LPA GROUP PLC 
 
REPORT AND ACCOUNTS 2002  TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
COMPANY INFORMATION 1
FINANCIAL HIGHLIGHTS 2
CHAIRMAN’S STATEMENT 3
CHIEF EXECUTIVE’S REVIEW 4 - 6
CORPORATE GOVERNANCE 7 - 10
REPORT OF THE DIRECTORS 11 - 13
INDEPENDENT AUDITORS' REPORT TO THE SHAREHOLDERS
OF LPA GROUP PLC 14
CONSOLIDATED PROFIT AND LOSS ACCOUNT 15
STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES 15
RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS' FUNDS 16
CONSOLIDATED NOTE OF HISTORICAL COST PROFITS AND LOSSES 16
CONSOLIDATED BALANCE SHEET 17
COMPANY BALANCE SHEET 18
CONSOLIDATED CASH FLOW STATEMENT 19
NOTES TO THE FINANCIAL STATEMENTS 20 - 47
FIVE YEAR SUMMARY 48
NOTICE OF MEETING 49
FORM OF PROXY 50
CONTENTS TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
1
Directors Michael Rusch (Non-Executive Chairman), 57, joined the company in 1966, five years
after its inception. He has been on the Board since 1967. He relinquished his executive
duties in June 2000. 
Peter G Pollock (Chief Executive), 56, is a chartered accountant, with over thirty years
industrial experience.  He joined LPA Group in April 1997.  He is also Chairman of
Lionheart plc.  He was previously a non-executive director of Mentmore Abbey plc and
Menvier Swain plc, Chairman of Valetmatic Ltd, Chief Executive of ML Holdings plc and
Finance Director UK of Fisher Controls International Inc. and Financial Director of Hawker
Siddeley Power Transformers Ltd.
Stephen K Brett (Finance Director), 46, qualified as a chartered accountant in 1982
with Ernst & Whinney. Before joining LPA Group in December 2000 he held a number of
financial appointments in the manufacturing sector most recently as Vice President Finance
for the Environmental Control Division of Invensys plc. 
Michael A Edmonds (Independent Non-Executive Director), 66, was educated at
Repton School before commissioned service in the Royal Air Force from 1954 to 1974.
Between 1974 and 1984 he worked in defence export sales.  He was Managing Director
of Channel Electric Equipment Limited from 1985 to 1999.
John A C Goodger (Senior Independent Non-Executive Director), 55, is a director of N
W Brown Corporate Finance Limited and The Great Eastern Investment Forum and has been
a director of a number of quoted and unquoted companies.
Secretary Stephen K Brett 
Registered Tudor Works
Office Debden Road
Saffron Walden
Esssex 
CB11 4AN
Registrar and Northern Registrars Limited Auditors RSM Robson Rhodes
Transfer PO Box 30 Chartered Accountants
Office Cresta House Daedalus House 
Alma Street Station Road
Luton Cambridge
Bedfordshire CB1 2RE
LU1 2PU
Financial Bridgewell Corporate Finance Limited Bankers Bank of Scotland plc
Advisers 128 Queen Victoria Street 123 St Vincent Street
London Glasgow
EC4V 4BJ G2 5EA
Brokers Teather & Greenwood Limited Solicitors Eversheds
Beaufort House 115 Colmore Row
15 St Botolph Street Birmingham
London  B3 3AL
EC3A 7QR
COMPANY INFORMATION 2002 2001
£’000 £’000
TURNOVER 13,806 13,570
OPERATING (LOSS) / PROFIT (56) 462
(LOSS) / PROFIT ON ORDINARY 
ACTIVITIES BEFORE TAXATION (318) 127
(LOSS) / PROFIT ON ORDINARY 
ACTIVITIES AFTER TAX (345) 175
DIVIDENDS 27 56
EARNINGS PER SHARE
Basic (3.16p) 1.63p
Diluted (3.16p) 1.58p
Adjusted (2.17p) 2.63p
DIVIDENDS PER SHARE 0.25p 0.50p
GEARING
Net debt to shareholders’ funds 84.5% 99.2%
TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
2
FINANCIAL HIGHLIGHTS
For the year ended 30 September 2002 TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
3
Results
As predicted in my interim statement the second half-year proved very challenging for the Group. As a
consequence the modest profit reported in the first half was more than absorbed by the second half loss,
resulting in an overall pre tax loss of £318,000 for the year against a profit before tax of £127,000 last
year. The loss per share amounted to 3.16p compared with earnings per share of 1.63p in 2001. 
The difficult trading conditions have continued through the first quarter of the current financial year. Although
the workload based on current orders will improve later in the year a further substantial cost reduction has
been implemented. This is reducing expenses to a level commensurate with the level of trading activity that the
Group has been experiencing, and should allow progress later in the year. However, conditions were so
severe in the first quarter that, including the costs associated with the cost reduction exercise, progress during
the year will be limited. 
Dividends
Given the loss for the year ended 30 September 2002 your directors consider it inappropriate to recommend
a final dividend. The interim dividend of 0.25p per share paid in September 2002 was covered by earnings.
We will keep the dividend under review and restore it as soon as trading permits.
Alternative Investment Market
As proposed in my statement last year the Group transferred to the Alternative Investment Market (AIM) in May
2002. The transfer was successfully achieved without major disruption.
The Peter Pollock Option
Shareholders will be aware that on 21 April 1997, our chief executive, Peter Pollock was granted an option
over 750,000 ordinary shares of 10p each, at an option price of 40p per share. This option expires on 31
March 2004. However, it has become clear that, in the current circumstances, this early expiry date is
inappropriate in that it will prevent the option serving the intended purpose. Consequently the Remuneration
Committee has agreed with Peter Pollock that the period, over which this option may be exercised, be
extended until 20 April 2007 (i.e. ten years from the grant of the original option). All other terms of the option
(including the option price of 40p per share) will remain the same. 
Employees
Sadly, the difficult trading conditions and the consequent cost reductions have meant that a number of positions
have become redundant and some excellent people have been casualties of this process. We wish them well
in the future.  Our people are the Group’s key resource and we value them highly. On behalf of the Board I
would like to thank all of our employees for their diligence, loyalty and hard work in difficult circumstances.
Prospects
The start of the year has been difficult, but the cost reduction programme has been implemented against a
background of an improving load later in the year. This should significantly improve Group performance during
the second half. 
Michael Rusch
Chairman
29 January 2003
CHAIRMAN’S STATEMENT TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
4
Trading Results
The final quarter of the year ended September 2001 and the first quarter of the year ended September 2002
yielded the highest ever levels of Group activity. Delays in customer manufacturing programmes and in the
award of new contracts then reduced Group activity to very low levels, which persisted throughout the rest of
the year and the start of the current year. In the first half of the year to 30 September 2002 sales of £7.8m
were achieved, up 27% on the same period in the previous year. In the second half of the year sales of only
£6.0m were achieved, down 23% on the first half. The increased level of activity was caused by several rail
projects coming on stream at the same time and the down turn in the second half by the rescheduling of
requirements on West Coast Main Line, a major programme, and delays to other follow on contracts. 
Having expanded to meet the increased demand on the upswing, we then reduced the cost base in response
to the down swing. The outlook at the start of the second half still remained positive however, but at the same
time as the West Coast Main Line programme was rescheduled, order levels fell away. As a consequence
losses were incurred in the second half. For the year as a whole sales of £13.8m up 1.7% on the previous
year were achieved, but a loss before tax of £318,000 was suffered compared with a profit before tax of
£127,000 in 2001.
Markets
Shareholders will be well aware of the turmoil on Britain’s railways. This is reflected in the supply chain. One
UK train builder has work for several years while the other has very little. Major contracts have been placed
overseas. We have followed the work to Europe, but it has proved very difficult to dislodge the European
manufacturers’ existing suppliers of our products, even on vehicles destined for the UK. We have had more
success in the Far East and Australia and we are building alliances in that region. Despite these difficulties Rail
will remain an important market for the Group. We are enjoying success in the refurbishment and upgrade
market, which has helped to underpin recent improvements in order entry. New opportunities are expected
over the next two years.
The attack on the World Trade Centre in September 2001 caused Bae Systems to announce their withdrawal
from the Regional Jet programme. This was an important programme for the Group and its loss was felt in the
second half. More recently the pan European military programmes have become more global in their supply
initiatives and this will lead to increased competition from the US and Europe where there is a price advantage
due to the weakness of the dollar and Euro versus the pound sterling. It is expected that this will adversely
affect margins in the future. The expansion of civil air travel has slowed which is affecting the expansion and
refurbishment of airports, which has a knock on effect on Group sales of Ground Support Equipment.
The problems in the Telecommunication market are well known. BT and Marconi have had major problems,
and there has been a delay in the roll out of the new G3 Mobile Phone network. As a supplier of base station
equipment and cubicles to the Telecoms market the Group has been adversely affected.
Overall the markets for the Group’s products have been quiet and orders and sales declined from their
anticipated levels during the year, in a manner consistent with the wider industrial market. Over the last four
months however a more satisfactory level of order entry has been sustained, which together with the work
rescheduled from last year will provide a useful base load during the rest of this year.
CHIEF EXECUTIVE’S REVIEW TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
5
Structure and Cost Base
It became clear in the Autumn of 2002 that, despite reductions, the cost base was still too high compared
with the sustainable level of Group activity and that a structural change was required to allow for the further
elimination of cost. The Group has four subsidiaries, none of which were growing fast enough to sustain the
full management structure they enjoyed.  It was necessary to reduce the cost base of each unit so that it could
remain a viable business and to share certain resources across the Group. A new structure has been
implemented. 
There is now a unified sales and marketing organisation led by George Renshaw, the Managing Director of
LPA Channel Electric who becomes Group Sales and Marketing Executive. This has allowed the duplication
of regional resources to be eliminated. The Group sales team will now be able to sell all Group products.
Technical sales personnel will continue to support the Group’s project related business. Export effort will be co-
ordinated on a territory by territory basis. During the year all subsidiaries adopted the LPA prefix to their trading
names and LPA Industries adopted the name LPA Niphan Systems to better reflect its offering to the markets it
serves. Niphan is the name of the original range of electrical connectors from which technology much of LPA
Niphan System’s current range of connector equipment is derived.
