11-K 1 d374154d11k.htm 11-K 11-K
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SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 11-K

 

 

 

x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the year ended: December 31, 2011

 

¨ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                 to                 

Commission file number: 1-9410

 

 

COMPUTER TASK GROUP INCORPORATED

401(k) RETIREMENT PLAN

(Full title of the Plan)

COMPUTER TASK GROUP INCORPORATED

(Name of issuer of the securities held pursuant to the Plan)

800 Delaware Avenue

Buffalo, New York 14209

(Address of principal executive office of the issuer)

 

 

 


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FINANCIAL STATEMENTS

COMPUTER TASK GROUP, INC.

401(k) RETIREMENT PLAN

DECEMBER 31, 2011

with

AUDITOR’S REPORT


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COMPUTER TASK GROUP, INC.

401(k) RETIREMENT PLAN

CONTENTS

 

     Page  

Report of Independent Registered Public Accounting Firm

     1   

Financial Statements:

  

Statements of Net Assets Available for Benefits

     2   

Statements of Changes in Net Assets Available for Benefits

     3   

Notes to the Financial Statements

     4 - 10   

Supplemental Schedule:

  

Schedule of Assets Held

     11   

Exhibit:

  

Exhibit 23.1 – Consent of Independent Registered Public Accounting Firm

     13   


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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Participants and Administrator of

Computer Task Group, Inc.

401(k) Retirement Plan

We have audited the accompanying statements of net assets available for benefits of Computer Task Group, Inc. 401(k) Retirement Plan as of December 31, 2011 and 2010, and the related statements of changes in net assets available for benefits for the years then ended. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the auditing standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of Computer Task Group, Inc. 401(k) Retirement Plan as of December 31, 2011 and 2010, and the changes in net assets available for benefits for the years then ended in conformity with accounting principles generally accepted in the United States of America.

Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule of Schedule of Assets Held as of December 31, 2011 is presented for the purpose of additional analysis and is not a required part of the basic financial statements but is supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The supplemental schedule is the responsibility of the Plan’s management. The supplemental schedule has been subjected to the auditing procedures applied in the audit of the basic financial statement for the year ended December 31, 2011 and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.

/s/ Freed Maxick, CPAs, PC

(Formerly known as Freed Maxick & Battaglia, CPAs, PC)

Buffalo, New York

June 28, 2012

 

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COMPUTER TASK GROUP, INC. 401(k) RETIREMENT PLAN

STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS

December 31,

 

      2011      2010  

ASSETS

     

Investments at fair market value:

     

Shares of registered investment companies

   $ 116,539,378       $ 119,107,483   

Common collective trust

     11,635,606         12,051,863   

Employer stock fund

     1,436,630         1,228,439   
  

 

 

    

 

 

 
     129,611,614         132,387,785   

Receivables:

     

Notes receivable from participants

     2,004,132         1,620,061   
  

 

 

    

 

 

 

Net assets available for benefits at fair value

     131,615,746         134,007,846   

Adjustment from fair value to contract value for interest in common collective trust relating to fully benefit-responsive investment contracts

     19,000         291,502   
  

 

 

    

 

 

 

Net assets available for benefits

   $ 131,634,746       $ 134,299,348   
  

 

 

    

 

 

 

The accompanying notes are an integral part of these financial statements.

 

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COMPUTER TASK GROUP, INC. 401(k) RETIREMENT PLAN

STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS

For the Years Ended December 31,

 

     2011     2010  

Sources of net assets:

    

Employee contributions

   $ 13,742,524      $ 11,586,505   

Employer contributions

     2,564,118        2,194,686   

Interest and dividend income

     3,437,859        2,297,055   

Realized gains from investment transactions, net

     73,731        6,922   

Unrealized gain (loss) on investments, net

     (5,027,511     13,385,781   
  

 

 

   

 

 

 

Total sources of net assets

     14,790,721        29,470,949   

Applications of net assets:

