Holding in Company

TR - 1: Notification of Major Interests in Shares

1

Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached:

Grafton Group plc

2

Reason for the notification (please place an X inside the appropriate box):

An acquisition or disposal of voting rights

An acquisition or disposal of financial instruments which may result in the acquisition of shares already issued to which voting rights are attached

An event changing the breakdown of voting rights

Other (please specify) - This report does not reflect an acquisition of shares, but rather on January 1, 2010, Capital Research and Management Company began exercising the voting rights for funds that previously voted their own shares.

x

3

Full name of person(s) subject to notification obligation:

Capital Research and Management Company ('CMRC')

4

Full name of shareholders(s) (if different from 3):

N/A

5

Date of transaction (and date on which the threshold is crossed or reached if different):

01 January 2010

6

Date on which issuer notified:

05 January 2010

7

Threshold(s) that is/are crossed or reached:

4%

8

Notified Details:

A: Voting Rights attached to shares

Class/type of shares (if possible using ISIN CODE)

Situation previous to the Triggering transaction

Resulting situation after the triggering transaction

Number of shares

Number of Voting Rights 

Number of shares

Number of Voting Rights 

% of Voting Rights

Direct

Direct

Indirect

Direct

Indirect

IE00B00MZ448

7,866,782

7,866,782

22,828,782

9.8964%

SUBTOTAL A (based on aggregate voting rights)

7,866,782

7,866,782

22,828,782

9.8964%

B: Financial Instruments

Resulting situation after the triggering transaction

Type of financial instrument

Expiration date

Exercise/Conversion period

No. of voting rights that may be acquired (if the instrument exercised/converted)

% of voting rights

N/A

TOTAL (A + B)

Number of voting rights

% of voting rights

22,828,782

9.8964%

9

Chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held, if applicable:  N/A

Proxy Voting

10

In case of proxy voting: N/A

11

Additional information

Please note that Fundamental Investors, Inc. a mutual fund under management that has previously submitted a notification on behalf of its holdings in Grafton Group plc, has delegated its voting rights to CMRC as of January 1, 2010.

Done at Los Angeles, California on 04 January 2010.