Advanced fluid handling systems for ships and offshore oil and gas facilities
Hamworthy plc
Annual Report and Accounts 2005
Hamworthy plc
Fleets Corner
Poole
Dorset
BH17 0JT
Telephone: 01202 662600
Email: investor@hamworthy.com
Company registration number
713225
Hamworthy plc Annual Report and Accounts 2005
_cover.qxd  20/06/2005  15:45  Page 1 1 Corporate Statement 
1 Financial Highlights
2 Business Overview
4 Chairman’s Statement
6 Chief Executive’s Review
10 Financial Review
12 Board of Directors 
13 Directors’ Report 
17 Corporate Governance 
19 Independent Auditors’ Report 
20 Consolidated Profit and Loss Account
20 Statement of Group Total Recognised Gains and Losses
21 Balance Sheets
22 Consolidated Cash Flow Statement
23 Accounting Policies
25 Notes to the Accounts
37 Notice of AGM
39 Form of Proxy
41 Financial Calendar 2005
41 Glossary
41 Senior Management, Advisers and Worldwide Offices
46% 40% 5% 6%
Japan,
Korea &
China
Europe North
America
Australia
& other 
Far East
Rest of
World
3%
Our Global Reach
29 June ex-dividend date in respect of the dividend on ordinary shares
1 July record date for receipt of the dividend on ordinary shares 
21 July AGM
24 July payment of final dividend for the year ended 31 March 2005
22 November preliminary date for announcement of interim results for the
six months ending 30 September 2005
The financial calendar is available from www.hamworthy.com
Financial Calendar 2005 Glossary
Three year aggregate product sales by region for continuing business 2003 – 2005
Senior management
In addition to the board, the Company has 
an executive committee which consists of the
chief executive, finance director and four senior
members of the management team, details of
whom are set out here:
Allan Bentley, Managing Director
Wastewater Systems
Mr Bentley joined the Company in 1992. 
He qualified as a chartered engineer and held
various positions in Lloyds Register and Swan
Hunter prior to joining Hamworthy.
Willy Larsen, Managing Director 
Pump Systems
Mr Larsen joined Hamworthy KSE Svanehøj A/S
in 1994. He was educated as a naval architect
and has over 30 years of marine experience in
owners, consultancy, shipbuilding and
ships’ equipment.
Arne Vedøy, Managing Director 
Gas Systems
Mr Vedøy has been managing director of the
gas systems division since 1998. He held various
positions in Kvaerner Ships’ Equipment Division
including managing director in Singapore and 
had overall responsibility for the liquid cargo
handling division.
William Belshaw, Procurement Director
Mr Belshaw joined the Group in 1995 as a
divisional managing director. He has extensive
manufacturing and engineering experience 
at board level and an MSc in engineering
production and management.
Senior Management
Advisers and Worldwide Offices
Registered office
Fleets Corner
Poole
Dorset BH17 0JT
UK
Company registration number
713225
Auditors
PricewaterhouseCoopers LLP
Registered auditors
The Quay, 30 Channel Way
Ocean Village
Southampton SO14 3QG
Nominated adviser and stockbroker
Collins Stewart
9th Floor, 88 Wood Street
London EC2V 7QR
Financial public relations
Abchurch Communications Limited
100 Cannon Street
London 
EC4N 6EU
China
Hamworthy Shanghai
Room 8B, Yi Dian Plaza,
No. 746 ZhaoJiaBang Road, Shanghai 20030
Hamworthy (Suzhou) Ltd
121 Dengwei Road, Suzhou New District,
Jiangsu Province 215011
Denmark
Hamworthy Svanehøj A/S
PO Box 30, DK-9230 Svenstrup J
India
Hamworthy India Pvt Ltd
C-155, Mittal Court, Nariman Point
Mumbai - 400 021
Korea
Hamworthy Ltd
8th Floor, Yoosung Plaza Building
#655–6 Woo-dong, Haeundae-Gu,
Busan (612–020)
Netherlands
Hamworthy BV
Aploniastraat 33, 3084 CC Rotterdam,
Norway
Hamworthy Moss AS
PO Box 1053, NO–1510 Moss
Hamworthy Gas Systems AS
PO Box 144, NO–1371 Asker
Hamworthy Pump Systems AS
PO Box 53, NO-1371 Asker
Singapore
Hamworthy Pte Ltd
15 Benoi Crescent, Singapore 629978
UK
Hamworthy Wastewater Systems Ltd
Fleets Corner, Poole, Dorset BH17 0JT
Hamworthy Pump Systems
Fleets Corner, Poole, Dorset BH17 0JT
USA
Hamworthy Inc.
1011 Highway 6 South, Suite 208
Houston, TX 77077
Hamworthy Inc
8000 NW31 Street, Unit 13
Miami, Florida 33122
Hamworthy Inc
1418 Edwards Avenue, Suite B,
New Orleans, Louisiana 70123
T HE D ESIGN P ORTFOLIO
designed & produced by
FPSO Floating production
storage offloading
LPG Liquid petroleum gas
LNG Liquid natural gas
VOC Volatile organic compounds
41
_cover.qxd  20/06/2005  15:45  Page 2 Corporate Statement
Hamworthy plc Annual Report and Accounts 2005 01
Hamworthy is a world leader in the design and manufacture of innovative
shipping and offshore fluid handling systems focused on gas handling,
pumping and wastewater systems. It has a significant market share in
most of its product ranges. The Group serves international markets
and customers which, typically, are commercial and naval shipbuilding 
yards, ship owners and oil and gas companies.
 Turnover up 25.7%
 Operating profits increased by 36.1% (24.4% on a pro forma* basis)
 Record order intake of £152.9 million
 Closing order book up 43.0% to £121.0 million**
 Net funds increased by £8.0 million
Financial Highlights
* Pro forma operating profit and earnings per share have been calculated to exclude certain items of a non-recurring nature and present consistency between two financial years including
consistency of the Group’s financial structure. These calculations are detailed in note 27 and in the financial review on pages 10 to 11.
**The closing order book differs by £2.6 million from the sum of the opening order book plus net movements in the year as a result of exchange rate movements. 
Operating profit
(Statutory and pro forma) £m
Closing orderbook
£m
Order intake
£m
Turnover
£m
113.9
05
90.6
04 05 04
121.0
05
84.6
04
152.9
05
125.6
04
5.2
5.9*
7.1
7.3*
_0HAM_2004_arf.qxd  20/06/2005  15:44  Page 01 Business Overview
Hamworthy plc Annual Report and Accounts 2005 02
Hamworthy has created a strong market position through developing
leading edge technologies and focusing on markets which offer
growth potential from increasing energy transportation. In addition,
the Group’s markets are often underpinned by increasing
environmental, noise and safety legislation and regulation.
Inert gas systems Gas systems
The gas systems business is located in Asker, Norway.
The technology allows cargo vapour boil-off created during
transportation to be reliquefied and returned to cargo, thereby
minimising cargo loss and reducing emissions. The markets are
liquid petroleum gas (LPG), liquid nitrogen gas (LNG) and crude.
The inert gas systems business is located in Moss, Norway. 
These systems supply oxygen-depleted air to the ship’s cargo
tanks to prevent explosion during the transportation of oil 
and chemical cargos.
LNG reliquefaction and liquefaction
LNG regasification
LPG and Ethylene cargo handling
VOC recovery
Moss flue gas system
Moss inert gas generators
Moss Nitrogen generators
Moss Mult-Inert
TM
system
Turnover
£m
44.8
05
28.0
04
Operating profit
£m
05
0.1
04
Order intake
£m
69.3
05
53.2
04
Turnover
£m
16.6
05
10.7
04
Operating profit
£m
1.0
05
0.4
04
Order intake
£m
17.6
05
17.0
04
LPG reliquefaction system on board the Sahna LPG FPSO Inert gas systems on the quay side at Hamworthy’s 
Moss facility
2.5
_0HAM_2004_arf.qxd  20/06/2005  15:44  Page 02 Hamworthy plc Annual Report and Accounts 2005 03
Pump systems Wastewater systems
The pump systems business comprises three product groups:
deepwell pumps, pump room systems and engine room pumps.
These businesses are based in Denmark, Singapore, Norway and
the UK. These products are predominantly for LPG carriers,
product and chemical tankers, crude oil tankers and FPSOs.
The wastewater systems business is based in Poole, Dorset and
provides advanced, environmentally friendly solutions for the
treatment and separation of liquid waste products on all vessels
to enable a clean discharge. 
Svanehøj deepwell pumps
Pump room systems
Engine room pumps
Membrane bioreactor
Sewage treatment plant
Vacuum toilet systems 
Oily water separators
* Differences between pro forma numbers (as explained in the financial review on pages 10 and 11) and statutory figures are immaterial except for the pump systems operating profit 
as shown.
Turnover
£m
38.2
05
35.6
04 05 04
Order intake
£m
46.0
05
38.8
04
Turnover
£m
14.3
05
16.4
04
Operating profit
£m
2.2
05
2.7
04
Order intake
£m
20.0
05
16.6
04
Deepwell cargo pump being installed in Turkter
Shipyard, Turkey.
Membrane bioreactor on board Princess Cruises’s
Dawn Princess.
3.8
2.7*
2.4
Operating profit
Statutory & pro forma
£m
_0HAM_2004_arf.qxd  20/06/2005  15:44  Page 03 Hamworthy plc Annual Report and Accounts 2005 04
Results
I am delighted to report Hamworthy’s
first set of annual results since joining
AIM in July 2004. These results are in
line with the management’s anticipated
outturn for the twelve months ending
31 March 2005 at flotation.
2004/05 represented a further year of
growth by the Group. Turnover for the
year increased by 25.7% to £113.9 million
(2004: £90.6 million). Operating profit
increased by 36.1% to £7.1 million
(2004: £5.2 million). On a pro forma*
basis operating profit increased by 24.4%
to £7.3 million (2004: £5.9 million).
Profit on ordinary activities before taxation
increased by 52.2% to £6.4 million (2004:
£4.2 million). Basic earnings per share
decreased by 35.6% to 17.7p (2004:
27.5p). This decrease principally is driven
by the increase in the issued share capital
immediately prior to the admission to
AIM. Pro forma* earnings per share rose
by 38.3% to 14.8p (2004: 10.7p).
Your directors are recommending a final
ordinary dividend of 3.24p per share which
is consistent with the intention stated
at the time of the flotation. Subject to
shareholders’ approval the final dividend
will be paid on 24 July 2005 to all
shareholders on the register at 1 July 2005.
Business progress
The Group won significant orders during
the year and all business sectors saw
an increase in order intake compared
with the previous year.
The largest order, worth £48 million,
was for Liquid Natural Gas (LNG)
reliquefaction systems for eight QatarGasII
LNG carriers. These advanced vessels are
the largest LNG carriers so far ordered
and puts the Group in a strong position
to compete for LNG reliquefaction
systems in future. Indeed, since the year
end orders for four further shipsets of
equipment have been won. Other
significant orders included those for
wastewater systems on five new cruise
ships ordered by Carnival, including the
Queen Victoria for Cunard, a specialised
inert gas system on the offshore facility
to be built by Daewoo for the Chevron
Texaco Agbami field in Nigeria, and the
launch order for the new CKL 200 electric
deepwell pump for tankers being built for
a German owner.
The major contributors to the strong
turnover and profit performance were the
gas reliquefaction and inert gas businesses
offset by reductions in non-deepwell pump
spares and wastewater management
systems for the cruise sector. Non-deepwell
pump spares can be expected to continue
to decline as a result of declining field
population following reduced turnover of
these products over the last two decades.
The opposite trend is in progress for
Chairman’s Statement
The Group won significant orders during the
year and all business sectors saw an increase in
order intake compared with the previous year.
* Pro forma operating profit and earnings per share have been calculated to exclude certain items of a non-recurring nature
and present consistency between the two financial years including consistency of financial structure. These calculations are
detailed in the Financial Review on pages 10 and 11 and in note 27 to the financial statements.
2004/05 represented a further
year of growth by the Group.
Turnover for the year increased
by 26% to £113.9 million
(2004: £90.6 million).
Operating profit increased
by 36% to £7.1 million
(2004: £5.2 million). 
_0HAM_2004_arf.qxd  20/06/2005  15:44  Page 04 wastewater spares where rising new
product volumes are producing increased
spares turnover.
Corporate governance
You will see from the other sections of
this report that much progress has been
made in developing the governance
systems of the Group beyond those
strictly required for AIM companies. Many
of the details and policies are available on
the Group’s web site. Wherever practical
the Group will seek to comply with the
requirements of the Combined Code and
is planning to adopt International Financial
Reporting Standards (IFRS) for the year
ending 31 March 2007, one year earlier
than the requirement for AIM companies. 
Strategy
The Group’s focus on technical innovation
has been a significant source of organic
growth and this will continue to be
a priority. This innovation is often in
response to environmental legislation
that creates new markets. The Group
is focused on providing equipment
and systems for specialist ship types,
particularly those concerned with oil
and gas transportation and production.
Owners of these ship types and the
offshore sector both require products
with extremely efficient through-life
economics and very high reliability as
do the world’s major cruise operators,
who represent the other main ship type
targeted by the Group.
This emphasis on quality is of paramount
importance in China where the Group’s
assembly and procurement activities have
expanded considerably. The assembly
activity was established in 1998 ahead
of its competitors.
In the period since float the Group
has concentrated on delivering organic
growth. It is now considering opportunities
to augment this by selective acquisition.
It is seeking acquisitions which fit the
existing skills and activities of the Group
and which will enhance shareholder value.
The strength of the Group lies in the skills
and commitment of its 670 employees
and on behalf of the board I thank them
for their continued energy and dedication.
Strong order intake has continued in most
business sectors except for the offshore
market which has experienced delays to
a number of projects. We look forward
to a year of continued growth.
Gordon Page
Chairman
Hamworthy plc Annual Report and Accounts 2005 05
Summary of the chairman’s statement
• Results in line with expectations
at flotation.
• The Group won significant orders
during the year and all business
sectors saw an increase in order intake
compared with the previous year.
• The major contributors to the strong
turnover and profit performance 
were the gas reliquefaction and
inert gas businesses.
• Strong order intake has continued
in most business sectors.
• Opportunities to augment organic
growth by acquisitions.
The Group’s focus on
technical innovation has been
a significant source of organic
growth and this will continue
to be a priority. 
_0HAM_2004_arf.qxd  20/06/2005  15:44  Page 05 Hamworthy plc Annual Report and Accounts 2005 06
The Group achieved a further year 
of substantial growth with turnover
increasing by 25.7% and operating 
profit by 36.1% (pro forma* 24.4%). Gas
reliquefaction systems were the biggest
contributor to both turnover and profit
growth completing most of the contract
retrofitting volatile organic compound
recovery systems on North Sea shuttle
tankers and the first stages of the LNG
reliquefaction contracts on QatarGasII. 
Orders received in the year improved for
each of the four principal products of the
Group amounting in aggregate to £152.9
million (2004: £125.6 million). The closing
order book increased to £121.0 million
(2004: £84.6 million). On a continuing
business basis, including the results of
acquired businesses throughout the
periods, the spares and service turnover
was constant at £19.9 million (2004:
£19.8 million).
