Director/PDMR Shareholding

NOTIFICATION OF TRANSACTIONS OF DIRECTORS, PERSONS DISCHARGING MANAGERIAL
RESPONSIBILITY OR CONNECTED PERSONS

This form is intended for use by an issuer to make a RIS notification required
by DR3.1.4R(1)

 1. An issuer making a notification in respect of a transaction relating to the
    shares or debentures of the issuer should complete boxes 1 to 16, 23 and
    24.
   
 2. An issuer making a notification in respect of a derivative relating the
    shares of the issuer should complete boxes 1 to 4, 6, 8, 13, 14, 16, 23 and
    24.
   
 3. An issuer making a notification in respect of options granted to a director
    /person discharging managerial responsibilities should complete boxes 1 to
    3 and 17 to 24.
   
 4. An issuer making a notification in respect of a financial instrument
    relating to the shares of the issuer (other than a debenture) should
    complete boxes 1 to 4, 6, 8, 9, 11, 13, 14, 16, 23 and 24.
   
Please complete all relevant boxes should be in block capital letters.

 1. Name of the Issuer
   
    The Capita Group Plc

 2. State whether the notification related to
   
      i. a transaction notified in accordance with DR 3.1.4R(1); or
   
     ii. a disclosure made in accordance with LR 9.8.6R(1); or
   
    iii. a disclosure made in accordance with section 793 of the Companies Act
    (2006)
   
    Paul Pindar - (i)

    Gordon Hurst - (i)

    Vic Gysin - (i)

    Andy Parker - (i)

    Maggi Bell - (i)

    Paddy Doyle - (i)

 3. Name of person discharging managerial responsibilities/director
   
    Paul Pindar, Gordon Hurst, Vic Gysin, Andy Parker, Maggi Bell, Paddy Doyle

 4. State whether notification related to person connected with a person
    discharging managerial responsibilities/director name in 3 and identify the
    connected person
   
    N/A

 5. Indicate whether the notification is in respect of a holding of the person
    referred to in 3 or 4 above or in respect of a non-beneficial interest.
   
    Notification in respect of persons referred to in 3 above

 6. Description of shares (including class), debentures or derivatives or
    financial instruments relating to shares
   
    Ordinary shares of 2 1/15p each

 7. Name of registered shareholder(s) and, if more than one, the number of
    shares held by each of them
   
    Paul Pindar:
    Shares in own name (including Restricted DABP shares): 1,646,903 (0.27%),
    Shares held under LTIP: 641,137 (0.10%), Shares held under LTISAS: 600,000
    (0.098%), Shares held under DABP: 206,544 (0.034%), Shares held under CIP:
    412,087(0.067%)

    Gordon Hurst:
    Shares in own name (including CSOP and Restricted DABP shares): 49,752
    (0.0081%), Shares held under LTIP: 466,281 (0.076%), Shares held under DABP:
    151,465 (0.025%)

    Vic Gysin:
    Shares in own name (including Restricted DABP shares): 16,220 (0.0026%), Shares
    under ESOS: 54,392 (0.0089%), Shares held under LTIP: 197,142 (0.032%), Shares
    held under DABP: 87,546 (0.014%)

    Andy Parker
    Shares under ESOS: 4,392 (0.00072%), Shares held under LTIP: 197,142 (0.032%),
    Shares held under DABP: 57,972 (0.0095%)

    Maggi Bell
    Shares in own name (including Restricted DABP shares): 67,856 (0.011%), Shares
    held under ESOS: 4,467 (0.00073%), Shares held under LTIP: 347,856 (0.057%),
    Shares held under DABP: 148,372 (0.024%)

    Paddy Doyle:
    Shares in own name (including CSOP): 27,176 (0.0044%), Shares held under LTIP:
    154,281 (0.025%), Shares held under DABP: 47,908 (0.0078%)

 8. State the nature of transaction
   
    On 12 May 2011, the Directors referred to in section 3 above exercised and sold
    shares, as set below, granted to them under the Long Term Incentive Plan (LTIP)
    2008 and the Executive Share Option Scheme (ESOS). The LTIP awarded nil priced
    unapproved options and the ESOS awarded approved options, with an exercise
    price of £6.715.

