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«CONTENTS 2 Financial Highlights 4 Chairman‟s Report 5 Chief Executive‟s Report 9 Summary Operating and Financial Overview 11 Directors‟ Report ...»

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CONTENTS

2 Financial Highlights

4 Chairman‟s Report

5 Chief Executive‟s Report

9 Summary Operating and Financial Overview

11 Directors‟ Report

15 Corporate Governance Report

27 Report of the Remuneration Committee on Directors‟ Remuneration

28 Statement of Directors‟ Responsibilities

30 Independent Auditor‟s Report

32 Presentation of Financial and Certain Other Information

34 Detailed Index*

36 Key Information

42 Principle Risks and Uncertainties 55 Information on the Company 77 Operating and Financial Review 81 Critical Accounting Policies 95 Directors, Senior Management and Employees 103 Major Shareholders and Related Party Transactions 103 Financial Information 113 Additional Information 122 Quantitative and Qualitative Disclosures About Market Risk 127 Controls and Procedures 130 Consolidated Financial Statements 186 Company Financial Statements 192 Directors and Other Information 193 Appendix *See Index on page 34 for detailed table of contents.

Information on the Company is available online via the Internet at our website, www.ryanair.com.

Information on our website does not constitute part of this Annual Report. This Annual Report and our 20-F are available on our website.

1

FINANCIAL HIGHLIGHTS

Summarised consolidated income 2012 2011 Change €M €M statement in accordance with IFRS as adjusted – see below Operating revenue (i) 3,629.5 +19% 4,324.9 Net profit after tax 374.6 +50% 560.4 Adjusted net profit after tax (ii) 400.7 +25% 502.6 Basic EPS (in euro cent) 25.21 +51% 38.03 Adjusted basic EPS (in euro cent) 26.97 +26% 34.10 Excludes for the year ended March 31, 2012 a one off release of ticket sales revenue of €65.3 million, due to a change in (i) accounting estimate arising from enhancements to our Revenue Accounting Systems, and (ii) Excludes, for the year ended March 31, 2011, estimated costs of €26.1m (net of tax) relating to the closure of airspace in April and May 2010 due to the Icelandic volcanic ash disruptions.

See reconciliation of profit for the financial year to adjusted profit for the financial year on pages 9 and 10.

–  –  –

Dear Shareholders, I am very pleased to report a 25% increase in profit after tax to a new record of €503 million. This was a strong performance despite a €367 million rise in fuel costs which we managed to offset by a 16% rise in average fares.

During the year Ryanair delivered a number of significant milestones:

We grew our traffic by 5% to 76 million passengers.

We took delivery of 25 (net) new aircraft and we had a year-end fleet of 294 Boeing 737-800‘s.

We opened 6 new bases and 330 new routes bringing the total number of routes operated to over 1,500.

We improved our industry leading passenger service with better punctuality, fewer lost bags and less cancellations.

We completed a share buyback of €125 million in fiscal 2012 and €68 million in April 2012, and the board have proposed a dividend of €0.34 per share amounting to approximately €489 million subject to shareholder approval at the annual general meeting. The combination of the second special dividend (subject to shareholder approval) and previous share buybacks and dividends will mean that Ryanair has returned an industry leading €1.53 billion to shareholders over the past 5 years.

Fuel costs as a proportion of our total operating costs have risen to 43% in fiscal 2012. We are 90% hedged for fiscal 2013, at just over $100 per barrel and we are faced with a further €320 million increase in our fuel bill, a total increase in 2 years of €687 million. Oil price rises and higher winter airport charges at certain government owned airports will make it commercially sound to ground up to 80 aircraft rather than suffer losses operating these aircraft during the winter when yields are significantly lower. Nevertheless, we still expect passenger volumes in fiscal 2013 to grow by approximately 5% to 79 million passengers.

In the airline industry, we yet again face another challenging year with significantly higher fuel prices and with European government fiscal deficits resulting in austerity measures and leading to falling European consumer confidence. As recessionary pressures continue we believe more carriers will exit the industry and we intend to take advantage of those developments, as we have this year, when we opened a new base in Budapest following the closure of Malev, and significantly expanded our operations at Barcelona and Madrid following the closure of Spanair. We believe that the winners will be those airlines with strong balance sheets (we currently have over €3.8 billion in cash), the lowest costs and a strong sustainable business model.

