Clarity Commerce Solutions plc
Annual Report 2009
Experience is everything...
2009-annual-report-22-06-09a.ind1 1 22/06/2009 17:46:03 2009-annual-report-22-06-09a.ind2 2 22/06/2009 17:46:19 Clarity Annual Report Experience is everything 1
 Enhancing customer 
experience is at the 
heart of our business. 
The more we can 
encourage our clients’ 
customers to do more, 
buy more and remain 
loyal, the more our 
business will thrive.
2009-annual-report-22-06-09a.indSec1:1 Sec1:1 22/06/2009 17:46:48 2 Contents Clarity Annual Report
Contents
Performance Highlights 4
Chairman’s Statement 6
Chief Executive’s Review 9
Officers and Advisors 12
Directors’ Report 13
Statement of Directors’ Responsibilities 16
Independent Auditor’s Report 17
Consolidated Income Statement 18
Consolidated Statement of 
Recognised Income and Expense 18
Consolidated Balance Sheet 19
Consolidated Cash Flow Statement 20
Notes to the Consolidated 
Financial Statements 21
Parent Company Balance Sheet 43
Notes to the Parent Company Accounts 44
2009-annual-report-22-06-09a.indSec1:2 Sec1:2 22/06/2009 17:46:51 Clarity Annual Report Contents 3
Experience is everything
2009-annual-report-22-06-09a.indSec1:3 Sec1:3 22/06/2009 17:47:01 Performance Highlights
Profitable trading, strong cost containment 
and debtor management.
Profits ahead of market expectation.
Profit from continuing operations £1.1m 
(2008: loss £7.1m) before tax and 
amortisation of £0.65m (2008: £1.4m).
Net debt in 2008 of £1.71m eliminated in 
the year.
The new financial year has continued with 
a brisk level of implementation activity, with 
our reputation placing us on high-profile 
tender lists.
2009-annual-report-22-06-09a.indSec1:4 Sec1:4 22/06/2009 17:47:34  
Clarity Annual Report About Clarity 5
About Clarity
Experience is at the heart of our business. 
It is what we have and what we create.
The Clarity brand begins with our people 
– whose knowledge and expertise 
gives us unique cross-sector insight. 
Such intimate understanding of our clients’ 
business combined with a passion for 
enhancing the interaction between clients 
and their customers, means we can offer 
a unique and rewarding service. 
This is experience. And to our 
business, it is everything.
We deliver leading edge transaction 
processing solutions. Our approach and 
our ability to combine knowledge from our 
core divisional expertise of retail, hospitality, 
leisure and entertainment encourages our 
clients’ customers to do more, buy more 
and stay loyal.
2009-annual-report-22-06-09a.indSec1:5 Sec1:5 22/06/2009 17:47:34 6 Chairman’s Statement Clarity Annual Report
John O’Hara
Group Chairman
Chairman’s Statement
I am pleased to report that, during the past 
year, Clarity has continued to deliver on its 
promises and has made good progress in 
building upon the solid foundations of the 
previous year. 
The Group achieved its planned return to 
profitability with an Operating Profit of £1.3m 
before amortisation of £0.6m. A strong year 
end, as seen in 2008, led to pre tax earnings 
slightly ahead of market expectations despite 
taking the prudent step of creating a number 
of one-off provisions. 
This outstanding result was achieved by 
delivering valuable products and services to 
our customers, a trend we plan to continue. 
For the first time in many years, we were 
pleased to finish the year end with a net cash 
position (excluding deferred consideration 
liabilities), as a result of profitable trading, 
strong cost containment and debtor 
management. 
Group debt has progressively reduced over 
the past two years and, whilst we will retain 
our term loan facilities, being cash positive 
was a very new and pleasing experience for 
the Group.
These results confirm the continuing progress 
we have made since reporting our half year 
results in November 2008. Our progress 
has seen not only solid ongoing and repeat 
business from our established customer 
base but also significant contributions from a 
number of high profile new customers gained 
during the year, including Universal Studios 
in Florida, the Peel and Oxford Hotel chains 
in the United Kingdom and a major US retail 
chain which we cannot name for commercial 
reasons but which has over 1,000 stores.
Despite the current economic climate our 
customers are continuing to invest in our 
products and services and, whilst we have 
seen some delays and increases in the 
length of sales cycles, we remain cautiously 
optimistic about the future.
Although Clarity’s customer base is primarily 
composed of retailers and operators of 
various leisure venues, for the most part their 
revenue flows through our software and this 
enables them to make improvements to their 
profitability by investing in new products and 
services that we can offer.
By working with Clarity, our customers are 
also gaining benefits from being able to 
access functionality from similar industries to 
their own. For the future this approach offers 
exciting new features to our customers at 
relatively low cost and removes some of the 
expense and risk to us in developing new 
products.
Of course a technology group like Clarity is 
really only as good as the people we have 
within the Group and we are very fortunate 
to have a great team of over 160 passionate, 
motivated and focused people working for us. 
Under Ken Smith’s excellent leadership 
morale has never been better and our staff 
have an air of confidence and enthusiasm 
that I have not seen previously. We are also 
seeing positive comments about the Group in 
the trade and financial press.
We are seeing the benefits of the strong 
financial controls that have been introduced 
in the past year and whilst there are several 
ongoing projects to further reduce costs 
where possible, for the future our primary 
focus is now on revenue generation.
During the year we were also pleased to 
have Tony Houldsworth join the Board as 
an Executive Director. Tony has moved from 
responsibility for our Retail division to a 
Group-wide role and has been instrumental 
in finding ways to leverage our experience 
across divisions and in finding new products 
to bring to our customers.
I look forward to meeting shareholders again 
at our Annual General Meeting which we 
expect to hold on Friday 24 July at our offices 
in Basingstoke. 
In addition to routine business at the meeting 
we will also be seeking shareholder approval 
for our proposed employee share option 
schemes, full details of which will be sent out 
with the Notice of Meeting. 
The Long Term Incentive Plan (“LTIP”) and 
Share Incentive Plan (“SIP”) schemes will 
be based on normal parameters allocating a 
maximum of 10 per cent of the Company’s 
shares over a 10 year period. I have 
canvassed many shareholders over the last 
year and all have been supportive of the 
idea of implementing such plans. We see 
this as a key way of retaining and rewarding 
those who can directly affect shareholder 
value by aligning their interests with those of 
shareholders.
Our Articles of Association require one 
third of the Board to retire by rotation 
each year. Accordingly, Ken Smith and I 
will both be standing down at the Annual 
General Meeting and are both available for 
re-election to the Board. We will also be 
seeking shareholder confirmation of Tony 
Houldsworth’s appointment to the Board and 
that of Chris Ford, whom I am delighted to 
welcome as our new CFO.
We are also taking the opportunity at our 
AGM to revise our Articles of Association 
to take account of recent Companies Act 
legislation. Full details of these changes, and 
those pertaining to our option schemes, are 
included in the Notice of Meeting.
I would like to thank my fellow Board 
members for their hard work and wise 
counsel throughout the year. We have worked 
very well as a team and Board members have 
all made additional contributions outside 
of their normal roles. We are fortunate that 
Board members, having very different and 
complementary skill sets, have been able 
to bring a wide range of experiences to 
the Group. Prospects remain cautiously 
optimistic for the current year and, having 
returned to profitability, this provides an 
opportunity for us to make some changes 
to the structure of the Group’s trading 
companies which are intended, inter alia, 
to facilitate the payment of dividends to 
shareholders in the future in accordance with 
a prudent distribution strategy. 
Finally I would like to again thank 
shareholders for their continuing patient 
support during the past year. Restoring 
shareholder value to the Group remains the 
fundamental objective for all of us.
John O’Hara MBIE Group Chairman
22 June 2009
2009-annual-report-22-06-09a.indSec1:6 Sec1:6 22/06/2009 17:47:43 Of course a technology 
company like Clarity is really 
only as good as the people 
we have within the Group 
and we are very fortunate to 
have a great team of over 
160 passionate, motivated 
and focused people working 
for us. 
2009-annual-report-22-06-09a.indSec1:7 Sec1:7 22/06/2009 17:47:51 I have been rewarded with 
the contribution of many 
talented people. Indeed 
it has been one of my 
pleasures since joining the 
Group to work with and 
cultivate Clarity’s strong 
team, both in the UK and 
abroad. 
2009-annual-report-22-06-09a.indSec1:8 Sec1:8 22/06/2009 17:47:51 Clarity Annual Report Chief Executive’s Review 9
Ken Smith BA CA
Chief Executive Ofﬁ cer
Chief Executive’s Review
Overview
I am pleased to report a solid set of 
results in which Clarity has exceeded its 
market expectations, which have been 
underpinned by multiple contract wins 
across its core divisions. 
When I joined Clarity in June 2007, the 
Group faced a series of management and 
operational challenges which were detracting 
from its significant long term potential. Post 
restructuring, the past two years have seen 
the Group transformed into a growing, 
profitable, cash-generative business. The 
key to delivering each of the components 
of this transition has been our ability to set 
realistic targets and achieve them and, in 
so doing, rebuild confidence across our 
stakeholder groups from customers through 
to shareholders. As a result, despite a difficult 
first year, we achieved a return to profitability 
underpinned by a strengthened financial 
position post a successful fund raising which 
demonstrated our shareholders’ faith in the 
business. 
The year ended 31 March 2009 has seen the 
Group move from recovery to growth and, in 
turn, produce solid profits and cash flows. 
I am now looking forward to the current 
financial year, in which I believe Clarity can 
build on its unique combination of sector 
expertise, people, products and customers, 
and become known for its innovative, quality 
solutions and financial performance.
Financial highlights
During the year to 31 March 2009, profits 
were ahead of market expectations, despite a 
difficult economic environment. The Group’s 
results may be summarised as follows in the 
table above.
These results are in line with our previously-
stated objectives of building a steadily-
improving performance on firm foundations. 
Moreover, and most welcome in present 
trading conditions, our cash position improved 
considerably, and a year end drive succeeded 
in eliminating net debt (excluding deferred 
earn out consideration) despite payments to a 
number of long-standing creditors.
Our aim is to grow the business, both 
organically and acquisitively, should 
opportunities arise, but we intend to make 
distributions to shareholders once our 
reserves, sustained profitability and cash 
balances prudently permit. 
Divestment/closure of non-core businesses
At the start of the year we divested two 
businesses which the Board identified as 
non-core. Cyntergy Services Limited and the 
trade of Romulus Enterprises Limited were 
sold for cash consideration. We also closed 
the unprofitable US ticketing business in 
December 2008.
Board, management and staff
Over the past year, I have been rewarded 
with the contribution of many talented 
people. Indeed it has been one of my 
pleasures since joining the Group to work 
with and cultivate Clarity’s strong team, both 
in the UK and abroad. I believe we have an 
excellent management group, led by some 
particularly able managers, including:
Tony Houldsworth, founder of MATRA 
Systems and recently appointed to the 
Board, who provides visionary, innovative 
solutions to clients and prospects, and is 
a master of presenting complex technical 
matters at the highest level.
Stuart Mitchell who, pending our 
appointment of a full-time successor, 
has held the post of Interim CFO. Stuart 
has done an excellent job and will 
remain with us for several months in 
order to provide a seamless handover to 
Chris Ford, who joined us in April 2009. 
•
•
I am delighted to welcome Chris, who 
comes with highly relevant experience of 
our sectors, to the Company.
Dr Wolfgang Buscher, who leads our 
European Entertainment business, and 
provides consistently strong revenues 
and profits, coupled with strategic vision.
There are many other people in our Group 
worthy of mention, at all levels of the 
business. Morale is high and the Group now 
operates increasingly as a global team.
Cross-sector capability
In the second half of the year, we reorganised 
the Group’s operations to maximise our 
opportunities and maintain an agile response 
to customers and prospects. Whilst 
retaining our divisional expertise in Retail, 
Hospitality, Leisure and Entertainment, we 
have sought to cross-fertilise our skill-base 
and technology to offer product solutions 
integrated across differing domains. 
Increasingly, in customer presentations, we 
are offering solutions which knit elements 
from our wealth of established divisional 
products to provide best of breed integrated 
solutions. This has the advantages of 
re-using existing, proven technology, and, 
unlike most competitors, offering across-
the-board solutions to major prospects. Our 
integrated technology can, for example, 
provide a theme park with gate ticketing, 
entry to specific shows, complex and simple 
food and beverage operations, provide a 
corporate memory on individual consumers’ 
behaviour, loyalty as well as reward 
programmes, and merchandising.
•
Year ended
31/03/09 
£’000
Year ended
31/03/08 
£’000
 
