Result of AGM

Croda International PLC
26 April 2006


                            Croda International Plc                             
                             Annual General Meeting                             
                                                                               
 
The eighty-first Annual General Meeting of Croda International Plc was held at
Carlton Towers, Carlton, Goole, East Yorkshire DN14 9LZ on Wednesday 26 April
2006.

Proxy votes were received from shareholders in respect of 79,370,147 shares
amounting to 64.1% of the issued share capital. The total number of shares in
issue: 123,811,255 (excluding shares held in treasury).

All resolutions put to the meeting were passed on a show of hands. The proxy
votes cast in respect of the resolutions received prior to the meeting were as
follows:

 
Resolution                               For      Against  Discretion    Withheld
                                                                   to            
                                                             Chairman            
1. To accept the directors'                                                        
report, auditors' report and                                                       
the audited accounts for the                                                       
year ended 31 December 2005       77,696,422       32,255   1,270,640     370,830  

2. To declare a final                                                              
dividend of 9p per ordinary                                                        
share                             78,067,270          500   1,248,377      54,000  

3. To elect Mr Martin Flower                                                       
as a director                     78,045,021       11,220   1,254,410      59,496  

4. To reappoint                                                                    
PricewaterhouseCoopers LLP                                                         
as auditors                       77,860,569      204,986   1,248,447      56,145  

5. To authorise the                                                                
directors to determine the                                                         
remuneration of                                                                    
PricewaterhouseCoopers LLP        78,040,091       25,264   1,248,447      56,345  

6. To approve the                                                                  
directors' remuneration                                                            
report for the year ended 31                                                       
December 2005                     34,393,828   37,869,308   1,249,200   5,857,811  

7. To authorise the                                                                
directors to allot shares up                                                       
to an aggregate nominal                                                            
amount of £4,271,541              78,024,625       29,419   1,258,019      58,084  

8. To authorise the                                                                
directors to allot equity                                                          
securities without                                                                 
pre-emptive rights up to an                                                        
aggregate nominal amount of                                                        
£681,344                          72,437,623       33,269   6,839,766      59,489  

9. To authorise market                                                             
purchase of shares up to a                                                         
maximum of 5,504,295                                                               
ordinary shares                   72,645,323       29,006   6,817,871      57,947  

 

Resolutions 1 to 7 (inclusive) were passed as ordinary resolutions and
resolutions 8 and 9 were passed as special resolutions. The full text of the
resolutions is set out in the Notice of Annual General Meeting, a copy of which
is on the Company's website (investor centre) and has also been made available
for inspection at the UK Listing Authority's Document Viewing Facility, The
Financial Services Authority, 25 The North Colonnade, Canary Wharf, London E14
5HS.

 

Louise Scott
Company Secretary & Legal Counsel

26 April 2006



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