Warburg (S.G.) Group

Intention to seek liquidation

Warburg (S.G.) Group PLC
13 July 2006


                     S.G. WARBURG GROUP plc ('the Company')

                           (Company Number: 1874486)

   Intention to seek a liquidation of the Company, recommended offer for the
                Company's preference shares and other proposals.

London 13 July 2006.  Further to a strategic review of the Company's activities
the directors have concluded that the Company's business purpose has ceased and
that accordingly it is in the best interests of the Company to seek its
liquidation by way of a members' voluntary liquidation.  An extraordinary
general meeting of the Company will be called to consider whether the Company
should be placed into members' voluntary liquidation as soon as the Company has
resolved certain outstanding obligations.

The Company has today received an unconditional offer for the 7 5/8 per cent.
cumulative preference shares (the 'Preference Shares') from S.G. Warburg &
Company plc (the 'Offer'). The Offer will be 168 pence in cash for each
Preference Share which represents a premium of 68 per cent. to the consideration
which it is anticipated holders of Preference Shares would receive pursuant to a
members' voluntary liquidation.  As a number of the directors are also directors
of either S.G. Warburg & Company plc or UBS Limited (the financial advisor to
S.G. Warburg & Company plc), the directors  have determined that it is
appropriate that only those directors who are not directors of S.G. Warburg &
Company plc or UBS Limited should consider the Offer (the 'Independent Directors
'). The Offer is being recommended to the holders of the Preference Shares by
the Independent Directors. Further details of the Offer can be found in the
press release issued by S.G. Warburg & Company plc.

In light of the directors' intention to seek a members' voluntary liquidation
appropriate proposals will be made in due course to holders of the 9 per cent.
perpetual subordinated loan notes due 2024 issued by the Company.

Enquiries should be addressed for the attention of Dominik von-Arx on +44 (0)20
7568 2439.

Harriet Charles
Joint Secretary

13 July 2006

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