Director/PDMR Shareholding

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

Dr. Martin Grant, a person discharging managerial responsibilities of WS Atkins plc (the "Company"), notified the Company on 19 November 2013, that on that day in London he acquired 10,000 ordinary shares of 0.5 pence each in the Company following the exercise of nil cost options made under the Atkins Deferred Share Plan. Of the 10,000 shares acquired, 4,700 shares were sold to meet a tax liability at a sale price of £13.014263 per share. The acquisition of 10,000 shares equated to 0.00999% of the voting issued share capital and the 5,300 retained shares equated to 0.00529% of the voting issued share capital.

Dr. Grant's total interest in shares following this notification is 46,691 ordinary shares, representing 0.04664% of the voting issued share capital of WS Atkins plc.

Mr. David Tonkin,a person discharging managerial responsibilities of WS Atkins plc (the "Company"), notified the Company on 19 November 2013, that on that day in London he acquired and then sold 10,359 ordinary shares of 0.5 pence each in the Company following the exercise of nil cost options awarded under the Atkins Deferred Share Plan. The share price at which Mr. Tonkin exercised and sold his shares was £13.014263 per ordinary share. The acquisition of 10,359 ordinary shares equated to 0.0103% of the voting issued share capital.

Mr. Tonkin's total interest in shares following this notification is nil.

This notice is given in fulfillment of the obligations under DTR 3.1.4R (1).

Ashley Gerrard

Company Secretarial Assistant

Telephone: +44 (0) 1372 752576

20 November 2013