Result of EGM

Cookson Group PLC
12 January 2006

12 January 2006

                               Cookson Group plc

                    Results of Extraordinary General Meeting

Cookson Group plc ('Cookson' or the 'Company') announces that the special
resolutions proposed to holders of the Company's ordinary shares of 10 pence
each ('shareholders'), and as detailed in the circular sent to shareholders on
19 December 2005, were duly passed at today's Extraordinary General Meeting.
The resolutions were:

-    to amend the Company's Articles of Association to facilitate termination of 
     its registration with the US Securities and Exchange Commission ('SEC');

-    to reduce the issued share capital of the Company by cancelling and
     extinguishing the deferred shares of 49 pence each;

-    to reduce the authorised share capital of the Company by cancelling and 
     extinguishing six ordinary shares of 1 pence each; and

-    to cancel the share premium account of the Company.

The amendment to the Articles of Association includes a provision conferring
upon the Board the power to require ordinary shares which are held directly or
indirectly by US resident shareholders to be sold in order to reduce the number
of such shareholders to below 300, as presently required by the SEC for
termination of registration.  In order to avoid the costs of complying with SEC
registration requirements in respect of the financial year ended 31 December
2005, the Board intends to commence exercising these compulsory transfer
provisions as soon as reasonably practicable. Subject to legal, fiduciary and
regulatory requirements and costs, the Board will take account of the relative
size of the holdings of US resident shareholders and apply the power first to
those US resident shareholders with the smallest holdings of ordinary shares.

Subject to approval by the High Court, cancellation of the deferred shares and
the other reductions of capital outlined above are expected to become effective
on or around 15 February 2006 upon registration of the order of the High Court
with the Registrar of Companies.

Copies of the resolutions passed at the Extraordinary General Meeting will
shortly be available for inspection 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

Tel: [phone]

Enquiries:
Cookson Group plc                              Tel: [phone]

Richard Malthouse, Group Secretary             www.cooksongroup.co.uk


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