Chamberlin & Hill plc
Report and Accounts 2004 CHAMBERLIN & HILL Plc  Annual Report 2004
Contents
Highlights 1
Directors and Advisors 2
Chairman’s Statement 3
Chief Executive’s Review 4
Report of the Directors 6
Corporate Governance 9
Directors’ Remuneration Report 11
Independent Auditors’ Report 15
Consolidated Profit and Loss Account 16
Consolidated Balance Sheet 17
Parent Company Balance Sheet 18
Consolidated Cash Flow Statement 19
Notes to the Accounts 20
Notice of Meeting 34
Financial History 36 1
Highlights
Annual Report 2004  CHAMBERLIN & HILL Plc
2004 2003
£000 £000
Turnover 27,311 27,027
Operating profit 1,007 1,373
Profit before taxation 1,013 908
Basic earnings per share 9.6p 9.0p
Dividend per share 11.85p 11.85p
 Pre-tax profits up to £1.013 million
 Dividend maintained at 11.85p for the year
 Strong balance sheet
 Acquisition of Russell Castings completed 
on 2 April 2004 Directors and Advisors
Directors T. H. P. Brown, M.A., M.B.A., (Chairman)
N. B. Williams, M.Sc., C.Eng., M.I.C.M.E. (Chief Executive)
P. E. H. Bell, A.C.M.A., A.C.I.S. (Finance)
A. Vicary, M.Sc., B.Eng. (Hons) (Foundry Operations)
J. K. Bather, M.I.C.M.E. (Deputy Chairman)
The Viscount Eccles, C.B.E. (Non-executive Director)
N. C. D. Kuenssberg, B.A., F.C.I.S., C.C.M.I., FIoD. (Non-executive Director)
Company Secretary P. E. H. Bell, A.C.M.A., A.C.I.S.
Registered Office Chuckery Foundry,
Walsall WS1 2DU
Registered in England No. 76928
Auditors Heathcote & Coleman,
Birmingham
Solicitors Eversheds LLP,
Birmingham
Stockbrokers Arbuthnot Securities Limited,
Birmingham
Bankers HSBC Bank plc,
Walsall
Financial Advisers Ernst & Young LLP,
Birmingham
Registrars Neville Registrars Limited,
Neville House,
18 Laurel Lane,
Halesowen,
West Midlands B63 3DA
CHAMBERLIN & HILL Plc  Annual Report 2004 2 In our Interim Announcement 
in November we commented on
our experience of slow markets 
and that we expected further
consolidation within the foundry
sector. Activity continued at a
disappointingly low level until the
end of January but since that 
time we have experienced some
improvement in general demand.
In addition to this there have been
a number of foundry closures
which have benefited our order
books.  However at the same 
time we have experienced very
significant increases in the price of
ferrous raw materials, driven by
rapidly escalating global prices, 
and it has been difficult to 
achieve timely price rises from 
our customers to adequately
compensate for these.
Overall, turnover for the year was
1% higher than in 2003 at
£27.31m. Operating profit was
reduced to £1.007m (£1.373m
previously), largely due to pressure
on margins resulting from the raw
material price rises referred to
above. Profit before tax was
£1.013m compared to £0.908m
previously. Earnings per share were
9.6p (9.0p previously). The Balance
Sheet remains strong with net cash
of £482,000 (£692,000 previously)
at the year end. The Directors 
are recommending an unchanged
final dividend of 8.00p, making 
a total for the year of 11.85p
(2003: 11.85p)
We announced in March our
agreement to purchase certain
assets and the business of Russell
Castings in Leicester. Following
shareholder approval at our EGM
on 2nd April we completed this
transaction, significantly extending
our foundry operations. We are
exploring the synergy opportunities
for Russell Castings with our
existing foundries and are pleased
to be joined by an excellent 
team that will complement our
existing staff.  
For the first time for some while all
of the foundry sites are now
operating at budgeted levels of
volume, although the problem of
rising raw material prices has
continued. We have also seen 
some improvement in demand for
our safety and security products,
albeit of a more modest amount.
Overall we expect to see a return 
to growth in the year ahead aided
by Russells, although as indicated in
the circular posted to shareholders
at the time of the acquisition, some
non-recurring restructuring costs
are anticipated in order to maximise
the opportunities available.
Tom Brown
Chairman
Chairman’s Statement
Annual Report 2004  CHAMBERLIN & HILL Plc 3 Chief Executive’s Review
Results
Turnover in 2003/2004 of £27.3m
was some 1% higher than in the
previous year. The year started 
with activity slightly better than in
the 4th quarter last time.  However,
trading deteriorated to a low point
in the 3rd quarter before some
improvement in demand in the final
period of the year. Better volume in
the foundries was helped by further
consolidation as a result of foundry
closures, in particular the closure 
of Henley Foundry, Halesowen
benefited our order books at both
Walsall and Bloxwich. Also a
feature of the year was the rapid
rise in the price of ferrous scrap 
and metallurgical coke. Monthly
increases in these materials during
the second half and the inevitable
time lag for recovery from
customers had a detrimental effect
on our foundry margins. Overall,
turnover from castings rose from
£18m in the year ended 2003 to
£19m this year.  However, the net
margin fell from 6.1% previously to
4.4% this time. New production
steel also rose significantly in price.
Despite this our light engineering
businesses managed to maintain
their margins, although turnover at
£8.3m was lower than the £9.0m
achieved in 2003.
Within the individual foundries
Walsall was hardest hit by the
material price rises and the difficulty
in recovery, while Bloxwich Foundry
saw a further decline in the demand
for malleable iron tube fittings. We
have introduced considerable new
business both for grey and ductile
iron into Bloxwich Foundry to
change its underlying market
position. Ductile Castings improved
its performance with a significant
increase in sales and better margins
in the year. Although sales fell
slightly at PFP it was pleasing to see
margins recovering, while at Fred
Duncombe a reduction in turnover
led to some decline in the profits
achieved.
Investment
Our major investments in the year
included the purchase of plant and
equipment from the administrators
following the closure of Henley
Foundry. This enhanced our
capacity at Walsall and Bloxwich
and helped to ensure the smooth
transfer of the order book.
On 2 April 2004 we acquired
certain of the assets and the
business of Russell Castings,
Leicester.  Russells is an extremely
well-known foundry with a
turnover of £9.2m in the year
ended March 2004. We are
currently operating the foundry on
its existing site while we evaluate
how to gain maximum benefit from
synergies with our other foundries.
Russells has established a market
position in technical excellence for
austenitic ductile iron (ADI), where
it is a pathfinder in new applications
for this material.
The size range of castings produced
by Russell complements those
within the existing group, providing
us with the opportunity to offer
castings from 0.1Kg up to 6 tonnes
in grey iron, ductile iron, ADI and 
a variety of alloyed iron. There is
considerable opportunity for cross
selling to existing customers.
CHAMBERLIN & HILL Plc  Annual Report 2004 4 5
We acquired 14,000 square feet of
building that we previously rented
contiguous to our existing factory
at Fred Duncombe. We have made
further investments in our range of
high security exit hardware and are
now beginning to see the planned
market opportunities opening up
for these products.
Outlook
Our priority is to improve our
margins at Walsall and Bloxwich
foundries, while increasing volume
in line with market demand.  At
Ductile Castings we are actively
seeking to increase the output of
castings in the weight range 
50 kilos to 300 kilos. We will be
seeking to expand our production
of ADI at Ductile as well as at
Bloxwich and Russells. Overall, we
expect to see growth in volume and
profits in our foundry operations
this year aided by Russells. We
hope to build on the sound
foundations at PFP, to further
improve our margins as well as
extending our range of lighting
products. At Fred Duncombe we
are restructuring and strengthening
our sales activity. We expect further
progress with our security range of
products, and are seeking to lower
cost by finding new sources of
supply throughout our businesses.
For the future we are looking to
build on the foundations we have
put in place this year, improving
volumes and operating margins,
and maximising the opportunities
available to us through Russell
Castings. The year ahead will be
one of consolidation and growth. 
It has been a testing year and 
our excellent team of people have
once again shown their dedication.
I would like to thank them all most
sincerely.
Barrie Williams
Chief Executive
Annual Report 2004  CHAMBERLIN & HILL Plc Report of the Directors
The Directors present their Annual Report and Accounts for the year ended 31 March 2004.
Principal activities
The Group is engaged in ironfounding and light engineering products.
Review of the business
A review of the Group’s activities, its development and future prospects is included in the Chairman’s Statement
and Chief Executive’s Review on pages 3 to 5.
Financial results
The consolidated profit and loss account is shown on page 16.  Group profit after taxation amounted to £707,000
(2003: £658,000).  After dividends the deficit is £164,000 (2003: £213,000).  Movements in Reserves are shown
in Note 19.
