DRIVING AND BROADENING THE BUSINESS
BOOKER GROUP PLC
ANNUAL REPORT & ACCOUNTS 2012
BOOKER GROUP PLC
Equity House
Irthlingborough Road 
Wellingborough
Northants NN8 1LT
www.bookergroup.com
ANNUAL REPORT & ACCOUNTS 2012 Booker Group is the UK’s leading food wholesaler.  
We serve approximately 338,000 catering businesses and 73,000 
retailers in the UK. We also serve over 10,000 trade customers in India.
Highlights 1
Business Profile 2
Chairman’s Statement 3
Chief Executive’s Review 4
Group Finance Director’s Report 7
Directors and Officers 10
Corporate Governance 11
Remuneration Report 18
Directors’ Report 26
Consolidated Income Statement 30
Consolidated Statement of Comprehensive Income 30
Consolidated Balance Sheet 31
Consolidated Cash Flow Statement 32
Consolidated Statement of Changes in Equity 33
Notes to the Group Financial Statements 34
Company Balance Sheet  59
Notes to the Company Financial Statements 60
Statement of Directors’ Responsibilities 63
Independent Auditor’s Report to the Members of Booker Group plc 64
Directors, Officers and Professional Advisers 65
Notes: This document includes forward looking statements with respect to Booker Group plc’s (the Group’s) plans and its current goals and expectations relating to its future financial condition, 
performance and results. These forward looking statements sometimes contain words such as ‘anticipate’, ‘target’, ‘expect’, ‘estimate’, ‘intend’, ‘plan’, ‘goal’, ‘believe’, ‘may’, ‘might’, ‘will’, ‘could ‘ or 
other words of similar meaning. Any forward looking statements made throughout this document represent management’s best judgement as to what may occur in the future. However, by their nature, 
forward looking statements involve known and unknown risks and uncertainties because they relate to future events and circumstances which may be beyond the Group’s control, includ-ing, among 
other things, those risks listed in the Corporate Governance section of these Report and Accounts. As a result, the Group’s actual financial condition, performance and results for the current and 
future fiscal periods and corporate developments may differ materially from those expressed or implied by the plans, goals and expectations set forth in any forward-looking state-ments, and persons 
receiving this document should not place reliance on forward-looking statements. 
The Group expressly disclaims any obligation or undertaking (except as required by applicable law) to update the forward-looking statements made in this document or any other forward-looking 
statements it may make or to reflect any change in the Group’s expectation with regard thereto or any changes in events, conditions or circumstances on which any such statement is based. Forward-
looking statements made in this document are current only as of the date on which such statements are made. 
Booker Group plc
ANNUAL REPORT & ACCOUNTS 2012
Directors
Richard Rose 
Non-Executive Chairman
Charles Wilson 
Chief Executive
Jonathan Prentis 
Group Finance Director
Mark Aylwin 
Executive Director
Guy Farrant 
Executive Director
Bryn Satherley 
Executive Director
Lord Karan Bilimoria 
Non-Executive Director
Andrew Cripps 
Non-Executive Director
Stewart Gilliland 
Non-Executive Director
Karen Jones 
Non-Executive Director
Company Secretary
Mark Chilton
Registered Office
Equity House 
Irthlingborough Road  
Wellingborough 
Northants  
NN8 1LT
Registered Number 
05145685 (England)
Website 
www.bookergroup.com
Bankers 
LloydsTSB Bank plc 
10 Gresham Street  
London  
EC2V 7AE
Auditors
KPMG Audit Plc 
St James’ Square 
Manchester  
M2 6DS
Brokers
Investec 
2 Gresham Street 
London  
EC2V 7QP
JP Morgan Cazenove 
10 Aldermanbury 
London  
EC2V 7RF
Registrars 
Computershare Investor Services plc 
PO Box 82 
The Pavillions 
Bridgwater Road 
Bristol  
BS99 2NH
Financial PR
Tulchan Communications Group 
85 Fleet Street 
London 
EC4Y 1AE
DIRECTORS, OFFICERS AND 
PROFESSIONAL ADVISERS 1
HigHligHts
“Booker is the UK’s leading food wholesaler and we continue to make good 
progress. Our plans to Focus, Drive and Broaden the business are on track.”  
Charles Wilson, Chief Executive.