    Paul Pindar - LTIP: 146,137 Ordinary Shares (0.024%);
    Gordon Hurst - LTIP: 106,281 Ordinary Shares (0.017%),
    Vic Gysin - LTIP: 37,142 Ordinary Shares (0.006%),
    Andy Parker - LTIP: 37,142 Ordinary Shares (0.006%),
    Maggi Bell - LTIP: 27,856 Ordinary Shares (0.0045%), ESOS: 4,467 Ordinary
    Shares (0.0007%)
    Paddy Doyle - LTIP: 106,281 Ordinary Shares (0.017%),

 9. Number of shares, debentures or financial instruments relating to shares
    acquired.
   
    Paul Pindar - 146,137 Ordinary Shares (0.024%), 91,137 sold immediately and
    55,000 retained
    Gordon Hurst - 106,281 Ordinary Shares (0.017%), 101,281 sold immediately and
    5,000 retained
    Vic Gysin - 37,142 Ordinary Shares (0.006%), all sold immediately
    Andy Parker - 37,142 Ordinary Shares (0.006%), all sold immediately
    Maggi Bell - 32,323 Ordinary Shares (0.005%), all sold immediately
    Paddy Doyle - 106,281 Ordinary Shares (0.017%), all sold immediately

10. Percentage of issued class acquired (treasury shares of that class should
    not be taken into account when calculating percentage)
   
    See section 9 above

11. Number of shares, debentures or financial instruments relating to shares
    disposed.
   
    Paul Pindar - 91,137 Ordinary Shares (0.015%),
    Gordon Hurst - 101,281 Ordinary Shares (0.017%),
    Vic Gysin - 37,142 Ordinary Shares (0.006%),
    Andy Parker - 37,142 Ordinary Shares (0.006%),
    Maggi Bell - 32,323 Ordinary Shares (0.005%),
    Paddy Doyle - 106,281 Ordinary Shares (0.017%),

12. Percentage of issued class disposed (treasury shares of that class should
    not be taken into account when calculating percentage)
   
    See section 11 above.

13. Price per share or value of transaction
   
    £7.1828 per share

14. Date and place of transaction
   
    12 May 2011, London

15. Total holding following notification and total percentage holding following
    notification (any treasury shares should not be taken into account when
    calculating percentage)
   
    Paul Pindar:
    Shares in own name (including Restricted DABP shares): 1,701,903 (0.28%),
    Shares held under LTIP: 495,000 (0.08%), Shares held under LTISAS: 600,000
    (0.098%), Shares held under DABP: 206,544 (0.034%), Shares held under CIP:
    412,087(0.067%)

    Gordon Hurst:
    Shares in own name (including CSOP and Restricted DABP shares): 54,752
    (0.0089%), Shares held under LTIP: 360,000 (0.059%), Shares held under DABP:
    151,465 (0.025%)

    Vic Gysin:
    Shares in own name (including Restricted DABP shares): 16,220 (0.0026%), Shares
    under ESOS: 54,392 (0.0089%), Shares held under LTIP: 160,000 (0.026%), Shares
    held under DABP: 87,546 (0.014%)

    Andy Parker
    Shares under ESOS: 4,392 (0.00072%), Shares held under LTIP: 160,000 (0.026%),
    Shares held under DABP: 57,972 (0.0095%)

    Maggi Bell
    Shares in own name (including Restricted DABP shares): 67,856 (0.011%), Shares
    held under LTIP: 320,000 (0.052%), Shares held under DABP: 148,372 (0.024%)

    Paddy Doyle:
    Shares in own name (including CSOP): 27,176 (0.0044%), Shares held under LTIP:
    48,000 (0.0078%), Shares held under DABP: 47,908 (0.0078%)

16. Date issuer informed of transaction
   
    13 May 2011

If a person discharging managerial responsibilities has been granted options by
the issuer complete the following boxes

17. Date of grant
   
    N/A

18. Period during which or date on which it can be exercised.
   
    N/A

19. Total amount paid (if any) for grant of the option
   
    N/A

20. Description of shares or debentures involved (class and number)
   
    N/A

21. Exercise price (if fixed at time of grant) or indication that price is to
    be fixed at the time of exercise.
   
    N/A

22. Total number of shares or debentures over which options held following
    notification.
   
    N/A

23. Any additional information
   
    613,070,810 issued share capital (as at 12 May 2011, excluding Treasury Shares)

    14,406,885 shares currently held in Treasury

24. Name of contact and telephone number for queries
   
Francesca Todd, 020 7202 0641

Name and signature of duly authorised officer of issuer responsible for making
notification

Francesca Todd, Deputy Group Company Secretary

Date of notification

16 May 2011