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)
   
    Mr Paul Pindar - (i)

    Mr Gordon Hurst - (i)

    Mr Simon Pilling - (i)

    Ms Maggi Bell - (i)

    Mr Vic Gysin - (i)

    Mr David Rigby - (i)

    Mr Kevin Dady - (i)

    Mr Andrew Parker - (i)

 3. Name of person discharging managerial responsibilities/director
   
    Mr Paul Pindar, Mr Gordon Hurst, Mr Simon Pilling, Ms Maggi Bell, Mr Vic Gysin,
    Mr David Rigby, Mr Kevin Dady, Mr Andrew Parker

 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

    Mr Paul Pindar:

    Shares in own name: 1,451,613 (0.23%), Shares held under LTIP: 330,000
    (0.053%), Shares held under LTISAS: 600,000 (0.096%), Shares held under DABP:
    361,713 (0.058%)

    Mr Gordon Hurst:

    Shares in own name: 10,181 (0.0016%), Shares held under CSOP: 74 (0.000012%),
    Shares held under LTIP: 240,000 (0.039%), Shares held under DABP: 263,866
    (0.042%),

    Mr Simon Pilling:

    Shares held under LTIP: 240,000 (0.039%), Shares held under DABP: 261,207
    (0.042%)

    Ms Maggi Bell:

    Shares held under ESOS: 4,467 (0.00072%), Shares held under LTIP: 110,000
    (0.18%), Shares held under DABP: 203,310 (0.033%)

    Mr Vic Gysin:

    Shares under ESOS: 54,392 (0.0088%), Shares held under LTIP: 80,000 (0.013%),
    Shares held under DABP: 61,481(0.0099%)

    Mr David Rigby:

    Shares held under CSOP: 585 (0.000099%), Shares held under ESOS: 4,467
    (0.00072%), Shares held under LTIP: 70,000 (0.011%), Shares held under DABP:
    148,671 (0.024%)

    Kevin Dady:

    Shares held under CSOP: 2,372 (0.00038%), Shares held under SAYE: 1090
    (0.00017%), Shares held under ESOS: 3,301 (0.00053%), Shares held under LTIP:
    120,000 (0.019%), Shares held under DABP: 167,164 (0.027%)

    Andrew Parker

    Shares under ESOS: 54,392 (0.0087%), Shares held under LTIP: 80,000 (0.013%),
    Shares held under DABP: 11,665 (0.0019%)

 8. State the nature of transaction
   
    On 3rd March 2010, the Directors & PDMRs referred to in 3 above were awarded
    nil priced options under the Long Term Incentive Plan (LTIP) 2008 and approved
    options, with an exercise price of £7.2416, under the Executive Share Option
    Scheme (ESOS) as set out below as set out below.

 9. Number of shares, debentures or financial instruments relating to shares
    acquired.
   
    Paul Pindar - 165,000 LTIP Shares (0.026%),

    Gordon Hurst - 120,000 LTIP Shares (0.019%)

    Simon Pilling - 120,000 LTIP Shares (0.019%)

    Maggi Bell - 120,000 LTIP Shares (0.019%)

    Vic Gysin - 40,000 LTIP Shares (0.0064%),

    David Rigby - 40,000 LTIP Shares (0.0064%)

    Kevin Dady - 60,000 LTIP Shares (0.0096%), 1,081 ESOS Shares (0.00017%)

    Andrew Parker - 40,000 LTIP Shares (0.0064%)

 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.
   
     N/A

 12. Percentage of issued class disposed (treasury shares of that class should
     not be taken into account when calculating percentage)
   
     N/A

 13. Price per share or value of transaction
   
     LTIP: Nil Price, ESOS: £7.2416

 14. Date and place of transaction
   
     3 March 2010, London

 15. Total holding following notification and total percentage holding following
     notification (any treasury shares should not be taken into account when
     calculating percentage)

     Mr Paul Pindar:

     Shares in own name: 1,451,613 (0.23%), Shares held under LTIP: 495,000
     (0.079%), Shares held under LTISAS: 600,000 (0.096%), Shares held under DABP:
     DABP: 361,713 (0.058%)

     Mr Gordon Hurst:

     Shares in own name: 10,181 (0.0016%), Shares held under CSOP: 74 (0.000012%),
     Shares held under LTIP: 360,000 (0.058%), Shares held under DABP: 263,866
     (0.042%),

     Mr Simon Pilling:

     Shares held under LTIP: 360,000 (0.058%), Shares held under DABP: 261,207
     (0.042%)

     Ms Maggi Bell:

     Shares held under ESOS: 4,467 (0.00072%), Shares held under LTIP: 230,000
     (0.037%), Shares held under DABP: 203,310 (0.033%)

     Mr Vic Gysin:

     Shares under ESOS: 54,392 (0.0087%), Shares held under LTIP: 120,000 (0.019%),
     Shares held under DABP: 61,481(0.0099%)

     Mr David Rigby:

     Shares held under CSOP: 585 (0.000094%), Shares held under ESOS: 4,467
     (0.00072%), Shares held under LTIP: 110,000 (0.018%), Shares held under DABP:
     148,671 (0.024%)

     Kevin Dady:

     Shares held under CSOP: 2,372 (0.00038%), Shares held under SAYE: 1090
     (0.00018%), Shares held under ESOS: 4,382 (0.00070%), Shares held under LTIP:
     180,000 (0.029%), Shares held under DABP: 167,164 (0.027%)

     Andrew Parker

     Shares under ESOS: 54,392 (0.0087%), Shares held under LTIP: 120,000 (0.019%),
     Shares held under DABP: 11,665 (0.0019%))

 16. Date issuer informed of transaction
   
     3 March 2010

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

 17. Date of grant
   
     3 March 2010

 18. Period during which or date on which it can be exercised.
   
     3 March 2013 - 3 June 2013

 19. Total amount paid (if any) for grant of the option
   
     Nil

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

     Ordinary Shares of 2 1/15p each

 21. Exercise price (if fixed at time of grant) or indication that price is to
     be fixed at the time of exercise.
   
     LTIP: Nil priced options, ESOS: £7.2416 per share

 22. Total number of shares or debentures over which options held following
     notification.
   
     See section 15 above

 23. Any additional information
   
     622,949,406 issued share capital (as at 3 March 2010, excluding Treasury
     Shares)

     1,877,514 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

     4 March 2010