Dividends
The Directors recommend the payment of a final dividend of 8.00p per share payable on 30 July 2004 which
together with the interim dividend of 3.85p per share paid on 19 December 2003, totals 11.85p for the year
(2003:11.85p).
Directors
Details of the Directors of the Company are shown below together with their interests in the shares of the
Company. Share options are shown in the Directors’ Remuneration Report on pages 11 to 14.
All Directors held office throughout the year, except Tom Brown who was appointed a Director on 12 September
2003, and became Chairman on 1st March 2004.
Adam Vicary retires from office as Director by rotation and, being eligible, offers himself for re-election. He has a
service agreement which provides for termination by the Company on not less than one year’s notice. John Bather,
having reached the age of 70, retires as a Director and, being eligible, offers himself for re-election. He does not
have a service agreement. 
Tom Brown was appointed by the Board and will seek re-appointment by the shareholders at the Annual General
Meeting.
John Eccles does not intend to seek re-election at the Annual General Meeting.
No Director had a material interest during the year in any significant contract with the Company or any subsidiary
undertaking.
Non-Executive Directors
Tom Brown
Aged 55, he joined the Board in 2003 and was appointed independent Non-Executive Chairman on 1st March
2004. He is also Chairman of Dyson Group plc, and a director of a number of private companies, and was 
previously Chief Executive of Fenner plc and United Industries plc.
John Bather
Aged 70, John Bather has been a Director since 1964.  He was formerly Managing Director and now serves as 
Non-Executive Deputy Chairman.
John Eccles
Aged 73, John Eccles served as Chairman from 1982 until 2004.  He was previously Chairman of Courtaulds 
Textiles plc and a Director of Govett Strategic Investment Trust plc.
Nick Kuenssberg
Aged 61, he was appointed a Director in 1999. He is Chairman of Iomart Group plc, and GAP Group Ltd and
chairman and director of other companies.
CHAMBERLIN & HILL Plc  Annual Report 2004 6 Executive Directors
Barrie Williams
Aged 60, he joined the Company in 1965.  Having spent some years as Works Manager of the Walsall foundry, he
was appointed a Director in 1976, becoming Chief Executive in 1995.
Peter Bell
Aged 53, he joined the Company in 1969 and was appointed Company Secretary in 1987.  He was appointed to
the Board in 1995.
Adam Vicary
Aged 36, he joined the Company in 1988 and was appointed to the Board in September 2001.  Having spent three
years as Managing Director at Ductile Castings Limited, he is now responsible for foundry operations.
Directors’ shareholdings
Beneficial interests of the Directors in the shares of the Company, including those of their families were:-
31 March 2004 31 March 2003
John Eccles 220,750 240,750
John Bather 771,018 771,018
Barrie Williams 50,000 50,000
Peter Bell 18,000 18,000
Nick Kuenssberg 25,000 25,000
Adam Vicary 1,100 1,100
Tom Brown – –
John Bather had a non-beneficial interest in the share capital of the Company at 31 March 2004 of 25,000 shares
(2003: 25,000).  John Eccles had a non-beneficial interest in the share capital of the Company at 31 March 2004
of 35,000 shares (2003: 15,000).  There have been no changes in the interests set out above between 1 April 2004
and 25 May 2004.
Special Business
Directors’ authority to allot shares
Approval will be sought for a special resolution to renew the authority given to the Directors to allot shares in the
Company.  The present authority was granted on 30 July 1999 and under Section 80 of the Companies Act must
be renewed at least every 5 years.  Authority will also be sought from shareholders to allow the Directors to issue
new shares for cash to persons other than to existing members up a maximum nominal amount of £91,761.  This
sum represents 367,044 ordinary shares of 25 pence each, being equivalent to 5% of the issued share capital of
the Company at 25 May 2004.
Both authorities are to be for the period commencing on the date of passing of the Resolution until the earlier of
the conclusion of next Annual General Meeting or 31 October 2005.  The proposed Resolution is set out as item 8
in the Notice of Meeting.
Authority to purchase own shares
At the Annual General Meeting in 2003, the Board was given authority to purchase and cancel up to 730,000 of
its own shares representing 10% of the Company’s then existing issued share capital, through market purchases on
The London Stock Exchange.  The maximum price to be paid on any exercise of the authority was restricted to
105% of the average of the middle market quotation for the shares for the five dealing days immediately preceding
the day of a purchase.  The minimum price which may be paid for each share is 25 pence.  No purchases have been
made.
The current authority to make market purchases expires at the forthcoming Annual General Meeting.  The Directors
have resolved, if the right circumstances exist, to exercise the current authority which remains valid until the Annual
General Meeting, and will continue to consider circumstances in which they may exercise this authority. They are
now seeking the approval of shareholders for the renewal of this authority upon the same terms, save that the
authority is now sought to allow the Company to purchase and cancel up to 730,000 of its own shares, representing
10% of its issued share capital at 25th May 2004.  The authority is sought by way of a special resolution, details
of which are also included in the notice of the meeting as item 9 in the Notice of Meeting.  This authority will only
be exercised if the Directors, in the light of market conditions prevailing at the time, expect it to result in an increase
in earnings per share, and if it is in the best interests of the shareholders generally.  Account will also be taken of
the effect on gearing and the overall position of the Company.
Report of the Directors
Annual Report 2004  CHAMBERLIN & HILL Plc 7 Report of the Directors
Substantial shareholders
At 25 May 2004 the Company is aware of the following interests of 3% or more of the Company’s share capital:
Number of % of Issued 
shares Share Capital
Rights and Issues Investment Trust PLC 1,000,000 13.63
Mrs. A. C. Thorburn 640,000 8.72
Schroder Institutional UK Smaller Companies Fund 571,889 7.79
Discretionary Unit Fund 500,000 6.81
Perfecta Assets Ltd 270,000 3.68
Mr. M. E Love & Mrs. J. M. Love 263,158 3.58
Statement of Directors’ responsibilities
The Directors are required by law to prepare financial statements for each year which give a true and fair view of
the state of affairs of the Company and of the Group as at the end of the financial year and of the profit or loss for
the year and comply with the Companies Act 1985.  They are responsible for maintaining adequate accounting
records, for safeguarding the assets of the Company and of the Group and for taking reasonable steps to prevent
and detect fraud and other irregularities.
The Directors confirm that applicable accounting standards have been followed and that suitable accounting
policies have been consistently applied and that reasonable and prudent judgements and estimates have been used
in the preparation of the financial statements which have been prepared on a going concern basis.
Charitable and political donations
Donations to UK charitable organisations amount to £1,000 (2003: £950).   There were no political donations.
Employee involvement
Arrangements which existed in the year under review and for many years past for the involvement of employees
have included management/employee briefings, union meetings and health and safety committees.
Policy on payments to creditors
The Group has a variety of payment terms with its suppliers.  These are either negotiated along with other contract
terms or conform to standard terms applied either by the relevant Group Company or by the supplier. In respect of
all its suppliers it is the Group’s policy to settle the terms of payment when entering a business relationship with a
supplier, to ensure suppliers are aware of the terms of payment, and to abide by the terms of payment.
The Group’s average creditor payment period at 31 March 2004 was 50 days (2003: 50 days) and that of the
Company was 46 days (2003: 47 days).
Employment of disabled people
The Group support the employment of disabled people wherever possible, through recruitment and by retention of
those who become disabled during their employment.  It is Group policy that disabled people should, as far as
possible, have identical training, career development and promotion to those who do not suffer from disabilities.
Research and Development
The Group’s research and development activities in the year are referred to in the Chief Executive’s Review.
Post balance sheet event
As referred to in the Chairman’s Statement, the Group acquired the business and assets of Russell Castings on 
2 April 2004.
Auditors
Heathcote & Coleman have indicated their willingness to continue in office, and a resolution proposing their re-
appointment as auditors and to authorise the directors to determine their remuneration will be proposed at the
forthcoming Annual General Meeting.
By order of the Board
Peter Bell
Secretary
26 May 2004
CHAMBERLIN & HILL Plc  Annual Report 2004 8 Principles of good governance
The Company is committed to high standards of corporate governance and has applied the principles set out in
Section 1 of the Combined Code (the “Code”) as set out below and in the report of the Remuneration Committee.
The Group complied with all of the provisions set out in Section 1 of the Combined Code on Corporate Governance
except in the case of two Executive Directors where the notice periods in their service agreements exceed 
12 months as explained in the Directors’ Remuneration Report.
(a) The Board
The Board currently comprises a Non-Executive chairman, three other Non-Executive Directors and three
Executive Directors.  The Directors (including Non-Executive Directors) have a range of experience and are of
sufficient calibre to bring independent judgement to bear on issues of strategy, performance, resources and
standards of conduct which is vital to the success of the Company.  The Board meets at least eight times a
year and additionally when necessary.  At each scheduled meeting of the Board, the Chief Executive reports
on the Company’s operations and the Finance Director reports on the financial position of the Company.  To
enable the Board to discharge its duties, all Directors receive appropriate and timely information.  Briefing
papers are distributed by the Company Secretary to all Directors in advance of Board meetings.  In addition
the Board has adopted standard procedures and practices whereby significant issues affecting the Company
are reviewed on a regular basis.  Nick Kuenssberg is the senior independent Non-Executive Director and Tom
Brown is also regarded as an independent Non-Executive Director.