Some Group manufacturing or assembly capabilities overlapped. Operations have now been brought
together under a single management team led by Jim Henderson, the Managing Director of LPA Niphan
Systems who becomes Chief Operating Officer. Duplicated resources are being eliminated. A number of
senior management positions have been made redundant.
All Group administration and finance functions will report directly to Steve Brett, the Group Finance Director,
with a subsidiary responsibility to the local operations management.
A major cost reduction programme has been achieved and the cost base will be kept under constant review. 
Business Units
LPA Niphan Systems started the year with a heavy workload, which evaporated because of the rescheduling
of West Coast Mainline and the delay in the award of other follow on contracts. Whilst the order entry for
standard products was sustained it was insufficient to provide an adequate workload during the second half,
when project work was postponed. Overall losses were reduced from those suffered in the previous year.
Trading in the first quarter of this year has been difficult but the cost base has been cut further  There is a useful
workload for the rest of the year and a high level of tendering activity, which should lead to further progress.
Demand for standard products should benefit from the re-focussed Group sales team.
LPA Channel Electric had another good year but progress was limited by the cancellation of the Regional Jet
programme following the attack on the World Trade Centre. During the first quarter of this year it has become
clear that global and pan European competition will be likely to put pressure on margins. A cost reduction
exercise has been carried out and the assembly facility will close with the work to be transferred elsewhere in
the Group. The company has made progress in the rail vehicle refurbishment market and has other significant
opportunities.
CHIEF EXECUTIVE’S REVIEW (continued) TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
6
LPA Excil Electronics had a year of different halves. The first was excellent and the second very disappointing.
The company benefited from a heavy project workload in the first half that disappeared in the second.
Rescheduling and delays in the award of follow on contracts contributed to the reduction in activity levels but
difficult conditions in the contract electronics market were also a negative factor. Overall a modest profit was
made despite losses in the second half which have persisted in to the first quarter of the current year. Some
important new contracts have since been won which will provide a workload during the rest of the year and
there are significant opportunities for the future. A major cost reduction has been implemented and progress
is expected during the rest of the year.
LPA Haswell Engineers had a difficult year. The workload declined during the second half due to the continuing
problems in the Telecoms market, and losses were sustained for the year as a whole. The level of tendering
activity and order entry picked up during the first quarter of the current year and while output is not yet
satisfactory, the order book has strengthened. The cost base has been reduced and a number of efficiencies
introduced which should allow progress during the rest of the year.
Capital Expenditure
Capital expenditure during the year amounted to £365,000. Following the major expenditure in the previous
year, no new major capital projects were undertaken during the year. There are no major capital expenditure
projects planned for this year.
Cash Flow
Net cash inflow from operating activities amounted to £1,596,000. After financing £240,000 of net capital
expenditure, £14,000 of deferred consideration, dividends of £81,000 and debt service of £878,000
(interest and capital) total cash increased by £383,000. Net debt fell in the year by £972,000 and at 30
September 2002 gearing was 85% (2001: 99%).
Design and Development
The Group’s design and development activity has focussed on new transportation and telecom market
products, updating industrial products and adopting the latest manufacturing techniques.
Prospects
The markets in which the Group operates are large, but have been highly volatile during the last year. The
prospect of war in the Middle East, and consequent rises in oil prices, are not an encouraging backdrop
against which to consider prospects. Overall however the restructuring and the cost reduction programme that
has been implemented should minimise the impact of any further downturn on the Group. We have a much
more conservative view of the sustainable level of activity available to the Group. The workload over the
coming months is better than was the case during both the second half of last year and the first quarter of this
year and the tendering level is stronger. The first quarter was difficult and the costs of the restructuring will be
borne in the first half of the year. Progress should be made during the second half. 
Peter Pollock
Chief Executive
29 January 2003
CHIEF EXECUTIVE’S REVIEW (continued) TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
7
Compliance 
The Group re-listed on AIM in May 2002. AIM companies are not required to comply with the corporate
governance principles contained in Section 1 of the Combined Code as appended to the UK Listing Authority
Rules. However, the Board is committed to the principles of sound corporate governance and continues to
benchmark itself against the principles contained in the Combined Code. The following sets out how it has
applied those principles.  The Company has complied with the provisions except as disclosed below.
Board Composition and Responsibility
During the year the five member Board comprised three non-executive directors, including the Chairman, and
two executive directors. The Combined Code requires the Board to have a minimum of three non-executive
directors. The non-executive directors are from varied backgrounds and bring an outside viewpoint which
creates an overall balance, operating in the interest of both the Group and its shareholders. Of the non-
executive directors both John Goodger and Michael Edmonds are considered independent. The roles of
Chairman and Chief Executive have remained separate throughout the year. The composition of the Board is
reviewed regularly. 
The Board meets at least six times during the year, with additional meetings being convened as necessary.
The principal responsibilities of the Board are to agree overall strategy and investment policy, to approve the
annual budget (including capital expenditure), to monitor the performance of the senior management and to
ensure that there are proper internal financial controls in place. There is a formal schedule of matters reserved
for Board approval.  The nature and size of the Group ensures that the Board considers all major decisions. 
Executive directors’ normal retirement age is 60.  Non-executives are normally appointed for three year terms
and their normal retirement age is 70. All directors are subject to election by shareholders at the first
opportunity after their appointment, and to re-election thereafter at intervals of no more than three years.
All directors have access to the advice and services of the company secretary, who is also responsible for
ensuring that board procedures are followed.  There is also a procedure in place for any director to take
independent professional advice if necessary, at the Company’s expense.
Internal Control
The Board has overall responsibility for the Group’s system of internal control, which is designed to provide
reasonable but not absolute assurance against material misstatement or loss. The Board confirms that the
system of internal control accords with the Turnbull Committee Guidance.
The Board has considered the establishment of procedures to implement the Turnbull Committee Guidance on
internal control and in response assigned day-to-day responsibility for the continuous review of risk
management to the executive directors. The Board received a report on risk issues and reviewed the
effectiveness of the Group’s systems of internal controls in relation to financial, operational and compliance
controls and risk management. Risk management is discussed formally at each Board meeting.
In addition the Board reviewed the requirement for an internal audit function and having regard to the size of
the Group, the costs of such a function versus the likely benefit, sufficient assurance as to the functioning of the
system of internal control and that the circumstances confronting the Group remain unchanged, considered
there was no such requirement at this time.
CORPORATE GOVERNANCE TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
8
In relation to business risk a continuous process of risk assessment and reporting has been adopted.  The
executive directors report regularly to the Board on major business risks faced by individual operating units
and by the Group and how it is proposed that those risks be managed. Through this business risks are
assessed according to their nature and urgency and the Board considers what would be an appropriate
response. 
The Board has defined a formal schedule of matters specifically reserved for decision by it and the delegated
authorities of its committees and the executive directors. 
The Group has a clear organisation structure and reporting framework. Whilst the management of operating
units exercise autonomy in the day-to-day running of their businesses, given the size of the Group, the executive
directors remain close to the decisions made at each operating unit. 
The Group has a system of budgeting, forecasting and reporting which enables the Board to set objectives
and monitor performance. Each operating unit prepares a budget annually, which includes projections for the
next two years. These budgets are reviewed in detail by the executive directors and consolidated for review
by the Board. Forecasts are updated twice annually. The Group’s performance against budget and forecast
is continuously monitored by the executive directors, reviewed formally by the executive directors who attend
local management meetings at each operating unit at least ten times a year, and by the Board at least
quarterly. 
The Group operates an investment approval process. Board approval is required for all acquisitions and
divestments.
Through the procedures outlined above the Board has considered all significant aspects of internal control for
the year to September 2002 and up to the date of this Annual Report.
Going Concern
After making enquiries, the directors have a reasonable expectation that the Group has adequate resources
to continue in operational existence for the foreseeable future.  For this reason they continue to adopt the going
concern basis in preparing the accounts.
Audit Committee
The Combined Code requires the Audit Committee to comprise non-executive directors, of which the majority
are considered to be independent. The Audit Committee comprises the Board’s three non-executive directors
John Goodger (who is also the Committee’s Chairman), Michael Edmonds and Michael Rusch. Of these John
Goodger and Michael Edmonds are classified as independent. 
The Audit Committee has written terms of reference and meets at least twice a year.  It is responsible for
reviewing a range of financial matters including the interim and final accounts, together with monitoring the
controls which ensure the integrity of the financial information reported to the shareholders. It also meets with
the external auditor who attends its meetings when required to do so. 
Remuneration Committee
The Combined Code requires the Remuneration Committee to comprise solely independent non-executive
directors. The Remuneration Committee comprises the Board’s three non-executive directors, John Goodger
(who is also the Committee’s Chairman), Michael Edmonds and Michael Rusch. Only John Goodger and
Michael Edmonds are classified as independent. The Board considers the Remuneration Committee
composition to be appropriate given the size of the Board itself, and that given the Group’s current size, the
cost of further independent non-executive directors would be disproportionate to the potential benefits. 
CORPORATE GOVERNANCE (continued) TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
9
The principal objectives of the Remuneration Committee in respect of executive directors, and the Board in
respect of the Group as a whole, are to ensure that the Group’s senior management remuneration policies and
practices facilitate the recruitment, retention, and motivation of top quality personnel and to ensure that senior
management remuneration operates on a best practice basis, aligning where practicable, the remuneration of
executives with the interest of shareholders.
The Remuneration Committee meets at least twice a year. Its principal function is to determine on behalf of the
Board the remuneration and other benefits of the executive directors, including pensions, share options, service
contracts and compensation payments. Base salaries are reviewed annually, and are set to reflect the
directors’ responsibilities, experience and marketability. Regard is also given to the level of rewards made in
the year to staff.
Remuneration Report
Peter Pollock has a service contract with a rolling notice period of one year.  In the event of a takeover of the
Group prior to March 2003, at a price in excess of £1.50 per share, he will be entitled to an additional
year’s notice. As at 1 January 2003 his annual salary was £125,000 and he is entitled to the provision of
a car or allowance and private health insurance. In addition he may also be granted options under the various
Group share schemes and, subject to the achievement of the Group’s growth objectives, be entitled to
payments under the Company’s discretionary bonus scheme.  He is a member of the Group’s defined benefit
pension scheme. 