Continuing operations:
Revenue 17,683 15,364
Operating profit/(loss) before amortisation 1,298 (6,734)
Net finance cost (187) (413)
Profit/(loss) before tax and amortisation 1,111 (7,147)
2009-annual-report-22-06-09a.indSec1:9 Sec1:9 22/06/2009 17:47:51 10 Chief Executive’s Review Clarity Annual Report
Chief Executive’s
Review cont
Product development
During the year we spent £3.57m 
(2008: £3.81m restated to include subsidiary 
costs) on research and development, and 
are committed to an ongoing programme 
of developing and enhancing our product 
portfolio to ensure that we continue to meet 
market requirements.
As explained previously, much of our focus is 
on providing integrated solutions to large and 
small customers alike. 
In our Hospitality Division, a recent example 
of our approach is Mar Hall, a fine Scottish 
spa and golf hotel. Providing this client with 
an integrated solution to their requirements 
afforded an opportunity to bring together 
a number of Clarity products to provide a 
functionally-rich integrated solution. Similar 
activities are underway on a larger scale with 
contract caterers, cinema operators and 
other prospects.
In our Leisure Division, great progress has 
been seen with the release of initial elements 
of our new product. Rather than a “big 
bang” approach, this development is being 
conducted module by module, thereby 
retaining the rich features of the legacy 
solution, but with flexibility, modern look and 
feel, and minimal training requirements of an 
up-to-date technology which leapfrogs our 
competitors. Initial reactions from the user 
base are very positive.
Our Retail Division, both in Europe and in 
the US, has continued to add features to its 
point of sale solutions. Key additions offer 
stored value and customer loyalty packages, 
very important areas for customers during 
recessionary times, as well as added value 
services such as solution centre, a powerful 
add on for multi-site operators which 
extracts, cleanses and presents transactional 
data to management in order to provide near 
real-time business statistics. 
Entertainment developments have seen the 
integration of widget information extracted 
from the point of sale database and pushed 
automatically to senior management in 
cinema chains. For example, cinema 
managers, or regional management can 
receive near real-time data on tickets sold 
by film, site or region, on a laptop, PDA or 
mobile telephone.
Divisional performance
Clarity retains key expertise in a number 
of sectors – Retail, Leisure, Entertainment 
and Hospitality. During the latter part of the 
year, following a review, it was concluded 
that the “Ticketing” Division could be better 
described as providing solutions for the 
“Entertainment” sector and this terminology 
will be used henceforth.
Our Entertainment and Retail Divisions had 
very good years, contributing strongly to the 
Group’s result. Each of the other divisions, 
Hospitality and Leisure, was profitable and 
produced strong end of year performances, 
which should provide a good platform for 
future success.
Clarity’s Entertainment Division operates 
primarily in the UK and France. Both 
areas saw new openings and product 
enhancements and, once again, our French 
operation won key orders for Automatic 
Ticketing Machines (ATMs) and data 
warehousing solutions. 
Our Retail Division had an excellent year, 
especially in Europe. By concluding the earn 
out arrangement pursuant to its acquisition, 
MATRA Systems management have been 
able to focus on broader Group issues as 
well as winning and delivering a strong 
stream of business from new and existing 
customers including Flytoget, Schuitema, 
Amsterdam Harbour, Universal Studios and 
several other key wins. Our operation in 
Raleigh, North Carolina, is performing well, 
both in terms of IBM 4690 enhancements 
and also in providing an upgrade path for 
users wishing to migrate to MATRA’s point of 
sale and related solutions.
Leisure activities included the sale of new 
product modules for a number of customers, 
widget solutions for a health club client and 
considerable product enhancement activity in 
connection with PCI compliance, a hot topic 
for many of our customers. Plans to release 
further modules of the new product over the 
coming year are well-advanced, and the user 
group is very positive about our approach. 
Hospitality, revitalised under a new 
management structure, is showing increasing 
promise, having concluded several key 
orders from existing and new customers, 
and developed a good pipeline of interesting 
prospects. The hotel and resort product 
solutions have been integrated and are being 
sold as a package and, despite the market, 
activity in the hotel sector is fairly active. 
With key orders from Peel Hotels and Oxford 
Hotels and Inns, the Division is now firmly on 
the radar in its industry.
Contract wins
During the course of the year the Group 
has won a series of significant contracts 
across all of its core divisions and territories, 
which includes the UK, Europe and the USA. 
Examples of these contract wins include:
Oxford Hotels & Inns, a leading British 
hotel group with 43 sites across the UK; 
EuroPalaces, the owner of Pathé and 
Gaumont cinemas in France, and a 
leading cinema circuit and multiplex site 
operator in Europe;
PriceSmart, a cash and carry chain 
based in San Diego with warehouses 
throughout Central America and the 
Caribbean; 
A major US bedding and speciality store 
with around 1,000 stores in the USA, 
Puerto Rico and Canada;
Peel Hotels, a major UK-wide hotel 
chain;
Dienst Binnenwaterbeheer Amsterdam 
(’BBA’), which is responsible for 
the commercial management of 
Amsterdam’s waterways; and
Universal Studios, Florida, to supply 
their Orlando theme park with all of their 
Point of Sale solutions for food and 
beverages. 
•
•
•
•
•
•
•
Operations
Our people are the core of our business, and 
their productive deployment is key to our 
ability to provide our customers with cost-
efficient, timely solutions. During the year, we 
took a close look at the way we conducted 
our business and the implications of this on 
our customers and cost-base. Each of our 
costs was scrutinised and a number of cost-
reduction activities implemented, saving a 
significant sum.
As a result, we have reshaped the Group 
during the year, with the business now being 
centred on Business Development and 
Solutions Delivery. As the name implies, the 
Business Development group comprises our 
sales and account management activities 
to win, and retain, customer orders. Within 
the Group we retain the domain expertise 
of the Retail, Entertainment, Hospitality and 
Leisure Divisions, but overlay a Group-wide 
level of management capability to ensure we 
maximise our potential revenue opportunities. 
Results since the reorganisation last autumn 
have been most encouraging, especially 
given the inevitable overlap between many 
businesses acquired and built over a number 
of years.
Having secured business from a customer, 
responsibility for its delivery, installation 
and post sale support is provided by our 
Solutions Delivery group. This includes 
solution specification, software development 
and test, configuration and installation, 
together with its support once live. Our 
mission is to win many more customers, and 
then provide support and help at a level such 
that they remain loyal to Clarity for their future 
technology requirements.
Over time, the Group has acquired and 
developed a great deal of software and our 
focus is on deploying as much of this as 
possible in our product development rather 
than rewriting these components. The new 
management structure facilitates the cross 
sector use of our software which reduces 
time to market and development cost, and 
offers customers an opportunity to employ 
new elements of Clarity’s software.
Current trading and activities
In line with earlier periods, trading towards 
the year end was extremely busy. Each 
of our divisions delivered good results 
and, as already mentioned, we exceeded 
our targets. We have entered the new 
financial year with a continuing brisk level of 
implementation activity with hotel roll outs 
and other deliveries in the first quarter of the 
current financial year. Our year is cyclical, 
however, and I would anticipate 2009/10 
demonstrating a typical weighting towards 
the second half of the year.
Prospecting activities remain strong and our 
reputation is increasingly placing us on high-
profile tender lists. Nevertheless, like most 
businesses at present, we are experiencing 
longer sales cycles, with some orders being 
delayed or cancelled in exceptional cases, 
hence our aim is to fill our order hopper with 
enough opportunities to withstand some 
fallout. Our customer base, new-found 
reputation and cross-sector capabilities 
certainly help this process, but with the poor 
macro-economic environment we have to 
continue to work harder to secure quality 
business.
2009-annual-report-22-06-09a.indSec1:10 Sec1:10 22/06/2009 17:47:58  
Clarity Annual Report Chief Executive’s Review 11
In the past, one of our weaknesses has been 
the lack of Clarity brand awareness due to 
our size, low product integration and limited 
marketing. Over recent months we have been 
working to improve our marketing and PR 
and, in particular, on a rebranding project 
designed to launch Clarity as a provider 
of leading edge, quality, well-supported 
solutions across multiple sectors. The new 
Clarity look is based around not only a 
changed logo, but also some key messages:
our extensive experience and 
understanding of the consumer 
interface;
our cross-sector ability to help our 
customers better engage with their own 
customers;
our fresh approach to technology 
– innovative and people oriented.
By drawing on a small group of highly-
experienced professionals, we have achieved 
our rebrand at a fraction of the normal cost 
for a business of our size and complexity. 
This, in itself, demonstrates a more agile 
approach to the way in which we conduct 
ourselves.
Outlook
The economic environment for many 
businesses across the world is poor. Clarity 
is not immune to these pressures and 
the fight to win and retain customers is 
tough. Nevertheless, with problems come 
opportunities, and we have seen some 
valuable successes due to competitors’ 
misreading of the need to provide agile, 
cost-efficient solutions and to support and 
help the customer once the sale is secured. 
We have had to step up a gear in customer 
communication, cost control and the way in 
which we offer solutions to our customers. 
Our staff have stepped up to the mark and 
we are doing better than many as a result.
Nevertheless, we remain vigilant about risks 
as well as driving opportunities and we must 
stay on the front foot to address the changing 
market. Provided we continue to listen to 
customers’ needs and concerns, we can 
flourish in this market and hence I remain 
cautiously optimistic that we can continue 
our good progress in the coming year.
Our market reputation is a function of 
our delivering to expectations. We set 
expectations with, and make promises 
to, customers and we must honour these, 
sometimes in difficult circumstances. 
Because we do this, we enjoy an expanding, 
prestigious customer base of which we are 
very proud.
Prospects are therefore encouraging and we 
have started the current financial year with 
enthusiasm and energy.
Ken Smith BA CA Chief Executive Officer
22 June 2009
•
•
•
Our people are 
the core of our 
business, and 
their productive 
deployment is 
key to our ability 
to provide our 
customers with 
cost-efficient, 
timely solutions.
2009-annual-report-22-06-09a.indSec1:11 Sec1:11 22/06/2009 17:47:58 Officers and Advisors 
Officers
John O’Hara 
Chairman
Sir Colin Chandler 
Deputy Chairman
Stephen Bellamy 
Non Executive Director 
Kenneth Smith 
Chief Executive Officer
Anthony Houldsworth 
Executive Director
Christopher Ford 
Chief Financial Officer
Thomas McDermott 
Financial Controller and Company Secretary
Registered Office
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London
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Auditor
Baker Tilly UK Audit LLP
Chartered Accountants 
The Clock House
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Guildford
Surrey 
GU1 1UW
Registrars
Capita Registrars Limited 
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Birmingham
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2009-annual-report-22-06-09a.indSec1:12 Sec1:12 22/06/2009 17:48:08 Clarity Annual Report Directors’ Report 13
Directors’ Report
The directors present their report 
together with the audited financial 
statements for the year ended 
31 March 2009.
Principal activities, review of business 
and future development
The principal activities of the Group during 
the year were the provision of technology 
solutions for the retail, entertainment, 
hospitality, and leisure sectors. These 
solutions span all levels of consumer 
interaction from simple ticketing through to 
complicated behaviour tracking and loyalty 
programmes. The Group has offices in the 
UK, US, France and New Zealand.
During the year the Group completed 
the sale of two subsidiaries in line with 
a strategy announcement released 
on 7 April 2008. On 2 May 2008 the 
Group concluded the sale of Cyntergy 
Services Limited, its services division, for 
consideration comprising £400,000 cash on 
completion and £100,000 cash 12 months 
from completion. As part of the sale process 
a service level agreement was negotiated 
to ensure the continuing provision of high 
quality support services to Clarity clients, 
which represents a key commercial issue 
moving forwards. On 1 July 2008 the 
Board completed a trade and asset sale of 
Romulus Enterprises Limited, the business 
intelligence software division, for £497,000 
cash on completion.
During the year a decision was taken to 
withdraw from the US cinema ticketing 
market where the Group had a weak market 
position. This resulted in the closure of 
the Denver office in December and the 
redundancy of 10 staff. Losses of £242,766, 
including trading losses and closure costs, 
are recognised in Loss from Discontinued 
Operations.
Following the two divestments, the business 
now comprises several core software 
divisions, servicing the retail, entertainment, 
hospitality and leisure markets.
A review of the business of the Group and 
its future development is contained in the 
Group Chairman’s Statement and the Chief 
Executive Officer’s Review on pages 6 to 11 
(the Board Statement).
Key performance indicators
Financial
In its day to day management of the 
business the Board monitors key financial 
performance indicators, such as; sales mix, 
turnover, gross profit margin, operating 
costs and profitability through the provision 
of regular budgets and forecasts, monthly 
management information and analyses 
thereof. 
Support and maintenance annuity revenues 
continue to contribute significantly to the 
Group and are closely monitored and 
controlled. Cash resources are closely 
managed and cash flows are frequently 
reviewed, both in the short and medium 
term.
Share price monitoring and management via 
effective investor relations work continues to 
be an important focus for the Board.
Non-financial
The Board also continues to consider 
certain non-financial key performance 
indicators to be important in the day to 
day management of the Group. The quality 
of the Group’s software products is of 
paramount importance and the Group 
runs dedicated Software Development and 
Quality Assurance teams to closely monitor 
and control the production and releases of 
product into the marketplace.
The Group’s principal asset and resource 
is its wide range of talented and capable 
personnel. The Board is currently 
considering the implementation of various 
initiatives to reward good performance 
appropriately and encourage the retention of 
key personnel. 
Monitoring of the Group's sales pipeline 
and prospects is undertaken on a regular 
basis, including frequent reviews with sales 
management and the sales team.
Certain key performance indicator analysis 
is commented on in the Board Statement.
Principal risks and uncertainties
The Board identifies the principal risks and 
uncertainties faced by the business as 
being:
The constant changing landscape within 
the markets in which Clarity operates, in 
terms of consolidation of competitors and 
customers alike, is outside the Group’s 
control and therefore creates an element 
of uncertainty. The Board is constantly 
monitoring the situation in order to minimise 
the Group’s exposure and take advantage 
of opportunities. Consolidation continues 
to provide both upsides and downsides; 
upsides in respect of new unexpected 
business arising and downsides in terms 
of contracts lost as an acquiring company 
chooses its current incumbent in place of 
the Clarity solution.
It is important that the Group continually 
responds and reacts to the changing needs 
of customers and develops market relevant 
products in order to remain competitive in 
the markets we serve.
These actions have greatly reduced, and 
have gone a long way towards eliminating, 
the associated business risks. Nevertheless, 
the overall economic climate also presents 
some uncertainty and there is a risk 
that some businesses will defer capital 
expenditure projects.
Dividends
No interim dividend was proposed and the 
Directors do not recommend the payment of 
a final dividend (2008: nil). 
2009-annual-report-22-06-09a.indSec1:13 Sec1:13 22/06/2009 17:48:08 Directors’ Report 
cont
14 Directors’ Report Clarity Annual Report
Share issues
Details of shares issued in the period are detailed in note 25 to the 
financial statements.
Research and development
At the year end the Group employed 69 (2008: 65) full time software 
developers. 
In the financial year ended 31 March 2009 the Group incurred 
approximately £3.57m (2008: £3.81m restated to include subsidiary 
costs) in research and development expenditure, which has been 
written off to the income statement. The Group operates dedicated 
product centres in its Basingstoke, Fareham and Atlanta locations, 
incorporating product development and quality assurance functions.
Research and development of an innovative nature continues in 
order to ensure that the Group remains in line with, and where 
possible ahead of, its direct competitors in terms of functionality 
and ability to satisfy the constantly changing arena of customer 
requirements. 
Notifiable shareholdings – compliant with AIM Rule 26
In addition to the Directors’ interests described in this report, the 
Company is aware of the following interests of 3% or more in the 
issued ordinary share capital notified as at 22 June 2009: 
 