If appropriate, all Directors have the authority to take independent legal advice and have direct access to the
Company Secretary.
(b) Chairman and Chief Executive
The Chairman of the Company is a Non-Executive Director who is responsible for the running of the Board.
The Board is responsible to shareholders for the overall direction and control of the Company, and the Chief
Executive is responsible to the Board for management of the Company within parameters set by the Board.
(c) Service Contracts
See page 12 in the Directors’ Remuneration Report.
(d) Supply of information
The Board is satisfied that it is provided with information in an appropriate form and quality to enable it to
discharge its duties.
(e) Appointments to the Board
The Board as a whole acts as the Nomination Committee for the purpose of considering new Board
appointments.
(f) Re-election
All Directors submit themselves for re-election at least once every three years.
(g) Directors’ Remuneration
The statement of the Company’s policy on Executive Directors’ Remuneration and details of Directors’
Emoluments are contained on pages 11 to 14.
(h) Relations with Shareholders
Members of the Board hold meetings from time to time with major shareholders to discuss the Company’s
strategy and financial performance.
The Board uses the Annual General Meeting to communicate with private and institutional investors and
welcomes their participation.
(i) Audit Committee
The Audit Committee, which consists of three Non-Executive Directors - Nick Kuenssberg (Chairman), 
Tom Brown and John Bather, meets at least twice a year with the external auditors in attendance when
required. It assists the Board in ensuring that appropriate accounting policies, financial systems, internal
controls and compliance procedures are in place.
Corporate Governance
Annual Report 2004  CHAMBERLIN & HILL Plc 9 Corporate Governance
(j) Remuneration Committee
The Remuneration Committee comprises three Non-Executive Directors. Further details are shown in the
Directors’ Remuneration Report.
(k) Annual General Meeting
All Directors attend the Annual General Meeting and are available to answer questions put to them by
shareholders.
(l) Internal Control
The Board is responsible for the Group’s system of internal control and for reviewing its effectiveness in
accordance with the guidance set out in “Internal Control: Guidance for Directors on the Combined Code”
(the Turnbull Guidance).  However, such a system is designed to manage rather than eliminate the risk of
failure to achieve business objectives and can provide only reasonable and not absolute assurance against
material misstatement or loss.
The Code has a requirement that the Directors review the effectiveness of the Group’s system of internal
controls.  This includes internal financial controls and controls over financial, operational, compliance and risk
management.  The Board confirm that regular reviews were carried out and there was full compliance
throughout the year.  The Board confirms that there is an ongoing process for identifying, evaluating and
managing the significant risks affecting the Group and its business and the financial implications of these risks.
Procedures are in place to monitor and manage such risks.  The Group operates a risk management process
whereby each business identifies its key risks, the probability of those risks occurring, their potential impact,
and action needed to manage them.
The Group has established procedures for planning and budgeting and monitoring the operational and
financial performance of all businesses in the Group, as well as their compliance with applicable laws and
regulations.  These procedures include:
 Clear responsibilities on the part of line and financial management for good financial controls in the
production of accurate and timely financial management information.
 The control of key financial risks through clearly laid down authorisation levels and proper segregation
of accounting duties.
 Detailed monthly budgeting and reporting of trading results, balance sheets and cash flows with regular
reviews of variances from budgets by management and the Board.
 Reporting on compliance with the internal financial controls and procedures by the Group Finance
Director and at the year end by external auditors.  Interim and Annual Reports are reviewed by the
Audit Committee prior to issue.
The Board has undertaken an assessment of the need for a Group internal audit function.  The Board considers
that the control systems and procedures undertaken by the Group are adequately performed by the
management and therefore does not currently propose to introduce a Group internal audit function, but will
keep it under review.
(m) Going Concern
After making appropriate enquiries, the Directors consider that the Group has adequate resources to continue
in operation for the foreseeable future.  In forming this view the Directors have reviewed budgets and other
financial information.  For this reason, they continue to adopt the “Going Concern” basis in preparing the
accounts.
By order of the Board
Peter Bell
Secretary
26 May 2004
CHAMBERLIN & HILL Plc  Annual Report 2004 10 Remuneration Committee
The Remuneration Committee comprises three Non-Executive Directors – Tom Brown, Chairman, Nick Kuenssberg
and John Bather. The Committee meets when necessary and is responsible for determining the remuneration policy
and packages of the Executive Directors and of the Chairman.
Policy on remuneration of Executive Directors and Senior Executives
The Committee aims to ensure that remuneration packages offered are designed to attract, maintain and motivate
high calibre Directors and senior executives. The remuneration policy attempts to match the interests of the
executives with those of shareholders by providing:-
(a) Basic salary and benefits
Executive Directors’ basic salaries are reviewed each year, taking into account the performance of the
individual and rates of salary for similar jobs in companies of comparable size. The main benefits provided are
a company car and health insurance.
The Company operates defined benefit and defined contribution pension schemes for the majority of its
employees, including Executive Directors. No performance related bonuses nor benefits in kind are included
in pensionable salary.
(b) Annual performance related bonus scheme
Barrie Williams and Peter Bell received annual bonus payments dependent on improvement in earnings per
share and the end of year cash position. The maximum amount of bonus payable is 60% of their basic salary.
Adam Vicary received an annual bonus payment dependent on both annual profit targets and on the
improvement in earnings per share and the end of year cash position. The maximum amount payable is 60% of
his basic salary. 
(c) Share options
An incentive to achieve longer-term improvements in shareholder value is afforded through share options. An
Approved Scheme and an Unapproved Scheme for Senior Executives were established in 1997. 
Option grants are exercisable only upon the achievement of performance targets to be determined by the
Committee when options are granted. Currently performance targets are that growth in the normalised
earnings per share over a period of three consecutive financial years of the company (commencing no earlier
than the financial year in which the option is granted) shall exceed the growth in the Retail Prices Index for
the same period by at least 6%.
Performance Graph
The following graph shows the Company’s performance compared to the performance of the FTSE engineering and
machinery index over a five year period, measured by total shareholder return. This index has been selected as an
appropriate benchmark because it represents the market sector in which the Company operates.
Total shareholder return is calculated to show the theoretical growth in the value of a shareholding over a specified
period, assuming that dividends are re-invested to purchase additional shares.
Directors’ Remuneration Report
Annual Report 2004  CHAMBERLIN & HILL Plc 11
40 
60 
80 
100 
120 
140 
160 
180 
FTSE Engineering & Machinery Index Chamberlin & Hill
1999/00 2000/01 2001/02 2002/03 2003/04
Value £ Directors’ Remuneration Report
Service contracts
Barrie Williams and Peter Bell have written service contracts dated 25 April 1996 containing provision for
termination on giving 2 years notice. This does not comply with Provision B.1.7 of the Combined Code which states
that there is a strong case that notice periods should be one year or less. The Board however notes that these
agreements were freely negotiated at a time when 2 year notice periods were not in breach of any stated principles
of corporate governance, and believe it would be inappropriate to seek now to remove such terms for the following
reasons:
 On 2 September 2003 Peter Bell gave notice to terminate his employment with the company on 
27 September 2005. His un-expired notice period is therefore now approximately 16 months.
 Barrie Williams’ contract terminates on his normal retirement date of 20 September 2006. Therefore
with effect from September this year the notice period will progressively reduce from its current level of
2 years.
All new executive directors are expected to have rolling service contracts terminable on no more than 1 year’s
notice. Adam Vicary has a rolling 1 year contract dated 28 June 1999.
Non-Executive Directors
Remuneration of the Non-Executive Directors, apart from the Chairman, is approved from time to time by the
Chairman and the Executive Directors.
Tom Brown has entered into a letter of engagement with the Company, and Tom Brown & Company Limited has
entered into a service agreement with the Company both dated 12 September 2003.  The terms of the letter state
that the term of his appointment by the Company will be three years unless terminated by either party giving 
to the other three months notice or one year in the event of a change in control of the Company. The other 
non-Executive Directors do not have formal contracts.
Directors’ remuneration and pension entitlements
The auditors have reported on the information contained in this section of the report.
Directors’ emoluments
Total emoluments
excluding pensions
Basic Annual
salary Fees Benefits bonus 2004 2003
£000 £000 £000 £000 £000 £000
Executive
Barrie Williams 117 – 21 6 144 150
Peter Bell 89 – 9 5 103 107
Adam Vicary 67 – 13 48479
Non-Executive
Tom Brown (from 12 Sept. 2003) – 14* –– 14 –
John Eccles – 30 4 – 34 33
John Bather – 18 2 – 20 20
Nick Kuenssberg – 21* –– 21 18
Total 273 83 49 15 420 407
Total 2002/2003 260 66 47 34 407
*Includes consultancy fees in respect of services provided to the Company.