    

Termination benefits and withdrawal payments

     17,299,821        10,870,215   

Administrative expenses

     155,502        138,496   
  

 

 

   

 

 

 

Total applications of net assets

     17,455,323        11,008,711   
  

 

 

   

 

 

 

Increase (decrease) in net assets

     (2,664,602     18,462,238   

Net assets available for benefits:

    

Beginning of year

     134,299,348        115,837,110   
  

 

 

   

 

 

 

End of year

   $ 131,634,746      $ 134,299,348   
  

 

 

   

 

 

 

The accompanying notes are an integral part of these financial statements.

 

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COMPUTER TASK GROUP, INC. 401(k) RETIREMENT PLAN

NOTES TO THE FINANCIAL STATEMENTS

1. DESCRIPTION OF THE PLAN

The following description of the Computer Task Group, Inc. 401(k) Retirement Plan (the Plan) provides only general information. Participants should refer to the Plan agreement for a more complete description of the Plan’s provisions.

General—The Plan is a defined contribution plan with salary reduction features as permitted under Section 401(k) of the Internal Revenue Code (“IRC”). The Plan is funded by employee and employer contributions and covers substantially all employees of Computer Task Group, Inc. (CTG) who complete one hour of service. The assets of the Plan are maintained in mutual funds, a common collective trust fund, and employer stock held by Reliance Trust Company, the trustee of the Plan. The Plan is subject to the provisions of the Employee Retirement Income Security Act (ERISA).

Contributions—The Plan provides for employee pre-tax contributions of 1% to 30% of salary, up to the maximum annual limitations allowed by the IRC. Participants who have reached age 50 before the end of the Plan year are eligible to make catch-up contributions, also as allowed by the IRC. The Company may contribute one-half of each participant’s elective contribution, not to exceed 2% of compensation, for employees who work at least one hour during the Plan year. In addition, the Plan may contribute a discretionary supplemental matching contribution. The supplemental matching contribution is equal to one-half of each participant’s elective contribution greater than 4%, but less than or equal to 6% of compensation for employees who work at least 1,000 hours during a 12 month period, and complete one year of service. Participants may also contribute amounts representing distributions from other qualified defined benefit or defined contribution plans. Participants direct the investment of their contributions into various investment options offered by the Plan. Participants may change their investment allocation on a daily basis.

Vesting—Participants are vested immediately in their own contributions, including actual earnings or losses thereon. Participants become 20% vested in employer contributions after two years, 50% vested after three years of service, and fully vested after four years of service. Should the Plan be deemed top-heavy as defined under ERISA guidelines, an alternate vesting schedule will apply for those top-heavy years. The plan was not deemed to be top-heavy in either 2010 or 2011.

Plan Termination—Although it has not expressed any intent to do so, the Company has the right under the Plan to limit or discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. In the event of plan termination, participants would become 100% vested in employer contributions.

Forfeitures—Amounts forfeited by participants are used to reduce future employer contributions. Forfeitures used to reduce employer contributions during the year ended December 31, 2011 totaled $535,583 ($398,887—2010). At December 31, 2011 there were $25,645 of unapplied forfeitures ($15,910—2010).

Notes Receivable from Participants—Participants may borrow from their fund accounts, starting at a minimum of $1,000 and increasing up to a maximum of $50,000 or 50% of their vested account balance, whichever is less. Loan terms range from 1-5 years and may exceed five years for the purchase of a primary residence. The loans are secured by the balance in the participant’s account and bear interest at a rate commensurate with local prevailing rates as determined by the Plan administrator. Principal and interest is paid ratably through payroll deductions.

 

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COMPUTER TASK GROUP, INC. 401(k) RETIREMENT PLAN

NOTES TO THE FINANCIAL STATEMENTS

 

Participant Accounts—Each participant’s account is credited with the participant’s contribution and allocations of the Company’s contribution and, Plan earnings or losses, and charged with an allocation of administrative expenses. Allocations are based on participant earnings or account balances, as defined. The benefit to which a participant is entitled is the benefit that can be provided from the participant’s vested account balance.