I would like to take this opportunity to thank Paolo Pietrogrande for his contribution and commitment to Ryanair as a director over the last eleven years. Although eligible, Paolo has decided not to stand for re-election at the AGM on September 21, 2012 and we wish him much success in the future.

Notwithstanding the issues we face, the outstanding people at Ryanair continue to work hard on behalf of shareholders to reduce our costs while at the same time delivering the lowest fares in Europe to our 79 million passengers. As a result, we still expect to generate significant profits in fiscal 2013 although these are likely to be lower than we enjoyed in fiscal 2012.





Yours sincerely, _______________

David Bonderman Chairman

–  –  –

Dear Shareholders, Our results for the past year underline the enduring strength of Ryanair‘s ultra low fare airline model here in Europe.

While traffic growth has slowed, Ryanair delivered a 25% increase in annual profits to a new record of €503 million.

Our traffic grew 5% to 75.8 million, our load factor was 82% and average fare (which include optional checked in bag fees) rose by 16% to €45. Group turnover rose 19% to €4,325 million, which included scheduled revenue growth of 22% to €3,439 million, and ancillary revenue growth of 11% to €886 million.

Operating costs rose 19% to €3,707 million, due to a €367 million (30%) increase in our fuel bill to €1,594 million and further unjustified price increases at Dublin Airport, where the Government owned DAA monopoly continues to raise airport fees while presiding over record traffic declines. Over the past 4 years, despite wasting €1.2 billion on its new Terminal 2, Dublin Airport‘s traffic has declined from 23.5 million in 2008, to 18.7 million in 2011.

Ryanair has made a number of growth offers to Government to reverse these declines, and create thousands of new jobs at Dublin Airport, but so far these offers have not been taken up.

In the UK, the Ferrovial owned BAA airport monopoly continues to launch Court appeals to delay the inevitable sale of Stansted Airport. Ryanair is working with the Competition Commission to expedite the long delayed sale of Stansted which will, we believe, bring about much needed competition, lower costs and better passenger service at Stansted, and reverse 5 years of traffic declines from 24 million in 2007 to just 18 million in 2011 under the BAA‘s mismanagement. We hope now that the BAA‘s latest appeal, which was dismissed by the Court of Appeal in mid July, will finally result in the sale of Stansted before the end of 2012. Ryanair has held discussions with a number of parties who are interested in bidding for Stansted and we have assured them that subject to a competitive cost base, Ryanair would be willing to deliver rapid traffic growth at Stansted over a 5 year period.

Ryanair welcomes the EU‘s recent ruling that the differential Irish air travel tax in 2009 was unlawful, and we hope this will encourage the Irish Government to repeal what remains of this damaging and anti-visitor tax. Ryanair regrets the Spanish Government‘s recent decision to increase departure taxes at many Spanish airports (doubling them at Madrid and Barcelona) from 1st July. Ryanair, and many other airlines at these airports have announced cuts to flights, traffic and jobs from October 2012, although we hope that the Spanish Government will change its mind and follow the earlier lead of the Dutch and Belgian Governments who reversed similar damaging passenger taxes.

Our passengers Ryanair delivers Europe‘s No. 1 passenger service for the benefit of our passengers, our people and our shareholders. We continue to grow delivering lower fares, better punctuality, fewer lost bags and, as a result have fewer passenger complaints than any other airline in Europe.

5 Despite the current EU recession, and the spread of austerity measures, Ryanair‘s lowest fares continue to encourage passengers to travel, and more importantly fly with Ryanair. Ryanair beats every other airline on price on every flight, every route, every day. We have grown to carry over 75.8 million passengers in the past year and IATA‘s 2011 traffic statistics confirm that Ryanair carriers far more international passengers than any other scheduled airline, making Ryanair the ―world‘s‖ favourite airline. Over the past year, Ryanair welcomed 75.8 million passengers onboard, at an average fare of just €45. These passengers saved an average of €7.6 billion over the high fares charged by our competitor‘s incl. Air France, British Airways, Easyjet and Lufthansa.