Benefits include all assessable tax benefits arising from employment by the Company, and relate mainly to the
provision of company cars.
CHAMBERLIN & HILL Plc  Annual Report 2004 12 The figures above represent emoluments earned as Directors during the relevant financial year. Such emoluments
are paid in the same financial year with the exception of bonuses which are paid in the year following that in which
they are earned.
Directors’ pensions
Retirement benefits accrue to three Directors under the Chamberlin & Hill Staff Pension and Life Assurance Scheme
which is a defined benefit scheme:-
Increase
Change in in transfer
Change in accrued Accrued value 
Age Accrued accrued benefit benefit at Transfer Directors’ net of Transfer
at benefit at benefit due to 31 March value at contribu- directors’ value at
year 31 March due to other 2004 31 March tions contribu- 31 March
end 2003 inflation factors (Note 1) 2003 (note 2) tions 2004
£000 £000 £000 £000 £000 £000 £000 £000
Barrie Williams 60 69 2 2 73 949 9 81 1039
Peter Bell 53 47 1 2 50 434 7 52 493
Adam Vicary 36 9 – 11037 4 445
Notes:-
1. The pension entitlement shown is that paid annually at normal retirement age of 63, based on service to
31 March 2004.
2. These relate to the contributions paid or payable in the year by the Directors under the terms of the scheme.
3. All transfer values have been calculated on the basis of actuarial advice in accordance with Actuarial Guidance
Note GN11 on the assumption that all Directors will retire at 63. The transfer values disclosed above do not
represent a sum paid or payable to the individual director. Instead they represent a potential liability of the
pension scheme.
Additional information:-
(a) On death before retirement, in addition to life assurance benefits, a lump sum is payable equal to the Director’s
accumulated contributions together with a spouse’s pension of 50% of the Director’s expected pension. On
death after retirement, a spouse’s pension is payable of 55% of the Director’s pension at the date of death.
(b) The early retirement equivalent of the accrued pension can be taken from age 50, with the consent of the
Company.
(c) Pension increases will be in line with statutory requirements and the ordinary provisions of the scheme before
and after retirement.
(d) There are no discretionary benefits.
Directors’ Remuneration Report
Annual Report 2004  CHAMBERLIN & HILL Plc 13 Directors’ Remuneration Report
Directors’ options
Exercised 
31 March Granted during 31 March Option 
2004 in year year 2003 price Exercisable between
Barrie Williams 26,250 –– 26,250 160p 10.09.2000-09.09.2004
30,000 –– 30,000 185p 16.11.2003-15.11.2007
10,000 –– 10,000 157.5p 01.08.2005-31.07.2009
Peter Bell 18,750 –– 18,750 160p 10.09.2000-09.09.2007
16,250 –– 16,250 160p 10.09.2000-09.09.2004
25,000 –– 25,000 185p 16.11.2003-15.11.2007
8,000 –– 8,000 157.5p 01.08.2005-31.07.2009
Adam Vicary 16,000 –– 16,000 185p 16.11.2003-15.11.2010
4,000 –– 4,000 185p 16.11.2003-15.11.2007
8,000 –– 8,000 157.5p 01.08.2005-31.07.2009
162,250 –– 162,250
Option grants are exercisable only upon the achievement of the performance targets explained on page 11.
No consideration is payable for the grant of an option which is exercisable at a price to be determined by the
Committee at the time when the option is granted. This price may not be less than the greater of the market price
on the day on which the option is granted and the nominal value of an ordinary share.
During the year no share options were granted to Directors. None were exercised and none lapsed. There have
been no changes in the interests set out above between 1 April 2004 and 25 May 2004.
Gains made by Directors on the exercise of share options amounted to £nil (2003: £nil).
The mid-market price of the shares at 31 March 2004 was 177.5p and ranged between 177.5p and 132.5p during
the year.
On behalf of the Board.
Tom Brown
(Chairman, Remuneration Committee)
26 May 2004
CHAMBERLIN & HILL Plc  Annual Report 2004 14 We have audited the financial statements on pages 16 to 33. We have also audited the information in the Directors’
Remuneration Report that is described as having been audited. This report is made solely to the Company’s
members, as a body, in accordance with Section 235 of the Companies Act 1985. Our audit work has been
undertaken so that we might state to the Company’s members those matters we are required to state to them in
an auditors’ report and for no other purpose.  To the fullest extent permitted by law, we do not accept or assume
responsibility to anyone other than the Company and the Company’s members as a body for our audit work, for
this report, or for the opinions we have formed.
Respective responsibilities of Directors and Auditors
The Directors are responsible for preparing the Annual Report and the Directors’ Remuneration Report. As
described on page 8 this includes responsibility for preparing the financial statements in accordance with applicable
United Kingdom law and accounting standards.  Our responsibilities, as independent auditors, are established in the
United Kingdom by statute, the Auditing Practices Board, the Listing Rules of the Financial Services Authority and
by our profession’s ethical guidance.
We report to you our opinion as to whether the financial statements give a true and fair view and whether the
financial statements and the part of the Directors’ Remuneration Report to be audited are properly prepared in
accordance with the Companies Act 1985. We also report to you if, in our opinion, the Directors’ Report is not
consistent with the financial statements, if the Company has not kept proper accounting records, if we have not
received all the information and explanations we require for our audit, or if information specified by law regarding
Directors’ remuneration and transactions with the Group is not disclosed.
We review whether the statement on pages 9 and 10 reflects the Company’s compliance with the seven provisions
of the Combined Code specified for our review by the Listing Rules, and we report if it does not. We are not
required to consider whether the Board’s statements on internal control cover all risks and controls, or to form an
opinion on the effectiveness of the Group’s corporate governance procedures, or its risk and control procedures.
We read the other information contained in the Annual Report, including the Corporate Governance statement and
the unaudited part of the Directors’ Remuneration Report, and consider whether it is consistent with the audited
financial statements. We consider the implications for our report if we become aware of any apparent
misstatements or material inconsistencies with the financial statements.
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 and the part of the Directors’ Remuneration Report to be audited.  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 Group’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
and the part of the Directors’ Remuneration Report to be audited 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 and the part of the Directors’ Remuneration Report to be
audited.
Opinion
In our opinion:
 The financial statements give a true and fair view of the state of affairs of the Company and the Group as at
31 March 2004 and of the profit of the Group for the year then ended; and
 The financial statements and the part of the Directors’ Remuneration Report to be audited have been properly
prepared in accordance with the Companies Act 1985.
Heathcote & Coleman
Chartered Accountants and Registered Auditor
Birmingham
26 May 2004
Independent Auditors’ Report
to the members of Chamberlin & Hill plc
Annual Report 2004  CHAMBERLIN & HILL Plc 15 Consolidated Profit and Loss Account
for the year ended 31 March 2004
Notes 2004 2003
£000 £000
Turnover 2 27,311 27,027
Cost of sales (22,526) (21,978)
Gross profit 4,785 5,049
Other operating expenses 3 (3,778) (3,676)
Operating profit 1,007 1,373
Exceptional item - restructuring costs – (451)
Profit before interest and taxation 1,007 922
Interest receivable 5 6 (14)
Profit on ordinary activities before taxation 6 1,013 908
Taxation 7 (306) (250)
Profit on ordinary activities after taxation 707 658
Dividends 8 (871) (871)
Transfer to reserves 19 (164) (213)
Earnings per share: basic 10 9.6p 9.0p
adjusted 10 9.6p 13.3p
diluted 10 9.6p 9.0p
Dividend per share 11.85p 11.85p
Dividend cover 0.81 0.76
All items dealt with in arriving at the trading profit for both 2004 and 2003 relate to continuing activities.
The group has no material recognised gains or losses other than the profit for the year as disclosed.