Withdrawals and Distributions—Unless a participant elects otherwise, distributions will be made as soon as practical after a participant’s normal retirement date or actual retirement date occurs. The normal retirement date is the date upon which a participant reaches age 65.

Participants may receive their accumulated vested benefits held by the Plan’s trustee upon termination of employment or elect to keep their vested balance in the Plan until the earlier of normal retirement age, death, or disability, if their account balance is in excess of $1,000. If the participant elects to keep their vested interest in the Plan, the participant’s account will continue to receive its share of earnings and losses.

Participants who reach age 59-1/2, but who are not separated from service, may withdraw from the Plan up to 100% of the value of their non-forfeitable interest in the Plan by request.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Accounting—The accounts of the Plan are maintained on an accrual basis of accounting. Certain expenses incurred by the plan administrator, investment manager, and trustee for their services and costs in administering the Plan are paid directly by the Company or by the Plan.

In accordance with U.S. GAAP, investment contracts held by a defined-contribution plan are required to be reported at fair value. However, contract value is the relevant measurement attribute for that portion of the net assets available for benefits of a defined-contribution plan attributable to fully benefit responsive investment contracts as contract value is the amount participants would receive if they were to initiate permitted transactions under the term of the Plan. The Plan invests in investment contracts through a collective trust. As required, the Statement of Net Assets Available for Benefits presents the fair value of the investment in the collective trust as well as the adjustment of the investment in the collective trust from fair value to contract value relating to the investment contracts. The Statement of Changes in Net Assets Available for Benefits is prepared on a contract value basis.

Accounting Estimates—The process of preparing financial statements requires management to use estimates and assumptions that affect certain types of assets, liabilities and changes therein. Such estimates primarily relate to unsettled transactions and events as of the date of the financial statements. Accordingly, actual results may differ from estimated amounts.

Investment Valuation and Income Recognition—All investments are carried at fair value or an approximation of fair value. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at measurement date. See Note 3 for discussion of fair value measurements.

 

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COMPUTER TASK GROUP, INC. 401(k) RETIREMENT PLAN

NOTES TO THE FINANCIAL STATEMENTS

 

Purchases and sales of securities are recorded on a trade-date basis. Income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date.

Risks and Uncertainties—The Plan invests in various investment securities. Investment securities are exposed to various risks such as interest rate, market and credit risks. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect participants’ account balances and the amounts reported in the statement of net assets available for plan benefits.

Notes Receivable from Participants—Notes receivable from participants are measured at their unpaid principal balance plus any accrued but unpaid interest.

Payment of Benefits—Benefits are recorded when paid.

Income Taxes—The Internal Revenue Service has determined and informed the Company by letter dated July 6, 2009, that the plan and related trust are designed in accordance with applicable sections of the IRC. Although the plan has been amended since receiving the determination letter, the plan administrator and the plan’s tax counsel believe that the plan is designed and is currently being operated in compliance with the applicable provisions of the IRC.

Management evaluates tax positions taken by the Plan and concluded that the Plan had maintained its tax exempt status and had taken no uncertain tax positions that require adjustment to the financial statements. Therefore, no provision or liability for income taxes has been included in the financial statements. The Plan is subject to routine audits by taxing jurisdictions; however, there are currently no audits for any tax periods in progress. The plan administrator believes it is no longer subject to income tax examinations for years prior to 2008.

