Holding(s) in Company

TR-1: NOTIFICATION OF MAJOR INTEREST IN SHARES

1. Identity of the issuer or the underlying issuerof existing shares to which voting rights areattached:

Xchanging plc

2 Reason for the notification (please tick the appropriate box or boxes):

An acquisition or disposal of voting rights

An acquisition or disposal of qualifying financial instruments which may result in the acquisition of shares already issued to which voting rights are attached

An acquisition or disposal of instruments with similar economic effect to qualifying financial instruments

ü

An event changing the breakdown of voting rights

Other (please specify):

3. Full name of person subject to thenotification obligation:

Route One Investment Company, L.P.

4. Full name of shareholder(s):

Route One Fund I, L.P.

Route One Fund II, L.P.

Route One Offshore Master Fund, L.P.

5. Date of the transaction and date onwhich the threshold is crossed orreached:

6 August 2012

6. Date on which issuer notified:

23 August 2012

7. Thresholds that are crossed:

Less than 5% in aggregate

8. Notified details:

A: Voting rights attached to shares

Class/type ofshares

if possible usingthe ISIN CODE

Situation previousto the triggeringtransaction

Resulting situation after the triggering transaction

NumberofShares

NumberofVotingRights

Numberof shares

Number of votingrights

% of voting rights

Direct

Direct

Indirect

Direct

Indirect

GB00B1VK7X76

2,046,499

2,046,499

2,046,499

2,046,499

-

0.85

-

B: Qualifying Financial Instruments

Resulting situation after the triggering transaction

Type of financialinstrument

Expirationdate

Exercise/Conversion Period

Number of voting rights that may be acquired if theinstrument isexercised / converted.

% of voting rights

C: Financial Instruments with similar economic effect to Qualifying Financial Instruments

Resulting situation after the triggering transaction

Type of financialinstrument

Exercise price

Expiration date

Exercise/Conversion period

Number of voting rights instrument refers to

% of voting rights

Total Return

Equity Swaps

-

6 December 2012

-

6,296,822

Nominal

Delta

-

2.63

Total (A+B+C)

Number of voting rights

Percentage of voting rights

8,343,321

3.48

9. Chain of controlled undertakings through which the voting rights and/or thefinancial instruments are effectively held, if applicable: xxi

Proxy Voting:

10. Name of the proxy holder:

11. Number of voting rights proxy holder will ceaseto hold:

12. Date on which proxy holder will cease to holdvoting rights:

13. Additional information:

The instruments are held by the funds set out in Box 4 above, of which the General Partner is Route One Investment Company, LLC and the manager is the entity set out in Box 3 above.

14. Contact name:

Struan Oliver, Sidley Austin LLP

15. Contact telephone number:

020 7360 2063