Stephen Brett is to be awarded a service contract with a rolling notice period of one year. As at 1 January
2003 his annual salary was £85,000 and he is entitled to the provision of a car or allowance and private
health insurance. In addition he may also be granted options under the various Group share schemes and,
subject to the achievement of the Group’s growth objectives, be entitled to payments under the Company’s
discretionary bonus scheme.  He is a member of the Group’s defined benefit pension scheme. 
The remuneration of the non-executive directors is determined by the Board as a whole. Non-executive
directors do not have service contracts and except as identified for Michael Rusch and Michael Edmonds in
note 6, do not participate in the Group’s share option arrangements.
Michael Rusch (non-executive chairman) has a three-year term of office expiring on 30 June 2003. As at 1
January 2003 he received fees of £18,500 per annum and he is entitled to the provision of a car or
allowance and private health insurance. 
Michael Edmonds (non-executive director) has a three-year term of office, as set out in his letter of re-
appointment, which expires at the conclusion of the Company’s Annual General Meeting to be held in the
spring of 2005. As at 1 January 2003 he received fees of £16,000 per annum and he is entitled to the
provision of a car or allowance. 
John Goodger (non-executive director) has a term of office which expires at the conclusion of the Company’s
Annual General Meeting to be held in the spring of 2004. As at 1 January 2003 he received fees of
£16,000 per annum. 
Full details of directors’ remuneration, shareholdings and share options are shown in note 6.
CORPORATE GOVERNANCE (continued) TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
10
Board Nominations
The Combined Code recommends that unless the Board is small, a Nominations Committee be established to
make recommendations to the Board on all new Board appointments.  Given the size of both the Group and
the Board, it is the Board’s view that a Nominations Committee is not required (the function to be performed
by the Board itself).  The need for such a Nomination Committee will continue to be reviewed annually.
Shareholder Relationships
The objective of the Board is to create increased shareholder value by growing the business in a way that
delivers sustainable improvement in earnings over the medium to long term. The Board regards the Annual
General Meeting as an important opportunity to meet and communicate with private investors in particular.
Directors make themselves available to shareholders both before and after the Annual General Meeting and
on an ad hoc basis during the year subject to normal disclosure rules. In addition to the Annual Report, the
Company issues an Interim Report to shareholders and has its own website at ‘www.lpa-group.com’.  
CORPORATE GOVERNANCE (continued) TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
11
The directors present their annual report together with the audited accounts for the year ended 30 September
2002.
Results and dividends
The loss on ordinary activities after taxation amounted to £345,000 in 2002 (2001: profit of £175,000).
The directors do not recommend the payment of a final ordinary dividend (2001: 0.5p), which makes a total
for the year of 0.25p per share (2001: 0.5p).
The retained loss for the year amounts to £372,000 in 2002 (2001: profit of £119,000).
Principal activities of the Group and business review
The principal activities of the Group continue to be the design, manufacture and marketing of industrial
electrical accessories. A geographical analysis of Group turnover is shown in note 2 to the accounts. The
business has been reviewed in the Chairman’s Statement and the Chief Executive’s Review.
Directors and their interests
The directors whose names appear on page 1 served throughout the year. 
The Board of LPA Group plc comprises five directors: two executive directors and three non-executive directors. 
Details of the current directors’ interests in the share capital of the Company as shown in the register
maintained in accordance with section 325 of the Companies Act 1985, together with details of share
options granted to them are disclosed in the notes to the financial statements. 
No director had any material interest in any contract with the Group, save as disclosed in the notes to the
financial statements.
Stephen Brett and Peter Pollock retire by rotation and being eligible offer themselves for re-election. 
REPORT OF THE DIRECTORS TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
12
Substantial shareholdings
As far as the directors are aware, apart from Michael Rusch and Michael Edmonds, the only shareholders with
a beneficial interest as at 31 December 2002 representing 3 per cent or more of the issued share capital
were:
Shareholdings Percentage
Mrs Ellen Rusch 804,044 7.37%
Michael Winston Lott 629,252 5.77%
Mrs Marilyn I Porter 531,053 4.87%
Ernest Joseph Lott Settlement - No 2 444,054 4.07%
Mrs Harriett V Nailon 438,235 4.02%
Mrs Susan Thynne 426,674 3.91%
Clydesdale Bank Custodian Nominees Ltd 425,000 3.90%
HSBC Global Custody Nominee (UK) Ltd 410,000 3.76%
Mrs Harriet V Nailon and Michael Winston Lott have a joint interest in 499,480 shares of the Ernest Joseph
Lott and Alice Maud Lott Settlements.
Research and development
The Group is heavily committed to research and development activities so as to ensure its position as a market
leader in the manufacture of electrical components in its market sectors.
Charitable contributions
Contributions for charitable purposes during the year amounted to £10 (2001: £205).
Employees
The Group is an equal opportunities employer.
For many years it has been the policy of the Group to give full and fair consideration to applications for
employment by disabled persons to maintain employment and to provide training to suit individual
requirements.  They are eligible for promotion and, within the limits of their disabilities, are given equal
consideration with other applicants.
Payment policy
The Group agrees payment terms with its suppliers when it enters into binding purchase contracts. The Group
seeks to abide by the payment terms agreed with suppliers whenever it is satisfied that the supplier has
provided the goods or services in accordance with the agreed terms and conditions.  The Group does not
have a formal standard or code which deals specifically with payment to suppliers.  The Group had 51 days
(2001: 64 days) purchases outstanding at 30 September 2002.
REPORT OF THE DIRECTORS (continued) TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
13
Directors' responsibilities 
Company law in the United Kingdom requires the directors to prepare financial statements for each financial
year which give a true and fair view of the state of affairs of the Company and the Group and of the profit
or loss of the Group for that period.  In preparing these financial statements, the directors have: 
● selected suitable accounting policies and applied them consistently; 
● made judgements and estimates that are reasonable and prudent; 
● followed applicable United Kingdom accounting standards; and 
● prepared the financial statements on the going concern basis.
The directors are responsible for keeping proper accounting records which disclose with reasonable accuracy
at any time the financial position of the Company and enable them to ensure that the financial statements
comply with the Companies Act 1985.  They are also responsible for safeguarding the assets of the Company
and hence taking reasonable steps for the prevention and detection of fraud and other irregularities. 
The directors are responsible for ensuring that the directors’ report and other information included in the Annual
Report is prepared in accordance with company law in the United Kingdom.  They are also responsible for
ensuring that the Annual Report includes information required by the AIM rules.
The Annual Report is available on the Company’s web site. The maintenance and integrity of LPA Group plc’s
web site is the responsibility of the directors; the work carried out by the auditors does not involve consideration
of these matters and, accordingly, the auditors accept no responsibility for any changes that may have
occurred to the information contained in the financial statements since they were initially presented on the web
site.
Legislation in the United Kingdom governing the preparation and dissemination of the financial statements and
other information included in annual reports may differ from legislation in other jurisdictions.
Auditors 
The auditors, RSM Robson Rhodes, are willing to continue in office and a resolution to reappoint them will be
proposed at the Annual General Meeting.
The report of the directors was approved by the Board on 29 January 2003 and signed on its behalf by:
Stephen Brett 
Secretary
REPORT OF THE DIRECTORS (continued) This report is made solely to the Company’s members, as a body, in accordance with Section 235 of the
Companies Act 1985. Our audit work has been undertaken so that we might state to the Company’s members
those matters we are required to state to them in an auditor’s report and for no other purpose. To the fullest
extent as permitted by law, we do not accept or assume responsibility to anyone other than the Company’s
members as a body, for our audit work, for this report, or for the opinions we have formed. 
Respective responsibilities of directors and auditors
The directors’ responsibilities for preparing the Annual Report and the financial statements in accordance with
applicable law and United Kingdom Accounting Standards are set out in the Statement of Directors’
Responsibilities.
Our responsibility is to audit the financial statements in accordance with relevant legal and regulatory
requirements and United Kingdom Auditing Standards. We report to you our opinion as to whether the
financial statements give a true and fair view and are properly prepared in accordance with the Companies
Act 1985.  We also report to you if, in our opinion, the Directors’ Report is not consistent with the financial
statements, if the Company has not kept proper accounting records, if we have not received all the information
and explanations we require for our audit, or if information specified by law regarding directors’ remuneration
and transactions with the Company and other members of the Group is not disclosed.
We review whether the Corporate Governance Statement reflects the Company’s compliance with the seven
provisions of the Combined Code that would be specified for our review by the Listing Rules had the Company
been fully listed and we report if it does not.  We are not required to consider whether the Board’s statements
on internal control cover all risks and controls or form an opinion on the effectiveness of the Group’s corporate
governance procedures or its risk and control procedures.  
We read the information contained in the Annual Report and consider whether it is consistent with the audited
financial statements.  We consider the implications for our report if we become aware of any apparent
misstatements or material inconsistencies with the financial statements.  Our responsibilities do not extend to
any information outside the Annual Report.
Basis of audit opinion
We conducted our audit in accordance with United Kingdom Auditing Standards issued by the Auditing
Practices Board. An audit includes examination, on a test basis, of evidence relevant to the amounts and
disclosures in the financial statements. It also includes an assessment of the significant estimates and
judgements made by the directors in the preparation of the financial statements, and of whether the accounting
policies are appropriate to the Company’s circumstances, consistently applied and adequately disclosed.
We planned and performed our audit so as to obtain all the information and explanations which we
considered necessary in order to provide us with sufficient evidence to give reasonable assurance that the
financial statements are free from material misstatement, whether caused by fraud or other irregularity or error.
In forming our opinion we also evaluated the overall adequacy of the presentation of information in the
financial statements.
Opinion
In our opinion the financial statements give a true and fair view of the state of affairs of the Company and the
Group as at 30 September 2002 and of the Group’s loss for the year then ended and have been properly
prepared in accordance with the Companies Act 1985. 