3. FAIR VALUE MEASUREMENTS

Under US GAAP, fair value is defined as the exchange price that would be received for an asset or paid for a liability in the principal or most advantageous market for the asset or liability, in an orderly transaction between market participants. The Company utilizes a fair value hierarchy for its assets and liabilities, as applicable, based upon three levels of input, which are:

Level 1—quoted prices in active markets for identical assets or liabilities (observable)

Level 2—inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in inactive markets, or other inputs that are observable or can be supported by observable market data for essentially the full term of the asset or liability (observable)

Level 3—unobservable inputs that are supported by little or no market activity, but are significant to determining the fair value of the asset or liability (unobservable)

The following provides a description of the types of Plan investments that fall under each category, and the valuation methodologies used to measure these investments at fair value.

 

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COMPUTER TASK GROUP, INC. 401(k) RETIREMENT PLAN

NOTES TO THE FINANCIAL STATEMENTS

 

Shares of Registered Investment Companies: These investments are public investment securities valued using the Net Asset Value (NAV). Information regarding the value of these investments is provided to CTG by The Hartford. The NAV is based on the value of the underlying assets owned by the fund, minus its liabilities, and then divided by the number of shares outstanding. The NAV is a quoted price in an active market on which the securities are traded. Shares of registered investment companies are classified as Level 1 investments.

Computer Task Group, Inc. Common Stock Fund: This fund represents employer securities valued at the closing price reported on the active market on which the individual securities are traded. A small portion of the fund is invested in short-term money market instruments. The money market portion of the fund provides liquidity, which enables the Plan participants to transfer money daily among all investment choices. This common stock is classified as a Level 1 investment.

Common/Collective Investment Trusts: These investments are public investment securities valued using the NAV provided by Hartford. The NAV is quoted on a private market that is not active; however, the unit price is based on underlying investments which are traded on an active market or have observable inputs. Common/Collective investment trusts are classified as Level 2 investments. The common collective trust fund’s underlying investments seek to preserve capital and provide a competitive level of income over time that is consistent with the preservation of capital. The common collective trust fund does not have any unfunded commitments relating to its investments, or any significant restrictions on redemptions. Participant-directed redemptions can be made on any business day and do not have a redemption notice period. Certain events, such as a change in law, regulation, administrative ruling or employer-initiated termination of the Plan, may limit the ability of the Plan to transact the common collective trust fund at contract value with the issuer. The Plan’s management does not believe that the occurrence of any such events is probable.

The preceding methods described may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, although the plan believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date.

In January 2010, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (Update) 2010-06, “Improving Disclosures About Fair Value Measurements.” This update requires new disclosures about transfers into and out of Levels 1 and 2 of the fair value hierarchy and separate disclosures about purchases, sales, issuances and settlements relating to Level 3 measurements. The update also clarifies existing fair value disclosures about the level of disaggregation and about inputs and valuation techniques used to measure fair value. The new disclosures and clarifications of existing disclosures are effective for interim and annual reporting periods beginning after December 15, 2009, except for disclosures about purchases, sales, issuances and settlements in the roll forward of activity in Level 3 fair value measurements, which are effective for periods beginning after December 15, 2010. Disclosures required under Update 2010-06 are included in the notes to the Plan’s financial statements for the years ended December 31, 2011 and 2010. Disclosures related to Level 3 fair value measurements were noted as not applicable as the Plan does not include any financial assets classified as Level 3.

 

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COMPUTER TASK GROUP, INC. 401(k) RETIREMENT PLAN

NOTES TO THE FINANCIAL STATEMENTS

 

The following tables set forth financial assets measured at fair value in the Statement of Financial Position and the respective levels to which the fair value measurements are classified within the fair value hierarchy as of December 31, 2011 and 2010:

 

     Assets at Fair Value as of December 31, 2011  
     Quoted prices in
active markets
for identical
assets:

(Level 1)
     Significant
observable
inputs:

(Level 2)
     Significant
unobservable
inputs:

(Level 3)
     Total Fair Value  

Mutual funds:

           

Allocation funds

   $ 40,250,798       $ —         $ —         $ 40,250,798   

Blend funds

     18,088,071         —           —           18,088,071   

Value funds

     14,818,406         —           —           14,818,406   

Growth funds

     11,273,936         —           —           11,273,936   

Bond funds

     7,102,497         —           —           7,102,497   

Target date funds

     17,012,189         —           —           17,012,189   

Other funds

     7,993,481         —           —           7,993,481   
  

 

 

    

 

 

    

 

 

    

 

 

 

Total mutual funds

     116,539,378         —           —           116,539,378   
  

 

 

    

 

 

    

 

 

    

 

 

 

Computer Task Group, Inc.

