SPORTS DIRECT INTERNATIONAL PLC (Incorporated and registered in England and Wales under number 06035106)

Notice of General Meeting

Wednesday 13 December 2017 at 11.00am

THIS DOCUMENT IS IMPORTANT and requires your immediate attention. If you are in any doubt as to what action to take in relation to the General Meeting, you should consult your stockbroker, bank, solicitor, accountant, fund manager or other independent financial advisor authorised under the Financial Services and Markets Act 2000. If you have sold or otherwise transferred all of your shares in Sports Direct International plc, you should immediately send this document together with the accompanying form of proxy to the stockbroker, bank or other agent through whom the sale or transfer was effected for transmission to the purchaser or transferee.

LETTER FROM THE CHAIRMAN

Sports Direct International plc

Registered in England and Wales Company number: 06035106

Registered Office:

Unit A Brook Park East Shirebrook NG20 8RY

21 November 2017

To the holders of Sports Direct International plc ordinary shares

Dear Shareholder,

I am writing to you to invite you to a general meeting (the "General Meeting") of Sports Direct International plc (the "Company"), at which shareholders of the Company will be asked to consider two unrelated matters. The General Meeting will be held at 11:00 a.m. on Wednesday 13 December 2017 in the Auditorium, Unit D, Brook Park East, Shirebrook, NG20 8RY.

Matters to be considered at the General Meeting

1. Extension of guaranteed minimum value for eligible employees participating in the Company's Executive Bonus Share Scheme to Karen Byers and Sean Nevitt

On 8 December 2016, the Company announced that it had committed to deliver a minimum value of £3 per share for employees participating in the Sports Direct 2011 share scheme (the "2011 Share Scheme") in respect of share awards vesting in September 2017. On 19 May 2017, the Company announced a further commitment to guarantee a minimum value of £4 per share for employees who postpone vesting of such share awards until September 2018 and are still employed by the Company at that date. In each case, if the market price of the Company's shares is below the guaranteed minimum value on the vesting date, the Company will make up the difference between the market price and the guaranteed minimum value by way of a cash bonus equal to the amount of the difference.

This guaranteed minimum value was not originally extended to participants in the Executive Bonus Share Scheme, of which Karen Byers and Sean Nevitt are the only remaining members. However, the Board has now determined that, given their valuable contribution to the Company, they should receive the benefit of the minimum value guarantee in respect of their share awards under the Executive Bonus Share Scheme in the same way as participants in the 2011 Share Scheme.

Karen Byers and Sean Nevitt are not directors of the Company and therefore share awards and other compensation granted to them are not subject to shareholder approval under the Companies Act 2006 or the Listing Rules. However, given their senior positions within the Company, the board of directors of the Company (the "Board") considers that, on this occasion, it is appropriate to ask shareholders to consider and, if thought fit, approve their participation in the minimum value guarantee in respect of their share awards under the Executive Bonus Share Scheme.

This resolution will be put to shareholders as an ordinary resolution. However, Mike Ashley, the Company's majority shareholder (although fully supportive of extending the guaranteed minimum value to Karen Byers and Sean Nevitt) has elected not to vote on the resolution so as to allow the Company's independent shareholders to determine whether or not to approve this proposal.

2. Payment to John Ashley

Following inaccurate assertions made in the national press earlier this year, and in response to queries raised by The Investor Forum, the Company engaged Reynolds Porter Chamberlain LLP ("RPC"), in conjunction with independent accountants Smith & Williamson LLP, to investigate and report on the sum (if any) that would need to be paid to John Ashley (the brother of Mike Ashley) if the Company decided to retrospectively pay him the difference between the amount he received during the period starting at the time of the Company's IPO in February 2007 and ending on 30 April 2015 (when he ceased to be an employee of the Company), and the amount paid in the same period to comparable members of the Company's senior management team who do not have a family connection to Mike Ashley. RPC has produced a report on this matter (the "Report"), which is appended to this notice as Annex 1.

