Holding(s) in Company

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

Carphone Warehouse Group 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

An event changing the breakdown of voting rights

X

Other (please specify):

3. Full name of person(s) subject to thenotification obligation: iii

David Peter John Ross

4. Full name of shareholder(s)  (if different from 3.):iv

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

3 May 2013

6. Date on which issuer notified:

3 May 2013

7. Threshold(s) that is/are crossed orreached: vi, vii

Below 11%

8. Notified details:

A: Voting rights attached to shares viii, ix

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 x

Direct

Direct xi

Indirect xii

Direct

Indirect

GB00B4Y7R145

55,713,699

55,713,699

56,388,699

56,388,699

10.84%

N/A

B: Qualifying Financial Instruments

Resulting situation after the triggering transaction

Type of financialinstrument

Expirationdate xiii

Exercise/Conversion Period xiv

Number of votingrights that may beacquired if theinstrument isexercised/ converted.

% of votingrights

C: Financial Instruments with similar economic effect to Qualifying Financial Instruments xv, xvi

Resulting situation after the triggering transaction

Type of financialinstrument

Exercise price

Expiration date xvii

Exercise/Conversion period xviii

Number of voting rights instrument refers to

% of voting rights xix, xx

Nominal

Delta

Total (A+B+C)

Number of voting rights

Percentage of voting rights

56,388,699

10.84%

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:

NA

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

NA

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

NA

13. Additional information:

Following a placement of shares which were admitted to the exchange on 3 May 2013, total voting rights are understood to be 519,982,722.

(In the process of making this disclosure, it has come to light that the shareholding fell below 12% on 5 April 2012, following the gift of 1m shares to the David Ross Foundation. In calculating the percentage of total voting rights at that time, the issue of 15,700,421 shares by the company on 16 January 2012 was previously overlooked.)

14. Contact name:

Tim Morris

15. Contact telephone number:

0208 753 8243