RSM Robson Rhodes
Chartered Accountants and Registered Auditors
Cambridge, England
29 January 2003
TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
14
INDEPENDENT AUDITORS’ REPORT TO THE SHAREHOLDERS OF LPA GROUP PLC
We have audited the financial statements on pages 15 to 47. 15
TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
CONSOLIDATED PROFIT AND LOSS ACCOUNT
for the year ended 30 September 2002
Restated
2002 2001
Note £’000 £’000
Turnover: continuing operations 2 13,806 13,570
Cost of sales (10,273) (9,944)
Gross profit 3,533 3,626
Net operating expenses 3 (3,589) (3,164)
Operating (loss) / profit: continuing operations 4 (56) 462
Interest payable and similar charges 7 (262) (335)
(Loss) / profit on ordinary activities before taxation (318) 127
Tax on profit on ordinary activities 8 (27) 48
(Loss) / profit on ordinary activities after taxation (345) 175
Dividends: all equity 9 (27) (56)
Retained (loss) / profit for the year (372) 119
Earnings per share 10
Basic (3.16p) 1.63p
Diluted (3.16p) 1.58p
Adjusted (before amortisation of goodwill) (2.17p) 2.63p
STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES
for the year ended 30 September 2002
Restated
2002 2001
Note £’000 £’000
(Loss) / profit for the year (345) 175
Prior year adjustment for deferred tax 8 73
Total gains and losses recognised since last annual report (272) 2002 2001 2002 2001
£’000 £’000 £’000 £’000
(Loss) / profit for the financial year (345) 175 (389) (245)
Dividends (27) (56) (27) (56)
(372) 119 (416) (301)
New share capital subscribed - 140 - 140
Net (reduction in) / addition to shareholders’ funds (372) 259 (416) (161)
Opening equity shareholders’ funds * 4,501 4,242 5,596 5,757
Closing equity shareholders’ funds 4,129 4,501 5,180 5,596
* Group opening equity shareholders’ funds of £4,501,000 are the originally reported £4,428,000 after
restatement for the prior year adjustment of £73,000. The Company opening equity shareholders’ funds of
£5,596,000 are the originally reported £5,591,000 after restatement for the prior year adjustment of
£5,000. 
CONSOLIDATED NOTE OF HISTORICAL COST PROFITS AND LOSSES
for the year ended 30 September 2002
2002 2001
£’000 £’000
Reported (loss) / profit on ordinary activities before taxation (318) 127
Realisation of property revaluation gains - 28
Historical cost (loss) / profit on ordinary activities before taxation (318) 155
Historical cost retained (loss) / profit (372) 147
TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
16
RECONCILIATION OF MOVEMENTS IN SHAREHOLDERS' FUNDS
for the year ended 30 September 2002
Company
Group 17
Restated
2002 2001
Note £’000 £’000
Fixed assets
Intangible assets 11 1,606 2,021
Tangible assets 12 3,320 3,632
Investments 13 - 2
4,926 5,655
Current assets
Stocks 14 2,350 3,054
Debtors 15 2,276 3,814
Cash at bank and in hand 5 119
4,631 6,987
Creditors: Amounts falling due within one year 16 (2,611) (4,535)
Net current assets 2,020 2,452
Total assets less current liabilities 6,946 8,107
Creditors: Amounts falling due after more than one year 17 (2,713) (3,496)
Provisions for liabilities and charges 19 (104) (110)
Net assets 4,129 4,501
Capital and reserves
Called up share capital 21 1,090 1,090
Share premium account 22 254 254
Revaluation reserve 22 317 318
Merger reserve 22 230 230
Profit and loss account 22 2,238 2,609
Equity shareholders' funds 4,129 4,501
The financial statements were approved by the Board on 29 January 2003 and signed on its behalf by:
S K BRETT P G POLLOCK
Director Director
TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
CONSOLIDATED BALANCE SHEET
at 30 September 2002 Restated
2002 2001
Note £’000 £’000
Fixed assets
Tangible assets 12 528 556
Investments 13 5,300 5,607
5,828 6,163
Current assets
Debtors 15 5,044 5,833
Cash at bank and in hand 2 2
5,046 5,835
Creditors: Amounts falling due within one year 16 (3,061) (3,125)
Net current assets 1,985 2,710
Total assets less current liabilities 7,813 8,873
Creditors: Amounts falling due after more than one year 17 (2,622) (3,277)
Provisions for liabilities and charges 19 (11) -
Net assets 5,180 5,596
Capital and reserves
Called up share capital 21 1,090 1,090
Share premium account 22 254 254
Revaluation reserve 22 317 318
Merger reserve 22 784 784
Profit and loss account 22 2,735 3,150
Equity shareholders' funds 5,180 5,596
The financial statements were approved by the Board on 29 January 2003 and signed on its behalf by:
S K BRETT P G POLLOCK
Director Director
TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
18
COMPANY BALANCE SHEET
At 30 September 2002 TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
19
2002 2001
Note £’000 £’000
Net cash inflow from operating activities 23 1,596 712
Returns on investments and servicing of finance
Interest paid (204) (287)
Interest element of hire purchase and finance lease payments (47) (38)
(251) (325)
Taxation
Corporation tax received - 40
Capital expenditure
Payments to acquire tangible fixed assets (338) (522)
Receipts from disposal of properties - 122
Receipts from sale of other fixed assets 98 51
(240) (349)
Acquisitions
Purchase of subsidiary undertakings 24 (14) (219)
Equity dividends paid (81) (150)
Net cash flow before financing 1,010 (291)
Financing
Increase in share capital - 140
Repayment of loans (350) (564)
Capital element of hire purchase and finance lease payments (277) (238)
(627) (662)
Increase / (decrease) in cash 25 383 (953)
CONSOLIDATED CASH FLOW STATEMENT
for the year ended 30 September 2002 TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
20
1. ACCOUNTING POLICIES
Basis of accounting
The financial statements are prepared in accordance with applicable accounting standards under
the historical cost convention modified to include the revaluation of certain freehold properties. As
permitted by section 230 of the Companies Act 1985, the profit and loss account of the parent
company has not been separately presented in the financial statements.
FRS17 "Retirement Benefits" need not be applied in full until the 2006 accounts, so as in previous
years expenses have been charged under SSAP24.  Some additional disclosures are given as
required by FRS17 (see note 5).
FRS19 "Deferred Tax" has been adopted for the first time in these accounts.  Comparative figures
have been restated to be consistent with the new accounting policy for deferred tax that is
described below.  The effect of the change is quantified in note 8.
Basis of consolidation
The consolidated accounts include the accounts of LPA Group plc and all its subsidiaries as at 30
September 2002 using acquisition accounting. The results of subsidiary undertakings acquired
during the financial year are included from the effective date of acquisition.
Goodwill
Goodwill is the excess of the cost of an acquired entity over the aggregate of the fair values of
that entity’s identifiable assets and liabilities. Goodwill relating to acquisitions made after 30
September 1999 is shown in the balance sheet as an asset and amortised over its estimated useful
economic life of 20 years. In addition to systematic amortisation, the book value is written down
to the recoverable amount when any impairment is identified.
In accordance with FRS10 goodwill relating to earlier acquisitions continues to be eliminated
against reserves and will be expensed in the profit and loss account on any future disposal or
closure of the acquired business.  
Tangible fixed assets and depreciation
Depreciation is provided on all tangible fixed assets at rates calculated to write-off the cost or
valuation of each asset evenly to its residual value over its expected useful life. Where there is
evidence of impairment, fixed assets are written down to recoverable amounts. Any such write
down would be charged to operating profit. No depreciation is provided on freehold land. The
principal annual rates used are as follows:
Freehold buildings 2%
Leasehold properties Over period of lease
Plant, machinery and equipment 10% - 15%
Motor vehicles 20%
Furniture, fittings and office equipment 10% - 15%
Computers 20% - 33%
The transitional provisions of FRS15 were adopted in 2000 and accordingly the property
valuations have not been updated. The dates of the last valuations are disclosed in the fixed asset
note.
NOTES TO THE FINANCIAL STATEMENTS
30 September 2002 TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
21
1. ACCOUNTING POLICIES (continued)
The part of the annual depreciation charge of revalued assets which relates to the surplus over cost
is transferred from revaluation reserve to the profit and loss reserve.
Stocks and work in progress
Stocks and work in progress are stated in the balance sheet at the lower of cost or net realisable
value. Cost includes direct materials and labour costs and those overheads that have been
incurred in bringing the stock to its present location and condition. 
Research and development
All expenses incurred in connection with research and development are charged in the profit and
loss account when they are incurred.
Deferred taxation
The payment of taxation is deferred or accelerated because of timing differences between the
treatment of certain items for accounting and taxation purposes. Full provision for deferred taxation
is made under the liability method, without discounting, on all timing differences that have arisen,
but not reversed by the balance sheet date, unless FRS19 does not permit such provision. Deferred
tax assets are recognised to the extent that it is regarded as more likely than not that they will be
recovered.
In accordance with FRS19 deferred tax is not provided for revaluation gains on land and
buildings, unless there is a binding agreement to sell them at the balance sheet date. 
Previously under SSAP15 provision was only made for deferred taxation if it was probable that
the tax would be payable in the foreseeable future.
Pension contributions
The Group operates both a defined benefit and defined contribution pension schemes.
The defined benefit scheme requires contributions to be made to a separately administered fund.
The pension cost charged to the profit and loss account is calculated by the actuary so as to
spread the cost of pensions over the employees’ working lives with the company. These
calculations are based on the most recent triennial actuarial valuation of the fund.  Variations from
the regular pension costs are spread evenly through the profit and loss account over the average
remaining service lives of current employees.
Contributions to the defined contribution pension schemes, which are also made to separately
administered funds, are charged to the profit and loss account as they become payable in
accordance with the rules of the scheme.
NOTES TO THE FINANCIAL STATEMENTS
30 September 2002 TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
22
1. ACCOUNTING POLICIES (continued)
Foreign currencies
Assets and liabilities expressed in foreign currencies are translated at the rate of exchange ruling
at the balance sheet date. Transactions in foreign currencies are recorded at the rate ruling at the
date of the transaction. All differences are taken to the profit and loss account.
Leased assets
Assets obtained under finance leases and hire purchase contracts are capitalised in the balance
sheet and are depreciated over their useful lives. The interest element of rental obligations is
charged to the profit and loss account over the period of the lease.  
Rentals paid under operating leases are charged to income on a straight line basis over the term
of the lease.
2. TURNOVER ANALYSIS
Turnover represents amounts invoiced for products sold (excluding VAT), excluding those to other
Group companies. All turnover originates in the United Kingdom. An analysis of turnover by
geographical market is given below:
2002 2001
£’000 £’000
United Kingdom 11,638 10,712
Rest of Europe 950 1,500
Rest of World 1,218 1,358
13,806 13,570
In the opinion of the directors, the activities of the Group constitute one business segment.
