Director/PDMR Shareholding

2 May 2006

                                   Hays plc                                    

Hays plc (theCompany) wishes to notify the grant of the awards detailed below
to Paul Venables following commencement of his appointment as finance director
of the Company on 1 May 2006.

On 2 May 2006, Mr Venables was granted a conditional right to receive 41,420
ordinary shares in the Company (the Restricted Share Award). The Restricted
Share Award is granted on terms equivalent to those of the Company's Deferred
Equity Share Plan save as modified to enable an award to be made to an
executive director. The Restricted Share Award will vest on 14 December 2008
provided that Mr Venables remains in employment with the Company until that
date; he will not be required to pay for these shares on vesting.

Mr Venables has been invited to commit up to 71,005 ordinary shares on terms
broadly equivalent to the Company's Long Term Co-Investment Plan. These shares
must be committed by 30 June 2006. If Mr Venables commits the maximum number of
shares he will be potentially entitled (without payment) to 355,025 Matching
Shares (before tax thereon) subject to satisfaction of applicable performance
conditions over a three year period. The shares under the Restricted Share
Award to Mr Venables will count towards the maximum number of shares he has
been invited to commit, even though he is not the beneficial owner of such
shares prior to their vesting.

Any Restricted Shares or Matching Shares to which Mr Venables becomes entitled
shall be satisfied out of existing ordinary shares only.

The Remuneration Committee considered the grant of the Restricted Share Award
and the invitation to commit ordinary shares essential to secure Mr Venables'
services, and is satisfied that the awards are appropriate and will align Mr
Venables' interests with those of shareholders. As this is a special
arrangement to facilitate, in unusual circumstances, Mr Venables' recruitment
as finance director, shareholder approval is not required by virtue of 9.4.2(2)
R of the Listing Rules.

For further information in respect of this announcement please contact Stefan
Bort, Assistant Company Secretary on 0207 614 9418.

Stefan Bort

Assistant Company Secretary

Hays Plc

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