Both shipping and shipbuilding continued
to enjoy favourable conditions. In 2004 the
average merchant ship earned $29,400 per
day compared with $12,000 per day in the
1990s. The newbuilding price index for
ships contracted rose nearly 60% from
March 2002 to March 2005. From the end
of the 1980s to 2004 shipbuilding tonnage
grew by 11% per annum, one of the
unsung growth sectors of the world
economy. This is in response to continuing
globalisation, one consequence of which
is increased transport of physical goods.
For the last few years of that period the
spectacular growth in China has been a
significant factor.
Hamworthy’s products and systems are
installed onto five main ship types:
 Tankers
 Liquid natural gas (LNG) carriers
 Liquid petroleum gas (LPG) carriers
 Cruise ships
 Offshore production and storage
vessels known as FPSOs
Newbuild ship delivery volumes in 2004
were high for tankers but low for LPG
carriers, cruise vessels and FPSOs. Against
this background much of the growth was
achieved through the retrofit Volatile
Organic Compound (VOC) recovery
system contract and illustrates the
resilience of the Group, deriving
from its broad spread of technologies
and products.
Gas systems
Turnover rose to £44.8 million (2004:
£28.0 million). Operating profit rose to
£2.5 million (2004: £0.1 million). The prior
year was depressed by cost overruns on
the prototype LNG liquefaction plant and
a complex LPG reliquefaction system on a
gas FPSO. The most significant contributors
to the 2004/05 results were the North
Sea VOC contract and the first stages of
the ground-breaking QatarGasII LNG
reliquefaction contracts.
The highlight of the year was the winning
of orders worth £48 million for eight
shipsets of LNG reliquefaction equipment.
These ships are to be built in the three
big Korean yards (Hyundai, Samsung and
Daewoo) and represent the next phase
in the development of the QatarGasII
project under the aegis of Exxon Mobil
Chief Executive’s Review
The Group achieved a further year of substantial growth with turnover
increasing by 26% and operating profit by 36% (pro forma 24%). Gas
reliquefaction systems were the biggest contributor to both turnover
and profit growth completing most of the contract retrofitting volatile
organic compound recovery systems on North Sea shuttle tankers 
and the first stages of the LNG reliquefaction contracts on QatarGasII. 
The highlight of the year was
the winning of orders worth
£48 million for eight shipsets
of LNG reliquefaction
equipment. 
Meeting Kyoto standards
In response to impending legislation
to reduce the emissions of volatile
organic compound (VOC) gas into the
atmosphere, Hamworthy set about
developing a solution in 1999 to
recover VOC emissions at the point
of transfer of crude oil from offshore
installations to shuttle tankers.
The first prototype achieved
a recovery of 78% of emissions
to meet the requirements of
Norwegian legislation. Since then
the Group has continued to
develop the technology and
now achieves a 100% reduction
of emissions. This is achieved
without increased cost and
no other solutions in the
market achieve the same
emission reductions. 
Furthermore, Hamworthy’s
solution reliquifies the recovered
VOC gas and stores it in deck tanks.
The reliquefied gas is used to power
the recovery plants, or delivered 
to the receiving terminal. This
environmentally-friendly and
economic initiative is one of many
that Hamworthy has developed 
over the years.
_0HAM_2004_arf.qxd  20/06/2005  15:44  Page 06 and the QatarGas consortium. Our LNG
reliquefaction technology has been
developed over three years and included
the installation of a land-based LNG
liquefaction plant which successfully
demonstrated the technology. The second
half of the year saw an expansion of the
gas team in Asker, near Oslo, to execute
these contracts, which are on schedule.
Oslo is a significant offshore oil centre
and our location has made it possible to
recruit both permanent and temporary
staff with the right technical and contract
handling skills at short notice. 
World LNG trade grew by 15% in 2004
and its growth prospects are helped by
the reducing reserve to consumption ratio
for oil and its continuing high price. LNG
carriers are an important sector for the
Group not just for reliquefaction systems
but also inert gas systems, waste
treatment and engine room pumps.
The Group has recently announced that
it has won a further order for four shipsets
of LNG reliquefaction equipment from
Samsung. Whether an LNG reliquefaction
system is required on an LNG carrier
depends on what propulsion system
is specified. It remains to be seen what
propulsion systems will be selected on
any future ships ordered and therefore
the proportion that offer potential for
LNG reliquefaction equipment.
The LPG reliquefaction business had a
quieter though satisfactory year. Although
the number of orders for LPG carriers,
particularly of the larger size Group over
60,000m
3
, has increased sharply the bulk
of these orders was placed on a Korean
yard to which Hamworthy is not the
traditional supplier. Looking ahead, the
prospects for this ship type remain
positive and other yards in Korea and
China are taking an interest.
The bulk of the work for the retrofitting
of VOC reliquefaction systems on six
North Sea shuttle tankers was completed
during the year with installation and
commissioning scheduled to be concluded
by the first half of 2005/06. In due course
we may expect there to be some further
retrofit opportunity in the North Sea, with
possible orders during 2005/06.
There are other potential new applications
for our gas reliquefaction expertise. These
include further LNG liquefaction plants
similar to that already installed at
Snurrevarden, Norway. There are also
opportunities for small-scale plants to
produce LNG from landfill gas. As with
other Hamworthy technologies this is in
part driven by environmental considerations.
A further application with medium term
potential is in the regasification of LNG
on board an LNG carrier to avoid the
need for a delivery terminal on land.
Hamworthy is involved in a joint industry
project to develop an economic
regasification concept conforming
to relevant environmental legislation.
Inert gas systems
Turnover rose to £16.6 million (2004:
£10.7 million). Operating profit rose
to £1.0 million (2004: £0.4 million). This
increase in turnover and profit came both
from traditional marine business and the
offshore sector. Order intake increased
over the prior year and 25% of this was
inert gas systems for LNG or LPG carriers.
Further progress was made in transferring
manufacture of inert gas from Norway
to the Group’s assembly plant in Suzhou,
China. Flue gas systems and inert gas
systems for tankers are now assembled
in Suzhou with increasing local sourcing
of components. Progressively the assembly
Hamworthy plc Annual Report and Accounts 2005 07
Achieving cost leadership
Hamworthy first started sourcing
low cost materials and parts from
China in the mid 1990’s and in 1998
developed its own assembly plant
in Suzhou 90 kilometres from
Shanghai. This plant was wholly
owned enabling Hamworthy to
control the quality of products
and services. 
The plant initially manufactured
wastewater equipment and
vacuum toilets which were
exported to customers in Europe
and the Far East. It has since been
expanded to include the assembly
of inert gas systems. 
The Suzhou plant, now employs
60 engineers, represents a total
£1 million investment for
Hamworthy and operates within
an ISO9002 quality management
system. With the rapid growth of
the Far East ship building industry,
particularly China and Korea, the
plant has proved to be a sound
investment for Hamworthy’s future.
_0HAM_2004_arf.qxd  20/06/2005  15:44  Page 07 of inert gas systems for gas ships will
be transferred to Suzhou leaving the
Norwegian facility to concentrate on
highly customised plants such as for the
offshore sector and systems requiring test
in the Company’s dedicated test facility
at Moss, Norway.
The development group at Moss is
working on a new inert gas system for
the latest generation of very large LNG
carriers up to 250,000m
3
. 
In the course of the year the Group took
its largest ever inert gas order, approaching
£2 million, for a customised system on an
FPSO. The delivery of this inert gas system
is scheduled for 2006/07.
Inert gas systems are sold on to both
tankers and gas ships and both sectors
are very active at present. However, it is
forecast that deliveries of crude and
product tankers, although not chemical
tankers, will decline from their peak after
2007. The forecast for deliveries of LPG
and LNG vessels is strong beyond this
date and accordingly the inert gas
business is putting considerable focus
on gas ships. It has already, through value
engineering, made significant cost savings
to the product line and is now marketing
to gas ship owners.
Pump systems
Turnover rose to £38.2 million (2004: £35.6
million). Operating profit fell to £2.4million
on a statutory basis or £2.7million on a pro
forma basis (2004:£3.8 million statutory
and pro forma* basis). The reduction in
profit derived from lower spares and service
volumes and margins for pump room 
and engine room pumps together with
reduced deliveries of electric deepwell
pumps for LPG carriers. Reduced spares
volumes for engine room pumps are in part
driven by lower field populations following
the withdrawal from part of this market
some years ago. The reduced volume of
electric deepwell pumps for LPG carriers is
solely the result of lower deliveries of these
vessels following the market cycle and its
upturn will see a recovery of deepwell gas
pump sales in forthcoming years. The
reduced profit was offset to some extent
by the first deliveries of electric deepwell
pumps to the offshore sector and better
turnover and profit contributions from sales
of engine room pumps and pump room
systems both due to the market and
reduced product costs.
The offshore deepwell pump business
experienced difficult conditions. Several
projects were delayed and the Group lost
a major bid for pumps on the Agbami
FPSO. The sustained high oil price has
finally led to improved activity on new
FPSO projects but too late to impact
on turnover in the twelve months.
Whilst electric deepwell pumps for LPG
carriers suffered from low ship deliveries
the newer lubricated shaft deepwell
pump for oil tankers saw turnover rise
over 30% and a record order intake
exceeding £10 million. The business has
just won its first order for the newly-
developed CKL200 size pump for tankers
being built for a German owner. The
order intake for deepwell pumps for LPG
carriers was also significant at almost
three times the prior year. A significant
part of this business comes through gas
contractors other than Hamworthy in
Norway and its fortunes are not
dependent on which shipyards win orders
for these vessels.
The CKL250 deepwell electric pump will
be launched in 2005/06 and complete
the range of these lubricated shaft pumps
for oil tankers up to 60,000 dwt and
beyond. The deepwell pump business has
enjoyed considerable success in sourcing
high quality stainless steel castings in
China and this is reducing the product
cost which should enable market share
to continue to grow in the tanker sector.
Pump room and engine room pumps
both saw improved turnover and profit
margins, notably for pump room pumps
where the results of a value engineering
and procurement drive began to come
through. During the latter part of the year
the sales and contract handling activity
for pump room systems was moved from
Norway to Singapore. In addition to cost
benefits this move takes the product to
the site where it is manufactured and
closer to its principal Far East markets.
The fall in both spares and profit margins
for engine room and pump room pumps
spares derives from increasingly competitive
conditions as well as a declining field
population. The move of quotation
and order processing was successfully
completed by the end of the year. The
cost savings will accrue from 2005/06.
Wastewater systems
Turnover fell to £14.3 million (2004: £16.4
million). Operating profit fell to £2.2 million
(2004: £2.7 million). The principal factor
behind the profit reduction was lower
deliveries of advanced wastewater
(membrane bioreactor) systems and large
conventional water treatment systems to
the cruise industry. This was offset to some
extent by increased spares and service
volumes and smaller wastewater systems
for merchant vessels and offshore.
The newbuild and retrofit cruise sector
is important to the wastewater business.
2005 should represent the trough of the
newbuild cycle with only five new cruise
ships scheduled for delivery. Deliveries
are forecast by an independent research
Chief Executive’s Review continued
Hamworthy plc Annual Report and Accounts 2005 08
Our philosophy of recent years has served us well. We are a truly
international Group serving an international industry and providing
technically innovative products and systems of the highest quality. 
We will continue to seek further opportunities for organic and
acquisitive growth world-wide.
_0HAM_2004_arf.qxd  20/06/2005  15:44  Page 08 organisation to rise to 14 by 2007 and 18
by 2008. This is supported by the order
pattern which shows 12 vessels ordered
in 2004 compared with only five in each
of the previous two years. The Group has
been successful in picking up a creditable
share of wastewater systems orders on
these recently ordered vessels. In particular
it has obtained orders for conventional
wastewater systems on five vessels
recently ordered by Carnival in Italy and
for an advanced wastewater system for
the Cunard Queen Victoria. It has also
obtained orders for advanced wastewater
systems on two cruise vessels to be built
in a German shipyard.
The market for retrofitting cruise ships
with advanced wastewater systems to
meet tighter environmental legislation is
in a quiet period. After the initial round
of retrofitting vessels cruising to Alaska
to meet the new stringent regulations,
of which Hamworthy obtained a 45%
market share, there has been a lull.
Hamworthy obtained only two advanced
wastewater retrofit orders in the year on
ships with specific operational requirements.
As yet there is no clear pattern of
legislation emerging in the USA but the
world’s number two cruise line, Royal
Caribbean, has publicly stated that it will
be undertaking a retrofit programme and
Hamworthy is well placed to compete
for this business.
The high volume small wastewater
systems business continues to strengthen.
In recent years, based on high quality, low
cost production from the Suzhou facility,
volumes have grown and reached a
record in excess of 400 in 2004/05. The
Suzhou facility itself increased its turnover
to the wastewater and inert gas
businesses by 60% compared with prior
year. Like other businesses in China it is
facing inflationary pressures on wages
and salaries and from suppliers, but it
remains a cost competitive and high
quality facility.
Wastewater spares and service increased
by 20% in the year with improvement
coming from both advanced water
systems and high volume small
conventional plant on merchant vessels.
Prospects
For the key ship types supplied by the
Group the medium term forecasts are
generally good. In particular the recovery
in newbuild rates for cruise and LPG
carriers is underway and the long awaited
upturn in offshore FPSO activity is a reality.
LNG is going through major growth and
the Group is well positioned to take
advantage of this, not only with 
its new reliquefaction technology but also
inert gas and other products. Despite the
expected decline in oil tanker deliveries
towards the end of the decade the
Group’s prospects are encouraging.
Our philosophy of recent years has served
us well. We are a truly international Group
serving an international industry and
providing technically innovative products
and systems of the highest quality. We will
continue to seek further opportunities for
organic and acquisitive growth world-wide.
Kelvyn G Derrick
Chief Executive
Hamworthy plc Annual Report and Accounts 2005 09
Reshaping preconceptions
Environmental, cost and safety
benefits are enabling Hamworthy
to shift opinion among oil companies
toward electrically driven cargo
pumps as an alternative to the
traditional solution of hydraulically
driven equipment on FPSOs.
Hamworthy combined two of its
existing and proven technologies
to create a new range of electrically
driven pump type called CKL.
Hamworthy resolved to bring CKL
to market without delay and,
recognising that customers would
require these pumps to be tested
fully assembled at over 30 metres,
decided to build its own dedicated
testing facility, investing £0.5 million.
Now, using a 30 metre tower based
in its Danish facility, Hamworthy is
able to test in a controlled and safe
environment, cost effectively
meeting the requirements of 
the oil company requirements.
_0HAM_2004_arf.qxd  20/06/2005  15:44  Page 09 The Group has met its aims of growth
and delivery of shareholder value in this
first period of public share ownership.