CHAMBERLIN & HILL Plc  Annual Report 2004 16 Notes 2004 2003
£000 £000 £000 £000
Fixed assets
Tangible assets 11 8,770 9,045
Intangible assets 12 201 215
8,971 9,260
Current assets
Stocks 13 3,496 3,282
Debtors 14 6,656 5,623
Cash at bank and in hand 482 692
10,634 9,597
Creditors: amounts falling due 
within one year 15 (5,389) (4,449)
Net current assets 5,245 5,148
Total assets less current liabilities 14,216 14,408
Provisions 17 (734) (762)
Net assets 13,482 13,646
Capital and reserves
Called up share capital 18 1,835 1,835
Share premium account 19 718 718
Capital redemption reserve 19 109 109
Revaluation reserve 19 583 591
Profit and loss account 19 10,237 10,393
Equity shareholders’ funds 13,482 13,646
Tom Brown
Peter Bell
}
Directors
The Accounts were approved by the Board of Directors on 26 May 2004
Consolidated Balance Sheet
at 31 March 2004
Annual Report 2004  CHAMBERLIN & HILL Plc 17 Parent Company Balance Sheet
at 31 March 2004
Notes 2004 2003
£000 £000 £000 £000
Fixed assets
Tangible assets 11 5,012 5,506
Investments 21 7,159 7,159
12,171 12,665
Current assets
Stocks 13 1,038 1,090
Debtors 14 4,338 3,980
Cash at bank and in hand 1 357
5,377 5,427
Creditors: amounts falling due
within one year 15 (4,177) (3,627)
Net current assets 1,200 1,800
Total assets less current liabilities 13,371 14,465
Creditors: amounts falling due
after more than one year 16 (120) (120)
Provisions 17 (594) (647)
Net assets 12,657 13,698
Capital and reserves
Called up share capital 18 1,835 1,835
Share premium account 19 718 718
Capital redemption reserve 19 109 109
Revaluation reserve 19 583 591
Profit and loss account 19 9,412 10,445
Equity shareholders’ funds 12,657 13,698
Tom Brown
Peter Bell
}
Directors
The Accounts were approved by the Board of Directors on 26 May 2004
CHAMBERLIN & HILL Plc  Annual Report 2004 18 Notes 2004 2003
£000 £000 £000 £000
Net cash inflow from operating activities 2,001 3,218
Return on investments and 
servicing of finance
Interest paid (8) (24)
Interest received 14 10
Net cash inflow from returns on 
investments and servicing of finance 6 (14)
Taxation
UK tax paid (247) (679)
Capital expenditure and financial investment
Purchase of fixed assets (1,147) (1,710)
Sale of fixed assets 49 91
Net cash outflow from capital expenditure
and financial investment (1,098) (1,619)
Equity dividends paid (871) (870)
Net cash flow before financing (209) 36
Financing
Issue of shares (including premium) – 30
Net cash inflow from financing – 30
(Decrease)/Increase in cash and bank balances 25 (209) 66
Reconciliation of operating profit to
net cashflow from operating activities
Operating profit 1,007 1,373
Exceptional item – restructuring costs – (451)
Depreciation 1,391 1,556
Profit on disposal (4) (76)
Government grants credited (3) (5)
(Increase)/Decrease in stocks (214) 80
(Increase)/Decrease in debtors (1,033) 1,011
Increase/(Decrease) in creditors 857 (270)
2,001 3,218
There were no activities which would fall under the heading of “management of liquid resources” during the year.
Consolidated Cash Flow Statement
for the year ended 31 March 2004
Annual Report 2004  CHAMBERLIN & HILL Plc 19 Notes to the Accounts
1. ACCOUNTING POLICIES
Basis of accounting and consolidation
The accounts have been prepared in accordance with applicable United Kingdom Accounting Standards and
under the historical cost convention. Certain assets included at revalued amounts, prior to the implementation
of FRS 15 “Tangible Fixed Assets” continue to be carried at those revalued amounts less depreciation. The
last valuation was carried out in 1980.  The principal accounting policies have been applied consistently. The
consolidated accounts incorporate the accounts of Chamberlin & Hill plc and subsidiary undertakings made
up to 31 March 2004. As provided by Section 230 of the Companies Act 1985 no separate profit and loss
account is included for the Parent Company.  
Turnover
Turnover is the total amount receivable for goods and services supplied to external customers of the Group
and excludes value added tax.
Depreciation
Depreciation is calculated on a straight-line basis to write off the cost of each asset over its estimated useful
life. The principal rates used were as follows:-
Freehold buildings 2%
Plant and machinery general plant 10%-20%
fixtures and fittings 10%-33%
patterns and tools 20%-50%
Motor vehicles 20%-33%
Freehold land is not depreciated.
Leasehold Buildings are depreciated over a period not longer than the unexpired period of the lease.
Stock and work in progress
Stock is stated at the lower of cost and net realisable value. In the case of work in progress and finished goods,
cost consists of selling price less appropriate deductions for margin and stage of production reached, such
basis being consistent with that of previous years.
Deferred taxation
Provision is made under the liability method to take account of timing differences between the treatment 
of certain items for accounts purposes and their treatment for tax purposes, except any liability arising on 
a taxable gain which has been “rolled over”. Deferred tax liabilities are not discounted. 
Pensions
Pension schemes are operated by the Company and subsidiary undertakings employing the majority of 
Group employees. Contributions to the schemes are charged to the profit and loss account so as to spread
the expected cost of pensions, calculated in accordance with actuarial advice, on a systematic basis over
employees’ working lives.
Leased assets
Assets acquired under finance leases have been recorded in the balance sheet as fixed tangible assets at their
equivalent capital value and are depreciated over the expected useful life of the asset. The corresponding
liability has been recorded as a creditor and the interest element of the lease payments is charged to the 
profit and loss account over the period of the lease. Operating lease rentals are charged to the profit and 
loss account as incurred.
CHAMBERLIN & HILL Plc  Annual Report 2004 20 1. ACCOUNTING POLICIES (continued)
Government grants
Capital based grants are credited to a deferred income account and released to the profit and loss account
over the useful life of the assets to which they relate. Revenue based grants are credited to the profit and loss
account in the year in which they are receivable.
Financial Instruments
All short-term debtors and creditors are excluded from the disclosures of FRS 13 “Derivatives and other
financial instruments” other than currency risk disclosures. The Group uses foreign currency bank accounts
for hedging purposes in line with its risk management policy and no trading in financial instruments is
undertaken.
Foreign exchange
Transactions denominated in foreign currencies are translated into sterling and recorded at the rate of
exchange ruling at the date of the transaction. Balances at the year end denominated in a foreign currency
are translated into sterling at the rate of exchange ruling at the balance sheet date.
Goodwill
Purchased goodwill prior to 31 March 1998, representing the difference between the consideration and the
fair value of net assets acquired, was immediately set off against reserves. On disposal of businesses, goodwill
previously written off under this policy is written back through the profit and loss account. Goodwill
previously eliminated against reserves has not been reinstated on implementation of FRS10.  Positive goodwill
arising on acquisitions since 31 March 1998 is capitalised and amortised on a straight line basis over its useful
economic life up to a presumed maximum of 20 years. It is reviewed for impairment at the end of the first
full financial year following the acquisition and in other periods if events or changes in circumstances indicate
that the carrying value may not be recoverable.
Research and Development
Expenditure on research and development is written off in the year in which it is incurred.
Notes to the Accounts
Annual Report 2004  CHAMBERLIN & HILL Plc 21 Notes to the Accounts
2 SEGMENTAL ANALYSIS
(i)  By class of business
Ironfounding Light Engineering Total
2004 2003 2004 2003 2004 2003
£000 £000 £000 £000 £000 £000
Turnover
Total sales 19,075 18,167 8,315 9,003 27,390 27,170
Inter-segment sales (79) (143) – – (79) (143)
Sales to third parties 18,996 18,024 8,315 9,003 27,311 27,027
Profit
Trading profit 833 1,094 684 744 1,517 1,838
Common costs (510) (465)
1,007 1,373
Exceptional item – (451)
Net interest receivable/(payable) 6 (14)
Group profit before taxation 1,013 908
Net assets
Segmental net assets 10,005 10,188 4,271 3,983 14,276 14,171
Unallocated assets 
and borrowings (794) (525)
Total net assets 13,482 13,646
(ii)  By geographical destination
2004 2003
Turnover £000 £000
United Kingdom 22,574 22,406
Europe 3,797 3,421
Other countries 940 1,200
27,311 27,027
3 OTHER OPERATING EXPENSES
2004 2003
£000 £000
Distribution costs 734 704
Administration and selling expenses 3,044 2,972
3,778 3,676
CHAMBERLIN & HILL Plc  Annual Report 2004 22 4 STAFF NUMBERS AND COSTS
The average number of people employed by the Group during the year was:
2004 2003
Management and administration 77 76
Production 355 392
Total employees 432 468
The aggregate employment costs of these employees excluding redundancy costs of £23,000 
(2003: £316,000) were as follows:-
2004 2003
£000 £000
Wages and salaries 8,672 8,652
Social security costs 822 750
Other pension costs 454 440
9,948 9,842
Details of Directors‘ remuneration, share options and pension entitlements are included within the Directors‘
Remuneration Report on pages 11 to 14.
5 INTEREST RECEIVABLE/(PAYABLE)
2004 2003
£000 £000
Bank interest receivable 14 10
Bank overdraft interest payable (8) (24)
6 (14)
6 PROFIT ON ORDINARY ACTIVITIES BEFORE TAXATION
2004 2003
£000 £000
This is stated after charging:
Profit on disposal of fixed assets (4) (76)
Depreciation of owned assets 1,377 1,542
Amortisation of Goodwill 14 14
Auditors‘ remuneration (Company £12,000 (2003: £12,000)) 31 30
Research and Development expenditure 120 93
Rentals under operating leases: 
Hire of plant and equipment 7 33
Other 96 139
In addition to the above, the auditors received £30,000 (2003: £30,000 as restated) in the year for other
services.