Number of 
ordinary 
shares
Percentage 
of issued 
share capital
 
Southwind Limited 5,798,311 18.10
HSDL Nominees Limited 
Pledged Acct
2,799,291 8.74
Groundlinks Limited 2,309,667 7.21
Prism Nominees Limited Prs 
Acct
1,986,923 6.20
Chase Nominees Limited 1,737,914 5.43
BNY (OCS) Nominees 
Limited Hit Acct
1,165,956 3.64
Phoenix VCT Plc 1,087,911 3.40
Pershing Nominees Limited 
PUCLT Acct
1,076,927 3.36
Foresight VCT Plc 1,060,000 3.31
Mrs Christine Reeve 997,691 3.11
In accordance with AIM Rule 26, insofar as the Company is aware, 
the percentage of the Company’s issued share capital that is not in 
public hands is 17.7%.
Directors’ remuneration - audited
The remuneration of the individual Directors was as follows:
Salaries, fees and benefits
 
Year ended
31/03/09 
£
Year ended
31/03/08 
£
 
Executive Directors:
KR Smith 190,167 99,168
G York 
(retired 23 December 2007)
- 238,921
PJ Walker 
(retired 30 June 2007)
- 89,679
A Houldsworth 
(appointed 25 October 2008)
141,384 -
Non Executive Directors:
J O’Hara 44,875 48,332
Sir C Chandler 25,000 25,532
S Bellamy 25,000 6,250
T Bittleston 
(retired 26 June 2007)
- 6,000
 426,426 513,882
Salaries, fees and benefits are inclusive of car allowances, taxable 
benefits in kind, additional fees and bonuses attributable to the year.
In addition to the salary and fees above travel and other expenses 
were paid to the Directors as follows: J O’Hara £30,189; KR Smith 
£9,489; A Houldsworth £13,541; and S Bellamy £436.
The Group also made contributions in the year to personal pension 
plans for KR Smith and A Houldsworth in the sums of £44,125 and 
£3,000 respectively.
Directors and their interests
The Directors of the Company during the year, and their interests in 
the ordinary share capital of the Company as at 22 June 2009, were 
as follows:
 
At
31/03/09
At
31/03/08
 
J O’Hara 705,775 685,775
Sir C Chandler 244,240 244,240
S Bellamy 750,000 750,000
KR Smith 170,000 150,000
A Houldsworth 
(appointed 25 October 2008)
757,576 757,576
Changes in the Board composition since the last year end were as 
follows:
On 25 October 2008 Anthony Houldsworth was appointed as an 
Executive Director.
On 17 April 2009 Christopher Ford was appointed as Chief 
Financial Officer.
The maximum share price during the year was 29.5p and the 
minimum share price was 13p.
•
•
2009-annual-report-22-06-09a.indSec1:14 Sec1:14 22/06/2009 17:48:09  
Clarity Annual Report Directors’ Report 15
Corporate governance
The Board recognises the importance of 
sound corporate governance and endorses, 
has adopted, and intends to comply with 
the main provisions of the principles of 
good corporate governance and code of 
best practice in the 2006 Combined Code 
issued by the Financial Reporting Council 
(Combined Code) to the extent that the 
Directors consider practical and appropriate 
for an AIM listed company of the size and 
nature of Clarity.
The Board holds regular face to face and 
telephone Board meetings as appropriate 
to discuss a range of strategic, operational 
and financial matters relating to the Group’s 
corporate activities. 
The already established Audit and 
Remuneration Committees each has 
formally and appropriately delegated duties 
and comprise the non executive members 
of the Board, inclusive of the non executive 
Chairman and non executive Deputy 
Chairman. The Remuneration Committee is 
also responsible for reviewing and agreeing 
share option scheme rules and/or other 
similar schemes that are considered for 
implementation from time to time. Both 
committees meet at least twice a year.
Financial risk management
The Group’s financial instruments comprise 
cash at bank, overdraft, bank loans, trade 
and other payables and receivables, and 
loan notes. The main purpose of these 
financial instruments is to raise adequate 
finance for the Group’s operations.
The main risks arising from the Group’s 
financial instruments are exchange rate 
fluctuations and liquidity risk. It is the 
Group’s policy to finance its operations 
through a mixture of cash and borrowings 
and to review periodically the mix of these 
instruments with regard to the projected 
cash flow requirements of the Group and an 
acceptable level of risk exposure.
The Group has overseas subsidiaries 
where transactions, assets and liabilities 
are denominated in foreign currencies. At 
present the Group is therefore exposed to 
currency fluctuations arising from these 
sources. Details on the exposure to risks are 
referred to in note 30.
Internal control
The Directors acknowledge their 
responsibilities for the Group’s system of 
internal control. The Board considers major 
business and financial risks. Accepting that 
no system of control can provide absolute 
assurance against material misstatement 
or loss, the Directors believe that the 
established systems of internal control 
within the business are appropriate to the 
business. However, further improvements in 
respect of internal controls are required and 
are constantly being considered and further 
improvements have been implemented 
across the Group during the year.
The Board also pays close attention 
to external advisors in respect of any 
suggested changes in process to facilitate 
an improvement to internal control systems 
and practices.
Net funds position
As a result of successful cash management 
improvements, the Group moved from a net 
debt position at the end of the previous year 
to net funds of £0.43m (2008: (£1.71m)). 
In December 2008, the Group re-financed 
its debt facilities with Bank of Scotland. 
Overdraft facilities were renewed for 
12 months at £500,000 and a new term 
loan was agreed for £1.5m to be repaid 
over 4 years.
Going concern
Having considered the trading performance 
and cash generation during the last 
accounting period and budgets for the next 
financial period, the Directors are confident 
that the Group has sufficient working capital 
for the foreseeable future and therefore 
remains a going concern. The financial 
statements have been prepared on this 
basis.
Service contracts
KR Smith has a service agreement with an 
effective date of 1 April 2008. The salary 
was £150,000 per annum plus car allowance 
and Company pension contributions at 
7.5% of salary. Bonuses are paid at the 
discretion of the Remuneration Committee. 
As of 1 December 2008, the Remuneration 
Committee approved a salary increase to 
£185,000 per annum.
Anthony Houldsworth has a service 
agreement with an effective date of 
24 April 2006. The salary is £131,197 per 
annum. Bonuses are paid at the discretion 
of the Remuneration Committee.
On 17 April 2009, Christopher Ford signed a 
service agreement with the Company, with 
a commencement date of 1 August 2009. 
The salary is to be £135,000 per annum 
plus car allowance and company pension 
contributions at 7.5% of salary. Bonuses are 
paid at the discretion of the Remuneration 
Committee.
The non executive Directors have entered 
into letters of appointment with the 
Company as follows:
John O’Hara £45,000 per annum, plus 
reasonable expenses.
Sir Colin Chandler £25,000 per annum 
plus reasonable expenses.
Stephen Bellamy £25,000 per annum 
plus reasonable expenses.
Creditor payment policy
The Group seeks to maintain good relations 
with all of its trading partners. It is the 
Group’s policy to comply with the terms of 
trade agreed with each of its suppliers. As 
at 31 March 2009, the Group’s outstanding 
trade payables represented 58 days’ 
purchases (2008: 57 days’).
Employees
The Group is an equal opportunities 
employer and makes every effort to ensure 
disabled people are not discriminated 
against on the grounds of their disabilities. 
In the event of staff becoming disabled, 
every effort is made to ensure that 
employment continues and that appropriate 
training is arranged. Employees are kept 
informed regarding the Group’s affairs 
and are consulted on a regular basis 
through meetings, wherever feasible and 
appropriate.
Disclosure to auditors
In the case of each person who is a Director 
at the time when the report is approved, the 
following applies:
So far as the Director is aware, there is 
no relevant audit information of which the 
Group’s auditors are unaware; and
The Director has taken all the steps that he 
ought to have taken as a Director in order 
to make himself aware of any relevant audit 
information and to establish that the Group’s 
auditors are aware of that information.
Auditors 
A resolution to re-appoint Baker Tilly UK 
Audit LLP as auditors will be put to the 
Annual General Meeting on 24 July 2009.
On behalf of the Board
Ken Smith BA CA Chief Executive Officer
22 June 2009
•
•
•
2009-annual-report-22-06-09a.indSec1:15 Sec1:15 22/06/2009 17:48:09 16 Statement of Directors’ Responsibilities Clarity Annual Report
Statement of Directors’ Responsibilities 
The Directors are responsible for preparing 
the Annual Report and the financial 
statements in accordance with applicable 
law and regulations.
UK Company Law requires the Directors 
to prepare Group and Company financial 
statements for each financial year. Under 
that law the Directors are required to prepare 
Group financial statements in accordance 
with International Financial Reporting 
Standards (IFRS) as adopted by the EU 
and have elected to prepare the Company 
financial statements in accordance with 
United Kingdom Generally Accepted 
Accounting Practice (United Kingdom 
Accounting Standards and applicable law).
The Group financial statements are required 
by law and IFRS adopted by the EU to 
present fairly the financial position and 
performance of the Group; the Companies 
Act 1985 provides in relation to such 
financial statements that references in 
the relevant part of that Act to financial 
statements giving a true and fair view 
are references to their achieving a fair 
presentation.
The Company financial statements are 
required by law to give a true and fair view 
of the state of affairs of the Company.
In preparing each of the Group and 
Company financial statements, the Directors 
are required to: 
select suitable accounting policies and 
then apply them consistently;
make judgements and estimates that are 
reasonable and prudent;
for the Group financial statements, 
state whether they have been prepared 
in accordance with IFRS adopted by 
the EU; and for the Company financial 
statements state whether applicable 
UK Accounting Standards have been 
followed, subject to any material 
departures disclosed and explained in 
the Company financial statements;
prepare the financial statements on 
the going concern basis unless it is 
inappropriate to presume that the 
Group and the Company will continue in 
business.
•
•
•
•
The Directors are responsible for the 
maintenance and integrity of the corporate 
and financial information included on the 
Clarity Commerce Solutions plc website.
Legislation in the United Kingdom governing 
the preparation and dissemination of 
financial statements may differ from 
legislation in other jurisdictions.
The Directors are responsible for keeping 
proper accounting records which disclose 
with reasonable accuracy at any time the 
financial position of the Company and Group 
to enable them to ensure that the financial 
statements comply with the requirements 
of the Companies Act 1985. They are also 
responsible for safeguarding the assets of 
the Group and hence for taking reasonable 
steps for the prevention and detection of 
fraud and other irregularities.
2009-annual-report-22-06-09a.indSec1:16 Sec1:16 22/06/2009 17:48:09 Clarity Annual Report Independent Auditor’s Report 17
Independent Auditor’s Report 
We have audited the Group and Parent 
Company financial statements on pages 
18 to 48.
This report is made solely to the Company’s 
members, as a body, in accordance with 
section 235 of the Companies Act 1985. 
Our audit work has been undertaken so 
that we might state to the Company’s 
members those matters we are required 
to state to them in an auditor’s report and 
for no other purpose. To the fullest extent 
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’ responsibilities for preparing 
the Annual Report, and the Group financial 
statements in accordance with applicable 
law and International Financial Reporting 
Standards (IFRS) as adopted by the 
European Union (EU), and for preparing 
the Parent Company financial statements 
in accordance with applicable law and 
United Kingdom Accounting Standards 
(United Kingdom Generally Accepted 
Accounting Practice) 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 
International Standards on Auditing (UK and 
Ireland).
We report to you our opinion as to whether 
the financial statements give a true and fair 
view and whether the financial statements 
have been properly prepared in accordance 
with the Companies Act 1985. We also 
report to you whether in our opinion the 
information given in the Directors’ Report is 
consistent with the financial statements.
In addition we report to you if, in our 
opinion, 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 other transactions is not 
disclosed.
The information in the Directors’ Report 
includes that specific information presented 
in the Chairman’s and Chief Executive’s 
Statements that is cross referenced from 
the business review section of the Directors’ 
Report.
We read other information contained in 
the Annual Report and consider whether 
it is consistent with the audited financial 
statements. The other information 
comprises only the Performance Highlights, 
Chairman’s Statement, Chief Executive’s 
Review and Directors’ Report. We consider 
the implications for our report if we become 
aware of any apparent misstatements or 
material inconsistencies with the financial 
statements. Our responsibilities do not 
extend to any other information.
Basis of audit opinion
We conducted our audit in accordance with 
International Standards on Auditing (UK and 
Ireland) 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 Group’s and 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 Group financial statements give a 
true and fair view, in accordance with 
IFRS as adopted by the European 
Union, of the state of the Group’s affairs 
as at 31 March 2009 and of its profit for 
the year then ended;
the Parent Company financial 
statements give a true and fair view, 
in accordance with United Kingdom 
Generally Accepted Accounting 
Practice, of the state of the Parent 
Company’s affairs as at 31 March 2009;
the financial statements have been 
properly prepared in accordance with 
the Companies Act 1985; and
the information given in the Directors’ 
Report is consistent with the financial 
statements.
Baker Tilly UK Audit LLP 
22 June 2009
Registered Auditor, Chartered Accountants
The Clock House, 140 London Road
Guildford, Surrey GU1 1UW
•
•
•
•
2009-annual-report-22-06-09a.indSec1:17 Sec1:17 22/06/2009 17:48:09 The notes on pages 21 to 42 form part of these financial statements.
18 Consolidated Financial Statements Clarity Annual Report
Consolidated Income Statement
 
for the year ended 31 March 2009 
 Notes
Year ended
31/03/09 
£’000
Year ended
31/03/08 
£’000
 