Flotation
On 20 July 2004 the Company was
admitted to the AIM of the London Stock
Exchange. Immediately prior to flotation
the Group increased its nominal share
capital from £550,000 to £1,850,000 and
reorganised its loan structure, including
the settlement of various balances with
former fellow subsidiary companies. As
part of that reorganisation the Company
acquired three companies in the USA and
the Netherlands historically part of its
management Group but owned by
former related companies.
Operating results
The directors have presented pro forma
results data within the chairman’s
statement, chief executive’s review and
this financial review in order to provide
a more informative comparison of the
performance against the prior year.
This data is consistent with the
adjustments made in the presentation of
results in the Prospectus and admission to
AIM document. The adjustments to the
reported figures in the audited financial
statements are given in the table opposite.
The calculation of the pro forma earnings
per share is set out in note 27 on page 35.
Turnover increased by 25.7% to
£113.9 million (2004: £90.6 million).
£16.8 million of this growth was
attributable to the gas systems business
as the Group continued its strategy of
development in technology led product
areas. On a pro forma basis operating
profits rose 24.4% to £7.3 million
(2004: £5.9 million).
The Group incurred a £0.3 million
restructuring charge to move sales
order processing and contract handling
operations from Norway to other Group
locations. This has coincided with the
growth in the gas systems business
allowing redeployment of some staff.
The non recurring charge will have a
payback of less than one year.
Excluding central costs 79% of the
Group’s operating profits are generated
by companies whose reporting currency
is other than Sterling. Average Sterling
exchange rates have strengthened 2.7%
compared to the prior year. The impact
on the translation of local currency results
into the Sterling consolidated financial
statements has been a reduction of
consolidated profits of £0.2 million.
Taxation
The tax charge of £1.0 million (2004:
£1.2 million) represents a rate of 16.0%
(2004: 28.2%). Excluding goodwill
amortisation and the loss on disposal
of businesses in 2004 the effective rate
is 15.6% (2004: 23.1%). This effective
rate is lower than the average tax rate
of countries in which the Group operates.
In China inward investment incentives
provide reduced tax rates for a limited
period. In Singapore and Norway the
availability of deferred allowances and
short term timing differences not
previously recognised as deferred tax
assets reduces this year’s charge by
£0.9 million, equivalent to 13.9% on the
tax rate. These factors are not expected to
materially affect future tax charges. Further
details of the tax charge can be found in
note 7 to the financial statements.
Earnings per share
Basic earnings per share decreased
from 27.5p in 2004 to 17.7p and diluted
earnings per share from 27.5p to 17.4p.
This is largely as a result of the issue of
new share capital and the change in
Group loan structure on the Company’s
flotation on the AIM in July 2004 net of
the effects of non recurring losses on
business disposals and former parent
company management charges in 2004.
A pro forma earnings per share calculated
to eliminate these changes and non
recurring losses shows a 38.3% rise to
14.8p (2004: 10.7p).
Dividend 
The directors are recommending a final
ordinary dividend of 3.24p per share which
is consistent with the intentions disclosed
at the time of the Company’s flotation.
Financing and cash flow
The management of working capital and
the commitment to cash generation is
given major focus in all operations. The
Group is a strong generator of cash but
is subject to short term volatility in its net
cash position.
The Group generated cash from operating
activities of £9.3 million (2004: £3.2 million)
resulting in a net funds position at the year
end of £2.5 million (2004: £5.5 million
net debt).
Treasury functions are administered
centrally with all principal operating
businesses participating in a cash pooling
arrangement. This provides efficient
sourcing and use of aggregate funds. The
Group hedges the interest exposure of
2/3 of its term debt. This caps the LIBOR
rate within our interest charge at 6.39%
on the proportion of debt hedged.
The Group operates globally and will
contract in numerous currencies. Our
policy is to hedge fully all transaction
exposures back to the reporting currency
of the contracting business. Hedges are
put in place at the time of entering the
currency commitment.
Financial Review
Hamworthy plc Annual Report and Accounts 2005
The Group’s continued strategy of development in technology
led products resulted in operating profit growth and strong
cash generation.
10
_0HAM_2004_arf.qxd  20/06/2005  15:44  Page 10 The Group has its primary banking and
finance facilities with Barclays Bank plc.
The facility includes a five year term loan
of £9.0 million, of which £8.3 million is
outstanding at 31 March 2005, and a
revolving facility of overdraft, forward
foreign exchange contracts and bonds,
guarantees and indemnities. The Group’s
larger customer contracts will typically
involve receipt of advance and stage
payments. These are supported by the
issuing of a bank guarantee. Turnover
growth, particularly in larger systems
orders, leads to an increased requirement
for these instruments. Barclays have
extended the facility agreed in July 2004
to accommodate the Group’s requirements. 
Net interest cover is at a prudent
10.4 times (2004: 13.2 times).
During the period the Group acquired
capital equipment of £0.7 million
(2004: £1.7 million) compared to the
depreciation charge of £1.2 million
(2004: £1.3 million). The Group is not capital
intensive and will commit to major items of
capital investment only after a thorough
economic review and payback analysis.
Acquisitions
In July 2004 the Company acquired three
companies in USA and the Netherlands
which, whilst historically part of the
Hamworthy management Group, had
previously been owned by former
related companies.
Hamworthy Inc and Hamworthy Marine Inc
operate as the Group’s sales, service and
customer support businesses for the USA.
They were acquired for the cash sum of
£0.8 million with net tangible assets at fair
value of £0.6 million, including cash and
inter group debtors of £0.9 million.
Hamworthy BV operates as the Group’s
sales, service and support business for
the Netherlands and various immediately
surrounding territories. It was purchased
for £1 cash consideration with net assets
at fair value of £0.4 million.
International Financial Reporting
Standards (IFRS)
Companies listed on AIM will not have
to apply IFRS until accounting periods
commencing on or after 1 January 2007.
Consequently the first set of fully
compliant IFRS financial statements will
not be required until the year ending
31 March 2008. The Group is currently
investigating the effects of the transition
to IFRS reporting standards and has a
programme of review with its financial
advisors. It expects to adopt IFRS as the
basis for its financial reporting one year
earlier than required for the year ending
31 March 2007.
Paul Crompton
Finance Director
Hamworthy plc Annual Report and Accounts 2005 11
Summary of the Financial Review
• Turnover up 25.7%, pro forma
operating profits up 24.4%
• Operating cash flow ahead of 
operating profits
• Interest cover 10.4 times
• Pro forma earnings per share up 38.3%
Reconciliation of pro forma operating profit
31 March 2005 31 March 2004
£m £m
Per audited financial statements 7.1 5.2
Adjust for acquired and discontinued businesses (0.1) (0.1)
Eliminate non-recurring costs of Norwegian reorganisation 0.3 —
Eliminate previous parent company management charges — 0.8
Pro forma operating profit 7.3 5.9
_0HAM_2004_arf.qxd  20/06/2005  15:44  Page 11 Hamworthy plc Annual Report and Accounts 2005
Gordon F Page CBE, MA, FRAeS, DSc
Non-Executive Chairman
Mr Page, age 61, joined the board in June 2004.
He is non-executive chairman of Cobham plc
and FKI plc. Mr Page previously held a number
of senior commercial and marketing positions at
Rolls-Royce plc. He is chairman of the Department
of Trade and Industry’s Industrial Development
Advisory Board. He is president of the Dorset
Chamber of Commerce & Industry, and chairman
of the Bournemouth, Dorset and Poole Economic
Partnership. He is president-elect of the Royal
Aeronautical Society and a council member of the
Dorset Local Learning and Skills Council. He was
awarded the CBE in June 2000 and an Honorary
Doctorate of Science from Cranfield University
in June 2003. He is chairman of the
nomination committee.
Kelvyn Derrick BSc (Eng), MSc (Econ)
Chief Executive
Mr Derrick, age 57, joined the Company in 1994
as managing director having spent five years
in the venture capital industry. Prior to that his
experience was principally in the engineering
sector in CEO roles in both turnaround and growth
situations spanning 15 years. Mr Derrick has an
MSc(Econ) from the London Business School and
an engineering degree from the University of
London. He is chairman of the Society of Maritime
Industries and vice-president of the European
Marine Equipment Council.
Paul Crompton BA, FCA
Finance Director
Mr Crompton, age 44, joined the Company in
1994 as finance director. A graduate in finance
and business studies, he is a chartered accountant,
having spent five years at Ernst & Young. Prior
to joining Hamworthy, Mr Crompton held senior
financial and general management roles within
the electronics and aerospace industries including
a main board directorship at Penny & Giles
International plc. He is chairman of Trustees
of the Hamworthy Pension Scheme.
James Wilding MA FCA
Non-Executive Director
Mr Wilding, age 45, joined the board in 2000
following the acquisition of Powell Duffryn plc, 
a former holding company, by Nikko Principal
Investments Limited. Mr Wilding is a chartered
accountant and joined Nikko Principal Investments
Limited in 2000. He was previously a partner at
PricewaterhouseCoopers from 1994 to 2000
where he had held various audit and corporate
recovery positions since 1983. He is also a 
non-executive director of PD Ports plc.
He is chairman of the remuneration committee.
Alan Frost BSc
Non-Executive Director
Mr Frost, age 60, joined the board in June 2004
and is also currently the chairman of Teachers
Building Society, chairman of the board of
Bournemouth University and a non-executive
director of Car Crash Line Group plc, INVESCO
Pensions Ltd, and NFU Mutual Insurance Society
Limited. Mr Frost has over 35 years of experience
in the financial services sector, including ten years
as managing director of Abbey Life Assurance and
chief executive of United Assurance Group plc. He
is the senior independent director and is chairman
of the audit committee.
Board of Directors 
12
_0HAM_2004_arf.qxd  20/06/2005  15:44  Page 12 Principal activities
The principal activities of the Company have been acting as holding company and provider of group management services. The principal
activities of the Group are the design, manufacture and supply of products and systems for marine oil and gas related industries. 
Review of business and future prospects
On 6 July 2004 the Company was re-registered as a public company, changed its name from Hamworthy KSE Group Ltd to
Hamworthy plc and reorganised its share capital before successfully listing on the AIM stock market. Also on this date the Company
acquired a 100% holding of Hamworthy Inc, KSE Marine Inc and Hamworthy BV, companies previously operating within its
management group but owned by former related companies.
The Company and Group have performed satisfactorily during the year and the trading performance is in line with the directors’
expectations. The directors expect the Group’s activity levels to be sustained through the foreseeable future. A detailed review of
the Group’s performance, financial results and future development are contained within the chairman’s statement, chief executive’s
review and financial review.
Dividends
The directors propose the payment of a final dividend in respect of the year to 31 March 2005 of 3.24p per share (2004: £nil).
The Company did not pay an interim dividend during the financial year (2004: £3.18 per share).
Directors
The following directors held office during the year:
WL Belshaw (resigned 23 June 2004)
A Bentley (resigned 23 June 2004)
P Crompton
KG Derrick
AW Vedøy (resigned 23 June 2004)
WJ Larsen (resigned 23 June 2004)
GF Page – non-executive director and chairman (appointed 23 June 2004)
AJ Frost – non-executive director (appointed 23 June 2004)
JN Wilding – non-executive director (resigned as chairman 23 June 2004)
QJ Zentner – non-executive director (resigned 23 June 2004)
The director retiring by rotation at the forthcoming AGM is P Crompton who, being eligible, offers himself for re-election. GF Page
and AJ Frost were appointed by the board of directors during the year and offer themselves for election at the forthcoming AGM.
None of the directors had a material interest in any contract of significance to which the Company, or its subsidiaries, was a party
during the financial year. There were no contractual relationships between the non-executive directors and their companies and the
Hamworthy plc group since the flotation on AIM. JN Wilding and QJ Zentner were employees of the Company’s ultimate parent
company prior to the flotation.
Other than the interests of directors disclosed below the Company had been notified at 20 June 2005 of the following substantial
interests in the Company’s issued ordinary share capital:
Number of % of issued 
Registered holder ordinary shares share capital
JP Morgan Mercantile Investment Trust plc 2,327,509 6.29%
Artemis Investment Management Ltd 2,300,550 6.22%
Directors’ Report
Hamworthy plc Annual Report and Accounts 2005 13
_0HAM_2004_arb.qxd  20/06/2005  15:43  Page 13 Directors’ remuneration
Companies trading on AIM are not required to provide a formal remuneration report. However, in line with current best practice 
the directors provide the following information to enable a better understanding as to how directors’ remuneration in determined.
The board’s remuneration committee comprises the three non-executive directors and meets at least twice per year. 
Benefit packages awarded to directors are intended to be competitive, aimed at attracting, retaining and incentivising the highest
calibre of directors. They comprise a mix of performance-related and non-performance-related remuneration designed to incentivise
but not to detract from the goals of Corporate Governance. It is the intention of the board to grant share options to executive
directors to continue to align their interests with those of shareholders.
P Crompton and KG Derrick are employed under service contracts which are terminable by the Company giving twelve months
notice or by the director giving six months’ notice in either case not to expire before 21 July 2006. Unless terminated previously the
contracts expire upon the director’s 60th birthday. They participate in discretionary bonus arrangements under which they could
receive between 0% and 100% of their basic salaries as performance related pay.
The non-executive directors entered into Letters of Engagement which commenced on 21 July 2004 and can be terminated by either
party giving three months’ notice. GF Page receives an annual fee of £60,000 and AJ Frost an annual fee of £35,000 under the terms
of their appointments. The Company pays an annual fee of £35,000 to Nikko Principal Investments Limited in respect of the
appointment of JN Wilding.
Details of the directors’ emoluments charged to the Group profit and loss account for the year are set out below. In the case of
directors resigning or being appointed during the year the amounts are disclosed only in respect of their period of service as a director.
Total Total
Salary and fees Benefits in kind Annual bonus 2005 2004
£££ £ £
Executive
WL Belshaw 16,650 2,269 3,330 22,249 139,698
A Bentley 18,986 1,738 3,418 24,142 104,734
P Crompton 112,338 9,194 57,000 178,532 122,616
KG Derrick 118,594 12,076 74,000 204,670 154,318
AW Vedoy 19,314 3,205 6,276 28,795 103,981
WJ Larsen 31,670 2,562 7,284 41,516 163,137
Non-executive
GF Page 41,836 — — 41,836 —
AJ Frost 24,308 — — 24,308 —
JN Wilding 24,308 — — 24,308 —
QJ Zentner — — — — —
Total 408,004 31,044 151,308 590,356 788,484
Benefits in kind include the provision of company cars, or allowances in lieu thereof, and private medical insurance cover.
For the period up to 30 September 2004 WL Belshaw, A Bentley, P Crompton and KG Derrick were members of the Powell Duffryn
Pension Plan (“PD Plan”) which is a funded defined benefit scheme of Powell Duffryn Limited. Following the Company’s listing on AIM
all employees of the Group ceased to be active members of the PD Plan. From 1 April 2004 to 30 September 2004 participating
employers contributed to the PD Plan at a rate of 16% of pensionable salaries which amounts are not included in the table above.