Notes to the Accounts
Annual Report 2004  CHAMBERLIN & HILL Plc 23 Notes to the Accounts
7 TAXATION
2004 2003
Current tax: £000 £000
U.K. Corporation tax at 30% (2003: 30%)
based on taxable profit for the year 346 311
Prior year adjustment (12) (33)
334 278
Deferred Taxation:
Movement in the year (28) (28)
306 250
Reconciliation of current tax charge
Profit on ordinary activities before tax 1,013 908
Corporation tax at standard rate of 30% (2003: 30%) on profit before tax 304 273
Adjusted by the effects of:-
Expenses not deductible for tax purposes 5 10
Depreciation in excess of capital allowances 28 28
Other movements (3) (33)
334 278
8 DIVIDENDS
2004 2003
£000 £000
Paid:
Interim dividend of 3.85p per share (2003: 3.85p) 284 284
Proposed:
Final dividend of 8.00p per share (2003: 8.00p) 587 587
871 871
9 TRANSFER TO RESERVES
The loss dealt with in the accounts of the parent company was £(1,041,000) (2003: £1,583,000 profit). 
The comparative figure was after the receipt of a dividend of £2,500,000 from a subsidiary company.
10 EARNINGS PER SHARE
The calculation of earnings per share is based on the profit attributable to shareholders and the weighted
average number of ordinary shares in issue. In calculating the diluted earnings per share, adjustment has been
made for the dilutive effect of outstanding share options. Earnings per share, excluding exceptional items of
£nil (2003: £316,000) net of tax has also been disclosed as the Directors believe this allows an assessment of
the underlying trading performance of the Group.
2004 2003
£000 £000
Earnings for pre exceptional earnings per share 707 974
Exceptional item – (451)
Taxation effect of exceptional item – 135
Earnings for basic and diluted earnings per share 707 658
CHAMBERLIN & HILL Plc  Annual Report 2004 24 10 EARNINGS PER SHARE (continued) 2004 2003
000 000
Weighted average number of ordinary shares 7,341 7,336
Adjustment to reflect shares under options – 13
Weighted average number of ordinary shares - fully diluted 7,341 7,349
11 TANGIBLE FIXED ASSETS
Land and Plant and Motor
Group Total buildings machinery vehicles
£000 £000 £000 £000
Cost or valuation
At 1 April 2003 27,164 4,486 22,043 635 
Additions 1,147 442 560 145 
Disposals (521) – (300) (221)
At 31 March 2004 27,790 4,928 22,303 559 
At cost 26,448 3,586 22,303 559 
At valuation 1980 1,342 1,342 ––
27,790 4,928 22,303 559 
Depreciation
At 1 April 2003 18,119 1,104 16,627 388 
Charge for year 1,377 96 1,184 97 
Disposals (476) – (300) (176)
At 31 March 2004 19,020 1,200 17,511 309 
Net book value
At 31 March 2004 8,770 3,728 4,792 250 
At 31 March 2003 9,045 3,382 5,416 247 
Net book value of land and buildings comprises:- 2004 2003
£000 £000
Freehold 3,663 3,304
Short leasehold 65 78
3,728 3,382
Land and Plant and Motor
Company Total buildings machinery vehicles
£000 £000 £000 £000
Cost or valuation
At 1 April 2003 17,327 2,512 14,497 318 
Additions 394 – 262 132 
Additions from subsidiary undertakings 28 –– 28
Disposals  (221) – (70) (151)
At 31 March 2004 17,528 2,512 14,689 327
At cost 16,186 1,170 14,689 327 
At valuation 1980 1,342 1,342 ––
17,528 2,512 14,689 327 
Notes to the Accounts
Annual Report 2004  CHAMBERLIN & HILL Plc 25 Notes to the Accounts
11 TANGIBLE FIXED ASSETS (continued)
Land and Plant and Motor
Company Total buildings machinery vehicles
£000 £000 £000 £000
Depreciation
At 1 April 2003 11,821 750 10,857 214 
Acquired from subsidiary undertaking 15 –– 15
Charge for year 874 45 773 56 
Disposals (194) – (70) (124)
At 31 March 2004 12,516 795 11,560 161
Net book value
At 31 March 2004 5,012 1,717 3,129 166
At 31 March 2003 5,506 1,762 3,640 104 
Group Company
£000 £000
Freehold land included above not subject to depreciation amounted to: 708 408 
The amount of freehold land and buildings determined according to the historical cost accounting rules is 
as follows:
Group Company
2004 2003 2004 2003
£000 £000 £000 £000
Cost 4,231 3,789 1,775 1,775
Depreciation (1,099) (1,011) (721) (684)
Net book value 3,132 2,778 1,054 1,091
12 INTANGIBLE FIXED ASSETS - GOODWILL
Total
£000
Cost
At 1 April 2003 and 31 March 2004 271
Amortisation
At 1 April 2003 56
Charge for year 14
At 31 March 2004 70
Net Book Value
At 31 March 2004 201
At 31 March 2003 215
CHAMBERLIN & HILL Plc  Annual Report 2004 26 13 STOCKS
Group Company
2004 2003 2004 2003
£000 £000 £000 £000
Raw materials 1,224 1,077 198 146
Work in progress 637 594 204 267
Finished goods 1,635 1,611 636 677
3,496 3,282 1,038 1,090
14 DEBTORS
Group Company
2004 2003 2004 2003
£000 £000 £000 £000
Due within one year
Trade debtors 6,359 5,475 3,468 2,550
Other debtors 17 2 1 –
Prepayments 280 146 145 55
Amounts due from subsidiary undertakings – – 724 1,375
6,656 5,623 4,338 3,980
15 CREDITORS
Group Company
2004 2003 2004 2003
£000 £000 £000 £000
Amounts falling due within one year
Bank overdraft (repayable on demand) – – 262 –
Trade creditors 3,235 2,679 1,679 1,176
Corporation tax 194 107 44 16
Other taxation and social security 546 448 248 188
Other creditors 148 132 108 104
Accruals 679 496 400 254
Proposed dividend 587 587 587 587
Amounts owed to subsidiary undertakings – – 849 1,302
5,389 4,449 4,177 3,627
16 CREDITORS
Group Company
2004 2003 2004 2003
£000 £000 £000 £000
Amounts falling due after more than one year
Amounts owed to subsidiary undertakings – – 120 120
The amount owed by the Company to non-trading subsidiary undertakings is a non-interest bearing loan, and
is repayable in more than five years.
Notes to the Accounts
Annual Report 2004  CHAMBERLIN & HILL Plc 27 Notes to the Accounts
17 PROVISION FOR LIABILITIES AND CHARGES
Deferred taxation
Group Company
2004 2003 2004 2003
Movement in deferred taxation during the year £000 £000 £000 £000
Balance brought forward 762 790 647 678
(Credit) for the year (28) (28) (53) (31)
734 762 594 647
2004 2003
Amount not Amount Amount not Amount
provided provided provided provided
£000 £000 £000 £000
Group
Capital allowances – 734 – 762
Capital gains 475 – 475 –
475 734 475 762
Company
Capital allowances – 594 – 647
Capital gains 392 – 392 –
392 594 392 647
No provision has been made for deferred tax on the surplus on revaluation of land and buildings as it is
anticipated that such potential liabilities will be deferred indefinitely.
18 SHARE CAPITAL
2004 2003
£000 £000
Authorised
9,000,000 (2003: 9,000,000) Ordinary shares of 25p 2,250 2,250
Allotted, called up and fully paid 
7,340,908 (2003: 7,340,908) Ordinary shares of 25p 1,835 1,835
During the year no shares were issued under the executive share option schemes. During the previous 
year 18,750 shares were issued. No share options lapsed (2003: 28,500) and no options were granted 
(2003: 44,000).
Options outstanding at 31 March 2004 were:
No. of shares Price payable Exercisable between
37,500 160p 10.09.2000-09.09.2007
48,750 160p 10.09.2000-09.09.2004
46,000 185p 16.11.2003-15.11.2010
74,000 185p 16.11.2003-15.11.2007
26,000 157.5p 01.08.2005-30.07.2009
18,000 157.5p 01.08.2005-31.07.2012
CHAMBERLIN & HILL Plc  Annual Report 2004 28 19 RESERVES
Capital Share Profit
redemption premium Revaluation and loss
reserve account reserve account
£000 £000 £000 £000
Group
At 1 April 2003 109 718 591 10,393 
Retained loss for the year ––– (164)
Transfer between reserves –– (8) 8 
At 31 March 2004 109 718 583 10,237 
Company
At 1 April 2003 109 718 591 10,445 
Retained loss for the year ––– (1,041)
Transfer between reserves –– (8) 8 
At 31 March 2004 109 718 583 9,412 
The cumulative amount of goodwill written off against reserves is £3,663,000 (2003: £3,663,000).
