Resolutions

UNITED UTILITIES GROUP PLC                           

                              RESOLUTIONS PASSED                               

                                 27 JULY 2009                                  

At the annual general meeting held on 24 July 2009, at the Midland Hotel,
Manchester the following resolutions were duly passed as special business.
Resolutions 9 and 13 were passed as ordinary resolutions and resolutions 10, 11
and 12 as special resolutions.

9. AUTHORITY TO ALLOT SHARES

IT WAS RESOLVED:

THAT the directors be and they are hereby generally and unconditionally
authorised in accordance with section 80 of the Companies Act 1985 (`the Act')
to exercise all the powers of the company to allot relevant securities (as
defined in section 80(2) of the Act) of the company up to an aggregate nominal
amount of £11,358,093 provided that this authority shall expire on the earlier
of the conclusion of the next annual general meeting of the company and 30
September 2010, save that the company may, before such expiry, make any offer
or agreement which would or might require relevant securities to be allotted
after such expiry and the directors may allot relevant securities in pursuance
of such an offer or agreement as if the authority conferred hereby had not
expired. This authority is in substitution for all authorities subsisting at
the time this resolution is passed.

10. DISAPPLICATION OF STATUTORY PRE-EMPTION RIGHTS

IT WAS RESOLVED AS A SPECIAL RESOLUTION:

THAT the directors be and they are hereby empowered pursuant to section 95(1)
of the Act to make an allotment or allotments of equity securities (as defined
in sections 94(2) and 94(3A) of the Act) of the company, pursuant to any
general authority conferred on the directors, as if section 89(1) of the Act
did not apply to any such allotment, provided that this power shall be limited
to:

(a) the allotment of equity securities in connection with a rights issue or
other issue in favour of the holders of ordinary shares and in favour of
holders of any other class of equity security in accordance with the rights
attached to such class, where the equity securities respectively attributable
to the interests of such persons are proportionate (as nearly as may be) to the
respective numbers of equity securities held by them, subject only to such
exclusions or other arrangements as the directors may judge to be necessary or
expedient to deal with fractional entitlements or any legal or practical
problems arising under the laws of any territory, or due to any shares being
represented by depository receipts, or to deal with the requirements of any
recognised regulatory body or any stock exchange in any territory; and

(b) the allotment (otherwise than pursuant to sub-paragraph (a) of this
resolution) of equity securities which are, or are to be, wholly paid up in
cash and have an aggregate nominal amount not exceeding £1,703,714; and
provided further that the authorities conferred by subparagraphs (a) and (b) of
this resolution shall expire on the earlier of the conclusion of the next
annual general meeting of the company and 30 September 2010, save that in any
such case, the directors may, before such expiry, make any offer or agreement
which would or might require equity securities to be allotted after such expiry
and the directors may allot equity securities in pursuance of any such offer or
agreement as if the authority conferred had not expired. These authorities are
in substitution for all authorities subsisting at the time this resolution is
passed.

11. MARKET PURCHASE OF ITS OWN SHARES BY THE COMPANY

IT WAS RESOLVED AS A SPECIAL RESOLUTION:

THAT in accordance with Chapter VII of Part V of the Act, or otherwise as
permitted by law and by the company's articles of association, the company be
and is hereby generally and unconditionally authorised to make market purchases
(as defined in section 163(3) of the Act) of its own ordinary shares of five
pence each on such terms and in such manner as the directors of the company may
from time to time determine, provided that the authority conferred by this
resolution shall:

(a) expire at the conclusion of the next annual general meeting of the company,
or if earlier on 30 September 2010;

(b) be limited to the purchase of a maximum of 68,148,563 ordinary shares;

(c) require that the company does not pay less than five pence for each share;

(d) not permit the payment per ordinary share of an amount (excluding expenses
(if any) payable by the company) which is more than the higher of (1) five per
cent above the average of the middle market quotations for an ordinary share
derived from the Daily Official List of the London Stock Exchange for the five
business days immediately preceding the day on which any such share is
contracted to be purchased by the company; and (2) the amount stipulated by
Commission Regulation (EC) 2273/2003;

(e) before its expiry entitle the company to enter into any contract for the
purchase of ordinary shares which might be executed and completed wholly or
partly after its expiry; and

(f) only be capable of variation, revocation or renewal by special resolution
of the company in general meeting.

12. NOTICE OF GENERAL MEETING

IT WAS RESOLVED AS A SPECIAL RESOLUTION:

THAT a general meeting other than an annual general meeting may be called on
not less than 14 clear days' notice.

13. AUTHORISATION OF POLITICAL DONATIONS AND POLITICAL EXPENDITURE

IT WAS RESOLVED:

THAT, in accordance with Part 14 of the Companies Act 2006, the company and
each company which is or becomes a subsidiary of the company at any time during
the period for which this resolution has effect be and are hereby authorised:

(a) to make political donations to political parties and/or independent
election candidates to which Part 14 of the Companies Act 2006 applies, not
exceeding £50,000 in total;

(b) to make political donations to political organisations other than political
parties, not exceeding £50,000 in total; and

(c) to incur political expenditure, not exceeding £50,000 in total; in each
case during the period beginning with the date of the passing of this
resolution and ending on the earlier of the conclusion of the next annual
general meeting of the company and 30 September 2010. In any event, the
aggregate amount of political donations and political expenditure made or
incurred by the company and its subsidiaries pursuant to this resolution shall
not exceed £150,000.

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United Utilities' ordinary trade on the London Stock Exchange and its ADRs,
each equal to two ordinary shares, trade OTC in the USA under the Trading
Symbol "UUGRY".