Since 1 October 2004 the executive directors have participated in the Hamworthy plc Pension Scheme, a defined contribution scheme
for UK employees, under which the Company contributes 12.5% of the directors’ basic salary. The scheme provides for benefits at
retirement, and for lump sum payments and dependents benefits in the event of death in service. With effect from 1 October 2004
KG Derrick elected to waive emoluments equivalent to £58,000 per annum in favour of an equal amount being paid into his fund in
the Hamworthy plc Pension Scheme as additional employer contributions. This waiver was approved by the remuneration committee.
The above amounts are payable by the Group and are charged to the profit and loss account in the period. In addition the six
executive directors in the above table were paid termination bonuses by the Company’s former ultimate parent undertaking. Whilst
being paid through the Group’s payroll systems, these amounts, together with any related employers’ social security costs, were fully
reimbursed by the former parent company and there is no net effect on the profit and loss account of the Group. The aggregate
amount paid to executive directors immediately after flotation, including those resigning immediately prior to flotation, was £2,898,860
(2004: £321,000).
Directors’ Report continued
Hamworthy plc Annual Report and Accounts 2005 14
_0HAM_2004_arb.qxd  20/06/2005  15:43  Page 14 Directors’ interests in shares
The interests of the directors in the shares of the Company were as follows:
31 March 2005 31 March 2004
P Crompton 27,523 —
KG Derrick 90,000 —
AJ Frost 50,000 —
GF Page 18,500 —
JN Wilding 36,700 —
All directors’ interests are beneficially held. There has been no change in the interests set out above since the balance sheet date to
one month before the notice of the AGM.
Options over the Company’s ordinary shares have been granted to directors as follows. In each case the option was granted on 
20 July 2004 at the flotation price of 109p per share under the Hamworthy plc Unapproved Share Option Plan 2004. The earliest date
upon which the options may be exercised is 20 July 2007. The exercise of options is subject to meeting the remuneration committee’s
performance criteria. This requires that the growth in earnings per share as measured under FRS14 from the year to 31 March 2004 to
the year to 31 March 2007 shall be in excess of the rise in the Consumer Price Index plus 3% per annum compound over that period.
The applicable earnings per share for the year to 31 March 2004 has been calculated on a pro forma basis within the performance criteria
to be 11.0p.
The number of options granted and still held are:
P Crompton 407,000 shares
KG Derrick 518,000 shares
There were no share options exercised during the year.
The mid market price of the Company’s ordinary shares at 31 March 2005 was 232.5p.
Employee policy
The Group places considerable value on the involvement of its employees and keeps them informed on matters affecting them as
employees and on the various factors affecting the performance of the Group.
The Group’s employment policies include a commitment to equal opportunities regardless of sex, age, race, ethnic origin or other
forms of discrimination.
It is the policy of the Group to give full and fair consideration to applications made by disabled persons bearing in mind the
respective aptitudes and abilities of the applicants concerned. In the event of members of staff becoming disabled every effort is
made to ensure their continued employment with the Group and to provide specialised training where appropriate.
Research and development
The Group spent £720,000 (2004: £615,000) on research and development during the year on marine oil and gas products and systems.
Creditor payment policy
It is the Group’s policy to agree terms with its suppliers which are appropriate for the markets in which they operate and to abide by
such terms where suppliers have also met their obligations.
Donations
The Company made no political donations in the year. The Company donated £2,000 to the Tsunami relief fund and other donations
to non-profit making organisations of £350 were made.
Directors’ responsibilities
The directors are required by company law to prepare financial statements for each financial year that give a true and fair view of the state
of affairs of the Company and the Group and of the profit and loss of the Group for that period. The directors are required to prepare the
financial statements on the going concern basis unless it is inappropriate to presume that the Group will continue in business.
The directors confirm that suitable accounting policies have been used and applied consistently throughout the year. They confirm
that reasonable and prudent judgements and estimates have been made in preparing the financial statements for the year ended
31 March 2005 and that applicable accounting standards have been followed. The financial statements have been prepared on the
going concern basis.
The directors are responsible for keeping accounting records that disclose with reasonable accuracy at any time the financial position
of the Company and the Group and enable them to ensure that the financial statements comply with the Companies Act 1985. 
Hamworthy plc Annual Report and Accounts 2005 15
_0HAM_2004_arb.qxd  20/06/2005  15:43  Page 15 They are also responsible for safeguarding the assets of the Company and the Group and hence for taking reasonable steps for 
the prevention and detection of fraud and other irregularities.
Directors’ responsibilities (continued)
The maintenance and integrity of the Group 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 been
made to the financial statements since they were initially presented.
Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in
other jurisdictions.
Share capital
An ordinary resolution will be put to the shareholders at the AGM to renew the directors’ authority to issue and allot ordinary shares.
The nominal value of ordinary shares to which this authority will be limited is £616,666. A special resolution will also be put to the
shareholders at the AGM which renews the authority of the directors to allot ordinary shares without first offering them to existing
shareholders in proportion to their existing holdings. This authority is limited to 5% of the issued share capital.
The Companies Act 1985 permits a company to purchase its own shares provided the purchase has been authorised by the
members in general meeting. A special resolution will be put the shareholders at the AGM to authorise the Company to purchase up
to 5% of the issued share capital at a maximum price 5% above the average middle market quotation according to the London
Stock Exchange for the five days preceding any purchase. 
In all cases the above resolutions will expire at the earlier of the next AGM in 2006 or 15 months after the date of the resolutions. 
Annual general meeting
The annual general meeting (AGM) of the Company will take place at The Lifeboat College, West Quay Road, Poole BH15 1HZ on
21 July 2005 at 2.00pm. Full details of the resolutions to be put to the meeting are given in the notice of the AGM to be found at
pages 37 and 38 of this annual report.
Auditors
PricewaterhouseCoopers LLP have indicated their willingness to continue in office and a resolution proposing their reappointment will
be made at the AGM.
By order of the board
Paul Crompton
Company secretary
20 June 2005
Directors’ Report continued
Hamworthy plc Annual Report and Accounts 2005 16
_0HAM_2004_arb.qxd  20/06/2005  15:43  Page 16 Introduction
The Group was listed on AIM on 20 July 2004. Although the rules of AIM do not require the Company to comply with the
Combined Code on Corporate Governance (“the Code”), the Company fully supports the principles set out in the Code and will seek
to comply wherever practical, given both the size and resources available to the Company. Details are provided below of how the
Company applies those parts of the Code which it believes to be appropriate.
The board
The Company has appointed non-executive directors to bring an independent view to the board, and to provide a balance to the
executive directors. The board of directors comprises two executive directors and three non-executive directors, one of whom
is the chairman.
The board considers that each of the non-executive directors is independent within the meaning of the Code.
The board generally meets every other month and receives a board pack comprising individual reports from each of the executive
directors and members of the senior management team together with any other material deemed necessary for the board to
discharge its duties. The board has responsibility for formulating, reviewing and approving the Group’s strategy, budgets, major 
items of expenditure and acquisitions.
Board committees
On 23 June 2004 the board established three committees; audit, remuneration and nominations, all having written terms of
delegated responsibilities. Each is chaired by a different non-executive director. A copy of each committee’s terms of reference 
can be found at the Company’s web site www.hamworthy.com. 
Audit Committee
The Audit Committee consists of GF Page, AJ Frost and JN Wilding and is chaired by AJ Frost. It meets at least twice a year and is
responsible for ensuring that the appropriate financial reporting procedures are properly maintained and reported on and for meeting
the auditors and reviewing their reports relating to the Group’s accounts and internal control systems. 
Remuneration Committee
The Remuneration Committee consists of GF Page, AJ Frost and JN Wilding and is chaired by JN Wilding. It meets at least twice
a year and is responsible for reviewing the performance of the executive directors and other senior executives and for determining
appropriate levels of remuneration.
Nominations Committee
A Nominations Committee consists of GF Page, AJ Frost, JN Wilding and KG Derrick and is chaired by GF Page. It will make
recommendations on all new board appointments.
Shareholder relations
The Company meets with institutional shareholders and analysts as appropriate and uses its website to encourage communication
with private, existing and prospective shareholders. Hamworthy welcomes feedback from investors about its published reports
and website. Please address your feedback to our investor relations team by email to investor@hamworthy.com or in writing to
Hamworthy plc, Fleets Corner, Poole, Dorset BH17 0JT.
Corporate Governance
Hamworthy plc Annual Report and Accounts 2005 17
_0HAM_2004_arb.qxd  20/06/2005  15:43  Page 17 Internal control and risk management
The board is responsible for the system of internal control and for reviewing its effectiveness. The board intends to develop and
review such systems in accordance with the guidance published by the Institute of Chartered Accountants in England and Wales.
The internal control system is designed to manage rather than eliminate the risk of failure to achieve business objectives. It can only
provide reasonable, but not absolute, assurance against material misstatement or loss.
The board (through the audit committee) has approved a process of risk assessment and reporting, developed since the flotation 
of the Company in July 2004. Each major business assesses its risks and report to the board at least three times per year. 
The Group does not have an internal audit function due to the small size of the Company’s administrative function, the high level 
of director review and authorisation of transactions. However, the Company has created a programme of peer group operational
reviews designed to visit all major businesses regularly. The finance director is responsible for that programme and its reporting to
the audit committee. 
The board (through the audit committee) will conduct a formal review of the effectiveness of internal control and risk management
including the peer group review programme and risk assessment process during 2005. That review will involve discussions with the
Company’s independent auditors. 
The board recognises that an essential part of its responsibility is the effective safeguarding of assets, the proper recognition of
liabilities and the accurate reporting of results. The Group has a comprehensive system for regular reporting to the board. This
includes an annual planning and budgeting system with budgets approved by the board. The financial reporting system compares
against budget and prior year and reconsiders its financial year forecast on a monthly basis.
The board has established a formal policy of authorisation setting out matters which requires its expressed approval and certain
authorities delegated to the executive directors. 
The Group operates in a multi currency environment and is exposed to a number of foreign currency risks. The board has set a policy
for the management and reporting of those risks and this is set out in more detail in the financial review on pages 10 and 11.
In compliance with AIM rules the Company has established a policy and share dealing code relating to dealing in the Company’s
shares by directors, employees and connected persons.
The Company maintains appropriate insurance cover in respect of legal actions against directors as well as against material loss 
or claims against the Group and reviews the adequacy of cover regularly. 
Corporate Governance continued
Hamworthy plc Annual Report and Accounts 2005 18
_0HAM_2004_arb.qxd  20/06/2005  15:43  Page 18 We have audited the financial statements which comprise the consolidated profit and loss account, the statement of group
total recognised gains and losses, the group balance sheet, the company balance sheet, the consolidated cash flow statement
and the related notes.
Respective responsibilities of directors and auditors
The directors’ responsibilities for preparing the annual report and the financial statements in accordance with applicable United
Kingdom law and 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 issued by the Auditing Practices Board. This report, including the opinion, has been prepared for and
only for the Company’s members as a body in accordance with Section 235 of the Companies Act 1985 and for no other purpose.
We do not, in giving this opinion, accept or assume responsibility for any other purpose or to any other person to whom this report 
is shown or into whose hands it may come save where expressly agreed by our prior consent in writing.
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 is not disclosed.
We read the other information contained in the annual report and consider the implications for our report if we become aware of
any apparent misstatements or material inconsistencies with the financial statements. The other information comprises the Corporate
Statement, the Financial Highlights, the Business Overview, the Chairman’s Statement, the Chief Executive’s Review, the Financial
Review, the Directors’ Report and the Corporate Governance.
Basis of audit opinion
We conducted our audit in accordance with 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 at 31 March 2005
and of its profit and cash flows of the group for the year then ended and have been properly prepared in accordance with the
Companies Act 1985.
PricewaterhouseCoopers LLP
Chartered Accountants and Registered Auditors
Southampton
20 June 2005
Hamworthy plc Annual Report and Accounts 2005 19
Independent Auditors’ Report
_0HAM_2004_arb.qxd  20/06/2005  15:43  Page 19 2005 2004
Note £’000 £’000 £’000 £’000
Turnover
Continuing operations 112,465 90,602
Acquisitions 1,431 —
1 113,896 90,602
Cost of sales (84,988) (65,090)
Gross profit 28,908 25,512
Distribution expenses (1,353) (1,579)
Administrative expenses (20,464) (18,721)
(21,817) (20,300)
Operating profit
Continuing operations 7,169 5,212
Acquisitions (78) —
2 7,091 5,212
Loss on sale of discontinued business 5 — (655)
Net interest payable 6 (681) (346)
Profit on ordinary activities before taxation 6,410 4,211
Tax on profit on ordinary activities 7 (1,026) (1,187)
Profit on ordinary activities after taxation 5,384 3,024
Equity dividends 8 (1,200) (1,750)
Retained profit for the financial year 20 4,184 1,274
Basic earnings per share 27 17.7p 27.5p
Diluted earnings per share 27 17.4p 27.5p
Pro forma basic earnings per share 27 14.8p 10.7p
There is no difference between the profit on ordinary activities before taxation and the result for the year stated above and their
historical cost equivalents.
Statement of Group Total Recognised Gains and Losses 
for the year ended 31 March 2005
2005 2004
Note £’000 £’000
Profit for the financial year 5,384 3,024
Currency translation differences on 
foreign currency net investments 21 139 (2,000)
Total gains recognised since last annual report 5,523 1,024
The reconciliation of the movement in the Group’s and Company’s equity shareholders’ funds can be found in note 21 to the
financial statements.
There were no material gains and losses recognised in the Company’s accounts since the last annual report other than the profit for
the financial year.
