Holding(s) in Company

TR-1: NOTIFICATION OF MAJOR INTEREST IN SHARES

1. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached:

WS Atkins plc

2 Reason for the notification (please tick the appropriate box or boxes):

An acquisition or disposal of voting rights

ü

An acquisition or disposal of qualifying financial instruments which may result in the acquisition of shares already issued to which voting rights are attached

An acquisition or disposal of instruments with similar economic effect to qualifying financial instruments

An event changing the breakdown of voting rights

Other (please specify):

3. Full name of person(s) subject to the notification obligation:

Schroders plc

4. Full name of shareholder(s)

(if different from 3.):

5. Date of the transaction and date on which the threshold is crossed or reached:

18.06.15

6. Date on which issuer notified:

19.06.15

7. Threshold(s) that is/are crossed or

reached:

Below 5%

8. Notified details:

A: Voting rights attached to shares

Class/type ofshares

if possible usingthe ISIN CODE

Situation previousto the triggeringtransaction

Resulting situation after the triggering transaction

NumberofShares

NumberofVotingRights

Numberof shares

Number of votingrights

% of voting rights

Direct

Direct

Indirect

Direct

Indirect

Ordinary

GB0000608009

12,619,036

10,143,360

5,857,150

N/A

4,830,471

N/A

4.825%

B: Qualifying Financial Instruments

Resulting situation after the triggering transaction

Type of financialinstrument

Expirationdate

Exercise/ConversionPeriod

Number of votingrights that may beacquired if theinstrument isexercised/ converted.

% of votingrights

C: Financial Instruments with similar economic effect to Qualifying Financial Instruments

Resulting situation after the triggering transaction

Type of financialinstrument

Exerciseprice

Expirationdate

Exercise/Conversionperiod

Number of votingrights instrumentrefers to

% of voting rights

CFD

N/A

N/A

N/A

56,378

Nominal

Delta

0.056%

1

Total (A+B+C)

Number of voting rights

Percentage of voting rights

4,886,849

4.881%

9. Chain of controlled undertakings through which the voting rights and/or thefinancial instruments are effectively held, if applicable:

Schroder & Co. Limited

Schroders (C.I.) Limited

Schroder Investment Management Limited

Schroder Investment Management (North America) Limited

426,705

64,620

3,916,818

478,706

0.426%

0.065%

3.912%

0.478%

Proxy Voting:

10. Name of the proxy holder:

11. Number of voting rights proxy holder will cease to hold:

12. Date on which proxy holder will cease to hold voting rights:

13. Additional information:

The shares referred to in section 9 are held in portfolios managed by those firms on a discretionary basis for clients under investment management agreements. This disclosure has been calculated based on issue share capital amount 100,110,799.

14. Contact name:

Chloe Talbot

15. Contact telephone number:

+44 207 658 6000