20 RECONCILIATION OF MOVEMENT IN SHAREHOLDERS' FUNDS
2004 2003
£000 £000
Profit for the year 707 658
Dividends (871) (871)
Issue of share capital – 30
Net movement in the year (164) (183)
Shareholders' funds at 31 March 2003 13,646 13,829
Shareholders' funds at 31 March 2004 13,482 13,646
21 FIXED ASSET INVESTMENTS
2004 2003
£000 £000
Shares in subsidiary undertakings
At cost less amounts written off 7,159 7,159
Wholly owned operating Principal activity
subsidiaries
Fred Duncombe Ltd Architectural hardware
Ductile Castings Ltd Large engineering castings
PFP Electrical Products Ltd Lighting, switchgear and electrical installation products
Russell Castings Ltd* Engineering castings
The Company owns 100% of the issued ordinary share capital of the above companies, all of whom 
operate principally in England and Wales. 
* Russell Castings Ltd (formerly Platt Malleable Castings Limited - a dormant company at 31 March 2004)
was utilised to acquire the business and assets of Russell Castings on 2nd April 2004.
Notes to the Accounts
Annual Report 2004  CHAMBERLIN & HILL Plc 29 Notes to the Accounts
22 PENSION ARRANGEMENTS
During the year, the Group operated funded defined benefit and defined contribution pension schemes for
the majority of its employees, these being established under trusts with the assets held separately from those
of the Group. The pension cost for the Group for 2004 was £454,000 (2003: £440,000). The defined benefit
scheme is closed to new members.
The staff scheme is a defined benefits scheme providing benefits based on final salary. Contributions for the
scheme are charged to the profit and loss account so as to spread the cost of pensions over members‘ working
lives with the Group. The pension cost charged to the profit and loss account is calculated by a qualified
actuary and is determined as a substantially level percentage of the current and expected future pensionable
payroll. The pension cost has been projected from an estimate of the results of an actuarial valuation to be
carried out as at 1 April 2004 using the projected unit method. The market value of the schemes assets on
that date was £9,708,000 and the value of these assets represented 81% of the benefits that had accrued to
members allowing for expected future increases in salaries (which from 1 April 2002 are limited by inflation).
The assumptions having the greatest effect on the pension costs are those relating to the rate of return 
on the scheme investments and the rate of increase in salaries. In calculating the pension cost it was 
assumed that over the long-term the yield earned on investments would exceed the rate of salary increases
by 3.75% per annum and the statutory ”LPI“ rate of increase to pensions in payment (other than GMPs) by
2.50% per annum.
The other scheme is a defined contribution scheme and the pension cost represents contributions payable.
SSAP24 AND FRS17
The financial statements have, as last year, been prepared in accordance with SSAP24. However, following
the introduction of FRS17 this note now includes below the additional disclosures required in respect of
defined benefit schemes under the transitional arrangements established by FRS17.
An actuarial valuation of the defined benefit scheme is due to be carried out on 1 April 2004 and advance
calculations for that valuation have already been carried out by a qualified independent actuary. The service
cost has been calculated using the Projected Unit method. As a result of the Scheme being closed to new
entrants the service cost, expressed as a percentage of pensionable payroll, will increase as the members of
the Scheme approach retirement. The major assumptions used by the actuary were (in nominal terms):-
At 31 March At 31 March At 31 March
2004 2003 2002
Rate of increase in salaries 2.9% 2.6% 2.8%
Rate of increase of pensions in payment- post 1997 accrual only 2.9% 2.6% 2.8%
Discount rate 5.5% 5.4% 6.0%
Inflation assumption 2.9% 2.6% 2.8%
During the year members‘ contributions increased from 7% to 8% and from 1 April 2004 the future accrual
rate will reduce from 1/60th to 1/80th. The Company contributed to the Scheme at an average rate of 16.9%
in the year to 31 March 2004, and has agreed to contribute at the rate of 17.0% of members' pensionable
salaries going forward. The position will be reviewed as part of the 2004 actuarial valuation.
CHAMBERLIN & HILL Plc  Annual Report 2004 30 22 PENSION ARRANGEMENTS (continued)
The assets in the scheme and the expected rate of return* were:
As at 31 March 2004 As at 31 March 2003 As at 31 March 2002
Rate of Asset Rate of Asset Rate of Assets
return Value return Value Return Value
% £000 % £000 % £000
Equities 7.25 6,603 7.00 4,977 7.50 6,631 
Gilts 4.25 1,200 4.00 1,093 4.75 3,046 
Bonds 5.00 1,676 4.90 1,672 5.50 –
Cash 4.00 52 3.50 198 3.50 116 
Total market value of assets 9,531 7,940 9,793 
Actuarial value of liability (12,582) (12,180) (10,893)
Recoverable deficit in scheme (3,051) (4,240) (1,100)
Related deferred tax asset 1,050 1,272 330 
Net pension liability (2,001) (2,968) (770)
* The rates quoted above are the expected net rates of return after allowance for expenses.
The effect this would have on the net assets of the group at 31 March 2004 is as follows:
At 31 March At 31 March At 31 March
2004 2003 2002
£000 £000 £000
Net assets excluding pension liability 13,482 13,646 13,829 
Net pension liability (2,001) (2,968) (770)
Net assets including pension liability 11,481 10,678 13,059 
Profit and loss account excluding pension reserve 10,237 10,393 10,598 
Pension reserve (2,001) (2,968) (770)
Profit and loss account including pension reserve 8,236 7,425 9,828 
Analysis of the amount chargeable to operating profit
Year to Year to
31 March 31 March 
2004 2003
£000 £000
Service cost 334 354 
Past service cost – 5 
Total operating charge 334 359 
Analysis of net return on pension scheme
Year to Year to
31 March 31 March 
2004 2003
£000 £000
Expected return on pension scheme assets 474 640 
Interest on pension liabilities (657) (647)
Net return (183) (7)
Notes to the Accounts
Annual Report 2004  CHAMBERLIN & HILL Plc 31 Notes to the Accounts
22 PENSION ARRANGEMENTS (continued)
Analysis of amount recognised in statement of total recognised gains and losses (STRGL)
Year to Year to
31 March 31 March 
2004 2003
£000 £000
Actual return less expected return on assets 1,088 (2,307)
Experience gain/(loss) on liabilities 456 –
Changes in assumptions (153) (767)
Actuarial gain/(loss) recognised in STRGL 1,391 (3,074)
Movement in deficit during the year
Year to Year to
31 March 31 March 
2004 2003
£000 £000
Deficit in scheme at beginning of year (4,240) (1,100)
Movement in year:
Current service cost (334) (354)
Contributions 315 300 
Past service costs – (5)
Net return on assets (183) (7)
Actuarial gain/(loss) 1,391 (3,074)
Deficit in scheme at end of year (3,051) (4,240)
History of experience gains and losses
Year to Year to
31 March 31 March 
2004 2003
Difference between expected and actual return on scheme assets:
amounts (£000) 1,088 (2,307)
percentage of scheme assets 11% (29.1%)
Experience gain/(loss) on scheme liabilities:
amounts (£000) 456 –
percentage of scheme liabilities 3% –
Total amount recognised in statement of total recognised gains and losses: 
amounts (£000) 1,391 (3,074)
percentage of scheme liabilities 11% (25.2%)
CHAMBERLIN & HILL Plc  Annual Report 2004 32 23 CONTINGENT LIABILITIES
Cross guarantees exist between the Company and its subsidiary undertakings in respect of the Group's bank
overdrafts. The borrowings of the subsidiaries at 31 March 2004 amounted to £nil (2003: £nil).
24 FINANCIAL COMMITMENTS
Group Company
2004 2003 2004 2003
£000 £000 £000 £000
Capital expenditure
Contracted for but not provided in the accounts 46 56 – 17
Lease commitments
The Group had annual commitments under operating leases as follows:
Land and Other
buildings
2004 2003 2004 2003
£000 £000 £000 £000
Leases terminating:
within one year – – 1 –
between two and five years – 43 – 6
after more than five years 96 96 – –
25 RECONCILIATION OF NET CASHFLOW TO MOVEMENT IN NET FUNDS
2004 2003
£000 £000
(Decrease)/Increase in cash in the year (209) 66
Cashflow from debt and lease financing – –
Change in net funds arising from cashflows (209) 66
Net funds at 31 March 2003 692 626
Net funds at 31 March 2004 483 692
26 CURRENCY ANALYSIS
The Group's functional currency is sterling. At the year end it had net monetary assets/(liabilities)
denominated in Euros of £854,000 (2003: £434,000). During the year the Group has used forward contracts
to reduce its exposure to currency exchange risk.
