and they are hereby generally and unconditionally authorised in accordance with Section 551 of the Companies Act 2006, in substitution for all existing authorities to the extent unused, to exercise all the powers of the Company to allot shares in the Company and to grant rights to subscribe for, or to convert any security into, shares in the Company ("Rights"):
• (a) up to an aggregate nominal amount of £10,753,310,

provided that this authority shall expire on the conclusion of the Annual General Meeting of the Company in 2012 or, if earlier, on 17 May 2012, save that the Company may before such expiry make an offer or agreement which would or might require shares to be allotted or Rights to be granted after such expiry and the Directors may allot shares and grant Rights in pursuance of such an offer or agreement as if the authority conferred hereby had not expired. All unexercised authorities previously granted to the Directors to allot shares and grants Rights are hereby revoked.

Special resolutions:

• 1. THAT the Directors be and they are hereby empowered pursuant to Section 570 and Section 573 of the Companies Act 2006 (the "Act") to allot equity securities (within the meaning of Section 560 of the Act) for cash either pursuant to the authority conferred by the resolution numbered 14 set out in the notice of this Meeting or by way of a sale of treasury shares as if Section 561 (1) of the Act did not apply to any such allotment provided that this authority shall be limited to the allotment of equity securities:
• (a) in connection with a rights issue, open offer or other offer of securities in favour of the holders of ordinary shares on the register of members at such record dates as the Directors may determine and other persons entitled to participate therein where the equity securities respectively attributable to the interest of the ordinary shareholders are in proportion (as nearly as may be practicable) to the respective numbers of ordinary shares held or deemed to be held by them on any such record dates, subject to such exclusions or other arrangements as the Directors may deem necessary or expedient to deal with treasury shares, fractional entitlements or legal or practical problems under the laws of, or the requirements of any recognised regulatory body or any stock exchange in, any territory or by virtue of shares being represented by depositary receipts or any other matter whatever; and
• (b) (otherwise than pursuant to sub-paragraph (a) of this Resolution 15) to any person or persons up to the aggregate nominal amount of £5,376,655.

and shall expire upon the expiry of the general authority conferred by Resolution 14 above, save that the Company may before such expiry make an offer or agreement which would or might require equity securities to be allotted after such expiry and the Directors may allot equity securities in pursuance of such offer or agreement as if the power conferred hereby had not expired.

• 1. THAT the Company be generally and unconditionally authorised to make market purchases (within the meaning of Section 693(4) of the Companies Act 2006) of ordinary shares of 25 pence each of the Company on such terms and in such manner as the Directors may from time to time determine, provided that:
• (a) the maximum number of ordinary shares hereby authorised to be acquired is 10,753,310 representing approximately 10% of the issued ordinary share capital of the Company as at 6 January 2011(being the latest practicable date prior to the publication of this document;
• (b) the minimum price (excluding expenses) which may be paid for any such share is 25 pence;

• (c) the maximum price (excluding expenses) which may be paid for any such share is the higher of (i) an amount equal to 105% of the average of the middle market quotations for an ordinary share in the Company as derived from The London Stock Exchange Daily Official List for the five business days immediately preceding the day on which such share is contracted to be purchased and (ii) the amount stipulated by Article 5(1) of the EU Buy-back and Stabilisation Regulation (being the higher of the price of the last independent trade and the highest current independent bid for an ordinary share in the Company on the trading venues where the market purchases by the Company pursuant to the authority conferred by this Resolution 16 will be carried out);

• (d) the authority hereby conferred shall expire on the date of the next Annual General Meeting or 17 May 2012, whichever is earlier, unless previously renewed, varied or revoked by the Company in general meeting; and

• (e) the Company may make a contract to purchase its ordinary shares under the authority hereby conferred prior to the expiry of such authority, which contract will or may be executed wholly or partly after the expiry of such authority, and may purchase its ordinary shares in pursuance of any such contract.
• 1. 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

Giles Pemberton Company Secretary

18 January 2011

Registered office: Hangar 89, London Luton Airport, Luton, Bedfordshire LU2 9PF Registered in England and Wales with registered number 3959649.