Hamworthy plc Annual Report and Accounts 2005 20
Consolidated Profit and Loss Account
for the year ended 31 March 2005
_0HAM_2004_arb.qxd  20/06/2005  15:43  Page 20 Group Company
2005 2004 2005 2004
Note £’000 £’000 £’000 £’000
Fixed assets
Intangible assets
Goodwill 12 7,082 7,336 — —
Negative goodwill 12 (1,220) (1,087) — —
5,862 6,249 — —
Tangible fixed assets 9 5,762 6,178 24 28
Investments 10 — — 22,334 21,548
11,624 12,427 22,358 21,576
Current assets
Stocks 13 22,181 12,668 — —
Debtors 14 16,961 47,032 8,790 3,626
Cash at bank and in hand 11,337 3,627 5,027 —
50,479 63,327 13,817 3,626
Creditors: amounts falling due within one year 15 (42,688) (61,213) (24,833) (20,740)
Net current assets/(liabilities) 7,791 2,114 (11,016) (17,114)
Total assets less current liabilities 19,415 14,541 11,342 4,462
Creditors: amounts falling due after more than one year 16 (6,172) (7,210) (6,172) —
Provisions for liabilities and charges 18 (3,280) (2,935) — —
Net assets 9,963 4,396 5,170 4,462
Capital and reserves
Share capital 19 1,850 550 1,850 550
Share premium account 20 85 141 85 141
Profit and loss account 20 8,028 3,705 3,235 3,771
Equity shareholders’ funds 21 9,963 4,396 5,170 4,462
These financial statements were approved by the board of directors on 20 June 2005 and signed on its behalf by:
K G Derrick P Crompton
Director Director
Hamworthy plc Annual Report and Accounts 2005 21
Balance Sheets
as at 31 March 2005
_0HAM_2004_arb.qxd  20/06/2005  15:43  Page 21 2005 2004
Note £’000 £’000 £’000 £’000
Net cash inflow from operating activities 24 9,335 3,229
Returns on investments and servicing of finance
Interest received 131 308
Interest paid (732) (654)
Issue costs of new bank loans (606) —
Net cash outflow from returns on investments and 
servicing of finance (1,207) (346)
Taxation (814) (2,079)
Capital expenditure and financial investment
Purchase of tangible fixed assets (685) (1,667)
Sale of tangible fixed assets 67 —
Costs of disposal of business segment — (563)
Net cash outflow for capital expenditure and financial investment (618) (2,230)
Acquisitions 
Purchase of subsidiary undertakings (786) —
Cash acquired with subsidiary undertakings 273 —
Net cash outflow from acquisitions (513) —
Equity dividends paid to shareholders — (1,750)
Net cash inflow/(outflow) before use of liquid resources 
and financing 6,183 (3,176)
Financing
Issue of ordinary share capital 1,300 —
Costs of share issue (56) —
Repayment of loans (1,200) (1,000)
Increase in borrowings 790 —
Net cash inflow from financing 834 (1,000)
Increase in net cash 25 7,017 (4,176)
Hamworthy plc Annual Report and Accounts 2005 22
Consolidated Cash Flow Statement
for the year ended 31 March 2005
_0HAM_2004_arb.qxd  20/06/2005  15:43  Page 22 Hamworthy plc Annual Report and Accounts 2005 23
Accounting Policies 
Statement of accounting policies
A summary of the principal accounting policies, all of which have been applied consistently throughout the year and the preceding period is set out below.
Basis of accounting
The financial statements have been prepared under the historical cost convention and in accordance with United Kingdom Accounting Standards.
Basis of consolidation
The financial statements represent a consolidation of the Company and its subsidiary undertakings (the “Group”) as at the balance sheet date.
All intercompany transactions are eliminated, including any intercompany profits included in the Group which were not realised at the balance sheet
date. Subsidiaries acquired during the year are included in the consolidated financial statements from the date upon which control passed, generating
the effective date of acquisition.
Turnover
Turnover represents amounts receivable for goods and services despatched in the normal course of business, net of value added tax and trade discounts.
In the case of long term contracts, turnover includes amounts (the cumulative sales value of such contracts) relevant to the stage of completion of the
contract, based on the value and the cost of work done. Profit attributable to that part of the work performed by the year end is recognised in the profit
and loss account for the year when the outcome is foreseeable with reasonable certainty. Any foreseeable losses are recognised in full immediately they
are identified. The amount by which turnover exceeds payments on account is recorded in debtors and the amount by which payments on account are
in excess of turnover is recorded in creditors under “payments in advance”.
Tangible fixed assets
Tangible fixed assets are stated at cost or valuation, net of depreciation and provision for impairment. Depreciation is provided on all tangible fixed
assets at rates calculated to write off the cost or valuation, less estimated residual value, of each asset on a straight line basis over its expected useful
life at the following annual rates:
Freehold land Nil
Freehold buildings 2% – 5%
Leasehold buildings 2% – 10% or over the life of the lease if different.
Plant, machinery and equipment 20% – 33%
Assets under construction Nil
Investments
Fixed asset investments are stated at cost less provision for any permanent impairment in value.
Intangible fixed assets
Goodwill represents the excess of cost of acquisitions of subsidiary undertakings and businesses over the fair value attributed to their net assets.
Goodwill is capitalised as an intangible fixed asset and amortised through the profit and loss account on a straight line basis over its estimated useful
economic life up to a maximum of 20 years. Negative goodwill is amortised over the periods in which the non-monetary assets of acquisitions made
are recovered, whether through depreciation or sale and the period expected to benefit from the monetary assets. The Group is amortising negative
goodwill over periods of one and a half to ten years.
Stocks
Stocks and work in progress are stated at the net of cost less foreseeable losses. Provision is made for obsolete, slow-moving or defective items where
appropriate. Work in progress on contracts is stated at the net cost plus amounts transferred to the profit and loss account less foreseeable losses and
applicable payments on account.
Taxation
Current tax, including UK corporation tax and foreign tax, is provided at amounts expected to be paid (or recovered) using the tax rates and laws that
have been enacted or substantially enacted by the balance sheet date.
Deferred taxation is recognised in respect of all timing differences that have originated but not reversed at the balance sheet date where transactions
or events that result in an obligation to pay more tax in the future or a right to pay less tax in the future have occurred at the balance sheet date.
Timing differences are differences between the Group’s taxable profits and its results as stated in the financial statements that arise from the inclusion
of gains and losses in tax assessments in periods different from those in which they are recognised in the financial statements.
A net deferred tax asset is regarded as recoverable and therefore recognised only when, on the basis of all available evidence, it can be regarded
as more likely than not that there will be suitable taxable profits from which the future reversal of the underlying timing differences can be deducted.
Deferred tax is measured at the average tax rates that are expected to apply in the periods in which the timing differences are expected to
reverse, based on tax rates and laws that have been enacted or substantially enacted by the balance sheet date. Deferred tax is measured on
a non-discounted basis.
Leases
Rentals under operating leases are charged on a straight line basis over the lease term, even if the payments are not made on such a basis. 
Deferred finance costs
Costs associated with bank loans are deducted from the gross proceeds in the balance sheet and amortised on a straight line basis over the
period of the loan.
_0HAM_2004_arb.qxd  20/06/2005  15:43  Page 23 Pension scheme arrangements
The Company provides pension arrangements to the majority of full time UK employees through a money purchase scheme and similar schemes exist
across the other countries in which the Group operates except for Norway. Contributions and pension costs are based on pensionable salary and are
recorded in the period in which they fall. Up until 30 September 2004 the Group also participated in the Powell Duffryn Pension Plan in respect of UK
employees. This is a funded defined benefit scheme but since it is not possible to separately identify the amounts and liabilities within this scheme that
relate to the Group’s employees it has been accounted for in the same way as the money purchase schemes.
Employees in Norway participate in a funded defined benefit pension plan, contributions to which are paid on behalf of the employees. The cost
of providing this pension is charged against profits on a systematic basis with pension surpluses and deficits arising allocated over the expected
remaining service lives of the current members. Differences between the amounts charged to the profit and loss account and payments made to
the pension fund are treated as assets or liabilities.
Research and development
All expenditure on research and development is written off in the period which it is incurred.
Foreign exchange
Transactions in foreign currencies are recorded at the rate of exchange at the date of the transaction. Monetary assets and liabilities denominated
in foreign currencies at the balance sheet date are reported at the rates of exchange prevailing at that date or at a contracted rate if applicable.
Any gain or loss arising from a change in exchange rates subsequent to the date of the transaction is included as an exchange gain/loss in the profit
and loss account. The results of overseas operations are translated at the average monthly rate of exchange during the period and their balance sheets
at the rate ruling at the balance sheet date. Unrealised exchange gains and losses arising from the retranslation of equity investments in overseas
subsidiaries are dealt with through reserves.
Financial instruments 
Amounts payable or receivable in respect of interest rate cap, floor and swap agreements are recognised in the interest payable/receivable
charge/credit on an accruals basis. The interest differential amounts due to/from the counterparty on such agreements are accrued until the
settlement date and are recognised as an adjustment to interest expense.
Hamworthy plc Annual Report and Accounts 2005 24
Accounting Policies continued
_0HAM_2004_arb.qxd  20/06/2005  15:43  Page 24 Hamworthy plc Annual Report and Accounts 2005 25
1. Segmental information
2005 2004
£’000 £’000
Turnover by class of business:
Pump systems 38,192 35,563
Gas systems 44,838 27,955
Wastewater systems 14,282 16,360
Inert gas systems 16,584 10,724
113,896 90,602
Turnover by destination:
United Kingdom 9,001 16,115
Europe 54,003 36,255
Middle and Far East 43,463 33,277
Rest of world 7,429 4,955
113,896 90,602
The figures for turnover by destination in 2004 have been amended from those reported in the 2004 financial statements to correct a misallocation of
£8,147,000 between Middle and Far East and Rest of world.
Turnover by country of origin:
United Kingdom 14,341 19,073
Europe 90,198 64,650
Middle and Far East 6,852 6,879
Rest of world 2,505 —
113,896 90,602
Operating profit by class of business:
Pump systems 2,442 3,771
Gas systems 2,454 90
Wastewater systems 2,232 2,709
Inert gas systems 1,039 407
Central costs including goodwill amortisation (1,076) (1,765)
7,091 5,212
Operating profit by location:
United Kingdom 2,335 1,894
Europe 3,436 2,392
Middle and Far East 1,257 926
Rest of world 63 —
7,091 5,212
Net assets including goodwill by location:
United Kingdom 5,023 4,559
Europe (1,397) (5,311)
Middle and Far East 6,359 5,148
Rest of world (22) —
9,963 4,396
Net assets by class of business are not disclosed as it is not possible to allocate the assets to the business stream.
2. Operating profit
Operating profit for the Group is stated after charging/(crediting):
2005 2004
£’000 £’000
Exceptional charge for reorganisation of Norwegian business 310 —
Depreciation charge for the year 1,169 1,278
Amortisation of goodwill 410 391
Write back of negative goodwill (254) (124)
Profit on sale of fixed assets (54) —
Auditors’ remuneration
– audit work 174 114
– taxation UK 5 —
– taxation and accounting services overseas 10 22
Operating lease rentals for plant and machinery 238 120
Operating lease rentals for land and buildings 993 731
Research and development 720 615
Included in the Group audit fees is £28,000 (2004: £2,000) in respect of the parent company.
£815,000 of administrative expenses, £694,000 cost of sales, £281,000 of cash from operating activities £3,000, interest payable £2,000, taxation
payable and £8,000 capital expenditure in 2005 relate to acquired businesses. 
Notes to the Accounts
_0HAM_2004_arb.qxd  20/06/2005  15:43  Page 25 3. Profit attributable to ordinary shareholders
In accordance with the concession granted under Section 230(1) of the Companies Act 1985 the profit and loss account of Hamworthy plc has not
been separately presented in these financial statements. The profit attributable to shareholders dealt with in the financial statements of Hamworthy plc
is £664,000.
4. Employees and staff costs
The remuneration of the directors was as follows:
2005 2004
£’000 £’000
Emoluments 590 788
Company contributions to money purchase pension schemes 50 —
640 788
The total emoluments of directors charged to the Group’s profit and loss accounts was £590,356 (2004: £788,484). In addition executive directors
were paid an amount of £2,898,860 (2004: £321,000) by the Company’s former parent company under an incentive scheme related to the former
parent company’s sale of its shareholding. 
The emoluments of the highest paid director, including his share of the incentive bonus paid by the former parent company, was £929,387 
(2004: £232,562). Company contributions to money purchase pension schemes in respect of this director were £42,055 (2004: £nil). The accrued
pension entitlement of the highest paid director under the Powell Duffryn Pension Plan at the date of the Group ceasing its participation in that
scheme on 30 September 2004 was £26,125 (2004: £23,889). At 31 March 2005 retirement benefits were accruing under money purchase schemes
in respect of 2 directors (2004: nil) and under defined benefit schemes in respect of no directors (2004: 5).
The average number of employees during the year including directors by function was as follows:
2005 2004
Production 390 383
Selling and marketing 91 92
Spares and service 84 80
Administration 104 88
669 643
Their aggregate remuneration, excluding the amount paid by the Company’s former parent company identified above, comprised:
2005 2004
£’000 £’000
Wages and salaries paid to employees 18,410 16,901
Social security costs 2,698 2,376
Other pension costs 1,355 1,180
22,463 20,457
In addition an amount was paid to the former holding company of the Group for the services of a non-executive director of £24,308 (2004 £nil).
5. Loss on sale of business
2005 2004
£’000 £’000
Loss on sale of business segment — (655)
The loss on disposal of the business in 2004 arose from the end of the transitional arrangement to supply equipment and parts for the business sold
on 28 March 2003.
The loss on disposal is calculated as follows:
£’000
Net assets sold
Fixed assets 71
Stock 62
Creditors (41)
(92)
Consideration received 27
Direct costs of disposal (590)
Loss on disposal (655)
6. Net interest payable and similar charges
2005 2004
£’000 £’000
Interest payable on bank loans and overdrafts 731 654
Amortisation of issue costs 80 —
Interest receivable (37) (19)
Interest receivable on loans to former related companies (93) (289)
Net interest payable 681 346
Notes to the Accounts continued
Hamworthy plc Annual Report and Accounts 2005 26
_0HAM_2004_arb.qxd  20/06/2005  15:43  Page 26 7. Tax on profit on ordinary activities
2005 2004
£’000 £’000
The taxation charge/(credit) comprises:
Foreign tax 435 566
UK tax/Group relief payable to former group companies 489 518
Prior year tax (34) —
Total current tax 890 1,084
Deferred tax 136 103
Tax on profits on ordinary activities 1,026 1,187
The tax assessed for the period differs from that resulting from applying the standard rate of corporation of tax in the UK of 30% (2004: 30%).
The differences are explained below:
2005 2004
£’000 £’000
Profit on ordinary activities before tax 6,410 4,211
Tax @ 30% thereon 1,923 1,263
Effect of:
Expenses not deductible for tax purposes in UK 77 154
Accelerated capital allowances and other timing differences (892) (241)
Changes in respect of prior year’s charge (34) —
Lower tax rate on overseas earnings (184) (92)
Total current tax 890 1,084
The current tax charge is affected by allowances and timing differences brought forward not recognised as assets in prior periods. These are not
expected to materially affect future tax charges. 
8. Equity dividends paid and payable
2005 2004
£’000 £’000
Interim paid nil (2004: 318p per share) — 1,750
Final payable 3.24p per share (2004: nil) 1,200 —
1,200 1,750
9. Tangible fixed assets
Freehold Leasehold 
land and land and Plant and Assets under 
buildings buildings equipment construction Total
Group £’000 £’000 £’000 £’000 £’000
Cost
1 April 2004 2,880 1,911 13,486 135 18,412
Additions 262 4 388 31 685
Acquisitions — — 24 — 24
Disposals — — (1,932) — (1,932)
Exchange adjustments 102 (30) 103 (2) 173
Transfers — — 101 (101) —
At 31 March 2005 3,244 1,885 12,170 63 17,362
Depreciation
1 April 2004 771 534 10,929 — 12,234
Charge for the year 144 113 912 — 1,169
Disposals — — (1,919) — (1,919)
Exchange adjustments 29 (11) 98 — 116
At 31 March 2005 944 636 10,020 — 11,600
Net book value 
At 31 March 2005 2,300 1,249 2,150 63 5,762
At 31 March 2004 2,109 1,377 2,557 135 6,178
Of the net book value of freehold land and buildings £212,000 relates to the value of land (£2004: £212,000).