Continuing operations: 
Revenue 7 17,683 15,364
Cost of sales (3,136) (3,041)
Gross profit 14,547 12,323
Operating costs:
Operating expenses (13,249) (11,910)
Exceptional expenses 11 - (252)
Amortisation and impairment of acquired intangible assets 14 (646) (1,426)
Impairment of goodwill 14 - (6,895)
Total operating costs (13,895) (20,483)
Operating profit/(loss) from continuing operations 7 652 (8,160)
Operating profit/(loss) from continuing operations is analysed between:
Operating profit from continuing operations 1,298 413
Exceptional expenses 11 - (252)
Amortisation of acquired intangible assets 14 (646) (1,426)
Impairment of goodwill 14 - (6,895)
 652 (8,160)
Finance income 10 617 721
Finance costs 10 (804) (1,134)
Profit/(loss) before taxation from continuing operations 465 (8,573)
Taxation credit/(expense) 12 6 (385)
Profit/(loss) for the year from continuing operations 471 (8,958)
Loss for the year from discontinued operations 31 (586) (1,671)
Profit on disposal of discontinued operations 32 333 -
Profit/(loss) for the year attributable to the equity shareholders of the parent 
company
8 218 (10,629)
Earnings/(loss) per share: 13
Basic and diluted - continuing operations 1.47p (35.84)p
Basic and diluted - discontinued operations (0.79)p (6.69)p
 0.68p (42.53)p
Consolidated Statement of Recognised Income and Expense
for the year ended 31 March 2009 
 Notes
Year ended
31/03/09 
£’000
Year ended
31/03/08 
£’000
 
Profit/(loss) for the year 27 218 (10,629)
Exchange differences on translation of foreign operations recognised directly in 
equity
27 (39) 290
Total recognised income/(expense) for the year attributable to the equity 
shareholders of the parent company
179 (10,339)
2009-annual-report-22-06-09a.indSec1:18 Sec1:18 22/06/2009 17:48:09 Clarity Annual Report Consolidated Financial Statements 19
The notes on pages 21 to 42 form part of these financial statements.
Consolidated Balance Sheet
as at 31 March 2009 
 Notes
As at
31/03/09 
£’000
As at
31/03/08 
£’000
 
Assets:
Non current assets:
Property, plant and equipment 15 248 351
Goodwill 14 8,890 8,806
Other intangible assets 14 812 1,458
Total non current assets 9,950 10,615
Current assets:
Inventories 16 260 626
Trade and other receivables 17 4,370 4,969
Cash and cash equivalents 1,951 -
Blocked cash collateral account 18 - 93
Assets held for resale 33 - 1,440
Total current assets 6,581 7,128
Total assets 16,531 17,743
Liabilities:
Non current liabilities:
Bank loans 20 1,085 1,048
Deferred consideration 3,136 4,066
Obligations under finance leases 22 14 50
Total non current liabilities 4,235 5,164
Current liabilities:
Trade payables 2,264 1,497
Other payables 19 2,797 3,146
Income tax 184 426
Bank loans and overdrafts 20 400 574
Loan notes 21 129 90
Obligations under finance leases 22 8 25
Deferred consideration 570 -
Liabilities linked to current assets held for resale 33 - 1,056
Total current liabilities 6,352 6,814
Total liabilities 10,587 11,978
Net assets 5,944 5,765
Equity:
Shareholders’ equity:
Share capital 25 8,007 8,007
Share premium 27 7,576 7,576
Retained earnings 27 (11,039) (11,257)
Translation reserve 27 (296) (257)
Other reserve 27 1,696 1,696
Total equity attributable to the equity shareholders of the parent company 27 5,944 5,765
The financial statements on pages 18 to 48 were approved and authorised by the Directors on 22 June 2009 and were signed on their  
behalf by: 
Ken Smith BA CA Chief Executive Officer
22 June 2009
2009-annual-report-22-06-09a.indSec1:19 Sec1:19 22/06/2009 17:48:09 The notes on pages 21 to 42 form part of these financial statements.
20 Consolidated Financial Statements Clarity Annual Report
Consolidated Cash Flow Statement
for the year ended 31 March 2009 
 
Year ended
31/03/09 
£’000
Year ended
31/03/08 
£’000
 
Operating activities: 
Profit before tax and finance costs 399 (9,832)
Depreciation 107 174
Amortisation:
Intellectual property rights 640 1,399
Software 634
Goodwill - 8,772
Interest paid (705) (1,036)
Taxation (267) (175)
Operating cash flows before movements in working capital: 180 (664)
Decrease in inventories 366 85
Decrease in trade and other receivables 433 42
Increase/(decrease) in trade and other payables 450 (1,162)
Cash generated from/(used in) operating activities 1,249 (1,035)
Investing activities:
Proceeds on disposal of property, plant and equipment 31 298
Proceeds on disposal of businesses (net of expenses) 748 -
Purchase of property, plant and equipment (61) (113)
Interest received 524 722
Payment of deferred consideration - (10)
Purchase of subsidiary undertakings net of cash acquired (19) (321)
Cash from investing activities 1,223 576
Financing activities:
Proceeds from the issue of share capital - 1,613
Repayment of loan notes (386) -
New bank loans 1,485 -
Repayment of bank loans (1,576) (485)
Capital element of finance leases (53) (15)
Interest element of finance leases (8) (4)
Cash generated/(absorbed) from financing activities (538) 1,109
Net increase/(decrease) in cash and cash equivalents 2,114 (14)
Cash and cash equivalents at the beginning of the year (89) (365)
Foreign exchange rate adjustments (74) 290
Cash and cash equivalents at the end of the year 1,951 (89)
2009-annual-report-22-06-09a.indSec1:20 Sec1:20 22/06/2009 17:48:09 Clarity Annual Report Notes to the Consolidated Financial Statements 21
Notes to the Consolidated Financial Statements 
1 Reporting entity 
Clarity Commerce Solutions plc is a public limited company 
incorporated and domiciled in England and Wales (registration 
number 3914814). The Company’s registered address is 
Paterson House, Hatch Warren Farm, Hatch Warren Lane, 
Hatch Warren, Basingstoke, Hampshire RG22 4RA.
The Company’s ordinary shares are traded on the AIM market of the 
London Stock Exchange plc. The consolidated financial statements of 
the Group for the year ended 31 March 2009 comprise the Company 
and its subsidiaries.
Across the year the Group was primarily involved in the provision of 
software solutions for entertainment, leisure, hospitality and retail sectors 
with offices in the United Kingdom, United States, France and New Zealand.
2 Compliance with accounting 
standards 
At the date of authorisation of the consolidated financial statements 
the following Standards and Interpretations which have not been 
applied in these consolidated financial statements were in issue but 
not yet effective:
IFRS 8
Operating Segments
IFRIC 13
Customer Loyalty Programmes
IFRIC 15
Agreements for the Construction of Real Estate
IFRIC 16
Hedges of a Net Investment in a Foreign Operation
IFRIC 17
Distributions of Non Cash Assets to Owners
IFRIC 18
Transfer of Assets from Customers
Amendments to IAS 23
Borrowing Costs
Amendments to IAS 1
Presentation of Financial Statements
Amendments to IFRS3/IAS27
Business Combinations Project
The Directors anticipate that the adoption of these Standards and 
Interpretations in future periods will have no material impact on the 
financial statements of the Group when the relevant Standards and 
Interpretations come into effect.
3 Going concern 
The Directors have reviewed the projections for the forthcoming 12 
month period from the date of approval of the financial information 
and based on the level of existing cash, projected income and 
expenditure, the Directors are satisfied that the Company and Group 
have adequate resources to continue in business for the foreseeable 
future. Accordingly the going concern basis has been used in 
preparing the Financial Statements. 
4 Basis of preparation 
The consolidated financial statements have been prepared in 
accordance with International Financial Reporting Standards 
adopted by the International Accounting Standards Board (IASB) 
and interpretations issued by the International Financial Reporting 
Interpretations Committee of the IASB (together IFRS) as endorsed 
by the European Union.
These financial statements are presented in Sterling as that is the 
currency of the primary economic environment in which the Group 
operates.
5 Accounting policies 
The following accounting policies have been consistently applied 
in arriving at the consolidated financial information set out in this 
report.
Basis of accounting 
The consolidated financial information has been prepared under the 
historical cost convention, in accordance with International Financial 
Reporting Standards (IFRS) as adopted for use in the European 
Union.
Basis of consolidation 
The consolidated financial statements incorporate the financial 
statements of the Company and entities controlled by the Company 
(its subsidiaries) made up to 31 March each year. Control is 
achieved where the Company has the power to govern the financial 
and operating policies of an investee entity so as to obtain benefits 
from its activities.
The trading results of subsidiaries acquired or disposed of during 
the year are included in the consolidated income statement from the 
effective date of acquisition or up to the effective date of disposal, 
as appropriate.
All intra-group transactions, balances, income and expenditure are 
eliminated on consolidation.
2009-annual-report-22-06-09a.indSec1:21 Sec1:21 22/06/2009 17:48:09 22 Notes to the Consolidated Financial Statements Clarity Annual Report
Notes to the Consolidated 
Financial Statements cont
Revenues and revenue recognition 
Revenue, which excludes value added tax and sales between Group 
companies, represents amounts derived from the provision of goods 
and services which fall within the Group’s ordinary activities.
The Group derives its income from the following revenue streams: 
the sale of software licences, bespoke development projects for 
clients and fees derived from support services, installation and 
training. Each sales stream is separately identifiable and treated in 
the following manner:
Software licences
Licence fees are recognised following delivery of software to the 
client.
Services
Revenue streams from installation, consultancy and training 
are recognised at the point at which the service or product is 
delivered.
Software development
Revenue is recognised upon staged completion of the software 
project.
Maintenance income
Income is recognised evenly across the duration of the 
contractual period. 
Property, plant and equipment 
The cost of property, plant and equipment less estimated residual 
value is written off at the following annual rates:
Motor vehicles 
25% on reducing balance
Office equipment 
20 - 25% on reducing balance
Leasehold properties 
25% on reducing balance
Freehold property
Depreciated on a straight line basis over 50 years
Intangible software rights 
In accordance with IFRS 3, value has been attributed to software 
rights acquired since 1 April 2006, which incorporate the acquisitions 
of MATRA Systems (Holdings) Limited, and both Total Hospitality 
Solutions Limited and Total Hospitality Solutions (NZ) Limited.
A value has been identified and attributed to software rights.
The value of the software rights is then amortised over the estimated 
useful life of the software, which is considered to be five years, and 
the amortisation is charged separately in operating costs.
Business combinations 
Under the purchase method of accounting treatment, upon initial 
recognition the assets and liabilities of the subsidiary are included 
in the consolidated balance sheet at their fair values, which are also 
used as the bases for subsequent measurement in accordance with 
the Group’s accounting policies. Goodwill is stated after separating 
out identifiable intangible assets.
Goodwill 
Goodwill represents the excess of the cost of an acquisition over the 
fair value of the company’s share of the net identifiable assets of the 
acquired subsidiary at the date of acquisition. Gains and losses on 
the disposal of an entity include the carrying amount of goodwill.
Goodwill is allocated to cash-generating units for the purposes of 
impairment testing. The allocation is made to those cash-generating 
units, or groups of cash-generating units, that are expected to 
benefit from the business combination in which the goodwill arose. 
The Group allocates goodwill to each business segment in each 
country in which it operates.
Goodwill arising on the acquisition of overseas subsidiaries is 
recorded in the functional currency of the acquired subsidiary and 
translated into the presentation currency at the prevailing closing rate 
at each balance sheet date in accordance with the Group accounting 
policy for foreign currency. 
Impairment of assets 
Separately identified goodwill is tested annually for impairment and 
carried at cost less accumulated impairment losses. Impairment 
losses on goodwill are not reversed. 
Other intangible assets and property, plant and equipment with an 
indefinite useful life, and those intangible assets not yet available for 
use, are tested for impairment at least annually. All other individual 
assets are tested for impairment whenever events or changes 
in circumstances indicate that the carrying amount may not be 
recoverable.
Impairment of goodwill 
Where the net assets exceed the value in use, an impairment is 
deemed to have occurred and the resultant write down in the 
goodwill is charged to the income statement immediately.
Leased assets 
Assets held under hire purchase agreements are capitalised and 
disclosed under property, plant and equipment at their fair value. 
The capital element of the future payments is treated as a liability 
and the interest is charged to the income statement in equal 
proportions over the period of the lease.
Where the Group enters into a finance lease which entails taking 
substantially all the risks and rewards of ownership of an asset, 
the lease is treated as a finance lease. The asset is recorded in the 
balance sheet as property, plant and equipment and is depreciated 
in accordance with the stated depreciation policies. Future 
instalments under such leases, net of finance charges, are included 
within liabilities. Rentals payable are apportioned between the 
finance element, which is charged to the income statement in equal 
proportions over the period of the lease, and the capital element 
which reduces the outstanding obligation for future instalments.
Rentals applicable to operating leases where substantially all of the 
benefits and risks of ownership remain with the lessor are charged 
against the income statement as incurred.
Financial instruments 
Financial assets and financial liabilities are recognised in the Group’s 
balance sheet when the Group becomes a party to the contractual 
provisions of the instrument.
Trade and other receivables 
Trade receivables are recognised and carried at original invoice 
amount less provision for impairment. A provision for impairment 
of trade receivables is established when there is objective evidence 
that the Group will not be able to collect all amounts due according 
to the original terms of receivables. The amount of any provision is 
recognised in the income statement. 
Trade payables 
Trade payables are recognised at fair value then subsequently at 
amortised cost using the effective highest rate. Trade payables do 
not carry any interest.
Cash and cash equivalents 
Cash and cash equivalents comprise cash in hand and on demand 
deposits, and other short-term highly liquid investments that are 
readily convertible to a known amount of cash and are subject to an 
insignificant risk of change in value. For the purpose of the cash flow 
statement, cash and cash equivalents includes bank overdrafts.
Financial liabilities and equity 
Financial liabilities and equity instruments are classified according 
to the substance of the contractual arrangements entered into. An 
equity instrument is any contract that evidences a residual interest in 
the assets of the Group after deducting all of its liabilities.
Bank borrowings 
Interest bearing bank loans and overdrafts are recorded as the 
proceeds received, net of direct issue costs. Finance charges, 
including premiums payable on settlement or redemption, are 
accounted for on an accruals basis and are added to the carrying 
amount of the instrument to the extent that they are not settled in 
the period in which they arise.
2009-annual-report-22-06-09a.indSec1:22 Sec1:22 22/06/2009 17:48:09  
Clarity Annual Report Notes to the Consolidated Financial Statements 23
Non current assets held for sale 
Non current assets (and disposal groups) classified as held for 
sale are measured at the lower of carrying amount and fair value 
less cost to sell. They are classified as held for sale if their carrying 
amount will be recovered through a sale transaction rather than 
through continuing usage. This condition is regarded as met only 
when the sale is highly probable and the asset (or disposal group) is 
available for immediate sale in its present condition. Management 
must be committed to the sale which should be expected to qualify 
for recognition as a complete sale within one year from the date of 
classification.
Inventory 
Inventory is valued at the lower of cost and net realisable value, after 
due allowances for obsolete and slow moving items.
Taxation 
Current tax is the tax currently payable based on taxable profit for 
the year.
Deferred income taxes are calculated using the liability method on 
temporary differences. Deferred tax is generally provided on the 
difference between the carrying amounts of assets and liabilities and 
their tax bases. However, deferred tax is not provided on the initial 
recognition of goodwill, nor on the initial recognition of an asset or 
liability unless the related transaction is a business combination or 
affects tax or accounting profit.
Deferred tax on temporary differences associated with shares in 
subsidiaries and joint ventures is not provided if reversal of these 
temporary differences can be controlled by the Group and it is 
probable that reversal will not occur in the foreseeable future. In 
addition, tax losses available to be carried forward as well as other 
income tax credits to the Group are assessed for recognition as 
deferred tax assets.
Deferred tax liabilities are provided in full. Deferred tax assets are 
recognised to the extent that it is probable that the underlying 
deductible temporary differences will be able to be offset against 
future taxable income. Current and deferred tax assets and 
liabilities are calculated at tax rates that are expected to apply to 
their respective period of realisation, provided they are enacted or 
substantively enacted at the balance sheet date.
Changes in deferred tax assets or liabilities are recognised as a 
component of the tax expense in the income statement, except 
where they relate to items that are charged or credited directly to 
equity, in which case the related deferred tax is also charged or 
credited directly to equity.
The tax expense in the income statement is the sum of the current 
and deferred tax.
Capital instruments 
Capital instruments are recorded at the fair value of the 
consideration received less issue costs in accordance with IAS 39.
Segmental reporting 
A segment is a distinguishable component of the Group that is 
engaged in providing products and services. As the risks and rates 
of return are predominantly affected by differences in these products 
and services, the primary format for reporting segmental information 
is based on business segments.
Research and development 
All Research costs are written off to the Income Statement as 
incurred. 
Development costs incurred are capitalised when all the following 
conditions are satisfied:
completion of the intangible asset is technically feasible so that 
it will be available for use or sale;
the Group intends to complete the intangible asset and use or 
sell it;
the Group has the ability to use or sell the intangible asset;
the intangible asset will generate probable future economic 
benefits. Among other things, this requires that there is a market 
for the output from the intangible asset or for the intangible 
asset itself, or, if it is to be used internally, the asset will be used 
in generating such benefits;
•
•
•
•
there are adequate technical, financial and other resources to 
complete the development and to use or sell the intangible 
asset; and
the expenditure attributable to the intangible asset during its 
development can be measured reliably.
Development costs not meeting the criteria for capitalisation are 
expensed to the income statement as incurred.
The cost of an internally generated intangible asset comprises all 
directly attributable costs necessary to create, produce, and prepare 
the asset to be capable of operating in the manner intended by the 
Group.
Directly attributable costs include those costs incurred on software 
development, together with associated overheads.
Amortisation commences in the month that costs are incurred, and 
the amortisation period is five years (being the estimated useful life 
of the assets). Amortisation of development costs is included within 
operating costs in the income statement.
Blocked cash collateral accounts 
The Group has blocked cash collateral accounts which are sums of 
money that are specifically set aside to meet known future liabilities 
in respect of acquisition consideration and earn out arrangements 
entered into.
These sums are available to the Company exclusively for this 
purpose.
Foreign exchange 
Assets and liabilities denominated in foreign currencies are translated 
into sterling at the rates of exchange ruling at the balance sheet 
date. Transactions in foreign currencies are translated into sterling at 
the rate of exchange ruling at the date of the transaction. Exchange 
differences are taken into account in arriving at the operating profit.
For the purposes of the consolidation, assets and liabilities of 
overseas subsidiary undertakings are translated at exchange rates 
ruling at the balance sheet date. Trading results are translated at the 
rates of exchange ruling at the end of each month. Differences arising 
on the retranslation of opening assets are dealt with through equity.
Share based payments 
Equity-settled share based payments are measured at fair value 
(excluding the effect of non market-based vesting conditions) at the 
date of grant. The fair value is expressed on a straight line basis over 
the vesting period, based on the Group’s estimate of shares that 
will eventually vest and adjusted for the effect of non market-based 
vesting conditions. Fair value is measured by use of an appropriate 
binomial valuation method.
6 Critical judgements and estimation 
uncertainty 
The preparation of the financial statements requires management to 
make estimates and assumptions that affect the reported amount 
of revenues, expenses, assets and liabilities, and the disclosure 
of contingent liabilities at the date of the financial statements. If in 
the future such estimates and assumptions, which are based on 
management’s best judgement at the date of preparation of the 
financial statements, deviate from actual circumstances, the original 
estimates and assumptions will be modified as appropriate in the year 
in which circumstances change. Where necessary, the comparatives 
have been reclassified or extended from the previously reported 
results to take into account presentational changes.
Impairment of goodwill, intangible assets and investments 
Where there is an indication that the carrying value of items in 
goodwill, intangible assets and investments may have been 
impaired through events or changes in circumstances a review will 
be undertaken of the recoverable amount of those assets based 
on a value in use calculation which will involve estimates and 
assumptions to be made by management (see note 14). 
Tax losses
A deferred tax asset has not been recognised in the Consolidated 
Financial Statements due to the uncertainty of the timing and 
country of origin of future trading profits.
•
•
2009-annual-report-22-06-09a.indSec1:23 Sec1:23 22/06/2009 17:48:10 24 Notes to the Consolidated Financial Statements Clarity Annual Report
Notes to the Consolidated 
Financial Statements cont
7 Business segments 
For management reporting purposes, the Group is organised into four separate divisions, each with income streams that can carry different 
risks and rewards. This is the basis on which the Group reports its primary segment information.
The four income streams are:
revenue from Retail operations;
revenue from Entertainment operations;
revenue from Leisure operations; and
revenue from Hospitality operations.
Segmental information for continuing operations with regard to these four income streams is presented herewith.
The allocation of Group costs has been updated in the current year. To ensure consistency, the comparative analysis has been amended on 
the same basis.
for the year ended 31 March 2009 
Retail
2009 
£’000
Entertainment
2009 
£’000
Leisure
2009 
£’000
Hospitality
2009 
£’000
Group 
2009 
£’000
Consolidated 
2009 
£’000
 
