COLT Telecom Group S

Results of AGM

Colt Group S.A. announces that all resolutions were passed by the requisite majorities at the Company’s Annual General Meeting held at K2 Building, Forte 1, 2a Rue Albert Borschette, L-1246 Luxembourg on Thursday 30 April 2015. As the Company has a ‘controlling shareholder’ for the purposes of the UK Listing Rules, the votes of both the shareholders as a whole and the independent shareholders have been reported in relation to each of resolutions 8, 11, 13, 14 and 15. Accordingly, the votes of Fidelity related entities have not been included when counting the votes of the independent shareholders. Details of the voting results:

Number of proxy forms (shareholders) at meeting date: 196 Issued share capital as at meeting date: 448,326,845€ Number of issued shares as at meeting date: 896,653,690 No. of votes per share: one Meeting type: AGM

Resolution Resolution Shares Shares Marked Poll Number Shares For Discretionary Shares Against Withheld/Abstentions Yes/No (% of votes cast) (% of votes cast) (% of votes cast) (% of issued shares)

To receive the Reports of the Board of Directors on the consolidated and Yes 1 unconsolidated Financial 815,990,089 18,552 113,918 14,982 Statements and Annual Accounts of (99.98%) (0.00%) (0.01%) (0.00%) the Company for the financial year ended 31 December 2014.

1 To receive the consolidated and 2 unconsolidated Financial Yes Statements and Annual Accounts of 816,115,794 18,552 864 2,331 the Company for the financial year (100%) (0.00%) (0.00%) (0.00%) ended 31 December 2014 and the Auditors’ Reports thereon.

To approve the consolidated Financial Statements and Annual Yes 3 Accounts of the Company for the 816,114,612 18,552 870 3,507 financial year ended 31 December (100%) (0.00%) (0.00%) (0.00%) 2014.

To approve the unconsolidated 4 Financial Statements and Annual Yes Accounts of the Company for the 816,114,596 18,552 886 3,507 financial year ended 31 December (100%) (0.00%) (0.00%) (0.00%) 2014.

To approve the results of the Company for the financial year 5 ended 31 December 2014 by 816,113,740 18,552 886 4,363 Yes allocation of the annual net loss to (100%) (0.00%) (0.00%) (0.00%) the carry forward account.

To approve the Directors’ 6 Remuneration Report for the 813,647,037 19,132 2,468,202 3,170 Yes financial year ended 31 December (99.70%) (0.00) (0.30%) (0.00%) 2014. 816,110,416 3,168 4,825 Yes To discharge the Directors for the (100%) 19,132 (0.00%) (0.00%) 7 financial year ended 31 December (0.00%) 2014.

2 To re-elect Olivier Baujard as 815,773,869 19,221 343,781 670 Director. (99.96%) (0.00%) (0.04%) (0.00%) Yes

To re-elect Olivier Baujard as Independent Independent Independent Independent 8 Director. Shareholders Only Shareholders Only Shareholders Only Shareholders Only 224,779,692 19,221 343,781 670 (99.84%) (0.01%) (0.16%) (0.00%) Yes

To re-elect Rakesh Bhasin as 815,773,703 19,387 343,781 670 9 Director. (99.96%) (0.00%) (0.04%) (0.00%) Yes

10 To elect Hugo Eales as Director. 815,773,725 19,387 343,759 670 Yes (99.96%) (0.00%) (0.04%) (0.00%)

To re-elect Sergio Giacoletto as 813,602,881 19,284 545,772 1,969,604 Director. (99.93%) (0.00%) (0.07%) (0.22%) Yes

11 To re-elect Sergio Giacoletto as Independent Independent Independent Independent Yes Director. Shareholders Only Shareholders Only Shareholders Only Shareholders Only 222,608,704 19,284 545,772 1,969,604 (98.87%) (0.01%) (1.13%) (0.88%)

To re-elect Simon Haslam as 812,711,278 19,221 3,381,443 25,599 12 Director. (99.58%) (0.00%) (0.41%) (0.00%) Yes

3 To re-elect Katherine Innes Ker as a 811,380,308 19,451 640,253 4,097,529 Director. (99.92%) (0.00%) (0.08%) (0.46%) Yes

13 Independent Independent Independent Independent To re-elect Katherine Innes Ker as a Shareholders Only Shareholders Only Shareholders Only Shareholders Only Director. 220,386,131 19,451 640,253 4,097,529 (97.89%) (0.01%) (0.28%) (1.82%) Yes

To re-elect Anthony Rabin as 813,720,468 19,221 2,396,849 670 Director. (99.70%) (0.00%) (0.29%) (0.00%) Yes

Independent Independent Independent Independent 14 To re-elect Anthony Rabin as Shareholders Only Shareholders Only Shareholders Only Shareholders Only Director. 222,726,291 19,221 2,396,849 670 (98.93%) (0.01%) (1.07%) (0.00%) Yes

To re-elect Lorraine Trainer as a 815,772,043 19,221 344,107 2,170 Director. (99.96%) (0.00%) (0.04%) (0.00%) Yes

Independent Independent Independent Independent 15 Shareholders Only Shareholders Only Shareholders Only Shareholders Only To re-elect Lorraine Trainer as a 224,777,866 19,221 344,107 2,170 Director. (99.84%) (0.01%) (0.15%) (0.00%) Yes

815,712,903 19,221 403,247 2,170 16 To elect Jennifer Uhrig as a Director (99.95%) (0.00%) (0.05%) (0.00%) Yes

To re-elect Michael Wilens as 815,414,685 19,221 701,465 2,170 17 Director. (99.91%) (0.00%) (0.09%) (0.00%) Yes

4 To discharge the Auditor for the 18 financial year ended 31 December 816,112,947 18,552 1,184 4,858 Yes 2014 (100%) (0.00%) (0.00%) (0.00%)

To re-appoint PricewaterhouseCoopers Société coopérative as Auditor of the Company, to hold office until the 19 conclusion of the next Annual 809,595,097 18,552 4,552,796 1,971,096 General Meeting and to authorise (99.44%) (0.00%) (0.56%) (0.22%) the Directors to determine the Yes remuneration of the Auditor. To resolve that the Company be authorised to make market purchases of its ordinary shares, the maximum aggregate number of 816,110,334 18,552 595 8,060 20 ordinary shares which may be (100%) (0.00%) (0.00%) (0.00%) Yes purchased cannot exceed 89,517,432.

To approve that the Directors have full power to issue shares on a non- pre-emptive basis as provided by the Company’s Articles of Association and to approve the Directors’ intention to comply with 21 the Pre-Emption Guidelines supported by the Association of 814,579,247 18,552 1,533,105 6,637 Yes British Insurers and the National (99.81%) (0.00%) (0.19%) (0.00%) Association of Pension Funds to the extent practical for a Luxembourg company.

5 To approve and adopt amendments 812,340,436 18,552 3,552,328 226,225 Yes 22 to the Rules of the Colt Group S.A. (99.56%) (0.00%) (0.44%) (0.00%) Share Grant Plan

Enquiries:

Esmee Chengapen Senior Company Secretary Luxembourg Email: [email protected] Tel: +352 25 04 04 22 98 Company Secretariat - Colt Group S.A. www.colt.net