Notice of EGM

Costain Group PLC
17 January 2007

COSTAIN GROUP PLC

('Costain' or 'The Company')



DOCUMENTS REGARDING PROPOSED REVISION OF GROUP BORROWING LIMIT AND RATIFICATION
OF CERTAIN PAST BORROWINGS

As reported in the Company's announcement on 18 December 2006, the Company has
been in breach of the borrowing restriction set out in its articles of
association since 2002.  Shareholder approval to an amendment of the restriction
is required.  The Company will today issue a circular to its shareholders
convening an Extraordinary General Meeting to be held at 10:30am on 2 February
2007 at Westminster Central Hall, Storeys Gate, Westminster, London SW1H 9NH.
The resolutions to be put to the meeting propose to alter the restriction on
borrowings imposed by the Company's articles of association, to ratify past
breaches of the current borrowing restriction and to release directors from any
liability to the Company in connection with those breaches.

Copies of the circular have been submitted to the UK Listing Authority and will
shortly be available for inspection by the public during normal business hours
on any weekday (public holidays excepted) at the UK Listing Authority's Document
Viewing Facility, which is situated at The Financial Services Authority, 25 The
North Colonnade, Canary Wharf, London E14 5HS.

                                                                 17 January 2007




Enquiries:
Costain                                                          Tel: [phone]

Andrew Wyllie, Chief Executive
Tony Bickerstaff, Finance Director
Graham Read, Public Relations
College Hill (PR adviser to Costain)                             Tel: [phone]
Mark Garraway
Matthew Gregorowski




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