Revenue 9,178 4,624 1,232 2,649 - 17,683
Operating profit/(loss) 1,777 1,723 569 196 (2,567) 1,698
Group development costs - - - - (620) (620)
Allocation of Group costs (594) (303) (100) 32 965 -
Non recurring reorganisation 
costs
- - - - (426) (426)
Amortisation of software rights (390) (6) - (250) 646 -
Operating profit/(loss) before 
exceptional items
793 1,414 469 (22) (2,002) 652
Exceptional items - - ----
Operating profit/(loss) 793 1,414 469 (22) (2,002) 652
Net financial expense (187)
Taxation credit 6
Profit for the year from 
continuing operations
471
Segment assets 3,683 6,560 2,850 1,078 2,360 16,531
Segment liabilities (1,710) (1,480) (433) (3,536) (3,428) (10,587)
Other segment items:
Capital expenditure 49 3 1 8 - 61
Depreciation (26) (12) (1) (54) - (93)
•
•
•
•
2009-annual-report-22-06-09a.indSec1:24 Sec1:24 22/06/2009 17:48:10  
Clarity Annual Report Notes to the Consolidated Financial Statements 25
for the year ended 31 March 2008 
Retail
2008 
£’000
Entertainment
2008 
£’000
Leisure
2008 
£’000
Hospitality
2008 
£’000
Group 
2008 
£’000
Consolidated 
2008 
£’000
 
Revenue 5,546 5,657 1,478 2,683 - 15,364
Operating profit/(loss) 813 1,529 915 (527) (2,542) 188
Group development costs - - - - (1,201) (1,201)
Allocation of Group costs (333) (338) (121) 24 768 -
Impairment of Goodwill - - - - (6,895) (6,895)
Amortisation of software rights (391) - - (1,007) 1,398 -
Operating profit/(loss) before 
exceptional items
89 1,191 794 (1,510) (8,472) (7,908)
Exceptional items - - - - (252) (252)
Operating profit/(loss) 89 1,191 794 (1,510) (8,724) (8,160)
Net financial expense (413)
Taxation expense (385)
Loss for the year from 
continuing operations
(8,958)
Segment assets 5,097 11,452 2,130 2,226 (4,602) 16,303
Segment liabilities (1,931) (11,193) (699) (9,683) 12,584 (10,922)
Other segment items:
Capital expenditure 42 9 2 68 - 121
Depreciation (18) (13) (3) (58) - (92)
Geographic segments
Below is an analysis by geographic location.
for the year ended 31 March 2009 
Revenue 
2009 
£’000
Revenue 
2008 
£’000
Segment 
assets
2009 
£’000
Segment 
assets
2008 
£’000
Capital 
expenditure
2009 
£’000
Capital 
expenditure
2008 
£’000
 
United Kingdom 9,792 8,830 7,831 6,750 20 81
Europe 
(excluding United Kingdom)
2,566 2,359 6,078 7,987 - 9
United States of America 5,083 3,943 2,565 1,478 36 31
Rest of World 242 232 57 88 5 -
 17,683 15,364 16,531 16,303 61 121
Included within the revenue analysis above are £2,035,000 in relation to goods for resale (2008: £1,891,000) and £12,285,000 
(2008: £11,651,000) in relation to services.
2009-annual-report-22-06-09a.indSec1:25 Sec1:25 22/06/2009 17:48:10 26 Notes to the Consolidated Financial Statements Clarity Annual Report
Notes to the Consolidated 
Financial Statements cont
8 Profit/(loss) for the year 
This is stated after charging/(crediting): 
for the year ended 31 March 2009 
Year ended
31/03/09 
£’000
Year ended
31/03/08 
£’000
 
Depreciation of property, plant and equipment - owned assets 99 152
Depreciation of property, plant and equipment - leased assets 8 22
Impairment of goodwill - 8,772
Amortisation of software rights 646 1,433
Auditor’s remuneration
Fees payable to the Group’s auditor for the audit of the Group’s annual accounts 17 25
Fees payable to the Group’s auditors and its associates for other services:
Audit of the Company’s subsidiaries, pursuant to legislation 48 50
Tax services 21 21
Corporate finance services -30
All other services 32 -
Directors’ remuneration 513 514
Rentals payable under operating leases - property 514 463
Rentals payable under operating leases - other 120 175
Loss on sale of property, plant and equipment (25) (172)
Profit on sale of discontinued operations 333 -
Non-audit services provided by the auditors are reviewed by the Board of Directors to ensure that the independence of the auditors is not 
compromised.
Remuneration of the highest paid Director for the year ended 31 March 2009 was £190,167 (2008: £238,921). 
Research and development expenditure incurred during the year was approximately £3,564,000 (2008: £3,807,000 restated to include 
subsidiary research and development costs). 
2009-annual-report-22-06-09a.indSec1:26 Sec1:26 22/06/2009 17:48:10  
Clarity Annual Report Notes to the Consolidated Financial Statements 27
9 Employment costs 
Employment costs (including Executive Directors) were as follows: 
for the year ended 31 March 2009 
Year ended
31/03/09 
£’000
Year ended
31/03/08 
£’000
 
Wages and salaries 8,311 10,613
Social security costs 876 1,207
 9,187 11,820
Year ended
31/03/09
Number 
Year ended
31/03/08
Number 
 
Average monthly number of persons employed (including Executive Directors):
Production 89 89
Sales 14 17
Administration 29 37
Installation and support 58 156
 190 299
Details of Directors’ remuneration are given on page 14 and in note 8.
Employee costs were charged to cost of sales £nil (2008: £2,565,000) and operating costs £9,187,000 (2008: £9,255,000).
Discontinued operations accounted for 21 average employees (2008: 123).
10 Finance income and costs 
for the year ended 31 March 2009 
Year ended
31/03/09 
£’000
Year ended
31/03/08 
£’000
 
Finance income:
Bank interest receivable and similar income on cash and cash equivalents 617 721
 617 721
Finance costs:
Interest on bank loans and overdrafts repayable within five years 764 1,054
Leases and hire purchase interest 82
Loan note interest 650
Other interest 26 28
 804 1,134
2009-annual-report-22-06-09a.indSec1:27 Sec1:27 22/06/2009 17:48:10 28 Notes to the Consolidated Financial Statements Clarity Annual Report
Notes to the Consolidated 
Financial Statements cont
11 Exceptional expenses 
There were no exceptional expenses in the year.
Exceptional expenses in 2008 (2009: £nil) related to the costs of the Extraordinary General Meeting held on 31 May 2007, as well as costs 
involved in the fundamental reorganisation of the Board during that year.
12 T axation 
Current tax (credit)/expense
for the year ended 31 March 2009 
Year ended
31/03/09 
£’000
Year ended
31/03/08 
£’000
 