3. NET OPERATING EXPENSES
2002 2001
£’000 £’000
Sales and distribution costs 1,092 1,079
Administrative expenses 2,527 2,253
Other operating income (30) (168)
3,589 3,164
NOTES TO THE FINANCIAL STATEMENTS
30 September 2002 30 September 2002
TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
23
4. OPERATING (LOSS) / PROFIT
Operating (loss) / profit is arrived at after charging / (crediting):
2002 2001
£’000 £’000
Operating lease rentals
- plant and machinery 64 26
- land and buildings 206 248
Auditors' remuneration 40 43
Other services provided by auditors 8 14
Depreciation on owned assets 463 445
Depreciation on assets held under hire purchase contracts 152 177
Amortisation of positive goodwill 108 108
Profit on disposal of fixed assets (36) (68)
Research and development expenditure 322 340
Reversal of previous impairment of tangible fixed assets - (37)
5. EMPLOYEES
Average monthly number of employees, including directors:
2002 2001
No No
Production 168 183
Sales and distribution 30 33
Administration 24 24
222 240
Staff costs, including directors: 2002 2001
£’000 £’000
Wages and salaries 4,337 4,266
Social security costs 386 386
Other pension costs - defined benefit 66 82
- defined contribution 84 66
4,873 4,800
NOTES TO THE FINANCIAL STATEMENTS TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
24
NOTES TO THE FINANCIAL STATEMENTS
30 September 2002
5. EMPLOYEES (continued)
Pension costs
The Group operates a defined benefit pension scheme where benefits are based on final
pensionable pay. This pension scheme is set up under trust and the assets of the scheme are
therefore held separately from those of the company and the Group. This scheme is closed to new
entrants. 
The pension cost charged to the profit and loss account is calculated by the actuary so as to
spread the cost of pensions over the employees’ working lives with the company. The pension costs
are based on the last formal valuation of the scheme, which was completed with an effective date
of 1 April 2000, by Jardine Lloyd Thompson Benefit Consultants Limited. The actuarial method
used was the attained age method. The most significant assumptions which affect pension costs
are those relating to the rate of return on the investments of the scheme and the rate of increase in
salaries and pensions. For the purposes of the valuation the investment return used was 7.5%,
general salary inflation was 5.5% per annum, price inflation was 4.0% per annum and pensions
were assumed to increase at the rate of 4.0% per annum in payment. The valuation showed that
the market value of the scheme’s assets was £10.93m including net current assets, and the
actuarial value of those assets represented 133% of the liability for benefits under the valuation
method, for service to the valuation date and based on salaries projected to retirement or earlier
exit.
The pension cost charged to the profit and loss account for the year was £66,000 (2001:
£82,000).  There is also a balance sheet accrual at the year end of £6,000 (2001: prepayment
of £34,000), resulting from differences between amounts previously recognised through the profit
and loss account and the amounts paid in contributions.
The Group also operates defined contribution schemes. The assets of the schemes are held
separately from those of the company in independently administered funds, and contributions are
charged to the profit and loss account as they become payable in accordance with the scheme
rules. 
Supplementary pensions disclosures under FRS17
The profit and loss account charge for pension costs, the accounting policies and the disclosures
above are given on the basis of SSAP24. SSAP24 is going to be replaced by FRS17. The
additional disclosures, which follow, are given in preparation of FRS17 being adopted. They
relate only to the defined benefit scheme, and omit certain comparative figures in accordance with
the transitional rules of FRS17. The last full actuarial valuation of this scheme was carried out by a
qualified independent actuary as at 1 April 2000 and updated to 30 September 2002.
a)    Contributions
The contributions made by the employer over the financial year have been £25,000 (2001:
£82,000). The contribution rate was equivalent to 6% of pensionable pay in the period up to and
including February 2002, but after receiving the agreement of the scheme actuary the employer
has ceased paying contributions from that date. This Nil% contribution rate is to continue until
reviewed following the triennial valuation of the scheme due as at 6 April 2003.  TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
25
NOTES TO THE FINANCIAL STATEMENTS
30 September 2002
5. EMPLOYEES (continued)
b) FRS17 balance sheet information
Net asset position 2002 2001
£’000 £’000
As reported on SSAP24 basis 4,129 4,501
SSAP24 pensions accrual / (prepayment) 6 (34)
Excluding SSAP24 balance 4,135 4,467
FRS17 pension asset (net of deferred tax) 590 2,831
On FRS17 basis 4,725 7,298
Profit and loss reserve 2002 2001
£’000 £’000
As reported on SSAP24 basis 2,238 2,609
SSAP24 pensions accrual / (prepayment) 6 (34)
Excluding SSAP24 balance 2,244 2,575
FRS17 pension asset (net of deferred tax) 590 2,831
On FRS17 basis 2,834 5,406
Composition of the scheme
The transitional arrangements of FRS17 require disclosure of assets and liabilities as at 30
September 2002 calculated in accordance with the requirements of FRS17.  The assets of the
scheme have been taken at market value and the liabilities have been calculated on the projected
unit method, using the following principal actuarial assumptions. 
2002 2001
Inflation 2.34% per annum 2.5% per annum
Salary increases 2.84% per annum 2.5% per annum
Rate of discount 5.23% per annum 6.0% per annum
Pension in payment increases 2.34% per annum 2.5% per annum
Revaluation rate for deferred pensioners 2.34% per annum 2.5% per annum 5. EMPLOYEES (continued)
On this basis the balance sheet figures are as follows:
2002 2001
£’000 £’000
Fair value of assets 8,115 9,197
Present value of scheme liabilities (7,272) (5,153)
Actuarial surplus 843 4,044
Deferred tax (253) (1,213)
Actuarial surplus after tax 590 2,831
All of the £0.59m (2001: £2.831m) would have been shown as an asset had the Group’s
balance sheet been prepared under FRS17. 
The assets of the scheme at 30 September 2002 are split as follows:
2002 2001
£’000 £’000
Equities 4,838 6,196
Bonds 2,450 2,469
Other 827 532
8,115 9,197
The expected long-term rate of return over the following year is 5% for bonds and 7% for equities
(2001: 5% and 7% respectively).
Analysis of the amount charged to operating profit 
2002
£’000
Current service cost 89
Past service cost -
Total operating charge 89
TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
26
NOTES TO THE FINANCIAL STATEMENTS
30 September 2002 NOTES TO THE FINANCIAL STATEMENTS
30 September 2002
5. EMPLOYEES (continued)
Analysis of the amount that would be credited to other finance income
2002
£’000
Expected return on pension scheme assets 556
Interest on pension scheme liabilities (312)
244
Analysis of amount that would be recognised in consolidated statement 
of total recognised gains and losses (STRGL)
2002
£’000
Actual return less expected return on pension scheme assets (1,791)
Experience gains and losses arising on the scheme liabilities -
Changes in assumptions underlying the present value of the 
scheme liabilities (1,658)
Actuarial loss recognised in statement of total recognised gains
and losses (3,449)
Movement in surplus during the year
2002
£’000
Surplus in scheme at beginning of the year 4,044
Movement in year:
Current service cost (89)
Contributions 93
Past service costs -
Other finance income 244
Actuarial loss (3,449)
Surplus in scheme at the end of the year 843
TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
27 TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
NOTES TO THE FINANCIAL STATEMENTS
30 September 2002
5. EMPLOYEES (continued)
History of experience gains and losses
2002
Difference between the expected and actual return on 
scheme assets
Amount (£’000) (1,791)
Percentage of scheme assets 22%
Experience gains and losses on scheme liabilities
Amount (£’000) -
Percentage of the present value of scheme liabilities Nil %
Total amount recognised in statement of total recognised
gains and losses
Amount (£’000) (3,449)
Percentage of the present value of scheme liabilities 47%
6. DIRECTORS
Emoluments of the directors of the Company:
2002 2001
£’000 £’000
Fees 50 48
Salaries including taxable benefits 254 215
304 263
Directors’ remuneration
Salaries / Total Total
fees Benefits 2002 2001
££ £ £
Peter G Pollock 121,250 14,247 135,497 116,128
Stephen K Brett 82,500 13,640 96,140 70,621
Sheena L Trueman - - - 7,374
203,750 27,887 231,637 194,123
Michael Rusch 18,250 15,472 33,722 32,145
Michael A Edmonds 15,750 6,667 22,417 21,265
John A C Goodger 15,750 - 15,750 15,000
253,500 50,026 303,526 262,533
There were no bonus payments included in salaries / fees. 
28 TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
NOTES TO THE FINANCIAL STATEMENTS
30 September 2002
6. DIRECTORS (continued)
The pension scheme entitlements under defined benefit schemes (excluding inflation and directors’
contribution) of the directors are as follows:
Increase in
accrued
pension Transfer 
during the value of
year increase 2002 2001
££ £ £
Peter G Pollock 3,500 47,741 17,280 13,780
Stephen K Brett 3,265 17,209 5,348 2,083
Sheena L Trueman - - - 2,237
Directors’ shareholdings
Shareholdings of those serving at the year end were:
Number of ordinary shares
1 October 30 September 31 December
2001 2002 2002
Michael Rusch 808,000 808,000 808,000
Peter G Pollock 250,000 250,000 250,000
Michael A Edmonds 704,065 700,165 700,165
John A C Goodger 101,540 101,540 101,540
Stephen K Brett - 10,000 10,000
Directors’ interests in share options
At 1 At 30 Earliest Latest
October September Option exercise exercise
2001 2002 price date date
Peter G Pollock 750,000 750,000 40p 1 Jan 2002 20 Apr 2007
100,000 100,000 59p 29 Mar 2004 28 Mar 2011
- 75,000 32p 31 Jan 2005 30 Jan 2012
Stephen K Brett 100,000 100,000 59p 29 Mar 2004 28 Mar 2011
- 75,000 32p 31 Jan 2005 30 Jan 2012
No options lapsed or were exercised in the period. During the year Peter Pollock and Stephen Brett were each
granted options over 75,000 shares in the Company under the Enterprise Management Incentive scheme at
an option price of 32p.
29
Accumulated total 
accrued pension at 
30 September TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
30
NOTES TO THE FINANCIAL STATEMENTS
30 September 2002
6. DIRECTORS (continued) 
Details of the share option schemes in operation during the year are given below.