           

Employer Stock Fund

     1,436,630         —           —           1,436,630   

Common/Collective trust

     —           11,635,606         —           11,635,606   
  

 

 

    

 

 

    

 

 

    

 

 

 

Total assets at fair value

   $ 117,976,008       $ 11,635,606       $ —         $ 129,611,614   
  

 

 

    

 

 

    

 

 

    

 

 

 

 

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COMPUTER TASK GROUP, INC. 401(k) RETIREMENT PLAN

NOTES TO THE FINANCIAL STATEMENTS

 

     Assets at Fair Value as of December 31, 2010  
     Quoted prices in
active markets
for identical
assets:
(Level 1)
     Significant
observable
inputs:
(Level 2)
     Significant
unobservable
inputs:
(Level 3)
     Total Fair Value  

Mutual funds:

           

Allocation funds

   $ 45,607,177       $ —         $ —         $ 45,607,177   

Blend funds

     21,056,196         —           —           21,056,196   

Value funds

     16,631,251         —           —           16,631,251   

Growth funds

     12,055,558         —           —           12,055,558   

Bond funds

     7,146,863         —           —           7,146,863   

Target date funds

     11,086,986         —           —           11,086,986   

Other funds

     5,523,452         —           —           5,523,452   
  

 

 

    

 

 

    

 

 

    

 

 

 

Total mutual funds

     119,107,483         —           —           119,107,483   
  

 

 

    

 

 

    

 

 

    

 

 

 

Computer Task Group, Inc.

           

Employer Stock Fund

     1,228,439         —           —           1,228,439   

Common/Collective trust

     —           12,051,863         —           12,051,863   
  

 

 

    

 

 

    

 

 

    

 

 

 

Total assets at fair value

   $ 120,335,922       $ 12,051,863       $ —         $ 132,387,785   
  

 

 

    

 

 

    

 

 

    

 

 

 

4. INVESTMENTS

The following investments represent 5% or more of the Plan’s net assets:

 

     December 31,  
     2011      2010  

MFS Growth Allocation Fund—A

   $ 21,769,948       $ 25,059,452   

Fixed Fund

   $ 11,635,606       $ 12,051,863   

MFS Moderate Allocation Fund—A

   $ 11,258,851       $ 12,449,256   

MFS Value Fund—A

   $ 9,499,930       $ 10,453,708   

MFS Research Bond Fund—A

   $ 7,102,497       $ 7,146,863   

Fidelity Low-Priced Stock Fund

   $ 6,768,132       $ 7,384,235   

American Funds Growth Fund of America

   $ —         $ 7,060,205   

The contract value for the Fixed Fund is $11,654,606 for the year ended December 31, 2011 ($12,343,365—2010).

 

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COMPUTER TASK GROUP, INC. 401(k) RETIREMENT PLAN

NOTES TO THE FINANCIAL STATEMENTS

 

The Plan’s investments, including gains and losses on investments bought and sold, as well as held during the year, depreciated in value by $4,953,780 for the year ended December 31, 2011 (appreciated $13,392,703—2010) as follows:

 

     2011     2010  

Shares of registered investment companies

   $ (5,372,676   $ 13,092,268   

Common collective trust fund

     3,702        (144

Employer stock fund

     415,194        300,579   
  

 

 

   

 

 

 

Total Appreciation (Depreciation)

   $ (4,953,780   $ 13,392,703   
  

 

 

   

 

 

 