UK corporation tax on profit in year (304) -
Overseas taxation 298 385
Total tax (credit)/charge for the year (6) 385
Reconciliation of effective tax rate
for the year ended 31 March 2009 
Year ended
31/03/09 
£’000
Year ended
31/03/08 
£’000
 
Profit/(loss) on ordinary activities before taxation 212 (10,244)
Profit/(loss) on ordinary activities before taxation multiplied by the standard rate of 
corporation tax in the UK of 28% (2008: 30%) 
59 (3,073)
Effects of:
Difference between depreciation and capital allowances 15 52
Non deductible items 348 (83)
Foreign tax rates 46 30
Enhanced relief for research and development (360) -
Losses carried forward 25 441
Amortisation (17) 3,051
Chargeable gains adjustment (122) (33)
Total taxation reported in the consolidated financial statements (6) 385
Effective tax rate (2.8)% (3.8)%
The effective tax rate is lower than the basic rate as the Group has tax losses available for offset against future profits of £4,106,000 
(2008: £5,087,000) that have not been recognised due to the uncertainty of timing of future profits.
2009-annual-report-22-06-09a.indSec1:28 Sec1:28 22/06/2009 17:48:10  
Clarity Annual Report Notes to the Consolidated Financial Statements 29
13 Earnings/(loss) per share 
The calculations of earnings/(loss) per share are based on the profit/(loss) after tax for the financial year and the following numbers of shares:
for the year ended 31 March 2009 
Year ended
31/03/09 
Number
Year ended
31/03/08
Number 
 
Weighted average number of shares:
For basic profit/(loss) per share 32,029,305 24,989,858
For diluted profit/(loss) per share 32,029,305 24,989,858
Year ended
31/03/09 
£’000
Year ended
31/03/08 
£’000
 
Earnings/(loss) for the year from continuing operations 471 (8,958)
Loss for the year from discontinued operations (253) (1,671)
Earnings/(loss) for the year attributable to shareholders of the parent company 218 (10,629)
Earnings/(loss) per share:
Basic and diluted - continuing operations 1.47p (35.84)p
Basic and diluted - discontinued operations (0.79)p (6.69)p
 0.68p (42.53)p
The share options are non dilutive due to the exercise price being significantly higher than the current share price.
2009-annual-report-22-06-09a.indSec1:29 Sec1:29 22/06/2009 17:48:10 30 Notes to the Consolidated Financial Statements Clarity Annual Report
Notes to the Consolidated 
Financial Statements cont
14 Intangible assets 
as at 31 March 2009 
Software rights
£’000
Goodwill
£’000
Total
£’000
 
Cost:
At 1 April 2007 2,340 16,052 18,392
Additions during the year (note 29) 1,258 3,572 4,830
Transfer to assets held for resale (34) (2,377) (2,411)
At 31 March 2008 and 1 April 2008 3,564 17,247 20,811
Additions during the year - 84 84
At 31 March 2009 3,564 17,331 20,895
Amortisation and impairment:
At 1 April 2007 680 1,546 2,226
Amortisation for the year 1,433 - 1,433
Impairment - 8,772 8,772
Transfer to assets held for resale (7) (1,877) (1,884)
At 31 March 2008 and 1 April 2008 2,106 8,441 10,547
Amortisation for the year 646 - 646
Impairment ---
At 31 March 2009 2,752 8,441 11,193
Net book value:
At 31 March 2009 812 8,890 9,702
At 31 March 2008 1,458 8,806 10,264
Details of goodwill and software rights acquired during the previous year are given in note 29. 
The Board has reviewed the carrying value of goodwill, and has determined no impairment is required in the current year (2008: £8,772,000 
impairment). 
In order to arrive at the revised carrying value of goodwill, the Group tests goodwill annually, or more frequently if there are indications that 
goodwill might be impaired.
The recoverable amounts of the Cash Generating Units (CGUs) are determined from value in use calculations. The key assumptions for the 
value in use calculations are those regarding the discount rates, growth rates and expected changes to selling prices and costs during the 
period under review. Management estimates discount rates using pre-tax rates that reflect current market assessments of the time value of 
money and the risks specific to the CGUs. 
The Group prepares cash flow forecasts derived from the most recent financial budgets approved by management for the next five years 
and extrapolates cash flows for the following fifteen years, as it is our opinion that this is the time frame that the asset will be utilised over, 
based on an estimated growth rate of 2%. Management consider this rate to be appropriate.
The rate used to discount the forecast pre-tax cash flows is 8.49%.
2009-annual-report-22-06-09a.indSec1:30 Sec1:30 22/06/2009 17:48:10  
Clarity Annual Report Notes to the Consolidated Financial Statements 31
15 Property, plant and equipment 
as at 31 March 2009 
Freehold 
property
£’000
Leasehold 
property
£’000
Office 
equipment
£’000
Motor 
vehicles 
£’000
T otal
£’000
 
Cost:
At 1 April 2007 177 44 1,130 39 1,390
On acquisition of subsidiary (note 29) - - 14 - 14
Additions - - 86 74 160
Disposals (145) - - - (145)
Transfer to assets held for resale (32) - (260) - (292)
At 31 March 2008 and 1 April 2008 - 44 970 113 1,127
Additions - - 61 - 61
Disposals - - (592) (74) (666)
Exchange movement - - 35 - 35
At 31 March 2009 - 44 474 39 557
Depreciation:
At 1 April 2007 17 21 788 8 834
Charge for year 2 16 134 22 174
Disposals (19) - - - (19)
Transfer to assets held for resale - (20) (193) - (213)
At 31 March 2008 and 1 April 2008 - 17 729 30 776
Charge for year - 9 82 16 107
Disposals - - (556) (18) (574)
At 31 March 2009 - 26 255 28 309
Net book value:
At 31 March 2009 - 18 219 11 248
At 31 March 2008 - 27 241 83 351
Depreciation is included in operating expenses.
Included within the net book value of £248,000 is £11,000 (2008: £83,000) relating to assets held under hire purchase and finance lease 
agreements, relating to motor vehicles. Depreciation charged in the period in respect of these assets amounted to £8,000 (2008: £22,000). 
Agreements in respect of leasehold properties are short leaseholds.
2009-annual-report-22-06-09a.indSec1:31 Sec1:31 22/06/2009 17:48:11 32 Notes to the Consolidated Financial Statements Clarity Annual Report
Notes to the Consolidated 
Financial Statements cont
16 Inventories 
as at 31 March 2009 
As at
31/03/09 
£’000
As at
31/03/08 
£’000
 
Goods for resale 260 506
Work in progress - 120
 260 626
17 Trade and other receivables 
as at 31 March 2009 
As at
31/03/09 
£’000
As at
31/03/08 
£’000
 
Trade receivables 2,762 3,856
Other receivables 786 454
Prepayments and accrued income 822 659
 4,370 4,969
Standard credit terms for Trade Receivables are 30 days from invoice date, although certain credit terms are contract specific. The Directors 
consider that the carrying amount approximated to their fair value. Gross Trade Receivables at year end were £2,935,000 (2008: £4,238,000). 
A bad debt reserve of £173,000 (2008: £382,000) is provided against impaired debts. The value of debts which were past due but not 
impaired at the year end was £1,013,000.
18 Blocked cash collateral account 
as at 31 March 2009 
As at
31/03/09 
£’000
As at
31/03/08 
£’000
 
Blocked cash collateral account -93
 -93
The blocked cash collateral account represented ring fenced funds to cover the future redemption of loan notes in respect of the acquisition 
of Flex Systems Limited in 2001.
2009-annual-report-22-06-09a.indSec1:32 Sec1:32 22/06/2009 17:48:11  
Clarity Annual Report Notes to the Consolidated Financial Statements 33
19 Current liabilities: other payables 
as at 31 March 2009 
As at
31/03/09 
£’000
As at
31/03/08 
£’000
 
Other payables 171 5
Other taxes and social security 256 713
Accruals and deferred income 2,370 2,428
 2,797 3,146
20 Bank loans and overdrafts 
as at 31 March 2009 
As at
31/03/09 
£’000
As at
31/03/08 
£’000
 
Due within one year included in current liabilities 400 574
Due between one and two years 400 485
Due between two and five years 700 607
Associated finance costs (15) (44)
 1,485 1,622
Bank borrowings are secured by charges over the assets of the UK Parent Company and its subsidiaries and by UK cross guarantees.
Interest is paid on the fixed term loan at 3% above LIBOR and interest on the overdraft is paid at 3% above base. The next facilities review 
is November 2009.
2009-annual-report-22-06-09a.indSec1:33 Sec1:33 22/06/2009 17:48:11 34 Notes to the Consolidated Financial Statements Clarity Annual Report
Notes to the Consolidated 
Financial Statements cont
21 Liabilities: capital instruments 
Liabilities include finance capital which is due for repayment as follows:
as at 31 March 2009 
As at
31/03/09 
£’000
As at
31/03/08 
£’000
 
Due within one year, or on demand 129 90
 129 90
As at 31 March 2009 loan notes still to be redeemed in respect of the consideration payable to the vendors of Flex Systems Limited 
amounted to £4,000 (2008: £90,000). In the year ended 31 March 2009 £86,000 of loan notes were redeemed.
The loan notes in respect of the acquisition of Flex Systems Limited bear interest at base rate. 
During the year, the deferred Earn Out of MATRA Systems (Holdings) Limited was agreed at £4,566,000. This was satisfied by an initial sum 
of £500,000 being an issue of 757,576 ordinary shares in the Company to each of Anthony Houldsworth and Andrew Jacobs. This is being 
followed by the Company making monthly cash payments totalling £2,283,000 into an escrow cash account. The last of these monthly 
payments is scheduled for February 2012. At the same time as cash deposits are made, Loan Notes (the “MATRA Loan notes”) are issued to 
the Vendors who may redeem them from proceeds in the escrow cash account at a time of their choosing. At 31 March 2009 MATRA Loan 
notes matched by escrow cash totalling £124,800 were outstanding. The Company has the ability to suspend the issue of the Loan Notes if, 
in the reasonable opinion of the Board, the Company does not have sufficient working capital to do so.
The balance of the deferred Earn Out will be satisfied by the allotment and issue to the Vendors at any time prior to 30 September 2009 of 
such number of ordinary shares 0.25p each as are valued at £1,783,000 at the relevant time. The Company may, at its discretion, reduce the 
number of Earn Out Shares to be issued to the Vendors by adding the value of the Earn Out Shares not so issued to the aggregate value of 
MATRA Loan Notes to be issued to the Vendors. 
22 Obligations under finance leases 
Future commitments under finance lease agreements are as follows:
as at 31 March 2009 
As at
31/03/09 
£’000
As at
31/03/08 
£’000
 
Due within one year 10 30
Due between one and two years 15 24
Due between two and five years -32
 25 86
Less future finance charges (3) (11)
Present value of lease obligations 22 75
Less amount due for settlement within 12 months (8) (25)
Amount due for settlement after 12 months 14 50
The hire purchase and finance lease liabilities are disclosed gross and are secured over the assets to which they relate.
The fair value of the Group’s lease obligations approximates to their carrying amount.
2009-annual-report-22-06-09a.indSec1:34 Sec1:34 22/06/2009 17:48:11  
Clarity Annual Report Notes to the Consolidated Financial Statements 35
23 Commitments under operating leases 
Operating lease arrangements where the Group is the lessee relate to property, vehicles and equipment.
At the balance sheet date the Group had outstanding commitments for future minimum lease payments under non-cancellable operating 
leases which fall due as follows:
as at 31 March 2009 
As at
31/03/09 
£’000
As at
31/03/08 
£’000
 
Due within one year 382 641
Due after one year but no more than five years 352 519
 734 1,160
24 Deferred taxation 
No provision has been made in the financial statements for a deferred tax asset due to the uncertainty of timing and country of origin of 
future taxable profits. The amounts unprovided at the end of the year are as follows:
as at 31 March 2009 
As at
31/03/09 
£’000
As at
31/03/08 
£’000
 
Accelerated capital allowances --
Short term timing differences --
Tax losses available (1,150) (1,469)
 (1,150) (1,469)
25 Share capital 
as at 31 March 2009 
As at
31/03/09 
£’000
As at
31/03/08 
£’000
 
Authorised share capital:
44,000,000 (2008: 32,800,000) ordinary shares of £0.25 each 11,000 8,200
Allotted, called up and fully paid:
At beginning of year 8,007 5,271
Issue of ordinary shares - 2,736
At the end of the year (32,029,305 (2008: 32,029,305) ordinary shares of £0.25 each) 8,007 8,007
As authorised at the Annual General Meeting held on 18 September 2008, share capital has been increased by £2,800,000 by the creation of 
11,200,000 new ordinary shares of 25p each.
2009-annual-report-22-06-09a.indSec1:35 Sec1:35 22/06/2009 17:48:11 36 Notes to the Consolidated Financial Statements Clarity Annual Report
Notes to the Consolidated 
Financial Statements cont
26 Share option scheme 
On 5 May 2004 an Approved EMI Share Option Scheme was established. 537,375 options were issued on 24 May 2004 to Directors and 
senior managers within the Group. All option holders under the original unapproved share option scheme waived their rights over the original 
options held, which were transferred into the approved scheme. All the options are exercisable between 24 May 2007 and 24 May 2014 and 
have an exercise price of 66.5p. No further options were issued in the year.
During the year option holders left the employment of the Company and in accordance with the rules of the scheme their share options 
lapsed, the options outstanding reduced to 30,000.
None of the option holders are Directors.
Following a review of the share option scheme it has been determined that the valuation is not material for the purposes of these accounts. 
27 Consolidated statement of changes in equity 
as at 31 March 2009 
Share Capital
£’000
Share 
Premium 
Account
£’000
Retained 
Earnings
£’000
Other 
Reserve
£’000
Translation 
Reserve 
£’000
Total 
£’000
 