The Report concludes that, whilst other members of the Company's senior management team received the same basic salary as John Ashley during the relevant period, they each also received a total gross amount of £11,800,000 in bonus awards made up of a £5,000,000 cash award shortly following the IPO (as disclosed in the IPO prospectus) and subsequent annual share awards based on individual performance and the performance of the Company. John Ashley did not receive these awards despite his strong individual performance and comparable contribution and importance to the development of the business over a period of many years. This decision was taken, on the advice of third parties, solely to protect against any claim that John Ashley was benefitting because of his family connection with Mike Ashley rather than the awards being made on merit.

Even when taking a very conservative approach to personal benefits that John Ashley may have received during the relevant period and setting such amounts off against the awards that he did not receive, the Report concluded that the Company would need to make a payment of £11,029,296.20 (which does not account for any interest or tax treatment) to John Ashley in order to treat him in the same way as the other members of the Company's senior management team.

The Board has carefully considered the Report and has determined that, as set out in the Report, John Ashley was clearly disadvantaged relative to other members of management in commensurate positions during his time as an employee of the Company despite playing a key role in creating and developing the Sports Direct business, and in particular the development of the IT systems on which much of the Company's success has been founded. The Board therefore considers it appropriate to ask shareholders to consider and, if thought fit, approve this payment to John Ashley.

If the payment is made to John Ashley, the Company will also be required to pay certain employer costs in respect of the payment, including employer national insurance contributions.

For completeness, the Board notes that certain members of the press have also commented on John Ashley's involvement with Barlin Delivery Limited ("Barlin"), a company which provided certain delivery services to the Company from 20 February 2015. Whilst the Report considered amounts paid by the Company to Barlin pursuant to this arrangement, such amounts fell outside the period under review, which focuses on the period during which John Ashley was an employee of the Company.

This resolution will be put to shareholders as an ordinary resolution. However, Mike Ashley, the Company's majority shareholder (although fully supportive of making the proposed payment to John Ashley) has elected not to vote on the resolution so as to allow the Company's independent shareholders to determine whether or not to approve this proposal.

Resolutions and explanatory notes

The formal notice of General Meeting (the "Notice"), containing the resolutions to be proposed to the shareholders of the Company and the explanatory notes to those resolutions, is attached to this letter.

Action to be taken

If you are not able to attend the meeting in person, your vote is still important and I would ask you to complete, sign and return the enclosed Form of Proxy to register your vote. This will not prevent you from attending and voting in person at the meeting.

CREST members may also choose to use the CREST voting service in accordance with the procedures set out in the notes to the Notice.

The deadline for the receipt of proxy appointments is 11:00 a.m. on Monday 11 December 2017. The Board recommends that shareholders either vote online or return their Forms of Proxy as soon as possible and in any event well in advance of this deadline. Online voting is open to all shareholders and you can register your vote electronically by accessing our Registrar's website www.investorcentre.co.uk/eproxy. To vote electronically you will need to use the specific meeting Control Number, SRN and PIN that has been provided to you.

Voting by directors at the General Meeting

Mike Ashley is fully supportive of each of the proposals set out above and recommends that shareholders vote in favour of each of the resolutions to be proposed at the General Meeting. However, in recognition of his ability to pass the resolutions unilaterally (due to the size of his shareholding in the Company) and following discussions with the Board, Mike Ashley considers that it would be appropriate to allow the independent shareholders to make the decision as to whether to approve each of the proposals. Therefore, notwithstanding the fact that he is eligible to vote on each of the resolutions to be proposed at the General Meeting, Mike Ashley has elected not to do so.

In addition, the other Directors of the Company have agreed that they will abstain from voting on Resolution 2 in relation to the proposed payment to John Ashley of the amount set out in the conclusion to the Report.

Directors' recommendation

Your Board believes that Resolution 1 to be proposed at the meeting is in the best interests of the Company and its shareholders as a whole and, accordingly, unanimously recommends that shareholders vote in favour of Resolution 1.

Whilst the Board accepts that, due to the passage of time, the payment to John Ashley may not be in the interests of shareholders as a whole, it unanimously recommends that shareholders vote in favour of Resolution 2 because the Directors believe that it is just and equitable to do so.

