Director/PDMR Shareholding

1.

Name of the issuer

Morgan Sindall Group plc

2.

State whether the notification relates to

i) DTR 3.1.2 (Notification of transactions by persons discharging material responsibilities); or

ii) section 793 of the Companies Act 2006 (Notice requiring information about interests in shares); or

iii) both (i) and (ii)

Both

3.

Name of person discharging managerial responsibilities/ director

John Christopher Morgan

4.

State whether notification relates to a person connected with a person discharging managerial responsibilities/director named 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

Holding of person referred to above

6.

Description of shares (including class), debentures or derivatives or financial instruments relating to shares

Ordinary shares of 5p each

7.

Name of registered shareholders(s) and, if more than one, the number of shares held by each of them

John Christopher Morgan

8.

State the nature of the transaction

Sale of shares

9.

Number of shares, debentures or financial instruments relating to shares acquired

N/A

10.

Percentage of issued class acquired (treasury shares of that class should not be taken into account when calculating percentage)

N/A

11.

Number of shares, debentures or financial instruments relating to shares disposed

500,000 shares

12.

Percentage of issued class disposed (treasury shares of that class should not be taken into account when calculating percentage)

1.16%

13.

Price per share or value of transaction

665p

14.

Date and place of transaction

9 August 2013, London

15.

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

3,997,508 shares, 9.24%

16.

Name of contact and telephone number for queries

Mary Nettleship Tel: 020 7307 9200

17

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

Mary Nettleship, Company Secretary

Date of notification

9 August 2013