1. The Peter G Pollock Option.  Peter Pollock has an option to purchase up to 750,000 shares at
40p. For the option to be exercised in full the performance criteria required that the aggregate
growth in normalised earnings per share of the Group over the five year period from 1 October
1996 to 30 September 2001 exceeded the growth in the Retail Price Index by 90%. The
performance criteria were satisfied and the option can be exercised up until 20 April 2007. 
2. The Unapproved Share Option scheme. There were no options outstanding under this scheme
at the end of the year.  
3. Enterprise Management Incentives (EMI). In October 2000 the rules of the Unapproved Share
Option scheme were amended to allow it to be used as a basis for the grant of EMI options.
The Government introduced EMI as a new form of share incentive in the 2000 Budget, which
received Royal Ascent in July 2000. The rule changes are principally to allow the grant of an
option to be in the form of an agreement between the Company and the option holder as
opposed to the issuing of an option certificate. EMI options offer tax advantages to both the
option holder and the Company. The option price for grants under this scheme is determined
by reference to the average of the middle market quotations as derived from the Stock
Exchange Daily Official List for the three consecutive dealing days preceding the date of the
grant. Stephen Brett and Peter Pollock hold options under this scheme. No performance criteria
apply. 
4. The Approved Share Option scheme. The option price for grants under this scheme is
determined by reference to the average of the middle market quotations as derived from the
Stock Exchange Daily Official List for the three consecutive dealing days preceding the date of
the grant. No directors hold options under this scheme. 
5. The Company established a Sharesave scheme in 1999, operated by Abbey National plc,
for all permanent UK employees and salaried directors. The share options of the directors under
this scheme are as follows:
At 30 Contract
September Exercise commencement Duration
2002 price date of contract
Michael Rusch 2,767 70p 1 July 1999 3 years
Peter G Pollock 2,767 70p 1 July 1999 3 years
Michael A Edmonds 4,428 70p 1 July 1999 3 years
The exercise price was determined, in accordance with the rules of the scheme, by means of
discounting by 20% the average market price of the Company’s ordinary shares over the three
days immediately preceding the issue of invitations to participate in the scheme.
Advantage has been taken of the Revenue approved SAYE Scheme exemption and no
provision made for the cost of the discount.
The market price of the Company’s shares on 30 September 2002 was 16.5p per share (2001:
31.5p per share) and the high and low share prices during the year were 42.0p and 10.0p
respectively (2001: 91.5p and 28.0p respectively). TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
31
NOTES TO THE FINANCIAL STATEMENTS
30 September 2002
7. INTEREST PAYABLE
2002 2001
£’000 £’000
Bank loans and overdrafts 204 278
Other loans - 9
Hire purchase contracts and finance leases 47 38
Amortisation of debt finance costs arising on acquisition 11 10
262 335
8. TAXATION
2002 2001
£’000 £’000
United Kingdom Corporation Tax
Corporation tax at 20% (2001: 20%) - 10
Over-provision in previous years (10) (14)
Current taxation (10) (4)
Deferred taxation
Net reversal / (origination) of timing differences 37 (44)
Tax on profit on ordinary activities 27 (48)
Current tax reconciliation
2002 2001
£’000 £’000
Loss / (profit) on ordinary activities before taxation 318 (127)
Theoretical tax at UK corporation tax rate of 20% (2001: 20%) (64) 25
Effects of:
- Goodwill amortisation 22 22
- Accelerated capital allowances 10 (33)
- Current tax losses not utilised 42 -
- Current profits set-off against brought forward losses (12) (14)
- Other differences 2 10
- Adjustments in respect of prior years (10) (14)
Actual current taxation credit (10) (4) TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
32
NOTES TO THE FINANCIAL STATEMENTS
30 September 2002
8. TAXATION (continued)
Change in accounting policy
The change in accounting policy for deferred taxation had the following effects on the Group
accounts.
2002 2001
£’000 £’000
Profit for the year
Increase / (decrease) in taxation charge 49 (73)
Balance sheet
Decrease in provision for deferred taxation 24 73
9. DIVIDENDS – ALL EQUITY
2002 2001
£’000 £’000
Paid – year 2000 final - 2
Paid – interim 0.25p per share (2001: Nil) 27 -
Proposed – final Nil per share (2001: 0.5p) - 54
27 56
The year 2000 dividend included in the prior year is in respect of shares issued subsequent to the
announcement of, but prior to the payment of, the year 2000 final dividend.
10. EARNINGS PER SHARE
The calculation of earnings per share is based upon the loss of £345,000 (2001: profit of
£175,000) and the weighted average number of ordinary shares in issue during the year. Due to
losses in the current year no dilution arises and diluted earnings per share is therefore shown as
the same as basic earnings per share. Adjusted earnings per share, which is disclosed to reflect
the underlying performance of the Company, have been calculated on a loss of £237,000 (2001:
profit of £283,000) being the loss for the year before the amortisation of goodwill. Details are 
as follows:
2002 2001
Basic Diluted Basic Diluted
pence pence pence pence
per per per per
£’000 share share £’000 share share
Basic earnings (345) (3.16) (3.16) 175 1.63 1.58
Amortisation of goodwill 108 0.99 0.99 108 1.00 0.98
Adjusted earnings (237) (2.17) (2.17) 283 2.63 2.56 TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002 
33
NOTES TO THE FINANCIAL STATEMENTS
30 September 2002
10. EARNINGS PER SHARE (continued)
The weighted average number of shares used in the calculation of earnings per share are as
follows:
2002 2001
Number Number
Weighted average shares in issue during the year 10,903,229 10,747,339
Effect of dilutive share options - 304,801
Weighted average shares for diluted earnings per share 10,903,229 11,052,140
11. INTANGIBLE FIXED ASSETS
Goodwill
£’000
Cost
At 1 October 2001 2,148
Adjustment in respect of Haswell Engineers Limited (see below) (307)
At 30 September 2002 1,841
Amortisation
At 1 October 2001 127
Charged in the year 108
At 30 September 2002 235
Net book value
At 30 September 2002 1,606
At 1 October 2001 2,021
Haswell Engineers Limited was acquired in June 2000 for a maximum consideration of £1m. This
amount included a deferred consideration element of £622,000 contingent upon the company’s
profitability in the period to September 2002. The best estimate for deferred consideration paid
and to be paid is now £315,000. Accordingly goodwill has been reduced by £307,000 with
a corresponding decrease in creditors. The revised goodwill paid on the Haswell acquisition is
£180,000.  TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
34
NOTES TO THE FINANCIAL STATEMENTS
30 September 2002
12. TANGIBLE FIXED ASSETS
Group Freehold Plant,
land and Short vehicles and
buildings leasehold equipment Total
£’000 £’000 £’000 £’000
Cost or valuation
At 1 October 2001 1,217 8 7,448 8,673
Capital expenditure - - 365 365
Disposals - (8) (692) (700)
At 30 September 2002 1,217 - 7,121 8,338
Depreciation
At 1 October 2001 88 8 4,945 5,041
Charged in year 18 - 597 615
Disposals - (8) (630) (638)
At 30 September 2002 106 - 4,912 5,018
Net book value
At 30 September 2002 1,111 - 2,209 3,320
At 1 October 2001 1,129 - 2,503 3,632
Included within plant, vehicles and equipment are assets with a net book value of £891,000
(2001: £1,167,000), which are held under finance leases and hire purchase contracts. 
Cost or valuation as at 30 September 2002 is represented by:
Freehold Plant
land and Short vehicles and
buildings leasehold equipment Total
£’000 £’000 £’000 £’000
Valuation 1980 - - 423 423
1996 544 - - 544
Cost 673 - 6,698 7,371
1,217 - 7,121 8,338 12. TANGIBLE FIXED ASSETS (continued)
Company Freehold Plant,
land and vehicles and
buildings equipment Total
£’000 £’000 £’000
Cost or valuation
At 1 October 2001 544 85 629
Capital expenditure - - -
Disposals - (61) (61)
At 30 September 2002 544 24 568
Represented by:
Valuation 1996 544 - 544
Cost - 24 24
544 24 568
Depreciation
At 1 October 2001 22 51 73
Charged in year 5 17 22
Disposals - (55) (55)
At 30 September 2002 27 13 40
Net book value
30 September 2002 517 11 528
At 1 October 2001 522 34 556
Freehold properties
On an historical cost basis freehold land and buildings would have been included at the 
following amounts:
Group                         Company
2002 2001 2002 2001
£’000 £’000 £’000 £’000
Cost 949 949 276 276
Accumulated depreciation (154) (138) (75) (72)
795 811 201 204
TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
35
NOTES TO THE FINANCIAL STATEMENTS
30 September 2002 36
TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
NOTES TO THE FINANCIAL STATEMENTS
30 September 2002
13. INVESTMENTS
Group
Listed investments with a cost and net book value of £2,000 at 1 October 2001 were re-classified
as current assets in the year. 
Details of the investments, which are all registered in England and Wales, in which the Group
holds 20% or more of the nominal value of any class of share capital are as follows:
Name of company Holding of business
Subsidiary undertakings
Channel Electric Equipment Ordinary shares 100% Holding company
Holdings Limited
Channel Electric Equipment Ordinary shares 100% Electrical components
Limited
LPA Industries Limited Ordinary shares 100% Electrical components
Haswell Engineers Limited Ordinary shares 100% Manufacturing
Excil Electronics Limited Ordinary shares 100% Design, development 
and manufacturing
LPA Group plc is the sole member of LPA Industries Pension Trustees Limited, a company limited by
guarantee, which acts as trustee to two pension schemes operated within the Group. 
The Group also holds 100% of the ordinary share capital of the following dormant companies:
Niphan Limited, Light and Power Accessories Co Limited, W M Engineering (Ramsden) Limited
and Lazell Bros. Engineers Limited. 
Company Subsidiary
Undertakings
Cost
At 1 October 2001 5,607
Reduction in cost of investment in Haswell Engineers Limited (see note 11) (307)
At 30 September 2002 5,300
Proportion of
voting rights and
shares held 
Nature TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
37
NOTES TO THE FINANCIAL STATEMENTS
30 September 2002
14. STOCKS
2002 2001
£’000 £’000
Raw materials and consumables 418 580
Work in progress 1,290 1,469
Finished goods and goods for resale 642 1,005
2,350 3,054
15. DEBTORS
Group Company
Restated
2002 2001 2002 2001
£’000 £’000 £’000 £’000
Trade debtors 2,048 3,514 - -
Amounts due from subsidiary undertakings - - 5,011 5,809
Other debtors 41 190 22 9
Prepayments and accrued income 187 76 11 10
Prepayment of pension scheme contributions - 34 - -
Deferred tax asset (note 19) - - - 5
2,276 3,814 5,044 5,833
Included in trade debtors is £Nil (2001: £18,000) due after more than one year. The prepayment
of pension scheme contributions shown in the prior year includes an amount of £34,000 due after
more than one year.