5. PARTY-IN-INTEREST TRANSACTIONS

Fees paid by the participants for distributions from the Plan and loan maintenance fees amounted to $36,256 for the year ended December 31, 2011 ($32,966—2010). For the year ended December 31, 2011, fees paid primarily to UBS for investment advisory services amounted to $119,246 ($105,530—2010) and qualify as party-in-interest transactions. The Plan also invests in employer securities through the CTG, Inc. unitized common stock fund. CTG, Inc. is the Plan sponsor, and therefore, transactions qualify as party-in-interest. Investment income from investments sponsored by CTG, Inc. and interest income from participant loans amounted to $424,410 for the year ended December 31, 2011 ($386,434 – 2010).

 

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COMPUTER TASK GROUP, INC. 401(k) RETIREMENT PLAN

SCHEDULE OF ASSETS HELD

December 31, 2011

 

Identity of Issuer

  

Description

   Fair Market
Value
 

MFS

   MFS Growth Allocation Fund - A      21,769,948   

MFS

   Fixed Fund      11,635,606   

MFS

   MFS Moderate Allocation Fund - A      11,258,851   

MFS

   MFS Value Fund - A      9,499,930   

MFS

   MFS Research Bond Fund - A      7,102,497   

Fidelity Mgmt. Trust Fund

   Fidelity Low-Priced Stock Fund      6,768,132   

Franklin

   Franklin Growth Advantage      6,318,519   

Dreyfus

   Dreyfus Basic S&P 500 Index Fund - A      4,140,801   

American Funds

   American Funds Europacific      3,808,628   

MFS

   MFS Aggressive Growth Allocation Fund - A      3,676,469   

MFS

   MFS Conservative Allocation Fund - A      3,545,530   

Royce

   Royce Low Priced Stock Fund      3,370,510   

Vanguard

   Vanguard International Value      3,202,919   

T. Rowe Price

   T. Rowe Price Retirement Income      3,156,114   

T. Rowe Price

   T. Rowe Price Retirement 2020      2,996,006   

American Funds

   American Century Inflation Adjustment Bond      2,849,896   

American Funds

   American Funds AMCAP Fund      2,792,541   

T. Rowe Price

   T. Rowe Price Retirement 2025      2,720,169   

T. Rowe Price

   T. Rowe Price Retirement 2030      2,351,360   

T. Rowe Price

   T. Rowe Price Retirement 2015      2,243,724   

Franklin

   Franklin Small-Mid Cap Growth Advantage      2,162,876   

Columbia

   Columbia Mid-Cap Value      2,115,557   

T. Rowe Price

   T. Rowe Price Retirement 2035      2,003,145   

J.P. Morgan

   J.P. Morgan Money Market Fund Institutional      1,803,164   

T. Rowe Price

   T. Rowe Price Retirement 2010      1,606,086   

T. Rowe Price

   T. Rowe Price Retirement 2040      1,576,307   

T. Rowe Price

   T. Rowe Price Retirement 2045      877,434   

T. Rowe Price

   T. Rowe Price Retirement 2050      345,027   

T. Rowe Price

   T. Rowe Price Retirement 2055      292,931   

Franklin

   Franklin Gold & Precious Metal Advantage      184,307   

CTG*

   CTG Stock Fund      1,436,630   

CTG 401(k) Retirement Plan *

   Participant Loan Fund (interest rates ranging from 4.25% - 9.25%)      2,004,132   
     

 

 

 
      $ 131,615,746   
     

 

 

 

 

* The above named institution is a party-in-interest

 

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Exhibits:

Exhibit 23.1—Consent of Freed Maxick CPAs, PC, Independent Auditors

Signatures:

The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.

COMPUTER TASK GROUP, INCORPORATED 401(k) RETIREMENT PLAN

 

By:   /s/ Peter P. Radetich
Date:   June 28, 2012
Name:   Peter P. Radetich
Title:   Member – Retirement Plan Committee

 

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