Yours sincerely,

Dr Keith Hellawell Chairman

NOTICE OF GENERAL MEETING

Notice is hereby given that a General Meeting (the "General Meeting") of Sports Direct International plc (the "Company") will be held in the Auditorium, Unit D, Brook Park East, Shirebrook, NG20 8RY on Wednesday 13 December 2017 at 11:00 a.m. to consider the following resolutions. Each resolution will be proposed as an ordinary resolution, requiring more than 50% of the votes cast to be in favour to be passed (although shareholders' attention is drawn to Mike Ashley's voting intentions in respect of the resolutions). Voting on the proposed resolutions at the General Meeting will be conducted on a poll rather than on a show of hands.

Resolution 1:

That each of Karen Byers and Sean Nevitt be entitled to receive the minimum guaranteed value per ordinary share in respect of the Company's Executive Bonus Share Scheme on the same terms as employees participating in the Company's 2011 share scheme as announced by the Company on 8 December 2016 and 19 May 2017.

Resolution 2:

That the Company be and is hereby authorised to pay an amount of £11,029,296.20 to John Ashley in respect of services provided to the Company by John Ashley during the period of his employment by the group (comprising Sports Direct International plc and its subsidiaries) and to settle any related employer costs (including employer national insurance contributions).

By Order of the Board

Company Secretary 21 November 2017 Sports Direct International plc Registered office: Unit A, Brook Park East, Shirebrook, United Kingdom NG20 8RY Registered in England and Wales under company no: 06035106

Explanatory notes

Resolution 1: Extension of guaranteed minimum value for eligible employees participating in the Company's share schemes to Karen Byers and Sean Nevitt in respect of their awards under the Company's Executive Bonus Share Scheme

Whilst Resolution 1 is being proposed to shareholders on a voluntary basis, the Company will treat the outcome as binding. If shareholders do not approve Resolution 1, Karen Byers and Sean Nevitt will not be entitled to receive the guaranteed minimum value extended to other employee participants in the Company's 2011 share scheme in respect of their awards under the Executive Bonus Share Scheme.

Resolution 2: Payment to John Ashley

As with Resolution 1, this resolution is being proposed to shareholders on a voluntary basis but will be treated as binding. If shareholders do not approve Resolution 2, the Company will not pay any further amounts to John Ashley in respect of his historic employment with the group.

NOTICE OF GENERAL MEETING

Notes

ELIGIBILITY TO ATTEND AND VOTE/APPOINTING A PROXY

The rights of members to attend and vote at the meeting will be determined by reference to entries on the register of members at the close of business on 11 December 2017. Only holders of ordinary shares on the register at that time shall be entitled to attend and/ or vote at the meeting. Such shareholders may vote in respect of the number of shares registered in their names at that time, but any subsequent changes to the register of members shall be disregarded in determining rights to attend and vote.

A member entitled to attend and vote may appoint one or more proxies (who need not be members of the Company) to attend, speak and vote instead of him or her provided that each proxy is appointed to exercise the rights attached to a different share or shares held by that shareholder. A form of proxy is enclosed, which members are invited to complete and return. Lodging a form of proxy will not preclude the member from attending the meeting and voting in person should he or she decide to do so. To be valid, the form of proxy (together with any power of attorney or other authority under which it is signed) must reach the Company's registrar Computershare Investor Services by post, by courier or by hand to Computershare Investor Services, The Pavilions, Bridgwater Road, Bristol, BS99 6ZY, United Kingdom or electronically via www.eproxyappointment.com not later than 11:00 a.m. on 11 December 2017 (two working days before the General Meeting).

Please indicate with an "X" in the boxes provided on the Form of Proxy how you wish your proxy to vote on the resolution. The "Vote Withheld" option on the form is provided to enable you to abstain on the resolution. However a "Vote Withheld" is not a vote in law and will not be counted in the calculation of the proportion of votes "For" and "Against" the resolution.

