

| RATHBONES GROUP PLC | 05/05/2004 AGM | |
|---|---|---|
| 1 | Receive the report and accounts | For |
| 2 | Approve the remuneration report | Abstain |
| 3 | Declare a dividend | For |
| 4 | Elect Caroline Burton | For |
| 5 | Elect James Barclay | For |
| 6 | Re-elect Richard Lanyon | For |
| 7 | Re-elect Andrew Morris | For |
| 8 | Re-elect Andy Pomfret | For |
| 9 | Re-elect Richard Smeeton | For |
| 10 | Re-appoint the auditors | Abstain |
| 11 | Fix the auditors' remuneration | For |
| 12 | Authority to issue shares with pre-emption rights | For |
| 13 | Disapplication of pre-emption rights | For |
| 14 | Authority to purchase shares | For |