Notes:

• 1. To be entitled to attend and vote at the Meeting, members must be registered in the register of members of the Company at 6.00pm on 15 February 2011 (or, if the Meeting is adjourned, at 6.00pm on the date that is two days prior to the adjourned Meeting). Changes to entries on the register of members after 6.00pm on 15 February 2011 shall be disregarded in determining the rights of any person to attend or vote (and the number of votes they may cast) at the Meeting or adjourned Meeting.
• 1. A member entitled to attend and vote at the Meeting may appoint one or more persons as his proxy or proxies to exercise all or any of his rights to attend, speak and vote at the Meeting. A member can appoint more than one proxy in relation to the Meeting, provided that each proxy is appointed to exercise the rights attaching to a different share or shares held by him. Completion and submission of an instrument appointing a proxy will not preclude a member from attending and voting in person at the Meeting.
• 1. A proxy need not be a member of the Company but must attend the Meeting in person to represent you. Your proxy could be the Chairman, another Director of the Company or another person who has agreed to represent you. Your proxy will vote as you instruct and must attend the Meeting for your vote to be counted.
• 1. A Form of Proxy, which may be used to make this appointment of proxy and give proxy instructions, accompanies this notice. Details of how to appoint the Chairman (who is likely to be the chairman of the Meeting) or another person as your proxy using the Form of Proxy are set out on the Form of Proxy and in its notes. Appointing a proxy does not preclude you from attending the Meeting and voting in person but in the event that and to the extent that you personally vote your shares, your proxy shall not be entitled to vote and any vote cast by your proxy in such circumstances shall be ignored. If you do not have a Form of Proxy and believe that you should have one, or if you require additional forms, please contact the Company's registrars, Equiniti, Aspect House, Spencer Road, Lancing, West Sussex BN99 6RL. As an alternative to completing a hard copy Form of Proxy, proxies may be appointed electronically in accordance with notes 8 and 9 below.
• 1. A copy of this notice has been sent for information only to persons who have been nominated by a member to enjoy information rights under Section 146 of the Companies Act 2006 (a "Nominated Person"). The rights to appoint a proxy cannot be exercised by a Nominated Person; they can only be exercised by the member. However, a Nominated Person may have a right under an agreement between him and the member by whom he was nominated to be appointed as a proxy for the Meeting or to have someone else so appointed. If a Nominated

Person does not have such a right or does not wish to exercise it, he may have a right under such an agreement to give instructions to the member as to the exercise of voting rights. It is important for any Nominated Person to remember that his main contact in terms of his investment remains as it was (so the registered shareholder, or perhaps custodian or broker, who administers the investment on the Nominated Person's behalf). Therefore any changes or queries relating to a Nominated Person's personal details and holding (including any administration thereof) must continue to be directed to that Nominated Person's existing contact at his investment manager or custodian. The Company cannot guarantee dealing with matters that are directed to us in error. The only exception to this is where the Company, in exercising one of its powers under the Companies Act 2006, writes to a Nominated Person directly for a response.

• 1. To be valid, the Form of Proxy for use at the Meeting and the power of attorney or other authority (if any) under which it is signed, or a certified or office copy of such power or authority, must be deposited with the Company's registrars, Equiniti, Aspect House, Spencer Road, Lancing, West Sussex BN99 6RL, not less than 48 hours before the time appointed for holding the Meeting, being not later than 10.00am on 15 February 2011.
• 1. To change your proxy instructions you may return a new Form of Proxy using the methods set below. Please contact the Company's registrars, Equiniti, Aspect House, Spencer Road, Lancing, West Sussex BN99 6RL if you require another Form of Proxy. The deadline for receipt of proxy appointments (see above) also applies in relation to amended instructions. Any attempt to terminate or amend a proxy appointment received after the relevant deadline will be disregarded. Where two or more valid separate appointments of proxy are received in respect of the same share in respect of the same meeting, the one which is last sent shall be treated as replacing and revoking the other or others. If the Company is unable to determine which appointment was last validly received, none of them shall be treated as valid in respect of the relevant share(s).
• 1. Shareholders who prefer to register the appointment of their proxy electronically via the internet can do so through Equiniti's website at www.sharevote.co.uk where full instructions on the procedure are given. The Voting ID, Task ID and Shareholder Reference Number printed on the Form of Proxy will be required in order to use this electronic proxy appointment system. Alternatively, shareholders who have already registered with Equiniti's online portfolio service, Shareview, can appoint their proxy electronically by logging on to their portfolio at www.shareview.co.uk and then clicking on the link to vote under their easyJet plc holding details. The on-screen instructions give details on how to complete the

appointment process. A proxy appointment made electronically will not be valid if sent to any address other than those provided or if received after 10.00am on Tuesday 15 February 2011.