CREST members who wish to appoint a proxy or proxies by utilising the CREST electronic proxy appointment service may do so for the General Meeting by utilising the procedures described in the CREST Manual. CREST Personal Members or other CREST sponsored members who have appointed a voting service provider, 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 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 & Ireland Limited's specifications and must contain the information required for such instructions, as described in the CREST Manual (available via www.euroclear.com/CREST). The message, regardless of whether it constitutes the appointment of a proxy or is 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 number 3RA50) not later than 48 hours before the time appointed for the meeting. For this purpose, the time of receipt will be taken to 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.

CREST members and, where applicable, their CREST sponsors or voting service provider(s) should note that Euroclear UK & Ireland Ltd does not make available special procedures in CREST for any particular message. Normal systems 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 providers are referred, in particular, to those sections of the CREST Manual concerning practical limitation of the CREST systems and timings. The Company may treat as invalid a CREST Proxy Instruction in the circumstances set out in Regulation 35(5)(a) of the Uncertificated Security Regulations 2001.

MULTIPLE PROXY VOTING INSTRUCTIONS

The following principles shall apply in relation to the appointment of multiple proxies:

a. The Company will give effect to the intentions of members and include votes wherever and to the fullest extent possible.
b. Where a proxy does not state the number of shares to which it applies (a blank proxy) then, subject to the following principles where more than one proxy is appointed, that proxy is deemed to have been appointed in relation to the total number of shares registered in the name of the appointing member (the member's entire holding). In the event of a conflict between a blank proxy and a proxy which does state the number of shares to which it applies (a specific proxy), the specific proxy shall be counted first, regardless of the time it was sent or received (on the basis that as far as possible, the conflicting forms of proxy should be judged to be in respect of different shares) and remaining shares will be apportioned to the blank proxy (pro rata if there is more than one).
c. Where there is more than one proxy appointed and the total number of shares in respect of which proxies are appointed is no greater than the member's entire holding, it is assumed that proxies are appointed in relation to different shares, rather than that conflicting appointments have been made in relation to the same shares. That is, there is only assumed to be a conflict where the aggregate number of shares in respect of which proxies have been appointed exceeds the member's entire holding.
d. When considering conflicting proxies, later proxies will prevail over earlier proxies, and which proxy is later will be determined on the basis of which proxy is last sent (or, if the Company is unable to determine which is last sent, last received). Proxies in the same envelope will be treated as having been sent and received at the same time, to minimise the number of conflicting proxies.
e. If conflicting proxies are sent or received at the same time in respect of (or deemed to be in respect of) an entire holding, none of them shall be treated as valid.
f. Where the aggregate number of shares in respect of which proxies are appointed exceeds a member's entire holding and it is not possible to determine the order in which they were sent or received (or they were all sent or received at the same time), the number of votes attributed to each proxy will be reduced pro rata.
g. Where the application of paragraph (f) above gives rise to fractions of shares, such fractions will be rounded down.
h. If a member appoints a proxy or proxies and then decides to attend the General Meeting in person and vote, then the vote in person will override the proxy votes(s). If the vote in person is in respect of the member's entire holding, then all proxy votes will be disregarded. If, however, the member votes at the meeting in respect of less than the member's entire holding, then if the member indicates on his polling card that all proxies are to be disregarded, that shall be the case; but if the member does not specifically revoke proxies, then the vote in person will be treated in the same way as if it were the last received proxy and earlier proxies will only be disregarded to the extent that to count them would result in the number of votes being cast exceeding the member's entire holding.
i. In relation to paragraph (h) above, in the event that a member does not specifically revoke proxies, it will not be possible for the Company to determine the intentions of the member in this regard. However, in light of the aim to include votes wherever and to the fullest extent possible, it will be assumed that earlier proxies should continue to apply to the fullest extent possible.

RIGHTS OF NOMINATED PERSONS

Any person to whom this Notice is sent who is a person nominated under Section 146 of the Act to enjoy information rights (a "Nominated Person") may, under agreement with the shareholder by whom he was nominated, have a right to be appointed (or to have someone else appointed) as a proxy for the General Meeting. If a Nominated Person has no such proxy appointment right or does not wish to exercise it, he may, under any such agreement, have a right to give instructions to the shareholder as to the exercise of voting rights.