At 31 March 2007 and 
1 April 2007
5,271 7,742 (628) - (547) 11,838
Issue of shares 2,736 (166) - - - 2,570
Reserve arising on acquisitions 
in the year
- - - 1,696 - 1,696
Consolidated profit for the year - - (10,629) - - (10,629)
Exchange differences on 
translation of foreign operations
- - - - 290 290
At 31 March 2008 and 
1 April 2008
8,007 7,576 (11,257) 1,696 (257) 5,765
Consolidated profit for the year - - 218 - - 218
Exchange differences on 
translation of foreign operations
- - - - (39) (39)
At 31 March 2009 8,007 7,576 (11,039) 1,696 (296) 5,944
Share Premium account represents the premium on issue of shares less any applicable costs. 
Other Reserve results from the application of merger relief in the Company’s own accounts.
Translation Reserve arises from the retranslation of the net investments in foreign operations.
28 Related party transactions 
See note 31 for disposals of Cyntergy Services Limited and Romulus Enterprises Limited.
2009-annual-report-22-06-09a.indSec1:36 Sec1:36 22/06/2009 17:48:11  
Clarity Annual Report Notes to the Consolidated Financial Statements 37
29 Acquisitions 
There were no acquisitions during the year to 31 March 2009.
On 22 May 2007 the Company acquired the entire share capital of Total Hospitality Solutions Limited and Total Hospitality Solutions (NZ) 
Limited (THS). The consideration payable at completion of £2.2m was entirely satisfied by the issue of ordinary shares in the Company; 
3,174,800 ordinary shares of 25p each at a price per share of 69.29p were issued.
The following table sets out the book values of the identifiable assets and liabilities acquired and their values to the Group:
 
for the year ended 31 March 2008 
Book value
£’000
Fair value 
adjustment
£’000
Provisional fair 
value to the Group
£’000
 
Assets:
Property, plant and equipment 14 - 14
Other intangible assets - 1,258 1,258
Trade and other receivables 123 - 123
 137 1,258 1,395
Liabilities:
Trade and other payables (178) - (178)
Bank overdraft (10) - (10)
Deferred income (6) - (6)
Other taxes (26) - (26)
 (220) - (220)
Net assets (83) 1,258 1,175 
Goodwill 1,266
Costs of acquisition (241)
Consideration 2,200 
Satisfied by shares issued 2,200
The intangible asset recognised in the fair value adjustments relates to software rights.
The goodwill was attributable to the significant synergies which were expected to arise from the integration of the business with hospitality 
and other divisions of the Group and those intangibles such as the workforce which are not recognised separately.
2009-annual-report-22-06-09a.indSec1:37 Sec1:37 22/06/2009 17:48:11 38 Notes to the Consolidated Financial Statements Clarity Annual Report
Notes to the Consolidated 
Financial Statements cont
30 Financial instruments 
Capital risk management 
The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to 
stakeholders through the optimisation of the debt and equity balance. The capital structure of the Group consists of debt, which includes 
the borrowings, cash and cash equivalents and equity attributable to equity holders of the parent, comprising issued capital, reserves and 
retained earnings.
Gearing ratio 
The Group regularly reviews its gearing ratio. The Group’s net debt position has been eliminated in the year.
Externally imposed capital requirement 
The Group is not subject to externally imposed capital requirements.
Significant accounting policies 
Details of the significant accounting policies and methods adopted, including the criteria for recognition, the basis of measurement and the 
basis on which income and expenses are recognised, in respect of each class of financial asset, financial liability and equity instrument are 
disclosed in note 5 to the financial statements. Further details on critical accounting judgements and estimation uncertainty are detailed in 
note 6.
Categories of financial instruments 
as at 31 March 2009 
Carrying value 
as at 31/03/09 
£’000
Carrying value 
as at 31/03/08 
£’000
 
Financial assets:
Loans and receivables:
Trade receivables 2,762 3,856
Other receivables 786 454
Cash and cash equivalents 1,951 -
 5,499 4,310
Financial liabilities:
Financial liabilities at amortised cost:
Trade payables 2,264 1,497
Other payables, taxes and social security 427 718
Borrowings due within one year 400 574
Borrowings due after one year 1,100 1,092
 4,191 3,881
The Group manages liquidity risk by maintaining adequate reserves, banking facilities and reserve borrowing facilities by continuously 
monitoring forecast and actual cash flows and matching the maturity profiles of financial assets and liabilities. As part of this monitoring the 
Group ensures that the financial liabilities due to be paid can be met by existing cash and cash equivalents.
Fair value of financial assets and liabilities 
The Directors believe that the fair value and the book value of financial assets and financial liabilities is not materially different. Trade 
payables and receivables have a remaining life of less than one year so their value on the balance sheet is considered to be a fair 
approximation to fair value.
Financial risk management objectives 
The Group monitors and manages the financial risks relating to the financial instruments held. The principal risks include currency risk (on 
financial assets and trade payables), credit risk (on financial assets) and interest rate risk (on financial assets and borrowings). These risks 
are discussed in further detail below.
It is not Group policy to trade in derivative instruments.
2009-annual-report-22-06-09a.indSec1:38 Sec1:38 22/06/2009 17:48:11  
Clarity Annual Report Notes to the Consolidated Financial Statements 39
Market risk 
The Group’s activities expose it primarily to the financial risks of changes in foreign currency exchange rates and interest rates. The Group 
does not currently use forward foreign exchange contracts to hedge exchange rate risk.
The Group does not prepare a value-at-risk (VaR) analysis of the market risk exposures faced by the Group. Therefore, in accordance with 
IFRS 7 Financial Instruments: Disclosures, sensitivity analysis of each type of market risk is presented below.
Foreign currency risk management 
The Group undertakes certain transactions denominated in foreign currencies. Hence, exposures to exchange rate fluctuations arise.
The carrying amounts of the Group’s material foreign currency denominated monetary assets and monetary liabilities at the reporting date 
are as follows:
as at 31 March 2009 
Liabilities as at 
31/03/09 
£’000
Liabilities as at
31/03/08 
£’000
Assets as at 
31/03/09 
£’000
Assets as at 
31/03/08 
£’000
 
Euro (944) (298) 1,978 793
US dollar (213) (95) 1,797 1,263
NZ Dollar (19) (13) 46 36
Foreign currency sensitivity analysis 
The following table details the Group’s sensitivity to a 10% increase and decrease in Sterling against the relevant foreign currencies. The 
sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the period 
end for a 10% change in foreign currency rates. A positive number below indicates an increase in profit and other equity where Sterling 
strengthens 10% against the relevant currency. For a 10% weakening of Sterling against the relevant currency, there would be an equal and 
opposite impact on profit and other equity, and the balances below would be negative. The sensitivities below are based on the exchange 
rates at the balance sheet date used to convert the asset or liability to Sterling. Therefore, the rate of exchange at the balance sheet date 
represents the best method of evaluating foreign currency exchange rates and losses arising on the Group’s financial assets and liabilities.
for the year ended 31 March 2009 
Year ended
31/03/09 
£’000
Year ended
31/03/08 
£’000
 
Profit/(loss) impact:
10% increase in US dollar exchange rate against pound Sterling (144) (106)
10% decrease in US dollar exchange rate against pound Sterling 176 130
 
10% increase in Euro exchange rate against pound Sterling (94) (45)
10% decrease in Euro exchange rate against pound Sterling 115 55
 
10% increase in NZ dollar exchange rate against pound Sterling (2) (3)
10% decrease in NZ dollar exchange rate against pound Sterling 3 4
There are no material foreign exchange differences arising on the retranslation of financial costs and liabilities. Accordingly, no analysis of 
the sensitivities is presented. The fluctuations from 2008 are as a result of changes in the Group’s working capital at the respective balance 
sheet dates.
In management’s opinion, the sensitivity analysis is unrepresentative of the inherent foreign exchange risk as the year end exposure is higher 
than in the year. This is due to the high sales volume that takes place in the months leading up to the year end and as a result the year end 
receivables held in foreign currency are higher than during the year.
2009-annual-report-22-06-09a.indSec1:39 Sec1:39 22/06/2009 17:48:11 40 Notes to the Consolidated Financial Statements Clarity Annual Report
Notes to the Consolidated 
Financial Statements cont
Interest rate risk management 
The Group is exposed to interest rate risk as the Group has a loan linked to LIBOR rate, and earns and pays interest on cash balances linked 
to base rate interest. Given the relatively low amounts of interest paid and received by the Group, neither interest rate swap contracts nor 
forward interest rate contracts are used to hedge any risks arising.
No sensitivity analyses have been presented on the basis that modest changes in interest rates (deemed to be a 0.5% increase or decrease) 
do not have a material impact on the Group.
Liquidity risk management
The Group closely monitors its access to bank and other credit facilities in comparison to its outstanding commitments on a regular basis to 
ensure that it has sufficient funds to meet the obligations of the Group as they fall due.
The Board receives regular debt management forecasts which estimate the cash inflows and outflows over the next twelve months, so that 
management can ensure that sufficient funding is in place as it is required.
Credit risk management 
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Group. The Group 
faces exposure to credit risk on its trade receivables and cash equivalents.
Please refer to note 17 for further details on trade receivables.
In terms of trade receivables, the Group does not have any significant credit risk exposure to any single counterparty or any group of 
counterparties having similar characteristics. The Group defines counterparties as having similar characteristics if they are connected 
entities. Concentration of credit did not exceed 5% of gross monetary assets at any time during the year.
2009-annual-report-22-06-09a.indSec1:40 Sec1:40 22/06/2009 17:48:11  
Clarity Annual Report Notes to the Consolidated Financial Statements 41
31 Discontinued operations 
The Group announced the results of its strategic review on 7 April 2008, where it indicated it would undertake a small operational 
restructuring, as well as seek to divest itself of two non-core service businesses.
Disposal of Cyntergy Services Limited 
Cyntergy Services Limited (Cyntergy), which provides help desk and training services to a wide variety of retail, leisure and software 
companies throughout the UK and mainland Europe, was sold to Lumos Services Limited (Lumos) on 2 May 2008.
The maximum consideration receivable by the Company for the disposal is £1,000,000 payable entirely in cash. Of this sum, £400,000 was 
paid on completion with a further £100,000 payable within twelve months. The balancing consideration, of up to £500,000, arises in respect 
of training or help desk business introduced by Clarity to Cyntergy in the three year period following completion. The exact sum payable 
will be calculated annually as a proportion of agreed gross profits generated on business introduced to Cyntergy for the succeeding twelve 
months of any such new contract introduced. Such additional sums would be payable to Clarity shortly after each anniversary of completion 
and will be recognised upon settlement.
Net assets at completion were £54,000 which is due and payable to the Group along with deferred consideration of £100,000. 
Peter Walker, a previous Executive Director of Clarity, owns 27.5% of Lumos and is a Director of that company, and Tim Bittleston, a 
previous non executive Director of Clarity, owns 4.5% of Lumos. As Messrs Walker and Bittleston had both been directors of Clarity within 
the previous 12 months, and together control more than 30% of Lumos, this transaction was deemed, for the purposes of the AIM Rules, 
to be one with a related party. In accordance with the AIM Rules the Directors considered, having consulted with the Group’s Nominated 
Advisor, that the terms of the transaction are fair and reasonable insofar as shareholders are concerned.
Disposal of trade and some assets of Romulus Enterprises Limited 
The trade and assets of Romulus Enterprises Limited (now Clarity Scotland Limited), a business intelligence consultancy specialising in 
management reporting and IT support, was sold to Linegem Limited (Linegem) on 1 July 2008.
Clarity received cash of £497,000 for the disposal, payable on completion, and retained the cash benefit of contracts paid in advance of 
£130,000. In addition, Clarity will continue to benefit from free-of-charge support over the coming three years. 
Furthermore, should Linegem sell Romulus within 18 months following the disposal, Clarity will receive 25% of any increase over the initial 
consideration. 
Plant and equipment totalling £15,500 were sold as part of the transaction.
Robbie Crawford and Paul Lemon, who were both Directors of Romulus in the previous 12 months, became Directors of Linegem. This 
transaction was deemed therefore, for the purposes of the AIM Rules, to be one with a related party. In accordance with the AIM Rules the 
Directors of Clarity consider, having consulted with the Group’s Nominated Advisor, that the terms of the transaction are fair and reasonable 
insofar as the Company’s shareholders are concerned. 
Clarity used the funds raised from both disposals, after settlement of related costs, to support both its working capital and to reduce its term 
debt.
Closure of Clarity Commerce Solutions Inc 
During the year a decision was taken to withdraw from the US cinema ticketing market where the Group had a weak market position. This 
resulted in the closure of the Denver office in December and the redundancy of 10 staff. Losses of £242,766, including trading losses and 
closure costs, are recognised in the Income Statement within loss from discontinued operations.
The results of the discontinued operations, which have been included in the consolidated income statement, are as follows:
for the year ended 31 March 2009 
Year ended
31/03/09 
£’000
Year ended
31/03/08 
£’000
 
Revenue 881 6,687
Expenses (1,249) (6,481)
Balance sheet write off (218) -
Impairment of goodwill - (1,877)
Loss before taxation (586) (1,671)
Attributable tax expense --
Total loss for the year (586) (1,671)
Revenue includes inter-company trading of £43,000 (2008: £385,000).
The cash outflow attributable to the operating activities of the discontinued operations was £115,000 (2008: £713,000) and outflows in 
respect of investing activities were £nil (2008: £16,000).
2009-annual-report-22-06-09a.indSec1:41 Sec1:41 22/06/2009 17:48:12 42 Notes to the Consolidated Financial Statements Clarity Annual Report
Notes to the Consolidated 
Financial Statements cont
32 Profit on disposal of discontinued operations 
for the year ended 31 March 2009 
Year ended
31/03/09 
£’000
 