Financial Highlights
•	 t otal sales for 53 weeks +9.4% to £3.9bn 
(2011:£3.6bn) (52 weeks: +7.3%);
•	 like for like sales +6.1% (52 weeks)
 – non tobacco +5.1% (2011: +5.3%)
 – tobacco +7.8% (2011: +4.9%)
 – sales to caterers +6.1% (2011: +6.3%)
 – sales to retailers +6.1% (2011: +4.6%)
•	 Operating proﬁt up 17% to £89.6m  
(52 weeks: up 16% to £88.6m)
•	 Proﬁt before tax up 27% to 90.8m  
(52 weeks up 26% to £89.7m)
•	 Proﬁt after tax up 27% to £74.9m  
(52 weeks: up 26% to £89.7m) 
•	 Basic earnings per share up 0.93 pence  
to 4.83 pence 
•	 Net cash of £63.4m (2011: £27.1m)
•	 Proposed ﬁnal dividend up 39% at 1.95 pence per 
share, making total dividend for the year of 2.28 
pence per share, up 37%
Operational Highlights
•	 improved customer satisfaction
•	 Customer numbers increased by 22,000 to 481,000
•	 27 business centres converted to ‘Extra’ format, 
taking total conversions to 142 of the 172 business 
centres in the UK
•	 internet sales up 21% (52 weeks) to £635m  
(2011: £526m)
•	 Booker Direct is performing well and the creation of 
‘Chef Direct’ to serve major foodservice customers 
remains on track 
•	 Our indian business continues to progress: our 
business centres in Mumbai and Pune  
are trading well
Sales change
%
Net (Debt)/Cash
£m
Operating Profit 
£m
Dividend Per Share 
p
+6.5
+6.2
+3.3
-5.9
46.1
35.7
21.7
66.6 1.27
76.5 1.67
57.8 1.0
-0.9
–
–
0.3 +2.3
Booker group plc
aNNUal rEPOrt & aCCOUNts 2012
-76.5
-124.8
-47.2
+7.0
+27.1
-24.9
+63.4 +7.3 88.6 2.28
2007
2006
2008
2009
2010
2011
2012* 2
Booker group plc
aNNUal rEPOrt & aCCOUNts 2012
BUsiNEss PrOFilE
in the UK, Booker has 172 cash and carry business centres and a national delivery network which includes the ritter-Courivaud 
and Classic Drinks businesses acquired in October 2010. 
52 Weeks
Customer 
Numbers
000’s*
Sales 
£bn 
2008
Sales 
£bn
 2009
Sales 
£bn 
2010
Sales 
£bn 
2011
Sales 
£bn 
2012
Caterers 338 0.85 0.93 1.01 1.11 1.22
Retailers 83 2.15 2.19 2.31 2.41 2.56
Others 60 0.08 0.06 0.07 0.08 0.08
Total 481 3.08 3.18 3.39 3.60 3.86
* includes approximately 10,000 customers of Booker india, 3,000 of ritter-Courivaud and 3,000 of Classic
Of our sales, £2.4bn is non-tobacco and £1.5bn is tobacco.
52 Weeks
Sales 
£bn 
2008
Sales 
£bn
 2009
Sales 
£bn 
2010
Sales 
£bn 
2011
Sales 
£bn 
2012
Non Tobacco 1.84 1.95 2.09 2.24 2.39
Tobacco 1.24 1.23 1.30 1.36 1.47
Total 3.08 3.18 3.39 3.60 3.86
£2.8bn of our sales are collected from the cash and carry by the customer. £1.1bn is delivered to the customers’ premises
52 Weeks
Sales 
£bn 
2008
Sales 
£bn
 2009
Sales 
£bn 
2010
Sales 
£bn 
2011
Sales 
£bn 
2012
Collected from cash and carry business centres 2.50 2.50 2.59 2.67 2.81
Delivered to customers’ premises 0.58 0.68 0.80 0.93 1.05
Total 3.08 3.18 3.39 3.60 3.86
substantial progress has been achieved.
2008 2009 2010 2011 2012
Sales Change (52 Weeks) % +2.3 +3.3 +6.5 +6.2 +7.3
Operating Profit (52 Weeks) £m 46.1 57.8 66.6 76.5 88.6
Net (Debt) / Cash £m (47.2) (24.9) 7.0 27.1 63.4
Note: 2012 is a 53 week statutory reporting period Booker group plc
aNNUal rEPOrt & aCCOUNts 2012
3
CHairMaN’s statEMENt
Booker g roup 
plc has delivered 
another strong 
performance.
i am pleased to report that Booker 
group plc has delivered another 
good performance. in the 52 weeks 
to 23 March 2012 sales rose by 7.3% 
and operating proﬁt was up 16% as 
customer satisfaction continued to 
improve. the ﬁnancial performance was 
good and the group ended the year (53 
weeks to 30 March 2012) with net cash 
of £63.4m. the drive into the catering 
market is working, with like-for-like sales 
to caterers up by 6.1% and sales to 
retailers up by 6.1%. 
the plans to ‘Broaden’ the business are 
going well. We have converted 142 of 
our 172 business centres in the UK to 
the ‘Extra’ format – the lighter, brighter, 
more modern format. in the 52 weeks 
Booker distributed £1,053m of product 
to our customers’ premises this year 
versus £930m last year and we continue 
to expand our delivered offering with 
the launch of Chef Direct. internet sales 
were £635m compared to £526m in the 
previous year and Booker india is making 
good progress. 
i should like to thank all our colleagues 
for their contribution to the success of the 
group in the year just ended.