Hamworthy plc Annual Report and Accounts 2005 27
_0HAM_2004_arb.qxd  20/06/2005  15:43  Page 27 9. Tangible fixed assets (continued)
Plant and 
machinery
Company £’000
Cost
1 April 2004 63
Additions 10
At 31 March 2005 73
Depreciation
1 April 2004 35
Charge for the year 14
31 March 2005 49
Net book value
At 31 March 2005 24
At 31 March 2004 28
10. Investments
2005
Company £’000
Investments in subsidiary undertakings
As at 1 April 2004 21,548
Acquisitions during the year 786
As at 31 March 2005 22,334
The following information relates to the principal subsidiary undertakings of the Company. In all cases the holding is 100% and the principal activity
of the undertaking is the design, manufacture and sale of equipment for marine and offshore applications.
Hamworthy Wastewater Systems Limited incorporated and operating in England *
Hamworthy Svanehøj AS incorporated and operating in Denmark *
Hamworthy Gas Systems AS incorporated and operating in Norway *
Hamworthy Pump Systems AS incorporated and operating in Norway *
Hamworthy Moss AS incorporated and operating in Norway *
Hamworthy Pte Limited incorporated and operating in Singapore
Hamworthy Korea Limited incorporated and operating in Korea 
Hamworthy BV incorporated and operating in The Netherlands *
Hamworthy Inc incorporated and operating in USA *
Hamworthy Marine Inc incorporated and operating in USA *
Hamworthy (Suzhou) Limited incorporated and operating in Peoples Republic of China *
* denotes shareholdings held directly by the Company.
11. Acquisitions
On 6 July 2004 the Company acquired 100% of the ordinary share capital of each of Hamworthy BV, Hamworthy Inc and Hamworthy Marine Inc. from
Powell Duffryn International Limited.
These purchases have been accounted for as acquisitions in these consolidated financial statements. The principal activities of the companies acquired
are acting as sales offices for other Group companies.
The total adjustments required to the book values of the assets and liabilities of the companies acquired in order to present the net assets of those
companies at fair values, together with the resultant amount of goodwill, are set out below:
Hamworthy BV
Book value Revaluations Fair value
£’000 £’000 £’000
Fixed assets 17 — 17
Cash 220 — 220
Stocks 210 (50) 160
Debtors 711 (150) 561
Creditors (569) — (569)
Provisions for liabilities and charges (2) — (2)
Net assets acquired 587 (200) 387
Negative goodwill (387)
Consideration —
The £50,000 revaluation of stock represents provisions to reduce stock to its net realisable value under the alignment of Group accounting policies.
The £150,000 revaluation of debtors represents additional provisions required to reduce debtors to their realisable value.
Notes to the Accounts continued
Hamworthy plc Annual Report and Accounts 2005 28
_0HAM_2004_arb.qxd  20/06/2005  15:43  Page 28 In its last financial year to 31 March 2004 Hamworthy BV showed a loss before taxation of £144,000. From the period since that date to the date of
acquisition, Hamworthy BV’s unaudited management accounts show:
£’000
Turnover 1,105
Operating loss (64)
Loss before and after taxation (71)
From the date of acquisition to 31 March 2005 Hamworthy BV contributed £2,046,000 to turnover and reduced operating profit by £114,000 across
all business streams.
Hamworthy Inc & Hamworthy Marine Inc
These acquisitions have been treated as one because the management accounting for the period to acquisition was to treat the two organisations as one.
Book value Revaluations Fair value
£’000 £’000 £’000
Fixed assets 7— 7
Cash 53 — 53
Stocks 32 — 32
Debtors 1,287 — 1,287
Creditors (749) — (749)
Net assets acquired 630 — 630
Goodwill 156
Consideration in cash 786
In its last financial year to 31 March 2004 the combined Hamworthy Inc and Hamworthy Marine Inc showed a profit before taxation of £38,000. From
the period since that date to the date of acquisition the combined entity’s unaudited management accounts show:
£’000
Turnover 1,118
Operating loss (8)
Profit before and after taxation 2
From the date of acquisition to 31 March 2005 the combined entity contributed £2,548,000 to turnover and £27,000 to operating profit across all
business streams.
Turnover from acquisitions on the face of the consolidated profit and loss account differs from the turnover figures in this note due to the elimination
of intragroup turnover.
12. Intangible assets
Goodwill Negative goodwill
Group £’000 £’000
Cost
At 1 April 2004 7,813 (1,236)
Additions 156 (387)
At 31 March 2005 7,969 (1,623)
Amortisation
At 1 April 2004 (477) 149
(Charge)/credit for the period (410) 254
At 31 March 2005 (887) 403
Net book amount
At 31 March 2005 7,082 (1,220)
At 31 March 2004 7,336 (1,087)
Positive goodwill is being amortised on a straight line basis over a period of up to 20 years. This period is that over which the directors estimate that
the value of the underlying businesses acquired are expected to exceed the value of the underlying assets.
Negative goodwill is being amortised on a straight line basis over a period of one and a half to ten years. This period is that over which the directors
estimate that the non-monetary assets will be recovered, whether through depreciation or sale, and the period expected to benefit from the
monetary assets.
Company
The Company had £nil (2004: £nil) intangible assets.
Hamworthy plc Annual Report and Accounts 2005 29
_0HAM_2004_arb.qxd  20/06/2005  15:43  Page 29 13. Stocks
Group
2005 2004
£’000 £’000
Raw materials 4,021 3,043
Work in progress 32,222 6,669
Finished goods 3,570 3,249
39,813 12,961
Payments on account (17,632) (293)
22,181 12,668
Company
The Company held £nil (2004: £nil) stock.
14. Debtors
Group Company
2005 2004 2005 2004
£’000 £’000 £’000 £’000
Trade debtors 12,775 13,257 — —
Amounts owed by current Group undertakings — — 8,575 2,205
Amounts owed by former group companies — 30,310 — 1,245
Amounts recoverable under contracts 80 539 — —
Other debtors 3,672 2,572 115 173
Prepayments and accrued income 434 354 100 3
16,961 47,032 8,790 3,626
15. Creditors: amounts falling due within one year
Group Company
2005 2004 2005 2004
£’000 £’000 £’000 £’000
Bank loans and overdrafts 2,644 1,889 1,600 30
Trade creditors 13,988 11,059 — —
Amounts owed to current Group undertakings — — 21,269 —
Amounts owed to former group companies — 28,687 — 20,375
Payments in advance 13,484 4,973 — —
Other creditors 4,292 4,778 341 —
Taxation and social security 929 1,733 19 24
Corporation tax payable 334 258 — —
Dividends payable 1,200 — 1,200 —
Accruals and deferred income 5,817 7,836 404 311
42,688 61,213 24,833 20,740
16. Creditors: amounts falling due after more than one year
Group Company
2005 2004 2005 2004
Group £’000 £’000 £’000 £’000
Bank loans and overdrafts 6,172 7,210 6,172 —
17. Loans and other borrowings
2005 2004
Group and Company £’000 £’000
Gross bank loans and overdrafts 9,344 9,099
Less issue costs (528) —
8,816 9,099
Maturity of gross debt:
Within one year or on demand 2,644 1,889
Within two to five years 6,700 7,210
9,344 9,099
£1,044,000 (2004: £389,000) of bank overdraft is unsecured from Den Danske Bank AS. All other bank loans and overdraft are secured against a fixed
charge over Group assets under the terms of a debenture to Barclays Bank plc. Interest on the bank loan is charged at LIBOR plus a margin of 1.5%.
The loan is being repaid by variable half yearly instalments commencing June 2005. The debt issue costs are set against the loan they were raised
against and are being written off over the period of the loan on a straight line basis.
Notes to the Accounts continued
Hamworthy plc Annual Report and Accounts 2005 30
_0HAM_2004_arb.qxd  20/06/2005  15:43  Page 30 18. Provisions for liabilities and charges
Group
Deferred Warranty and Retirement 
tax contracts Redundancy costs Total
£’000 £’000 £’000 £’000 £’000
At 1 April 2004 253 1,905 317 460 2,935
Charged/(released) to the profit and loss account 136 (123) 308 173 494
Reclassified — 603 (289) — 314
Utilised in the year — (453) (10) — (463)
At 31 March 2005 389 1,932 326 633 3,280
Warranties are routinely given to customers in respect of certain products. Any costs in meeting claims, for which the warranty provision has been
established are expected to occur within two years of the balance sheet date.
The redundancy provisions are expected to be paid within twelve months of the balance sheet date.
The provision for deferred tax at 31 March 2005 comprises £307,000 (2004: £314,000) in respect of accelerated capital allowances and £82,000
(2004: £(61,000)) in respect of other short term timing differences. Deferred tax assets of £294,000 (2004: £649,000) have not been recognised due
to uncertainty over future recoverability. These comprise of other timing differences.
The provision for retirement costs represents a legal obligation for the defined benefit pension scheme operating in Norway.
£603,000 of warranty and contract provisions were included within other creditors at 31 March 2004 and have been reclassified during the year.
£289,000 relating to holiday pay accruals was included within redundancy and holiday pay provisions at 31 March 2004. These have been reclassified
to accruals during the year.
Company
The Company had £nil (2004: £nil) provisions for liabilities and charges.
19. Called up share capital
2005 2004
Nominal Nominal
Number Value Number Value
Issued and fully paid ’000 £’000 ’000 £’000
Ordinary shares of £0.05p each 37,000 1,850 ——
Ordinary shares of £1.00 each “A” —— 275 275
Ordinary shares of £1.00 each “B” —— 275 275
37,000 1,850 550 550
On 2 July 2004 the Company converted its existing share capital of “A” and “B” ordinary shares of £1 each into a new class of ordinary shares. The
Company then sub divided its share capital from £1.00 shares into 5p shares.
At the same time the Company increased its authorised share capital by £2,450,000 from £550,000 to £3,000,000 being an increase of 49 million 5p
shares from 11 million to 60 million. The Company issued for cash new shares to increase its issued share capital to £1,850,000 being 37 million 5p
shares in total. These shares were issued to the Company’s former ultimate parent company to finance the settlement of certain loan balances
outstanding with the Company’s former related companies.
Potential issue of ordinary shares
Options to subscribe for shares in the Company are held under the Hamworthy plc Unapproved Share Option Plan 2004, the subscription price being
109p per share. These options are at a price of 109p per share, the market price at the date of grant. No options on shares were exercised during the
year and no options lapsed. The number of shares subject to options, the periods in which they were granted and the periods in which they may be
exercised are given below
Exercise price Exercise 2005 2004
Year of grant (pence) period Number Number
2004 109 2007–2014 2,210,000 Nil
20. Reserves
Share premium Profit and
account loss account
£’000 £’000
Group
At 1 April 2004 141 3,705
Retained profit for the year — 4,184
Costs associated with share issue (56) —
Exchange adjustments — 139
At 31 March 2005 85 8,028
Company
At 1 April 2004 141 3,771
Retained loss for the year — (536)
Costs associated with share issue (56) —
At 31 March 2005 85 3,235
Hamworthy plc Annual Report and Accounts 2005 31
_0HAM_2004_arb.qxd  20/06/2005  15:43  Page 31 21. Reconciliation of movement in equity shareholders’ funds
Group Company
2005 2004 2005 2004
£’000 £’000 £’000 £’000
Profit for the year 5,384 3,024 664 1,964
Equity dividends paid (1,200) (1,750) (1,200) —
Retained profit/(loss) for the year 4,184 1,274 (536) 1,964
Costs associated with share issue (56) — (56) —
Share capital issued 1,300 — 1,300 —
Currency translation differences on foreign currency net investments 139 (2,000) — —
Increase/(decrease) in equity shareholders’ funds 5,567 (726) 768 1,964
Opening equity shareholders’ funds 4,396 5,122 4,462 2,498
Closing equity shareholders’ funds 9,963 4,396 5,170 4,462
22. Operating lease commitments
Annual commitments under operating leases in respect of plant and machinery are as follows:
Group Company
2005 2004 2005 2004
£’000 £’000 £’000 £’000
Expiring within one year 56 87 3 —
Expiring between two and five years 62 34 — 7
Expiring after five years — 2 — —
118 123 3 7
Annual commitments under operating leases in respect of land and buildings are as follows:
Group Company
2005 2004 2005 2004
£’000 £’000 £’000 £’000
Expiring within one year 22 263 — —
Expiring between two and five years 661 409 — —
Expiring after five years 325 302 12 28
1,008 974 12 28
23. Pension
The Group operates a number of funded defined benefit pension schemes in Norway. The FRS17 calculations covering the combined Norwegian
schemes for disclosure purposes have been based on the results of actuarial valuations as at 31 March 2005, 31 March 2004 and 31 March 2003
carried out by an independent qualified actuary using the projected unit method. The next actuarial valuation will take place at 31 March 2006.
The major assumptions used by the actuary were:
At 31 March 2005 At 31 March 2004 At 31 March 2003
Discount rate 5.25% 5.50% 6.00%
Rate of increase in salaries 3.50% 4.00% 4.00%
Rate of increase of pensions in payment 2.50% 2.50% 2.50%
Inflation assumption 2.50% 2.50% 2.50%
The assets are invested through an insurance company, which was unable to provide an accurate breakdown of the assets into differing classes.