Consideration received 997
Less net assets at dates of completion (515)
Less transaction costs and other increases in provisions (149)
Gain on sale before taxation 333
Attributable tax expense -
Gain on sale 333
Consideration:
Satisfied in cash 897
Deferred payment to be satisfied in cash 100
Consideration at dates of completion 997
Net assets at completion:
Goodwill 500
Property, plant and equipment 15
Net assets at date of completion 515
There was no profit/(loss) on disposal of discontinued operations in 2008.
33 Assets and liabilities held for resale 
The major classes of assets and liabilities comprised the operations classified as assets held for resale relating to discontinued operations 
disclosed in note 31, and were as follows:
for the year ended 31 March 2009 
Year ended
31/03/09 
£’000
Year ended
31/03/08 
£’000
 
Intangible assets - 527
Property, plant and equipment -79
Trade and other receivables - 739
Prepayments and accrued income -95
Assets classified as held for resale - 1,440
Trade and other payables - 1,056
Liabilities classified as held for resale - 1,056
All assets and liabilities related to Cyntergy Services Limited except for £15,500 included in property, plant and equipment which related to 
Romulus Enterprises Limited (now Clarity Scotland Limited).
2009-annual-report-22-06-09a.indSec1:42 Sec1:42 22/06/2009 17:48:12 Clarity Annual Report Parent Company Accounts 43
The notes on pages 44 to 48 form part of these financial statements.
Parent Company Accounts
Parent Company Balance Sheet 
as at 31 March 2009 
 Notes
As at
31/03/09 
£’000
As at
31/03/08 
£’000
 
Fixed assets:
Investments in subsidiary undertakings 4 9,906 9,822
Current assets:
Debtors 52,260 1,484
Cash at bank and in hand 6 - 2,571
 2,260 4,055
Creditors: amounts falling due within one year 7 (3,736) (3,144)
Net current (liabilities)/assets (1,476) 911
Total assets less current liabilities 8,430 10,733
Creditors: amounts falling due after more than one year 8 (4,221) (5,114)
Net assets 4,209 5,619
Capital and reserves:
Called up share capital 12 8,007 8,007
Share premium account 14 7,576 7,576
Profit and loss account 15 (11,374) (9,964)
Equity shareholders’ funds 15 4,209 5,619
The financial statements on pages 43 to 48 were approved and authorised by the Directors on 22 June 2009 and were signed on their  
behalf by: 
Ken Smith BA CA Chief Executive Officer
22 June 2009
2009-annual-report-22-06-09a.indSec1:43 Sec1:43 22/06/2009 17:48:12 44 Notes to the Parent Company Accounts Clarity Annual Report
Notes to the Parent Company Accounts 
1 Accounting policies 
Basis of accounting 
The separate financial statements of the Company are presented 
as required by the Companies Act 1985. They have been prepared 
under the historical cost convention and in accordance with 
applicable United Kingdom Accounting Standards and law.
The principal accounting policies are summarised below. They have 
all been applied consistently throughout the year and the preceding 
year. 
Investments 
Fixed asset investments in subsidiaries are shown at cost less 
provision for impairment.
Taxation 
Current taxation is provided at amounts expected to be paid or 
recovered using tax rates and laws that have been enacted or 
substantively enacted by the balance sheet date.
Deferred taxation is provided in full on timing differences which 
result in an obligation at the balance sheet date to pay more tax, 
or a right to pay less tax, at a future date, at rates expected to 
apply when they crystallise based on current tax rates and law. 
Timing differences arise from the inclusion of items of income and 
expenditure in taxation computations in periods different from 
those in which they are included in financial statements. Deferred 
tax assets are recognised to the extent that it is regarded as more 
likely than not that they will be recovered. Deferred tax assets and 
liabilities are not discounted.
Financial liabilities and equity 
Financial liabilities and equity instruments are classified according 
to the substance of the contractual arrangements entered into. An 
equity instrument is any contract that evidences a residual interest in 
the assets of the Company after deducting all of its liabilities.
Equity instruments issued are recorded at the proceeds received, 
net of direct issue costs.
Leased assets 
Rentals applicable to operating leases where substantially all of the 
benefits and risks of ownership remain with the lessor are charged 
against the profit and loss account as incurred.
2 Profit and loss account 
As permitted by section 230 of the Companies Act 1985, the profit 
and loss account of the Parent Company is not presented as part of 
these financial statements.
The Parent Company’s retained loss for the year amounted to 
£1,410,000 (2008: retained loss £11,731,000).
3 Dividends 
No dividends are payable in the year (2008: nil).
2009-annual-report-22-06-09a.indSec1:44 Sec1:44 22/06/2009 17:48:12  
Clarity Annual Report Notes to the Parent Company Accounts 45
4 Investments in subsidiary undertakings 
as at 31 March 2009 
As at
31/03/09 
£’000
As at
31/03/08 
£’000
 
At 1 April 2008 9,822 14,530
Additions in the year 84 3,051
Provision for impairment - (7,759)
At 31 March 2009 9,906 9,822
The subsidiaries included in the consolidated financial statements are:
Clarity Retail Systems Limited - provider of IT solutions to the hospitality sector
Microtrain Limited - non-trading
Flex Systems Limited - provider of IT solutions to the leisure sector
Vision Solutions Limited - non-trading
Pacer Cats (UK) Limited - provider of IT solutions to the cinema and stadia markets
Clarity Commerce Solutions Inc. (US) - provider of IT solutions to the cinema and stadia markets
CCS SARL (Pacer Cats - France) - provider of IT solutions to the cinema and stadia markets
CCS GmbH & Co OHG (Pacer Cats - Germany) - provider of IT solutions to the cinema and stadia markets
Baron LRMS Limited - provider of IT solutions to the golf and leisure spa markets
MATRA Systems (Holdings) Limited - holding company
MATRA Systems (UK) Limited - provider of IT solutions to the retail sector
MATRA Systems Inc (US) - provider of IT solutions to the retail sector
Total Hospitality Solutions Limited - provider of PMS and related software 
Total Hospitality Solutions (NZ) Limited - provider of PMS and related software
All subsidiary companies are wholly owned and registered in England unless otherwise stated.
•
•
•
•
•
•
•
•
•
•
•
•
•
•
2009-annual-report-22-06-09a.indSec1:45 Sec1:45 22/06/2009 17:48:12 Notes to the Parent 
Company Accounts cont
46 Notes to the Parent Company Accounts Clarity Annual Report
5 Debtors 
as at 31 March 2009 
As at
31/03/09 
£’000
As at
31/03/08 
£’000
 
Amounts owed by subsidiary undertakings 1,970 1,311
Other debtors 264 132
Prepayments and accrued income 26 41
 2,260 1,484
6 Cash at bank and in hand 
as at 31 March 2009 
As at
31/03/09 
£’000
As at
31/03/08 
£’000
 
Cash at bank and in hand - 2,478
Blocked cash collateral account -93
 - 2,571
7 Creditors: amounts falling due within one year 
as at 31 March 2009 
As at
31/03/09 
£’000
As at
31/03/08 
£’000
 
Bank loans and overdrafts (note 9) 742 485
Loan notes (note 10) 129 90
Trade creditors 239 218
Amounts due to subsidiary undertakings 1,913 2,172
Other creditors 15 15
Accruals and deferred income 128 164
Deferred consideration (note 10) 570 -
 3,736 3,144
8 Creditors: amounts falling due after more than one year 
as at 31 March 2009 
As at
31/03/09 
£’000
As at
31/03/08 
£’000
 
Bank loans and overdrafts (note 9) 1,085 1,048
Deferred consideration (note 10) 3,136 4,066
 4,221 5,114
2009-annual-report-22-06-09a.indSec1:46 Sec1:46 22/06/2009 17:48:12  
Clarity Annual Report Notes to the Parent Company Accounts 47
9 Bank loans and overdrafts 
as at 31 March 2009 
As at
31/03/09 
£’000
As at
31/03/08 
£’000
 
Due within one year 742 485
Due between one and two years 400 485
Due between two and five years 700 607
Associated finance costs (15) (44)
 1,827 1,533
Interest is paid on the fixed term loan at 3% above LIBOR and interest on the overdraft is paid at 3% above base. The next facilities review 
is November 2009.
10 Creditors: capital instruments 
Creditors include finance capital which is due for repayment as follows:
as at 31 March 2009 
As at
31/03/09 
£’000
As at
31/03/08 
£’000
 
Due within one year, or on demand 129 90
 129 90
As at 31 March 2009 loan notes still to be redeemed in respect of the consideration payable to the vendors of Flex Systems Limited 
amounted to £4,000 (2008: £90,000). In the year ended 31 March 2009 £86,000 of loan notes were redeemed.
The loan notes in respect of the acquisition of Flex Systems Limited bear interest at base rate. 
During the year, the deferred Earn Out of MATRA Systems (Holdings) Limited was agreed at £4,566,000. This was satisfied by an initial sum 
of £500,000 being an issue of 757,576 ordinary shares in the Company to each of Anthony Houldsworth and Andrew Jacobs. This is being 
followed by the Company making monthly cash payments totalling £2,283,000 into an escrow cash account. The last of these monthly 
payments is scheduled for February 2012. At the same time as cash deposits are made, Loan Notes (the “MATRA Loan notes”) are issued to 
the Vendors who may redeem them from proceeds in the escrow cash account at a time of their choosing. At 31 March 2009 MATRA Loan 
notes matched by escrow cash totalling £124,800 were outstanding. The Company has the ability to suspend the issue of the Loan Notes if, 
in the reasonable opinion of the Board, the Company does not have sufficient working capital to do so.
The balance of the deferred Earn Out will be satisfied by the allotment and issue to the Vendors at any time prior to 30 September 2009 of 
such number of ordinary shares 0.25p each as are valued at £1,783,000 at the relevant time. The Company may, at its discretion, reduce the 
number of Earn Out Shares to be issued to the Vendors by adding the value of the Earn Out Shares not so issued to the aggregate value of 
MATRA Loan Notes to be issued to the Vendors. 
11 Commitments under operating leases 
At 31 March 2009 the Company had annual commitments under non-cancellable operating leases as set out below:
as at 31 March 2009 
As at
31/03/09 
£’000
As at
31/03/08 
£’000
 
Expiring within one year: other 4-
Expiring after one year but no more than five years: land and buildings 105 -
Expiring after five years: land and buildings - 105
 109 105
2009-annual-report-22-06-09a.indSec1:47 Sec1:47 22/06/2009 17:48:12 Notes to the Parent 
Company Accounts cont
48 Notes to the Parent Company Accounts Clarity Annual Report
12 Share capital 
as at 31 March 2009 
As at
31/03/09 
£’000
As at
31/03/08 
£’000
 
Authorised share capital:
44,000,000 (2008: 32,800,000) ordinary shares of £0.25 each 11,000 8,200
Allotted, called up and fully paid:
At beginning of year 8,007 5,271
Issue of ordinary shares - 2,736
At the end of the year (32,029,305 (2008: 32,029,305) ordinary shares of £0.25 each) 8,007 8,007
As authorised at the Annual General Meeting held on 18 September 2008, share capital has been increased by £2,800,000 by the creation of 
11,200,000 new ordinary shares of 25p each.
13 Share option scheme 
On 5 May 2004 an Approved EMI Share Option Scheme was established. 537,375 options were issued on 24 May 2004 to Directors and 
senior managers within the Group. All option holders under the original unapproved share option scheme waived their rights over the original 
options held, which were transferred into the approved scheme. All the options are exercisable between 24 May 2007 and 24 May 2014 and 
have an exercise price of 66.5p. No further options were issued in the year.
During the year option holders left the employment of the Company and in accordance with the rules of the scheme the share options were 
no longer valid, reducing in number to 30,000.
Following a review of the share option scheme it has been determined that the valuation is not material for the purposes of these accounts. 
14 Related party transactions 
The Company is exempt from disclosing intra-group related party transactions under Financial Reporting Standard 8 by virtue of it being 
part of a wholly owned group.
15 Capital and reserves 
as at 31 March 2009 
Share capital 
£’000
Share premium 
account
£’000
Profit and loss 
account 
£’000
Total
£’000
 
At 31 March 2008 and 1 April 2008 8,007 7,576 (9,964) 5,619
Loss for the year - - (1,410) (1,410)
At 31 March 2009 8,007 7,576 (11,374) 4,209
2009-annual-report-22-06-09a.indSec1:48 Sec1:48 22/06/2009 17:48:12 Clarity Locations
United Kingdom
Basingstoke
Paterson House
Hatch Warren Farm
Hatch Warren, Basingstoke
RG22 4RA, UK
West Malling
Suite 9
60 Churchill Sq Business Centre
Kingshill, West Malling
ME19 4YU, UK
Fareham
Fusion 2, Parkway
Solent Business Park
Whiteley, Fareham
PO15 7AB, UK
Market Harborough
Knoll House
Union Wharf
Market Harborough
LE16 7UW, UK
Rest of the World
France
18-20 rue Edouard Jacques
Paris, 75014, France
US Atlanta
3355 Breckinridge Blvd
Suite 120, Duluth
Georgia 30096-4989, USA
US Raleigh
3100 Spring Forest Road
Suite 125, Raleigh
North Carolina, 27616, USA
New Zealand
Unit D, Building 1
331 Rosedale Road, Albany
Auckland, New Zealand
2009-annual-report-22-06-09a.indSec1:49 Sec1:49 22/06/2009 17:48:12 Clarity Commerce Solutions plc
Paterson House
Hatch Warren Farm
Hatch Warren, Basingstoke
RG22 4RA, UK
Experience is at the heart of our business. 
It is what we have and what we create. 
The Clarity brand begins with our people 
– whose knowledge and expertise 
gives us unique cross-sector insight. 
Such intimate understanding of our 
clients’ business combined with a 
passion for enhancing the interaction 
between clients and their customers, 
means we can offer a unique and 
rewarding service. 
This is experience. And to 
our business, it is everything.
2009-annual-report-22-06-09a.indSec1:50 Sec1:50 22/06/2009 17:48:12