Ryanair‘s growth and profitability is not based solely on price. In addition to the lowest fares in every market last

year, Ryanair also delivered:

The best punctuality – 91% of flights on-time (up 6%).

1.

The fewest lost bags – We lost less than 1 bag for every 4,000 passengers carried, an improvement on the prior 2.

year.

The fewest complaints – Last year we received less than 1 complaint per 2,000 passengers, an improvement on 3.

the prior year.

The youngest fleet – the average age of our 294 aircraft is under 4 years old.

4.

Rapid passenger complaint responses – Over 99% replied to within 7 days.

5.

The world‟s greenest, cleanest airline – Independent research confirms Ryanair is the world‘s 6.

greenest/cleanest airline, which allows all passengers to demonstrate their commitment to the environment by switching their travel choice to Ryanair.

–  –  –

Our people Over the past year average headcount in Ryanair rose to 8,438. Within this number, more than 568 people were promoted, as our growth created new opportunities for career progression and development. Our people know that they can advance their careers by taking advantage of Ryanair‘s commitment to promote from within wherever possible. At a time when many European airlines are cutting jobs, or closing (as in the case of Spanair, Malev, Cimber Sterling, and OLT Express in recent months) Ryanair is proud of its long-standing record of job creation and internal promotions.

Our shareholders Unlike other airlines, Ryanair continues to deliver significant returns for shareholders. In Ryanair the Board and Management team hold a significant stake in the company, which means we think and act like shareholders, precisely because we are substantial shareholders.

Our 2012 net profit of €503 million ($672 million) makes Ryanair one of the world‘s most profitable airlines.

Ryanair‘s increased profits and the substantial cash reserves means that our Board is able to recommend a second special dividend of €0.34 (approx. €489 million) to shareholders in late 2012, subject to AGM approval in September. The airline has completed three further share buybacks in the last year amounting to €193 million. As a result of these two special dividends and share buybacks, Ryanair has returned more than €1.53 billion to shareholders over the past five years.

–  –  –

Ryanair continues to look for opportunities to invest our cash wisely. While we have no requirement for new aircraft orders in the immediate future, we would hope to expand the fleet with deliveries from 2015/16 onwards.

Our discussions with manufacturers continue, but we will only order aircraft when we believe that the pricing will make it profitable for our shareholders to do so.

Finally, I would like to sincerely thank our Chairman, my fellow Board members, our Managers and all the team at Ryanair for their hard work over the past 12 months, which has helped us deliver another year of low fare traffic growth and record profits for the benefit of our passengers, our people and our shareholders.

Yours sincerely Michael O‘Leary Chief Executive

–  –  –

Exceptional items The Company presents certain items separately, which are unusual, by virtue of their size and incidence, in the context of our ongoing core operations, as we believe this presentation represents the underlying business more accurately and reflects the manner in which investors typically analyse the results. Any amounts deemed ―exceptional‖ for management discussion and analysis purposes, in the Chairman‘s Report and Chief Executive‘s Report, have been classified for the purposes of the income statement in the same way as non-exceptional amounts of the same nature.

Exceptional items in the year ended March 31, 2012 relates to a one-off release of ticket sales revenue of €57.8 million, net of tax, due to a change in accounting estimates relating to the timing of revenue recognition for unused passenger tickets which were made as a result of the availability of more accurate and timely data obtained through system enhancements. Exceptional items in the year ended March 31, 2011 amounted to €26.1 million reflecting the estimated costs relating to the closure of airspace in April and May 2010 due to the Icelandic volcanic ash disruptions.

Adjusted profit after tax excluding exceptional items increased by 25% to €502.6 million compared to adjusted profit after tax in the year ended March 31, 2011. Including exceptional items the profit after tax for the year increased by 50% to €560.4 million compared to a profit of €374.6 million in the year ended March 31, 2011.

Summary year ended March 31, 2012



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