• 1. CREST members who wish to appoint a proxy or proxies through the CREST electronic proxy appointment service may do so for the Annual General Meeting to be held on 17 February 2011 and any adjournment(s) 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.
• 1. In order for a proxy appointment or instruction made using the CREST service to be valid, the appropriate CREST message (a "CREST Proxy Instruction") must be properly authenticated in accordance with Euroclear UK & Ireland Limited's specifications and must contain the information required for such instructions, as described in the CREST Manual. The message, regardless of whether it constitutes the appointment of a proxy or 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 RA19) by 10.00am on Tuesday 15 February 2011. For this purpose, the time of receipt will be taken to be the time (as determined by the timestamp 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.
• 1. CREST members and, where applicable, their CREST sponsors or voting service providers should note that Euroclear UK & Ireland 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 the responsibility of the CREST member concerned to take (or, if the CREST member is a CREST personal member or sponsored member or has appointed a voting service provider(s), to procure that his CREST sponsor or voting service provider(s) take(s)) 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 provider(s) are referred, in particular, to those sections of the CREST Manual concerning practical limitations of the CREST system and timings.
• 1. The Company may treat as invalid a CREST Proxy Instruction in the circumstances set out in Regulation 35(5)(a) of the Uncertificated Securities Regulations 2001.
• 1. Please note that the Company takes all reasonable precautions to ensure no viruses are present in any electronic communication it sends out but the Company cannot accept responsibility for loss or damage arising from the opening or use of any email or attachments from the Company and recommends that shareholders subject all messages to virus checking procedures prior to use. Please note that any electronic communication received by the Company that is found to contain any virus will not be accepted.
• 1. A member of the Company which is a corporation may authorise a person or persons to act as its representative(s) at the Meeting. In accordance with the provisions of the Companies Act 2006, each such representative may exercise (on behalf of the corporation) the same powers as the corporation could exercise if it were an individual member of the Company, provided that they do not do so in relation to the same shares. It is no longer necessary to nominate a designated corporate representative.
• 1. Members satisfying the thresholds in Section 527 of the Companies Act 2006 can require the Company to publish a statement on its website setting out any matter relating to (a) the audit of the Company's accounts (including the auditors' report and the conduct of the audit) that are to be laid before the Meeting; or (b) any circumstances connected with an auditor of the Company ceasing to hold office since the last Annual General Meeting, that the members propose to raise at the Meeting. The Company cannot require the members requesting the publication to pay its expenses. Any statement placed on the website must also be sent to the Company's auditors no later than the time it makes its statement available on the website. The business which may be dealt with at the Meeting includes any statement that the Company has been required to publish on its website.
• 1. The Company must cause to be answered at the Meeting any question relating to the business being dealt with at the Meeting which is put by a member attending the meeting, except in certain circumstances, including (i) if it is undesirable in the interests of the Company or the good order of the Meeting that the question be answered; or (ii) if to do so would involve the disclosure of confidential information, or would interfere with the preparation for the Meeting; or (iii) if the answer has already been given on the website in the form of an answer to a question.
• 1. As at 6 January 2011, being the latest practicable date prior to the publication of this document, the Company's issued share capital consists of 430,132,407 ordinary shares, carrying one vote each.
• 1. The following information is, or will be, available on the Company's website (www.easyJet.com): (i) the contents of this notice of the Meeting; (ii) the total numbers of (a) shares in the Company, and (b) shares of each class, in respect of which members are entitled to exercise voting rights at the Meeting; (iii) the totals of the voting rights that members are entitled to exercise at the Meeting in respect of the shares of each class; and (iv) any members' statements, members' resolutions or members' matters of business received by the Company after the date of this notice.
• 1. Copies of the terms and conditions of appointment of Non-Executive Directors are available for inspection at the registered office of the Company during normal business hours on any weekday and will be available at the place of the Meeting from 15 minutes prior to the commencement of the Meeting until the conclusion thereof.
• 1. You may not use any electronic address provided in this notice of Meeting to communicate with the Company for any purposes other than those expressly stated.