The statement of the rights of shareholders in relation to the appointment of proxies in the paragraph above entitled "Eligibility to attend and vote/Appointing a Proxy" does not apply to Nominated Persons. The rights described in that paragraph can only be exercised by shareholders of the Company.

CORPORATE REPRESENTATIVES

A member of the Company which is a corporation may authorise a person or persons to act as its representative(s) at the General Meeting. In accordance with the provisions of the Act, 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 (as was previously recommended by the ICSA guidance published in relation to corporate representatives).

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.

ISSUED SHARES AND TOTAL VOTING RIGHTS

As at 21 November 2017, the Company's issued share capital comprised 640,602,369 ordinary shares of 10p each. Each ordinary share carries the right to one vote at a general meeting of the Company provided that it is not permitted to exercise the voting rights of shares held in treasury. The Company holds 98,350,831 ordinary shares in treasury and accordingly the total number of voting rights in the Company as at 21 November 2017 was 542,251,538.

QUESTIONS AT THE GENERAL MEETING

Any member attending the meeting has the right to ask questions. The Company must cause to be answered any such questions relating to the business being dealt with at the meeting but no such answer needs to be given, if:

a. to do so would interfere unduly with the preparation for the meeting or involve the disclosure of confidential information;
a. the answer has already been given on a website in the form of an answer to a question; or
a. it is undesirable in the interests of the Company or the good order of the meeting that the question be answered.

COMMUNICATION

Except as provided above, members who have general queries about the General Meeting should contact the Company Secretary at Unit A, Brook Park East, Shirebrook, NG20 8RY or Computershare Investor Services, The Pavilions, Bridgwater Road, Bristol, BS99 6ZY, United Kingdom (no other methods of communication will be accepted).

You may not use any electronic address provided either in this Notice of General Meeting or any related documents to communicate with the Company for any purposes other than those expressly stated.

DOCUMENTS AVAILABLE FOR INSPECTION

The following documents are available for inspection at Sports Direct International plc, Unit A, Brook Park East, Shirebrook, NG20 8RY during normal business hours on any weekday (excluding weekends) from the date of this notice until the date of the General Meeting and at the General Meeting venue itself:

(a) copies of all service contracts and letters of appointment of the directors; and
(b) a copy of the Articles of Association of the Company.

A copy of the Articles of Association of the Company and the other information required by section 311A of the Act can also be found at www.sportsdirectplc.com under the Media Centre pages.

HOW TO GET TO THE GENERAL MEETING

The General Meeting will be held in the Auditorium, above the retail shop on the Company's site at Shirebrook. A map showing the location of the Company's site is printed on the reverse of the proxy card.

SUMMARY OF REPORT ON REMUNERATION AND BENEFITS RECEIVED BY MR JOHN ASHLEY FROM THE SPORTS DIRECT GROUP

Introduction

1. Reynolds Porter Chamberlain LLP ("RPC") was asked to undertake a detailed review and then to report on the remuneration and benefits received by Mr John Ashley from the Sports Direct group (the "Report"), at the request of the Board of Sports Direct International plc ("SDI" or the "Company"). It was produced in conjunction with independent accountants Smith & Williamson who reviewed the relevant underlying financial information sources.
1. The Report was commissioned in response to queries raised by The Investor Forum amongst others and related assertions made in the media, regarding the remuneration and/or benefits allegedly received by John Ashley given his status as the brother of the majority shareholder of SDI, Mr Mike Ashley.
1. This is a summary of the longer Report's findings. The terms of reference applied in the Report apply to this summary.