Group TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
NOTES TO THE FINANCIAL STATEMENTS
30 September 2002
38
16. CREDITORS: AMOUNTS FALLING DUE WITHIN ONE YEAR
Group                  Company
2002 2001 2002 2001
£’000 £’000 £’000 £’000
Debt (note 18) 823 1,437 1,066 1,477
Trade creditors 943 2,060 24 36
Amounts owed to subsidiary undertakings - - 1,731 1,332
Corporation tax - 10 - -
Other tax and social security costs 310 395 3 -
Other creditors 215 347 167 172
Accruals 320 232 70 54
Dividends payable - 54 - 54
2,611 4,535 3,061 3,125
Included in other creditors is deferred consideration of £167,000 (2001: £172,000) for the
purchase of Haswell Engineers.
17. CREDITORS: AMOUNTS FALLING DUE AFTER MORE THAN ONE YEAR
Group                  Company
2002 2001 2002 2001
£’000 £’000 £’000 £’000
Debt (note 18) 2,673 3,145 2,377 2,716
Amounts owed to subsidiary undertakings - - 245 245
Other creditors 40 351 - 316
2,713 3,496 2,622 3,277
Included in other creditors is deferred consideration of £Nil (2001: £316,000) for the purchase
of Haswell Engineers Limited. 18. BORROWING ANALYSIS
Group                         Company
2002 2001 2002 2001
£’000 £’000 £’000 £’000
Due within one year
Bank loans 339 339 339 339
Bank overdraft 329 826 727 1,138
Obligations under finance leases
and hire purchase contracts 155 272 - -
823 1,437 1,066 1,477
Due after more than one year 
Bank loans 2,377 2,716 2,377 2,716
Obligations under finance leases
and hire purchase contracts 296 429 - -
2,673 3,145 2,377 2,716
Total borrowings 3,496 4,582 3,443 4,193
Group                         Company
2002 2001 2002 2001
£’000 £’000 £’000 £’000
Repayable
Within one year 823 1,437 1,066 1,477
Between one and two years 459 485 339 339
Between two and five years 1,194 1,301 1,018 1,018
Over five years 1,020 1,359 1,020 1,359
3,496 4,582 3,443 4,193
Loan issue costs
Under FRS4 the bank loan is stated net of £84,000 of issue costs (2001: £94,500). The initial
issue costs of £108,000 are being amortised over the 10 year life of the loan.
TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
39
NOTES TO THE FINANCIAL STATEMENTS
30 September 2002 TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
NOTES TO THE FINANCIAL STATEMENTS
30 September 2002
40
18. BORROWINGS ANALYSIS (continued)
Repayment profile, interest and security
Since the year-end the Group has completed negotiations for the renewal of its bank facilities
based on its latest projections.
The £2.8 million bank loan (originally advanced in July 2000) is repayable in 32 quarterly
instalments of £87,500. Interest is payable at 1.5% over base rate and is payable in arrears.
The following security is provided to the bank:
(i) First and only legal charge over each freehold and leasehold property owned by the Group;
(ii) First debenture from each Group company;
(iii) A Composite Guarantee by each Group company (as guarantor) in favour of the Bank on
account of each Group company; and
(iv) An assignment of Keyman Insurance on the life of Peter Pollock of £250,000.
The overdraft is secured by a fixed and floating charge on the Group’s assets. Interest is payable
at 1.5% over base rate.
Undrawn facilities
The Group’s only un-drawn committed borrowing facility is a bank overdraft expiring in one year
or less. The un-drawn amount at 30 September 2002 was £1.0 million (2001: £0.35 million).
19. PROVISIONS FOR LIABILITIES AND CHARGES
Group Onerous
Dilapidations contract Deferred
provision provision taxation Total
£’000 £’000 £’000 £’000
At 1 October 2001 – Restated 25 31 54 110
Charge to profit and loss account - - 37 37
Utilised in the year (13) (30) - (43)
At 30 September 2002 12 1 91 104
The dilapidations provision arises out of a contractual obligation in relation to the property at Unit
1, Oakwood Business Park, Clacton-on-Sea, out of which Haswell Engineers operates.
The onerous contract provision relates to loss making supply contracts in Excil Electronics. TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
41
NOTES TO THE FINANCIAL STATEMENTS
30 September 2002
19. PROVISIONS FOR LIABILITIES AND CHARGES (continued)
Deferred taxation provided in the accounts and amounts not provided are as follows:
Group                                                    Provided Not provided
Restated              Restated
2002 2001 2002 2001
£’000 £’000 £’000 £’000
Capital allowances in advance of 
depreciation 220 219 - 18
Other timing differences (14) (16) - (5)
Unutilised losses (115) (149) (297) (222)
91 54 (297) (209)
At 30 September 2002 there are unrecognised deferred tax assets in respect of unrelieved trading
losses of £990,000. 
Company
The Company has the following deferred taxation provided in the accounts. The deferred tax asset
provided in 2001 is disclosed in note 15.
Restated
2002 2001
£’000 £’000
Capital allowances in advance of depreciation 11 5
Other timing differences - (10)
11 (5)
20. FINANCIAL COMMITMENTS
Operating lease commitments
Annual commitments under non-cancellable operating leases are as follows:
Group 
2002 2001 2002 2001
£’000 £’000 £’000 £’000
Operating leases which expire:
Within one year 8 49 3 10
Within two to five years - - 62 20
After more than five years 174 176 - -
182 225 65 30
Land and buildings  Plant and machinery TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
42
NOTES TO THE FINANCIAL STATEMENTS
30 September 2002
20. FINANCIAL COMMITMENTS (continued)
Capital commitments
Contracted for but not provided in the accounts amounted to £Nil (2001: £89,000). 
21. SHARE CAPITAL
2002 2001
£’000 £’000
Authorised
15,000,000 ordinary shares of 10p each 1,500 1,500
Allotted and fully paid
10,903,229 ordinary shares of 10p each (2001: 10,903,229) 1,090 1,090
Share Options
Options to subscribe for ordinary shares of 10p each under the Company’s Share Option Schemes
are as follows:
Date of Number of shares
Scheme grant Price Dates when exercisable 2002 2001
The Peter Pollock
Option Apr 1997 40p 01 Jan 2002 to 20 Apr 2007 750,000 750,000
1997 Approved Share
Option scheme Jul 1997 55p 16 Jul 2000 to 15 Jul 2004 55,000 55,000
Jul 1998 78.7p 09 Jul 2001 to 08 Jul 2005 15,000 40,000
Oct 2000 85p 05 Oct 2003 to 04 Oct 2007 15,000 20,000
SAYE Share Option
scheme Apr 1999 70p 01 July 2002 to 01 Jan 2003 84,130 111,805
Enterprise Management
Incentive scheme Oct 2000 85p 05 Oct 2003 to 04 Oct 2010 105,000 175,000
Mar 2001 59p 29 Mar 2004 to 28 Mar 2011 200,000 200,000
Jul 2001 56p 01 Aug 2004 to 31 Jul 2011 72,000 72,000
Jan 2002 32p 31 Jan 2005 to 30 Jan 2012 196,000 - TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
43
NOTES TO THE FINANCIAL STATEMENTS
30 September 2002
22. RESERVES
Group Share Revalu- Profit
premium ation Merger and loss
account reserve reserve account
£’000 £’000 £’000 £’000
At 1 October 2001 as previously stated 254 318 230 2,536
Prior year adjustment - - - 73
At 1 October 2001 as restated 254 318 230 2,609
Loss for the year - - - (372)
Transfer - (1) - 1
At 30 September 2002 254 317 230 2,238
In accordance with FRS10 transitional rules, cumulative goodwill on acquisitions written off to
reserves is £3,092,000 (2001: £3,092,000).
Company Share Revalu- Profit
premium ation Merger and loss
account reserve reserve account
£’000 £’000 £’000 £’000
At 1 October 2001 as previously stated 254 318 784 3,145
Prior year adjustment - - - 5
At 1 October 2001 as restated 254 318 784 3,150
Loss for the year - - - (416)
Transfer - (1) - 1
At 30 September 2002 254 317 784 2,735 TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
44
NOTES TO THE FINANCIAL STATEMENTS
30 September 2002
23. RECONCILIATION OF OPERATING PROFIT TO NET CASH INFLOW FROM
OPERATING ACTIVITIES
2002 2001
£’000 £’000
Operating (loss) / profit (56) 462
Depreciation charges 615 622
Reversal of fixed asset impairment - (37)
Amortisation of goodwill 108 108
(Profit) on sale of tangible fixed assets (36) (68)
Decrease / (increase) in stocks 704 (749)
Decrease / (increase) in debtors 1,540 (251)
(Decrease) / increase in creditors (1,279) 625
Net cash inflow from operating activities 1,596 712
24. CASH FLOWS - ACQUISITIONS
Acquisition payments comprise deferred consideration of £14,000 (2001: deferred consideration
of £134,000 and other acquisition costs of £85,000 accrued at the previous year end). 
25. RECONCILIATION OF NET CASH FLOW TO MOVEMENT IN NET DEBT
2002 2001
£’000 £’000
Increase / (decrease) in cash in the period 383 (953)
Cash outflow from decrease in debt and lease financing 627 802
Change in net debt resulting from cash flows 1,010 (151)
New hire purchase agreements (27) (545)
Amortisation of loan costs (11) (10)
Movement in net debt in the period 972 (706)
Opening net debt (4,463) (3,757)
Closing net debt (3,491) (4,463) 26. ANALYSIS OF NET DEBT
At At 30
1 October Non cash September
2001 Cash flow changes 2002
£’000 £’000 £’000 £’000
Cash in hand, at bank 119 (114) - 5
Overdrafts (826) 497 - (329)
(707) 383 - (324)
Bank loans (3,055) 350 (11) (2,716)
Hire purchase and finance lease 
obligations (701) 277 (27) (451)
(4,463) 1,010 (38) (3,491)
27. FINANCIAL ASSETS AND LIABILITIES
As permitted by FRS13 the Company has chosen to exclude short term debtors and creditors when
disclosing details of financial instruments.
