Result of AGM

Close Brothers Group PLC
28 October 2004


Results of Annual General Meeting

Close Brothers Group plc advises that all the resolutions proposed at its Annual
General Meeting held today were  unanimously passed on a show of hands. In
addition Close Brothers can advise that the following proxy votes were cast:-

   Ordinary                            In Favour            Chairman's           Against            Vote
   resolutions                                              Discretion                              Withheld
  
                                  Votes cast      %       Votes cast   %       Votes cast   %
         
1. To receive and adopt the       101,419,476   98.61     1,007,718   0.98       423,745   0.41     2,224,377
   directors'report and
   financial statements.
         
2. To approve the directors'       97,743,715   96.06     1,006,420   0.99     3,006,867   2.95     3,318,314
   remuneration report. 
     
3. To declare a final dividend.   103,364,567   99.03     1,010,068   0.97             0   0.00       700,681
         
4.(a) To re-elect Mr. D.G.J.      102,328,119   98.79     1,019,144   0.98       237,699   0.23     1,490,354
      Paterson as a director
      of the company.

  (b) To re-elect Mr. D.C.        102,857,419   98.55     1,241,047   1.19       271,794   0.26       705,056
      Pusinelli as a director 
      of the company.     
     
  (c) To re-elect Sir David       102,846,970   98.79     1,019,644   0.97       244,730   0.24       963,972
      Scholey as a director of
      the company.

  (d) To re-elect Mr. J.P         102,328,019   98.79     1,019,644   0.98       238,799   0.23     1,488,854
      Williams as a director of
      the company.

5. To re-appoint the auditors.    100,948,663   96.72     1,013,253   0.97     2,411,692   2.31       701,708
     
6. To authorise the directors     102,197,594   97.92     1,024,309   0.98     1,151,705   1.10       701,708
   of the company to determine
   the auditors'remuneration.
     
   Special resolution
     
7. To authorise the company to    103,321,617   98.99     1,025,024   0.99        25,214   0.02       703,461
   make market purchases as
   specified in the Notice of
   Annual General Meeting.

   Ordinary resolution
     
8. To renew the authority         103,257,544   98.94     1,058,045   1.01        50,388   0.05       709,339
   conferred by Article 7.1 of
   the Articles of Association      
   and that the section 80
   amount be £12,021,000.
     
   Special resolution

9. To renew the power conferred    98,884,473   98.00     1,057,225   1.05       957,786   0.95     4,175,832
   by Article 7.2 of the Articles
   of Association and that the
   section 89 amount be
   £2,704,000.
     
   Ordinary resolution

10.To approve the adoption of     101,006,255   97.02     1,038,678   0.99     2,067,760   1.99       962,623
   the Close Brothers Group plc 
   2004 Long Term Incentive
   Plan.


NOTES:
1. The 'vote withheld' option was provided to enable shareholders to instruct 
   their proxy not to vote on any particular resolution, however it should be 
   noted that a vote withheld in this way is not a 'vote' in law and therefore
   was not included in the calculation of the proportion of the 'vote' 'For' and 
   'Against' a resolution.

2. The current issued share capital of the company is 144,300,842.



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