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
   
Capita 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)

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

 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): 878,349(0.134%), Shares
held under LTIP: 495,000(0.076%), Shares held under LTISAS: 600,000 (0.092%),
Shares held under DABP: 146,660(0.022%), Shares held under CIP: 412,087(0.063%)

Gordon Hurst:

Shares in own name (including CSOP and Restricted DABP shares): 40,926(0.006%),

Shares held under LTIP: 360,000(0.055%), Shares held under DABP: 107,550
(0.016%)

Vic Gysin:

Shares in own name (including Restricted DABP shares): 10,433(0.002%), Shares
under ESOS: 50,000(0.008%),Shares held under LTIP: 240,000(0.037%), Shares held
under DABP: 72,833(0.011%)

Andy Parker

Shares held under LTIP: 240,000 (0.037%), Shares held under DABP: 57,972
(0.009%)

Maggi Bell

Shares in own name (including Restricted DABP shares): 86,584 (0.013%), Shares
held under LTIP: 360,000 (0.055%), Shares held under DABP: 87,994 (0.013%)

 8. State the nature of transactions
   
On 28 February 2013, the Directors referred to in section 3 above were granted
options to them under the Long Term Incentive Plan (LTIP) 2008. The LTIP
awarded nil priced unapproved options.

Paul Pindar - LTIP: 165,000 Ordinary Shares (0.03%);

Gordon Hurst - LTIP: 120,000 Ordinary Shares (0.02%),

Vic Gysin - LTIP: 120,000 Ordinary Shares (0.02%),

Andy Parker - LTIP: 120,000 Ordinary Shares (0.02%),

Maggi Bell - LTIP: 120,000 Ordinary Shares (0.02%),

On 1 March 2013, the Directors referred to in section 3 above were awarded
restricted shares and matching share awards under the Deferred Annual Bonus
Plan (DABP).

Paul Pindar - DABP: 138,432 Ordinary Shares (0.02%);

Gordon Hurst - DABP: 102,003 Ordinary Shares (0.02%),

Vic Gysin - DABP: 167,577 Ordinary Shares (0.03%),

Andy Parker - DABP: 83,787 Ordinary Shares (0.01%),

Maggi Bell - DABP: 83,787 Ordinary Shares (0.01%),

On 1 March 2013, Gordon Hurst also sold 15,940 (0.002%) ordinary shares, for a
price of 843.5 pence per share.

 9. Number of shares, debentures or financial instruments relating to shares
    acquired.
   
See section 8 above

10. Percentage of issued class acquired (treasury shares of that class should
    not be taken into account when calculating percentage)
   
See section 8 above

11. Number of shares, debentures or financial instruments relating to shares
    disposed.
   
See section 8 above

12. Percentage of issued class disposed (treasury shares of that class should
    not be taken into account when calculating percentage)
   
See section 8 above

13. Price per share or value of transaction
   
See section 8 above

14. Date and place of transaction
   
28 February 2013, London - LTIP

1 March 2013, London - Gordon Hurst sale and DABP

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): 924,493(0.141%), Shares
held under LTIP: 660,000 (0.101%), Shares held under LTISAS: 600,000 (0.092%),
Shares held under DABP: 238,948(0.036%), Shares held under CIP: 412,087(0.063%)

Gordon Hurst:

Shares in own name (including CSOP and Restricted DABP shares): 58,987(0.009%),

Shares held under LTIP: 480,000 (0.073%), Shares held under DABP: 175,552
(0.027%)

Vic Gysin:

Shares in own name (including Restricted DABP shares): 66,292 (0.010%), Shares
under ESOS: 50,000 (0.008%), Shares held under LTIP: 360,000 (0.055%), Shares
held under DABP: 184,551 (0.028%)

Andy Parker

Shares in own name (including Restricted DABP shares): 27,929 (0.004%); Shares
held under LTIP: 360,000 (0.055%); Shares held under DABP: 113,830 (0.017%)

Maggi Bell

Shares in own name (including Restricted DABP shares): 114,513 (0.017%), Shares
held under LTIP: 480,000 (0.073%), Shares held under DABP: 143,852 (0.022%)

15. Date issuer informed of transaction
   
28 February 2013 - LTIP

1 March 2013 - Gordon Hurst sale and DABP

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

16. Date of grants
   
28 February 2013 - LTIP

1 March 2013 - DABP

17. Period during which or date on which they can be exercised.
   
28 February 2016 - 28 May 2016 - LTIP

1 March 2016 - 1 June 2016 - DABP

18. Total amount paid (if any) for grant of the option
   
NIL

19. Description of shares or debentures involved (class and number)
   
Ordinary Shares on 2 1/15p each

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

21. Total number of shares or debentures over which options held following
    notification.
   
See Section 14 above

22. Any additional information
   
655,326,135 issued share capital (as at 28 February 2013, excluding Treasury
Shares)

13,234,005 shares currently held in Treasury

23. 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

1 March 2013