Financial instruments
The Group’s financial instruments comprise borrowings, some cash and various items such as trade
debtors and creditors that arise directly from its operations. The main purpose of these instruments
is to raise finance for operations. The Group has not entered into derivatives transactions nor does
it trade in financial instruments as a matter of policy. The main risks arising from the Group’s
financial instruments are interest rate risk, liquidity risk and foreign currency risk. The Board’s policy
on each is described below and has not changed since 2001. Operations are financed through
a mixture of retained profits, bank loans and overdrafts.  Short term flexibility is achieved by
overdraft facilities.  
Treasury policies for all Group companies are agreed by the Board. The Group’s gearing is
currently at 85% (2001: 99%). 
Only 16% of the Group’s sales (2001: 21%) are to overseas customers and the Group has not
found it necessary to seek local finance. One of the Group’s subsidiaries makes overseas
purchases and eliminates currency exposure on such transactions using forward exchange
contracts against known liabilities. Experience to date is that the unhedged exposure has not led
to major exchange gains or losses.
TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
45
NOTES TO THE FINANCIAL STATEMENTS
30 September 2002 TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
46
30 September 2002
NOTES TO THE FINANCIAL STATEMENTS
27. FINANCIAL ASSETS AND LIABILITIES (continued)
Financial assets: excluding debtors within one year
The only financial asset held is cash at bank which is held in non-interest bearing accounts. As at
30 September the amounts held were: 
2002 2001
£’000 £’000
Sterling 5 24
Euro - 95
5 119
Financial liabilities: excluding non-debt current liabilities
The only financial liabilities of the Group which are subject to interest charges are bank loans and
overdrafts and obligations under finance leases and hire purchase contracts. The bank overdraft
and bank loan incur interest at variable rates.  Interest charges on finance leases and hire
purchase contracts are negotiated at the market rate prevailing at the time the commitment is
made.
The main risk arising from the Group’s financial instruments is interest rate risk.  Interest rate
exposure is managed by using a mixture of fixed and floating rate borrowings.  Further details of
interest rates are disclosed in note 18.
The interest rate profile of the Group’s financial liabilities, all of which are denominated in sterling
at 30 September was:
2002 2001
£’000 £’000
Floating rate financial liabilities 3,045 3,881
Fixed rate financial liabilities (finance lease and hire purchase
obligations with varied termination dates – see note 18) 451 701
3,496 4,582
Maturity
The maturity profile and details of un-drawn facilities are shown in note 18.
Fair value of financial assets and liabilities
The fair value of financial assets and liabilities is not significantly different from their book value. 28. CURRENCY RISK
The Group has transactional currency exposure arising from normal trading activity.  Such
exposure arises from sales or purchases in currencies other than sterling.  The Group does not
trade in derivatives or make speculative hedges.  
At 30 September the Group had a commitment under non-cancellable forward contracts totalling
£952,000 (2001: £590,000).
The table below shows the Group’s currency exposure; in other words, those transactional
exposures that give rise to the net currency gains and losses recognised in the profit and loss
account.  The table shows the Group’s currency exposure after taking account of forward contracts
where appropriate:
Exposure at 30 September 2002
Other net Total net
monetary monetary
Cash assets and assets and
balances liabilities liabilities
£‘000 £’000 £’000
Euro 164 (59) 105
US Dollar - (15) (15)
164 (74) 90
Exposure at 30 September 2001
Other net Total net
monetary monetary
Cash assets and assets and
balances liabilities liabilities
£’000 £’000 £’000
Euro 326 (14) 312
US Dollar - (28) (28)
Australian Dollar - 101 101
326 59 385
TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
47
NOTES TO THE FINANCIAL STATEMENTS
30 September 2002 TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
48
FIVE YEAR SUMMARY
1998 1999 2000 2001 2002
£’000 £’000 £’000 £’000 £’000
Sales and results
Turnover: continuing operations 7,670 10,297 10,366 13,570 13,806
Operating profit / (loss) before
amortisation of goodwill 937 1,095 (56) 570 52
Amortisation of goodwill - - (19) (108) (108)
Operating profit/(loss) – 
continuing operations 937 1,095 (75) 462 (56)
Exceptional items
Profit on disposal 675 - - - -
Profit before interest and taxation 1,612 1,095 (75) 462 (56)
Net interest (32) (30) (80) (335) (262)
Profit before taxation 1,580 1,065 (155) 127 (318)
Taxation (362) (279) (8) 48 (27)
Profit after taxation 1,218 786 (163) 175 (345)
Dividends (254) (274) (295) (56) (27)
Retained profit 964 512 (458) 119 (372)
Net assets employed
Intangible fixed assets - - 2,129 2,021 1,606
Tangible fixed assets 1,737 1,571 3,257 3,634 3,320
Net current assets 2,404 2,997 2,864 2,452 2,020
4,141 4,568 8,250 8,107 6,946
Non-current liabilities (217) (103) (3,784) (3,496) (2,713)
Deferred taxation and provisions (54) (83) (224) (110) (104)
Equity shareholders’ funds 3,870 4,382 4,242 4,501 4,129
Ratios 1998 1999 2000 2001 2002
Operating profit as a percentage of:
- Sales 12.22% 10.63% (0.72%) 3.40% (0.41%)
- Net assets employed 24.21% 24.99% (1.78%) 10.26% (1.36%)
Net assets per ordinary share 38.09p 43.13p 40.20p 41.28p 37.87p
Dividends per ordinary share 2.50p 2.70p 2.80p 0.50p 0.25p
Basic earnings per share 12.42p 7.74p (1.60p) 1.63p (3.16p)
Earnings per share excluding
exceptional items and goodwill
amortisation 6.19p 7.74p (1.40p) 2.63p (2.17p)   
Gearing (net debt as a % of 
shareholders’ funds) 2.7% Nil 88.6% 99.2% 84.5% LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
49
NOTICE OF MEETING
NOTICE IS HEREBY GIVEN that the Forty First Annual General Meeting of the Company will be held at the
offices of Teather & Greenwood Limited, Beaufort House, 15 St Botolph Street, London EC3A 7QR on
Thursday 13 March 2003 at 12 noon for the following purposes:
Ordinary Business
1.  To receive and adopt the accounts for the year ended 30 September 2002, together with the reports of
the directors and auditors thereon.
2.  To confirm the dividend paid for the year ended 30 September 2002.
3.  To re-appoint Stephen K Brett as a director of the Company. 
4.  To re-appoint Peter G Pollock as a director of the Company.
5.  To appoint the auditors and to authorise the directors to fix the auditors’ remuneration.
By order of the Board
Stephen Brett 
Secretary
Tudor Works
Debden Road
Saffron Walden
Essex
29 January 2003
Notes:
1.  A member entitled to attend and vote at the Annual General Meeting may appoint a proxy to attend and
vote in his stead.  A proxy need not be a member of the Company.  The instrument appointing a proxy
must be deposited with the Company’s Registrar, Northern Registrars Limited, at Northern House,
Woodsome Park, Fenay Bridge, Huddersfield, HD8 0JQ no later than forty-eight hours before the time
appointed for holding the meeting.
2.  There will be available for inspection at the offices of the Company, Tudor Works, Debden Road, Saffron
Walden, Essex, during the usual hours of business from the date of the Notice until the date of the Annual
General Meeting:
a)  a statement of all transactions of each director and his family in the shares of the Company; and
b)  a copy of all contracts of service of directors with the Company.
These documents will also be available for inspection for fifteen minutes prior to the Annual General
Meeting and from noon until the close of the Meeting.
TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM TRANSPORT INFRASTRUCTURE  AEROSPACE DEFENCE  TELECOM
LP A GROUP PLC ANNU AL REPORT & ACCOUNTS 2002
50
ANNUAL GENERAL MEETING
Form of Proxy for use of Shareholders
I/We .................................................................................
of ...................................................................................... being (a) member(s) of the above
named Company, hereby appoint ..............................................................................................
or failing him the Chairman of the meeting as my/our proxy to vote for me/us and on my/our behalf at the
Annual General Meeting of the Company to be held at the offices of Teather & Greenwood Limited, Beaufort
House, 15 St Botolph Street, London EC3A 7QR. 
I/We wish this proxy to be used as shown below:
Signed ..................................................Dated......................................... 2003
Please indicate with an X in the spaces below how you wish your votes to be cast.  This proxy will be used
only in the event of a poll being directed or demanded.  If the form is returned without any indication as to
how the proxy shall vote on any particular matter, the proxy will vote or abstain as he thinks fit.
Resolution For Against
Notes: 
(i) The instrument appointing a proxy must be in writing under the hand of the appointer or of his attorney
duly authorised in writing or, if the appointer is a corporation, under its common seal or under the hand
of an officer or attorney duly authorised.  A person appointed to act as proxy need not be a member,
a corporation may appoint a representative to attend and vote at the meeting.
(ii) To be effective, the instrument appointing a proxy and the power of attorney or other authority (if any)
under which it is signed, or a duly certified or office copy of such power of authority, must be deposited
with the Company’s Registrar, Northern Registrars Limited, at Northern House, Woodsome Park, Fenay
Bridge, Huddersfield, HD8 0JQ not less than 48 hours before the time appointed for holding the meeting
or any adjournment thereon.
(iii) In the case of joint holdings the vote of the first-named holder in the register will be accepted to the
exclusion of the other joint holders.
(iv) Any alteration to this proxy should be initialled.
1. To receive and adopt the financial statements for the year ended
30 September 2002 together with the reports of the directors and 
auditors thereon.
2. To confirm the dividend paid for the year ended 30 September 2002.
3. To re-appoint Stephen K Brett as a director of the Company.
4. To re-appoint Peter G Pollock as a director of the Company.
5. To appoint the auditors and to authorise the directors to fix the
auditor’s remuneration. THIRD FOLD AND TUCK IN OPPOSITE
FIRST FOLD
SECOND FOLD
Northern Registrars Limited
Northern House
Woodsome Park
Fenay Bridge
Huddersfield
HD8 0JQ
BUSINESS REPLY SERVICE
Licence No. HF106
1 1