Summary of factual findings

1. John Ashley was specifically referred to as being a key member of SDI's entrepreneurial senior management team in SDI's advertisement to prospective investors ahead of the flotation on the London Stock Exchange (the "Pre-IPO Advertisement"). He was listed alongside the then key UK senior staff namely, Dave Forsey (then Chief Executive), Bob Mellors (then Group Finance Director), Karen Byers (Head of Retail), Sean Nevitt (Head of Buying), and Justin Barnes (then Head of Brands).
1. We were informed that John Ashley: led the development of SDI's IT systems since he joined the business in 1989; is a graduate in computer science; and was the creative force behind the IT systems. This ranged from personally coding IT solutions, to innovating merchandising and stock analysis systems at a time where such use of IT in retail was in its infancy.
1. We understand that it is as true for SDI as most if not all retailers, that success is heavily dependent on sound Information Technology ("IT") infrastructure. The Pre-IPO Advertisement highlights SDI's information technology operations as an important tool for the management of the group's retail business enabling the Sports Direct group to manage pricing, promotional strategy and working capital centrally in order to reduce terminal stock, increase store replenishment capability and product availability, whilst lowering stockholding cost and enhancing flexibility and efficiency.
1. During the course of interviews with relevant members of senior management, and witnesses present at the time, including Mike Ashley, RPC has been advised that it was proposed that each member of the key senior management team listed in the Pre-IPO Advertisement (including John Ashley) would receive the same IPO bonus and be remunerated equally whilst they were employed by Sports Direct.
1. However, this decision was reversed late in the day so that John Ashley would not be entitled to receive the higher level of bonus payments that all comparable members of senior management remaining in employment went on to be awarded. We have not seen a minute of this decision, but it was apparently made to protect against media coverage/allegations that John Ashley was benefitting simply because he was the brother of the majority

shareholder as opposed to being rewarded on merit and distracting attention from the employee bonuses. The same considerations appear to have applied to the later remuneration decisions. This happened despite the fact that his relative importance to the business was recognised as being comparable to others in the Pre-IPO Advertisement.

1. As an employee, John Ashley received a salary of £150,000 gross per year after the flotation of SDI whilst he was employed by SDI (the "Period"). As part of his contractual entitlement, John Ashley was also considered eligible to, and did, receive awards under SDI's much publicised 2009 Employee Bonus Scheme. John Ashley received a realised cash payment of £706,502 gross under that scheme.
1. In terms of other possible benefits, it has not been possible to verify that John Ashley did not receive a personal benefit from some business arrangements, namely (i) certain payments under corporate credit cards during the Period; and (ii) travel for non-business flights on a helicopter owned by a Mike Ashley company, which were subsequently refunded by Sports Direct. Applying a very conservative view (assuming that where it cannot be proven otherwise the payments could have led to a personal benefit) the maximum possible personal benefit that John Ashley could have received during the Period would have been up to £8,025.22 per year (on average).
1. Media comment has been made regarding John Ashley's involvement with Barlin Delivery Limited ("Barlin") after the relevant Period. John Ashley is the holder of 100% of the issued share capital of Barlin, a company that contracted with Sports Direct to provide certain delivery services. The financial statements of Barlin show it made a profit of £167,207 for its first financial year of operation. It could declare a dividend of up to £167,207 (subject of course to cash flow). Any such benefit arose outside of the Period but is included for completeness.
1. During that same Period, each of the comparable members of senior management that continued to be employed by Sports Direct were awarded £11,800,000 gross as bonus awards, as well as receiving the same basic gross annual salary as John Ashley. The bonus awards comprised the IPO bonus of £5,000,000 gross, and awards made subsequently during the Period under a Performance Share Plan bonus scheme to the value of £6,800,000 gross (which John Ashley did not participate in, for the same reasons he was excluded from the IPO bonus).
1. If the Board or shareholders wanted to treat John Ashley in the same way as comparable members of SDI's senior management team in respect of remuneration and benefits on this basis then it would need to pay him £11,029,296.20 gross (ignoring any interest or tax treatment) – being the sum of £11,800,000 gross less the maximum possible remuneration and benefits in kind received during the Period as referred to above (which total £770,703.80).
1. In light of the evidence of how significant John Ashley's contribution has been/could be to the business we understand that the Board recommended re-employing John Ashley and that has now happened.

RPC

21 November 2017

⁹ Sports Direct International plc Unit A, Brook Park East, Shirebrook, NG20 8RY 0344 245 9200

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