EXETER CITY A.F.C. LIMITED

(Company Number 00097808)

(the “Company”)

Registered office: St James Park, Stadium Way, Exeter, Devon, EX4 6PX

Notice is hereby given that a general meeting of the members of the Company will be held at Exeter City A.F.C. Limited, St James Park, Stadium Way, Exeter, Devon, EX4 6PX on Thursday 29 October 2020 at 4pm for the purpose of considering, and if thought fit passing the following resolutions, resolution 1 being proposed as an ordinary resolution and resolutions 2 to 4 being proposed as special resolutions:

1) approving and adopting the updated register of members of the Company;

2) subject to the passing of resolution 1, approving and adopting new articles of association of the Company (“New Articles”);

3) subject to the passing of resolution 1, approving that the objects clause in the Company's Memorandum of Association (annexed to the New Articles) is, by virtue of section 28 Companies Act 2006, treated as provisions of the company's articles of association; and

4) subject to the passing of resolution 1, approving that the issued share capital of the Company be reduced from £39,683 (divided into 6,876 preference shares of £1 each and 32,807 ordinary shares of £1 each) to £36,706 (divided into 5,860 preference shares of £1 each and 30,846 ordinary shares of £1 each) by cancelling 1,016 fully paid preference shares of £1 each and 1,961 fully paid ordinary shares of £1 each registered in the names of the untraced shareholders (each an “Untraced Shareholder”) (and their shares being “Cancelled Shares”) subject to adjustment to the number of Cancelled Shares in the event that any Untraced Shareholder is satisfactorily traced before the general meeting, and a sum representing the nominal value of the Cancelled Shares be credited to a reserve in the accounts of the Company in accordance with the New Articles, and shall not be paid to the Untraced Shareholders.

Copies of the updated register, New Articles and a list of Untraced Shareholders are available for inspection at the Company’s registered office between 9am and 5pm, Monday to Friday, up to and including the date of the general meeting (by prior appointment with the Company Secretary Nicky Perryman at Nicky.perryman@ecfc.co.uk in order to comply with Coronavirus procedures).

Any Untraceable Shareholder or successor in title wishing to object to the share capital reduction should notify the Company prior to 5.00pm on Friday 23 October 2020 and produce satisfactory evidence of ownership of shares.

A member is entitled to appoint another person as his proxy to exercise all or any of his rights to attend and to speak and vote at a meeting of the company in accordance with the articles of association of the Company. A member may appoint more than one proxy in relation to a meeting. A proxy need not be a member of the company.

By order of the Board

Nicky Perryman,

Company Secretary

2 October 2020