The PDF document below should be read as a whole. Your attention is drawn to the letter from the Chairman of Ashtead Group plc on pages 5 to 7 of this document, which contains a unanimous recommendation by the Directors that you vote in favour of the Special Resolution to be proposed at the General Meeting, referred to below.

Notice of a General Meeting of Ashtead Group plc, to be held at the New Zealand Room, 9th floor, Citypoint, 1 Ropemaker Street, London EC2Y 9HY at 10.00 am on 7 August 2008, is set out at the end of the document. A proxy form for use in connection with the General Meeting is also attached to this document. Shareholders are requested to either complete the proxy form in accordance with the instructions printed on it and return it to the Registrars, Equiniti Limited, Aspect House, Spencer Road, Lancing, West Sussex, BN99 6ZL, or, in the case of CREST members who wish to appoint a proxy or proxies by transmitting a CREST Proxy Instruction to the Registrars, to do so in accordance with the procedures set out on page 10 of the pdf document.

The completed proxy form or CREST Proxy Instruction must be received by the Registrars not later than 10.00 a.m. on 5 August 2008. The return of a completed proxy form or CREST Proxy Instruction will not preclude a member from attending, speaking and voting at the General Meeting in person should they so wish.