The expected long term rate of returns and total market value of assets of the Company’s defined benefit plans at were as follows: 
Long term Long term Long term 
expected rate of return rate of return 
rate at Value at expected at Value at expected at  Value at
31 March 2005 31 March 2005 31 March 2004 31 March 2004 31 March 2003 31 March 2003
% £’000s % £’000s % £’000s
Other 6.25% 3,730 6.50% 3,260 7.00% 3,340
Total market value of assets 3,730 3,260 3,340
Present value of scheme liabilities (5,270) (4,540) (4,120)
Deficit in the scheme (1,540) (1,280) (780)
Related deferred tax asset 431 ——
Net pension liability (1,109) (1,280) (780)
Notes to the Accounts continued
Hamworthy plc Annual Report and Accounts 2005 32
_0HAM_2004_arb.qxd  20/06/2005  15:43  Page 32 If FRS17 had been adopted in the financial statements, the Company’s net assets and profit and loss reserves at 31 March 2005 would be as follows:
At 31 March 2005 At 31 March 2004 At 31 March 2003
£’000s £’000s £’000s
Net assets
Group net assets 9,963 4,396 5,122
Add pension liability under SSAP 24 633 460 553
Group net assets excluding pension liability under SSAP 24 10,596 4,856 5,675
Net pension liability under FRS17 (1,109) (1,280) (780)
Group net assets including net pension liability under FRS17 9,487 3,576 4,895
Reserves
Group profit and loss reserves 8,028 3,705 4,431
Add pension liability under SSAP 24 633 460 553
Group profit and loss reserves excluding pension liability under SSAP 24 8,661 4,165 4,984
Net pension liability under FRS17 (1,109) (1,280) (780)
Group profit and loss reserves including net pension liability under FRS17 7,552 2,885 4,204
The following amounts would have been recognised in the performance statements in the period to 31 March 2005 under the requirements of FRS17:
31 March 2005 31 March 2004
£’000s £’000s
Operating cost
Current service cost (490) (410)
Past service cost — —
Total operating charge (490) (410)
Other finance income
Expected return on scheme assets 220 230
Interest on liabilities (240) (240)
Net return (20) (10)
Statement of total recognised gains and losses (STRGL)
Actual return less expected return on scheme assets 50 (150)
Experience gains and losses arising on the liabilities — —
Changes in assumptions underlying the present value of liabilities 180 (230)
Actuarial gain/(loss) deficit recognised in STRGL 230 (380)
Movements in deficit for the year to 31 March 
Deficit in scheme at beginning of the period (1,280) (780)
Movement in period:
Current service cost (490) (410)
Past service costs — —
Contributions 90 60
Other finance income (20) (10)
Actuarial gain/(loss) recognised in STRGL 230 (380)
Currency (loss)/gain (70) 240
Deficit in scheme at end of period (1,540) (1,280)
Details of experience gains and losses for the year to 31 March 2005
31 March 2005 31 March 2004 31 March 2003
£’000s £’000s £’000s
1. Difference between the expected and actual return on scheme assets
Amount (£’000) 50 (150) (25)
Percentage of scheme assets at year end 1.3% (4.6%) (0.7%)
2. Experience gains and losses on liabilities
Amount (£’000) — ——
Percentage of the present value of the liabilities — ——
3. Total amount recognised in statement of total recognised gains and losses
Amount (£’000) 230 (380) (13)
Percentage of the present value of the liabilities 4.4% (8.4%) (0.4%)
Until 30 September 2004 the Group participated in the Powell Duffryn Pension Plan (“the PD Plan”) in respect of UK employees. This is a funded
defined benefit scheme but it is not possible to separately identify the assets and liabilities within this scheme that relate to the Group’s employees. Until
30 September 2004 the Group made contributions to the PD Plan at a rate of 16% of pensionable salary. Following cessation of participation in the PD 
Plan on 30 September 2004 the Group has no further liability to that scheme.  
The last actuarial valuation of the PD Plan was carried out at 31 March 2003 by an independent qualified actuary using the projected unit method. The next
valuation is expected to take place as at 31 March 2006. 
Since 1 October 2004 the Group’s UK operations have been contributing to a company defined contribution scheme, the Hamworthy Pension Scheme. 
The Group makes employer contributions, pays administration costs of the scheme and pays premiums for insured life cover benefits. 
Hamworthy plc Annual Report and Accounts 2005 33
_0HAM_2004_arb.qxd  20/06/2005  15:43  Page 33 23. Pension (continued)
The Group accounts for pension costs in its financial statements under Statement of Standard Accounting Practice 24. The following amounts relate to the
three schemes described above.
Norway schemes PD Plan Hamworthy UK scheme
2005 2004 2005 2004 2005 2004
£'000s £'000s £'000s £'000s £'000s £'000s
Amounts charged to the profit and loss account
in the year 702 421 259 500 171 nil
Accruals at the year end in respect of amounts due
but not paid over to the scheme nil nil nil 57 41 nil
In addition, amounts of £223,000 (2004: £259,000) were charged in respect of state retirement schemes.
The key assumptions used in and the values derived from the latest valuations of the defined benefit schemes for the purposes of SSAP 24 were:
Norway schemes PD Plan
Price inflation 2.5% 2.6%
Rate of pay rises 4.0% 4.1%
Discount rate 5.5% Between 6.6% and 5.35%
Rate of pension increases 2.5% Between 1.9% and 2.5%
Market value of assets £3.73 million £345.7 million
Assets percentage of past service liabilities 74% 85%
24. Cash flow from operating activities
Group
2005 2004
£’000 £’000
Operating profit 7,091 5,212
Depreciation of tangible fixed assets 1,169 1,278
Amortisation of intangible fixed assets 156 267
Profit on sale of fixed assets (54) —
Increase in stocks (9,321) (2,368)
Decrease/(increase) in debtors 31,919 (6,094)
(Decrease)/increase in creditors (21,832) 5,675
Increase/(decrease) in provisions 207 (741)
Net cash inflow 9,335 3,229
25. Reconciliation of movement in net debt
As at As at
1 April Cash Non-cash 31 March
2004 flow movements 2005
£’000 £’000 £’000 £’000
Cash at bank and in hand 3,627 7,662 48 11,337
Overdrafts (389) (645) (10) (1,044)
3,238 7,017 38 10,293
Debt due within one year (1,500) (100) — (1,600)
Debt due after one year (7,210) 510 528 (6,172)
Total debt (8,710) 410 528 (7,772)
Net (debt)/funds (5,472) 7,427 566 2,521
Non-cash movements relate to exchange differences and the unamortised issue costs of new bank loans.
26. Reconciliation of net cash flow to movement in net debt
2005
£’000
Increase in cash in year 7,017
Cash inflow from change in debt financing 410
Change in net debt resulting from cash flows 7,427
Other non-cash transactions 566
Movement in net debt in year 7,993
Notes to the Accounts continued
Hamworthy plc Annual Report and Accounts 2005 34
_0HAM_2004_arb.qxd  20/06/2005  15:43  Page 34 27. Earnings per share
Basic earnings per share is calculated by dividing the earnings attributable to ordinary shareholders by the weighted average number of ordinary shares
in issue during the year.
For diluted earnings per share, the weighted average number of ordinary shares is adjusted to assume conversion of all dilutive potential ordinary
shares. These are the potential shares arising from granted share options where the exercise price is less than the average market price of the
Company’s ordinary shares during the year.
In July 2004 as part of the Company’s flotation the fully paid nominal value of share capital was increased from £550,000 to £1,850,000 and the
Company reorganised its loan structure including the settlement of various balances with former related companies. A pro forma earnings per share
figure has been calculated which eliminates the effect of these changes, assumes the present share capital and loan structure has been in existence
throughout the year and the previous year as opposed to from the time of flotation to the year end and adjusts for certain exceptional or non
recurring items. These non recurring items were adjusted for in the presentation of the Group’s results in the Prospectus and Admission to AIM
document for reasons of consistency. The directors believe presentation of this pro forma figure provides a more informative reflection of the earnings
per share performance.
Reconciliations of the earnings and weighted average number of shares used in the calculations are set out below:
Year ended 31 March 2005 Year ended 31 March 2004
Weighted Weighted
average average
no. of shares Per share no. of shares Per share
Earnings 000’s amount Earnings 000’s amount
£’000 2005 pence £’000 2004 pence
Basic EPS 5,384 30,375 17.7 3,024 11,000 27.5
Effect of dilutive securities 566 —
Diluted EPS 5,384 30,941 17.4 3,024 11,000 27.5
Pro forma earnings per share
Basic EPS 5,384 30,375 17.7 3,024 11,000 27.5
Loss on sale of discontinued business — 655
Eliminate interest on extinguished loans net of tax (65) (202)
Adjust for acquired and discontinued businesses (50) (86)
Eliminate non recurring costs of Norwegian 
reorganisation 223 —
Former parent company management charge 
net of tax — 560
Increase number of shares to current issued 
share capital 6,625 26,000
Pro forma basic EPS 5,492 37,000 14.8 3,951 37,000 10.7
28. Derivatives and other financial instruments
Set out below are the narrative and numerical disclosures required by Financial Reporting Standard 13 “Derivatives and other financial instruments”
(FRS13). The Group has taken advantage of the exemption available under FRS13 not to provide numerical disclosures in relation to provisions for
liabilities and charges of £3.2 million or to short term debtors and creditors, other than currency risk disclosures, either due to the exemption granted to
short term items or them not meeting the definition of a financial asset or liability.
a) Financial instruments
The Group’s financial instruments, other than derivatives, comprise borrowings, cash and liquid resources, and various items such as trade debtors and
trade creditors etc, that arise from its operations. The main purpose of these financial instruments is to manage the Group’s operations. It is, and has
been throughout the period under review, the policy of the Group that no trading in financial instruments shall be undertaken.
The main risks from the Group’s financial instruments are interest rate risk, liquidity risk and foreign exchange risk. The board reviews and agrees
policies for managing each of these risks and they are summarised below:
b) Interest risk
The Group finances its operations through a mixture of retained profits and term loan under a Senior Credit Agreement. The Group’s exposure to
market risk for changes in interest rates relates primarily to its borrowings under the Senior Credit Agreement upon which interest is paid at a rate 
of 1.5% above LIBOR and to its cash resources which are invested at variable rates. 
The Group has entered into interest rate capping agreements during the year in order to manage its interest rate risk on the Senior Credit Agreement.
Approximately two thirds of the interest rate payments under the Senior Credit Agreement are covered by these capping agreements. Under the
capping agreements the Group receives from counter parties any amounts by which the LIBOR portion of its interest payments on certain of its floating
rate borrowings exceeds a cap and is obliged to pay to counter parties any amounts by which that LIBOR portion falls below a floor rate. The current
capping agreement provides for a cap of 6.39% and a floor of 2.93%.
c) Liquidity risk
The Group’s exposure to liquidity risk is limited by the fact that it operates with significant cash resources, and it maintains the most appropriate mix 
of short, medium and long term borrowings from the Group’s lenders.
d) Foreign currency risk
The currencies most important to the Group’s financial position and results of operations were those which are typically linked by monetary policy at
fixed exchange rates to the Euro as well as US Dollars, Sterling, Norwegian Kroner and Singapore Dollars.
Hamworthy plc Annual Report and Accounts 2005 35
_0HAM_2004_arb.qxd  20/06/2005  15:43  Page 35 28. Derivatives and other financial instruments (continued)
e) Maturity of financial liabilities and undrawn committed facilities
The maturity profile of the Group’s net financial liabilities are given in note 17 above. At 31 March 2005 the Group held a revolving facility comprising
a term loan of £9 million (2004: £12.5 million), committed overdraft facilities of £3.5 million (2004: £2.5 million) and committed revolving facilities of
£27.5 million for documentary credits, guarantees and ancillaries (2004: £7.5 million) all at Barclays Bank plc. In addition an uncommitted overdraft and
ancillary facility of £1.85 million (2004: £1.8 million) is held with Den Danske Bank AS. Of the loan and overdraft facilities £9,344,000 were drawn down
at 31 March 2005 (2004: £9,099,000).
f) Fair values of financial assets and liabilities
There is no material difference between the fair value and the book value of the Group’s financial assets and liabilities. The fair value of cash, bank
overdrafts, amounts owed to related parties and bank loans approximate their respective book values as they have floating interest rates. 
The fair value of the loan, and interest rate swaps has been calculated by reference to the available market price. 
Changes in the fair value of instruments used as hedges are not recognised in the financial statements until the hedged position matures. An analysis
of these unrecognised gains and losses is as follows:
Gains Losses Total net gains
£’000 £’000 £’000
Unrecognised gains and losses on hedges at 1 April 2004 ———
Gains and losses arising in previous years that were recognised in 2005 — — —
Gains and losses arising before 31 March 2005 that were not recognised in 2005 159 (560) (401)
Gains and losses arising in 2005 that were not recognised in 2005 — — —
Unrecognised gains and losses on hedges at 31 March 2005 159 (560) (401)
Of which:
Gains losses expected to be recognised in 2006 132 (556) (378)
Gains losses expected to be recognised in 2007 or later 27 (4) 23
£6,000 of the gains and £41,000 of the losses relate to interest rate swaps. The remaining gains and losses relate to currency options. 
g) Currency exposure of the Group’s net monetary assets/(liabilities)
The principal currency exposure of the Group’s net monetary assets/(liabilities) is shown below for the year ended 31 March 2005. Such exposures
comprise the monetary assets and monetary liabilities that are not denominated in the operating currency of the operating unit involved. Foreign
exchange differences on retranslation of these assets and liabilities are taken to the profit and loss account of the companies and the Group.
Net foreign currency monetary assets/(liabilities)
31 March 2005 Value in currency ‘000s
Functional currency
of Group operation EUR USD NOK DKK £ SGD JPY SEK
EUR — — (4) — (16) — — —
USD ———— 21—— —
NOK 303 383 — (219) (521) (79) (1,599) (280)
DKK 1,424—————— 39
£ — 68 — (82) — — — —
SGD ——————— —
KWON 1 197 1,871 — 14 — — —
No comparative information has been given due to the excessive cost in time in obtaining the information which was not recorded last year across all
of the subsidiaries around the world. 
29. Ultimate parent company
There are no shareholders with overall control of the Company as at 31 March 2005.
Up to 20 July 2004 the ultimate parent undertaking of the Company for the purposes of Section 736 Companies Act 1985 was Prestige (no.1) Limited.
However the directors consider that Nikko Principal Investments Limited, which held warrants to subscribe for ordinary shares in the Company’s
immediate parent undertaking, Powell Duffryn Investments Limited, and which, on exercise, would have made it the majority shareholder, had effective
control of the Company. The parent undertaking of the smallest and largest group that presented consolidated financial statements including the
results of the Company was NPIL Hold Co Limited, a company registered in England and Wales, and the directors therefore consider that NPIL Hold Co
Limited was the ultimate effective parent undertaking of the Company. NIkko Cordial Corporation, a company incorporated in Japan, has beneficial
ownership of the majority of the ordinary shares of NPIL Hold Co Limited. However, as the minority shareholder had certain rights reserved to it, the
directors consider that neither shareholder had control of that Company during the period it was in control of the Company. Copies of the financial
statements for NPIL Hold Co Limited are available from the Company Secretary, NPIL Hold Co Limited, 100 Pall Mall, London SW1Y 5NN.
30. Contingent liabilities
At 31 March 2005 contingent liabilities exist in respect of bank guarantees in relation to performance bonds totalling £11,559,000 (2004: £4,609,000).
The Group routinely enters into a range of contractual arrangements in the ordinary course of business which can give rise to claims or potential litigation
against Group companies. It is the Group’s policy to make specific provisions at the balance sheet date for all liabilities including warranty costs and
guarantees which, in the opinion of the directors, are expected to result in a significant loss. The directors have reviewed the open claims and pending
litigation against the Group at the year end and concluded that no material loss is likely to accrue to the Group from any such unprovided claims.
Notes to the Accounts continued
Hamworthy plc Annual Report and Accounts 2005 36
_0HAM_2004_arb.qxd  20/06/2005  15:43  Page 36 Notice is hereby given that the 29th annual general meeting (AGM) of the Company will be held at the Seaside Auditorium, The Lifeboat College,
West Quay Road, Poole BH15 1HZ on 21 July 2005 at 2.00pm to transact the following business:
1 To receive the directors’ report and financial statements for the year ended 31 March 2005 together with the independent auditors’ report.
2 To approve the directors’ remuneration set out in the directors’ report.
3 To declare a final dividend of 3.24p per ordinary share for the year ended 31 March 2005 to be paid on 24 July 2005 to members whose names
appear on the register of members at the close of business on 1 July 2005.
4 To elect as a director GF Page, who was appointed on 23 June 2004 by a resolution of the directors, in accordance with Article 82 of the
Company’s Articles of Association.