27 POST BALANCE SHEET EVENTS
On 2 April 2004 the Group acquired the business and assets of Russell Castings, a division of Elliott Industries Ltd,
for the sum of £1,000,000.
Notes to the Accounts
Annual Report 2004  CHAMBERLIN & HILL Plc 33 Notice of Meeting
Notice is hereby given that the Annual General Meeting of the Company will be held on Friday 30 July 2004 at
the Registered Office, Chuckery Foundry, Walsall at 12.30 p.m. for the following purposes:
Ordinary business
1. To receive and adopt the Report of the Directors, Statement of 
Accounts and Report of the Auditors for the year ended 31 March 2004. (Resolution 1)
2. To declare a Final Dividend for the year ended 31 March 2004 of 
8.00p per Ordinary Share to be paid to members whose names appear 
on the register of members at the close of business on 2 July 2004. (Resolution 2)
3. To re-elect as a Director Adam Vicary who is retiring by rotation
pursuant to Article 107 of the Company’s Articles of Association. (Resolution 3)
4. To re-elect as a Director John Bather who is retiring having reached
70 years of age pursuant to Article 105 of the Company’s Articles of Association. (Resolution 4)
5. To re-appoint as a Director Tom Brown who is retiring pursuant to 
Article 112 of the Company’s Articles of Association. (Resolution 5)
6. To approve the Directors’ Remuneration Report for the year ended 31 March 2004. (Resolution 6)
7. To re-appoint Heathcote & Coleman as Auditors to the Company and to 
authorise the Directors to fix their remuneration. (Resolution 7)
Special Business
8. To consider and, if though fit, pass the following as a special resolution:-
That
8.1 the Directors be and are hereby generally and unconditionally authorised in accordance with Section 80 of
the Companies Act 1985 (in substitution for any existing power to allot relevant securities) to exercise all the
powers of the Company to allot relevant securities (within the meaning of the said Section 80) up to an
aggregate nominal amount of £414,773 provided that such authority shall expire at the earlier of the
conclusion of the next Annual General Meeting of the Company or 31 October 2005, but so that this
authority shall allow the Company to make, before the expiry of this authority, offers or agreements which
would or might require relevant securities to be allotted after such expiry and notwithstanding such expiry
the Directors may allot relevant securities in pursuance to such offers or agreements; and
8.2 pursuant to and in accordance with the provisions of Article 18 of the Company’s Articles of Association the
Directors be empowered (in substitution for any existing authority to allot relevant securities) to allot equity
securities (as defined in Section 94 of the Companies Act 1985) for cash pursuant to the general authority
given to them for the purposes of Section 80 of the Act as if Section 89(1) of the Companies Act 1985 did
not apply to such allotment:
(i) up to an aggregate nominal amount of £91,761; and
(ii) such authority to expire at the earlier of the conclusion of the next Annual General Meeting of the
Company or 31 October 2005, but so that this authority shall allow the Company to make, before
the expiry of this authority, offers or agreements which would or might require relevant securities
to be allotted after such expiry and notwithstanding such expiry the Directors may allot relevant
securities in pursuance of such offers or agreements. (Resolution 8)
CHAMBERLIN & HILL Plc  Annual Report 2004 34 9. To consider and, if thought fit, pass the following as a special resolution:
That the Company be and hereby is generally and unconditionally authorised pursuant to Article 12 of the
Articles of Association of the Company and pursuant to section 166 of the Companies Act 1985 to make
market purchases (within the meaning of section 163(3) of the Companies Act 1985) of Ordinary Shares of
25p each in the capital of the Company (“Ordinary Shares”) on such terms and in such manner as the
Directors may from time to time determine provided that:-
(i) the maximum number of Ordinary Shares which may be purchased is 730,000;
(ii) the minimum price which may be paid for each Ordinary Share is 25 pence;
(iii) the maximum price which may be paid for each Ordinary Share is an amount equivalent to 105 per
cent. of the average of the middle market quotations for an Ordinary Share as derived from the Daily
Official List of the London Stock Exchange Plc for the five dealing days immediately preceding the day
on which the Ordinary Share in question is purchased; and
(iv) the authority hereby conferred shall expire at the earlier of the conclusion of the next Annual General
Meeting of the Company or 31 October 2005 (except in relation to the purchase of Ordinary Shares
the contract for which remains wholly or partly executory at that time) unless such authority is renewed
prior to that time. (Resolution 9)
By order of the Board
Peter Bell Chuckery Foundry
Company Secretary Walsall
25 June 2004 WS1 2DU
General Information
Any member of the Company entitled to attend and vote may appoint another person (whether a member or not)
as his proxy to attend and vote on a poll instead of him, for which purpose a form of proxy is enclosed. Proxies
must be lodged at the office of the Company’s Registrars, Neville Registrars Ltd, 18 Laurel Lane, Halesowen, West
Midlands B63 3DA, not later than 48 hours before the time of the Meeting. Completion and return of the form of
proxy in accordance with its instructions will not prevent a member from attending and voting at the Meeting
instead of their proxy if they wish.
Warrants for the final dividend, if approved at the Meeting, will be posted on 30 July 2004 to shareholders
registered at the close of business on 2 July 2004.
There will be available for inspection at the Registered Office of the Company during normal business 
hours (Saturdays and Public Holidays excepted) from the date of this notice until the conclusion of the Annual
General Meeting:-
(a) the register of Directors’ interests in shares of the Company kept pursuant to Section 325 of the Companies
Act 1985; and
(b) copies of contracts of service of Directors with the Company or with any of its subsidiary undertakings.
An explanation of Resolutions 8 and 9 is set out in the Report of the Directors on page 7.
Members should notify the Registrars without delay of any change of address.
Notice of Meeting
Annual Report 2004  CHAMBERLIN & HILL Plc 35 Financial History
2004 2003 2002 2001 2000
£000 £000 £000 £000 £000
Turnover 27,311 27,027 30,548 32,521 31,531 
Operating Profit 1,007 1,373 2,545 2,965 3,308 
Exceptional item – (451) – (340) –
Interest receivable/(payable) 6 (14) (19) (32) (7)
Profit before taxation 1,013 908 2,526 2,593 3,301 
Taxation (306) (250) (778) (783) (932)
Profit after taxation 707 658 1,748 1,810 2,369 
Dividends (871) (871) (866) (836) (800)
Transfer to reserves (164) (213) 882 974 1,569 
Operating profit as a percentage 
of turnover 3.7 5.1 8.3 9.1 10.5
Earnings per share (pence) 9.6 9.0 24.0 24.9 30.9
Adjusted earnings per share (pence) 
(excluding exceptional item) 9.6 13.3 24.0 28.9 30.9
Dividend per share (pence) 11.85 11.85 11.85 11.50 11.00
£000 £000 £000 £000 £000
Funds Employed 13,482 13,646 13,829 12,867 11,893 
Percentage of operating profits 
to funds employed 7.5 10.1 18.4 23.0 27.8
CHAMBERLIN & HILL Plc  Annual Report 2004 36 Manufacturing Units
Principal activities and markets
WALSALL FOUNDRY
Chuckery Road
Walsall, WS1 2DU
Tel: 01922 721411   Fax: 01922 638370
Small repetition grey iron castings, principally for the automotive
sector and hydraulic applications.
BLOXWICH FOUNDRY
Reeves Street,
Bloxwich, WS3 2DW
Tel: 01922 49200   Fax: 01922 710791
Small castings in malleable and SG iron, mainly associated with the
automotive, construction and transport industries.
DUCTILE CASTINGS LTD
Trent Foundry, Dawes Lane
Scunthorpe DN15 6UW
Tel: 01724 862152   Fax: 01724 280461
Castings from 300kg to 5 tonnes in grey, ductile, alloyed irons and
steel for a range of applications including pwer generation, bearing
housings, steelworks, construction and compressors.
RUSSELL CASTINGS LTD
Bonchurch Street
Leicester LE3 5EP
Tel: 0116 299 2000   Fax: 0116 299 8844
Castings from 1kg to 500kg in ductile, ADI and grey iron
principally for use in commercial vehicles, materials handling,
hydraulic and railway applications.
PFP ELECTRICAL PRODUCTS LTD
Fortnum Close, Mackadown Lane
Kitts Green, Birmingham B33 0LB
Tel: 0121 783 7161   Fax: 0121 783 5717
Products associated with cable management. Lighting and switchgear
associated with petrochemicals and construction applications.
FRED DUNCOMBE LTD
Progress Drive
Cannock, WS11 0JE
Tel: 01543 578661   Fax: 01543 570050
Emergency exit equipment and traditional architectural hardware
directed mainly at the DIY and construction markets. Chamberlin & Hill plc
Chuckery Foundry, Walsall, West Midlands WS1 2DU
Tel: 01922 721411   Fax: 01922 638370
website: www.chamberlin.co.uk
email: plc@chamberlin.co.uk