5 To elect as a director AJ Frost, who was appointed on 23 June 2004 by a resolution of the directors, in accordance with Article 82 of the
Company’s Articles of Association.
6 To re-elect as a director P Crompton who retires by rotation in accordance with Article 87 of the Company’s Articles of Association and, being
eligible, offers himself for re-election.
7 To reappoint PricewaterhouseCoopers LLP as independent auditors to the Company to hold office until the conclusion of the next AGM 
at which accounts are laid before the members.
8 To authorise the directors to determine the independent auditors’ remuneration.
To consider and, if thought fit, pass the following resolutions which will be proposed in the case of Resolution 9 as an ordinary resolution and 
in the case of Resolutions 10 and 11 as special resolutions.
9 THAT, subject to and in accordance with Article 5 of the Company’s Article of Association, the directors be and they hereby are generally and
unconditionally authorised for the purposes of Section 80 of the Companies Act 1985 (“the Act”) to exercise all the powers of the Company to
allot relevant securities (as defined in Section 80(2) of the Act) up to an aggregate nominal amount of £616,666 for a period expiring (unless
previously renewed, varied or revoked by the Company in general meeting) on the earlier of the conclusion of the next AGM in 2006 or a date 
15 months from the date of this Resolution, except that the Company may before such expiry make an offer or agreement which would or might
require relevant securities of the Company to be allotted after such expiry and the directors may allot relevant securities in pursuance of that offer
or agreement as if the authority conferred by this Resolution had not expired.
10 THAT, subject to the passing of Resolution 9 as set out in this notice of AGM the directors be and hereby are generally empowered pursuant 
to Section 95 of the Act to allot equity securities (within the meaning of Section 94(2) of the Act) for cash pursuant to the authority conferred by
Resolution 9 as set out in this notice of AGM as if Section 89(1) of the Act did not apply to such allotment, provided that this power shall be
limited to the allotment of equity securities
a where such securities have been offered (whether by way of rights issue, open offer or otherwise) to holders of ordinary shares in the capital
of the Company in proportion as nearly practicable to the respective number of ordinary shares held by them but subject to the directors
having the right to make such exclusions or other arrangements in connection with the offer as they deem necessary or expedient to deal
with equity securities representing fractional entitlements and legal or practical problems under the laws or the requirements of any
recognised regulatory body or any stock exchange in any territory, and
b to the allotment otherwise than pursuant to subparagraph (a) above of equity securities up to an aggregate nominal value of £92,500
and such power shall expire on the earlier of the conclusion of the next AGM in 2006 or a date 15 months from the date of this Resolution,
save that the Company may before such expiry make an offer or agreement which would or might require equity securities of the Company
to be allotted after such expiry and the directors may allot equity securities in pursuance of such offer or agreement as if the authority
conferred by this Resolution had not expired.
11 THAT, the Company be generally and unconditionally authorised pursuant to Article 14 of the Company’s Articles of Association and pursuant 
to Section 166 of the Act to make market purchases (as defined in Section 163 of the Act) of ordinary shares of 5p each in the capital of the
Company (“Shares”) provided that
a the maximum number of Shares hereby authorised to be purchased is 1,850,000 being 5% of the current issued ordinary share capital of the
Company, and
b the minimum price which may be paid for such Shares is the nominal value thereof and the maximum price (excluding expenses) which may
be paid for such Shares is an amount equal to 105% of the average of the middle market quotations for a Share taken from the listing of the
Alternative Investment Market of the London Stock Exchange plc over the five business days immediately preceding the day on which the
contract for purchase is made, and
c the authority shall expire on the earlier of the conclusion of the next AGM in 2006 or a date 15 months from the date of this Resolution, save
that the Company may before such expiry make a contract to purchase Shares which would or might be executed in whole or part after such
expiry and the Company may make a purchase of Shares in pursuance of such a contract as if the authority conferred by this Resolution had
not expired.
A map showing the location of the Lifeboat College can be found at the Company’s web site www.hamworthy.com/agmmap
By order of the board
P Crompton Registered Office:
Company secretary Fleets Corner
20 June 2005 Poole
Dorset BH17 0JT
Hamworthy plc Annual Report and Accounts 2005 37
Notice of AGM 
_0HAM_2004_arb.qxd  20/06/2005  15:43  Page 37 Notes
1 Any member entitled to attend and vote at the AGM is entitled to appoint one or more proxies (who need not be a member of the Company) 
to attend and, on a poll, vote instead of the member. Completion and return of a form of proxy will not preclude a member from attending and
voting at the meeting in person should he subsequently decide to do so. In order to be valid any form of proxy must reach the Company’s
registrars, Capita Registrars, PO Box 25, Beckenham, Kent BR3 4BR not less than 48 hours before the time of the commencement meeting or
of any adjournment of the meeting. 
2 Only those shareholders registered in the register of members of the Company as at 6.00pm on Wednesday 19 July 2005 shall be entitled to
attend and/or vote at this meeting in respect of the number of shares registered in their name at that time. Changes to entries in the register 
of members after that time shall be disregarded in determining the rights of any person to attend or vote at the meeting. 
3 Copies of the service contracts of each of the directors and the register of directors’ interests in the shares of the Company kept pursuant to
Section 325 of the Act will be available for inspection at the registered office of the Company during normal business hours on any weekday
(public holidays excepted) from the date of this notice until the date of the AGM and at the place of the AGM from at least 15 minutes prior 
to and until the conclusion of the AGM.
4 CREST members who wish to appoint a proxy or proxies through the CREST electronic proxy appointment service may do so for the AGM
and any adjournment(s) thereof by using the procedures described in the CREST Manual. CREST Personal Members or other CREST sponsored
members, and those CREST members who have appointed a voting service providers(s), should refer to their CREST sponsor or voting service
provider(s), who will be able to take the appropriate action on their behalf.
In order for a proxy appointment or instruction made using the CREST service to be valid, the appropriate CREST message (a “CREST Proxy
Instruction”) must be properly authenticated in accordance with CRESTCo’s specifications regardless of whether it constitutes the appointment of a
proxy or an amendment to the instruction given to a previously appointed proxy must, in order to be valid, be transmitted so as to be received by
the Company’s agent (IDRA10) by the latest time(s) for receipt of proxy appointments specified in the notice of meeting. For this purpose, the time
of receipt will be taken to be the time (as determined by the timestamp applied to the message by the CREST Applications Host) from which the
Company’s agent is able to retrieve the message by enquiry to CREST in the manner prescribed by CREST. After this time any change of
instructions to proxies appointed through CREST should be communicated to the appointee through other means.
CREST members and, where applicable, their CREST sponsors or voting service providers should note that CRESTCo does not make available
special procedures in CREST for any particular messages. Normal system timings and limitations will therefore apply in relation to the input of
CREST Proxy Instructions. It is the responsibility of the CREST member concerned to take (or, if the CREST member is a CREST personal member
or sponsored member or has appointed a voting service provider(s), to procure that his CREST sponsor or voting service provider(s) take(s)) such
action as shall be necessary to ensure that a message is transmitted by means of the CREST system by any particular time. In this connection,
CREST members and, where applicable, their CREST sponsors or voting service providers are referred, in particular, to those sections of the CREST
Manual concerning practical limitations of the CREST system and timings.
The Company may treat as invalid a CREST Proxy Instruction in the circumstances set out in Regulation 35(5)(a) of the Uncertificated Securities
Regulations 2001.
Notice of AGM continued
Hamworthy plc Annual Report and Accounts 2005 38
_0HAM_2004_arb.qxd  20/06/2005  15:43  Page 38 I/We ......................................................................................................................................................................................................................................................................................................................................................................
Of: ..........................................................................................................................................................................................................................................................................................................................................................................
being (a) member(s) of the above named Company, hereby appoint the Chairman of the meeting
Or (see Note 2) ............................................................................................................................................................................................................................................................................................................................................
as my/our proxy to vote for me/us and on my/our behalf at the AGM of the Company to be held at the Seaside Auditorium, The Lifeboat College,
West Quay Road, Poole BH15 1HZ on 21 July 2005 at 2.00pm and at any adjournment thereof.
I/We wish this proxy to be used as shown below:
Signed: ..........................................................................................................................................Dated: ......................................................................................................................................................................................2005
For each Resolution please tick either the box marked “FOR” or the box marked “AGAINST” to indicate 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 may vote or abstain as he/she thinks fit.
Ordinary resolutions FOR AGAINST WITHHELD
1. To receive the directors’ report and financial statements
2. To approve the directors’ remuneration
3. To declare a final dividend of 3.24p per ordinary share
4. To elect as a director GF Page
5. To elect as a director AJ Frost
6. To re-elect as a director P Crompton who retires by rotation
7. To reappoint PricewaterhouseCoopers LLP as independent auditors
8. To authorise the directors to determine the independent auditors’ remuneration
9. To authorise the directors to allot relevant securities
Special resolutions
10. To disapply pre-emption rights
11. To authorise the Company to make market purchases
Notes:
1. The names of the holders should be stated in block capitals.
2. If you wish to appoint a proxy other than the Chairman of the meeting his name and address should be inserted, the reference to the Chairman
deleted and the alteration initialled. A proxy who need not be a member of the Company, must attend the meeting in person to represent you.
3. In the case of joint holders, the vote of the senior who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the
votes of the other joint holders, and for this purpose seniority will be determined by the order in which the names stand in the register of
members. An individual should either sign himself or by his attorney. A corporation should execute the form under seal or under hand of a duly
authorised officer or attorney.
4. To be effective the form of proxy together with the power of attorney or other authority (if any) under which it is signed, or a duly certified copy
thereof, must reach the Registrars, Capita Registrars, The Registry, 34 Beckenham Road, Beckenham, Kent BR3 4TU not less than 48 hours before
the time appointed for holding the meeting.
5. In respect of CREST voting please refer to the notice of meeting.
Form of Proxy
Hamworthy plc
Hamworthy plc Annual Report and Accounts 2005
 39
_0HAM_2004_arb.qxd  20/06/2005  15:43  Page 39 Capita Registrars (Proxies)
PO Box 25
Beckenham
Kent BR3 4BR
FOLD 3 AND TUCK IN
FOLD 2
FOLD 1
Business reply
License No. MB122
_0HAM_2004_arb.qxd  20/06/2005  15:43  Page 40 1 Corporate Statement 
1 Financial Highlights
2 Business Overview
4 Chairman’s Statement
6 Chief Executive’s Review
10 Financial Review
12 Board of Directors 
13 Directors’ Report 
17 Corporate Governance 
19 Independent Auditors’ Report 
20 Consolidated Profit and Loss Account
20 Statement of Group Total Recognised Gains and Losses
21 Balance Sheets
22 Consolidated Cash Flow Statement
23 Accounting Policies
25 Notes to the Accounts
37 Notice of AGM
39 Form of Proxy
41 Financial Calendar 2005
41 Glossary
41 Senior Management, Advisers and Worldwide Offices
46% 40% 5% 6%
Japan,
Korea &
China
Europe North
America
Australia
& other 
Far East
Rest of
World
3%
Our Global Reach
29 June ex-dividend date in respect of the dividend on ordinary shares
1 July record date for receipt of the dividend on ordinary shares 
21 July AGM
24 July payment of final dividend for the year ended 31 March 2005
22 November preliminary date for announcement of interim results for the
six months ending 30 September 2005
The financial calendar is available from www.hamworthy.com
Financial Calendar 2005 Glossary
Three year aggregate product sales by region for continuing business 2003 – 2005
Senior management
In addition to the board, the Company has 
an executive committee which consists of the
chief executive, finance director and four senior
members of the management team, details of
whom are set out here:
Allan Bentley, Managing Director
Wastewater Systems
Mr Bentley joined the Company in 1992. 
He qualified as a chartered engineer and held
various positions in Lloyds Register and Swan
Hunter prior to joining Hamworthy.
Willy Larsen, Managing Director 
Pump Systems
Mr Larsen joined Hamworthy KSE Svanehøj A/S
in 1994. He was educated as a naval architect
and has over 30 years of marine experience in
owners, consultancy, shipbuilding and
ships’ equipment.
Arne Vedøy, Managing Director 
Gas Systems
Mr Vedøy has been managing director of the
gas systems division since 1998. He held various
positions in Kvaerner Ships’ Equipment Division
including managing director in Singapore and 
had overall responsibility for the liquid cargo
handling division.
William Belshaw, Procurement Director
Mr Belshaw joined the Group in 1995 as a
divisional managing director. He has extensive
manufacturing and engineering experience 
at board level and an MSc in engineering
production and management.
Senior Management
Advisers and Worldwide Offices
Registered office
Fleets Corner
Poole
Dorset BH17 0JT
UK
Company registration number
713225
Auditors
PricewaterhouseCoopers LLP
Registered auditors
The Quay, 30 Channel Way
Ocean Village
Southampton SO14 3QG
Nominated adviser and stockbroker
Collins Stewart
9th Floor, 88 Wood Street
London EC2V 7QR
Financial public relations
Abchurch Communications Limited
100 Cannon Street
London 
EC4N 6EU
China
Hamworthy Shanghai
Room 8B, Yi Dian Plaza,
No. 746 ZhaoJiaBang Road, Shanghai 20030
Hamworthy (Suzhou) Ltd
121 Dengwei Road, Suzhou New District,
Jiangsu Province 215011
Denmark
Hamworthy Svanehøj A/S
PO Box 30, DK-9230 Svenstrup J
India
Hamworthy India Pvt Ltd
C-155, Mittal Court, Nariman Point
Mumbai - 400 021
Korea
Hamworthy Ltd
8th Floor, Yoosung Plaza Building
#655–6 Woo-dong, Haeundae-Gu,
Busan (612–020)
Netherlands
Hamworthy BV
Aploniastraat 33, 3084 CC Rotterdam,
Norway
Hamworthy Moss AS
PO Box 1053, NO–1510 Moss
Hamworthy Gas Systems AS
PO Box 144, NO–1371 Asker
Hamworthy Pump Systems AS
PO Box 53, NO-1371 Asker
Singapore
Hamworthy Pte Ltd
15 Benoi Crescent, Singapore 629978
UK
Hamworthy Wastewater Systems Ltd
Fleets Corner, Poole, Dorset BH17 0JT
Hamworthy Pump Systems
Fleets Corner, Poole, Dorset BH17 0JT
USA
Hamworthy Inc.
1011 Highway 6 South, Suite 208
Houston, TX 77077
Hamworthy Inc
8000 NW31 Street, Unit 13
Miami, Florida 33122
Hamworthy Inc
1418 Edwards Avenue, Suite B,
New Orleans, Louisiana 70123
T HE D ESIGN P ORTFOLIO
designed & produced by
FPSO Floating production
storage offloading
LPG Liquid petroleum gas
LNG Liquid natural gas
VOC Volatile organic compounds
41
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Hamworthy plc
Annual Report and Accounts 2005
Hamworthy plc
Fleets Corner
Poole
Dorset
BH17 0JT
Telephone: 01202 662600
Email: investor@hamworthy.com
Company registration number
713225
Hamworthy plc Annual Report and Accounts 2005
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