Basic earnings per share were 4.83 
pence up from 3.90 pence last year. 
given the strong operational performance 
of the business, the Board recommends 
the payment of a ﬁnal dividend of 1.95 
pence per share (2011: 1.40 pence per 
share) which, together with the interim 
dividend, makes a total dividend for the 
year of 2.28 pence per share (2011: 1.67 
pence per share). the ﬁnal dividend is 
payable on 20 July 2012 to shareholders 
on the register on 8 June 2012.
Outlook
the economy is expected to remain 
challenging in the year ahead and the 
food wholesale market remains very 
competitive. Nevertheless, we expect to 
continue to make progress in this difﬁcult 
environment. Booker has made a good 
start to the current ﬁnancial year even 
compared to the very strong perfomance 
in the ﬁrst seven weeks of last year and, in 
spite of the fact that tobacco sales have 
been slow, we remain on course to meet 
our expectations for the year.
Annual General Meeting
Our annual general Meeting will be held 
on 18 July 2012. the notice of annual 
general Meeting separately accompanies 
this document.
Richard Rose
Chairman 4
Booker group plc
aNNUal rEPOrt & aCCOUNts 2012
Our plan to ‘Focus, Drive and Broaden’ 
Booker is on track. 
FOCUS  
(commenced November 2005)
Booker seeks to become the most 
efﬁcient operator in our sector. Bryn 
satherley and his team continue to improve 
business efﬁciency. We ‘stop, simplify and 
standardise’ work and invest most of the 
savings in customer service. through tight 
cash management we have now increased 
net cash from £27.1m last year to £63.4m 
this year.
DRIVE  
(commenced March 2006)
Booker Wholesale, our cash and carry 
business, served 465,000 customers 
this year up from 444,000 last year. guy 
Farrant and the team continue to ‘Drive’ 
choice, price and service. Each year we 
survey 40,000 customers to identify where 
improvements can be made. Customer 
satisfaction improved again this year and 
our customer count has increased again, 
up by 21,000 customers.
Choice Up
•	 in 2007 we launched Euro shopper as 
an entry price brand for independent 
retailers. it now has retail sales of 
£134m. the range has 60 products 
and retailers achieve a minimum of 30% 
margin. Our Euro shopper soft drinks 
are doing particularly well. 
•	 in 2010 we launched Farm Fresh. sales 
in the year were £45m. the quality and 
freshness of the produce is second to none 
and can be delivered to our customers 
within 48 hours of being harvested.
•	 Chef’ s larder is our own label brand for 
caterers. sales were £183m, up 15% 
on the prior year. Progress has been 
made across the range, for example 
we reinvigorated Chef’ s larder Cheese. 
Our speciality cheese is now sourced 
from award winning creameries. the 
flavours, texture and packaging have 
been improved.
Prices Down
•	 Ours is a very price competitive market. 
Every week we monitor prices versus 
competitors. During the year our price 
index remained competitive. Customer 
satisfaction for our pricing has made 
good progress. 
Better Service
•	 stock availability further improved to be 
the best we have achieved in six years.
•	 Our people are doing a brilliant job. 
Our customers rate Booker people 
highly. Business Centre teams have 
been trained in PriDE to help improve 
the Parking, reception, inside, Delivery 
and Exit experience.
Catering
•	 Catering sales grew by 6.1% to £1.2bn, 
because our choice, price and service 
continued to improve. Our catering 
development sales force continues to 
serve our existing customers and to 
introduce new customers to Booker. 
During the year the catering customer 
count increased by 14,000. 
Premier
•	 Premier, Booker’s symbol group, grew 
by 11%. the estate grew to 2,702 
stores. the retail development team 
has put a lot of work into compliance 
and building the sales and proﬁts of 
existing Premier stores.
CHiEF ExECUtivE’s rEviEW
Our plan to ‘Focus, 
Drive and Broaden’ 
the business is  
on track. Booker group plc
aNNUal rEPOrt & aCCOUNts 2012
5
BROADEN  
(commenced April 2007)
in the UK, Booker seeks to offer the 
best choice, price and service to 
caterers and retailers and to become 
the suppliers’ preferred route to market. 
We also want to sell new products and 
services and reach new customers. 
in india we seek to become the best 
supplier to Kirana stores. to achieve 
these objectives, we are ‘Broadening’ 
the business. ‘Broaden’ includes:
Improving the cash and carry 
business centre experience
•	 We have now converted 142 of our 
172 business centres to the ‘Extra’ 
format. this features a lighter, brighter 
business centre environment and an 
improved choice, price and service. 
the conversion pays back in around 
a year and we plan to convert a further 
20 business centres to ‘Extra’ in the 
year ahead. if you visit Brighton you 
will see one of our latest ‘Extras’. it 
has an outstanding fresh foods offer, 
ritter speciality foods section and a 
Classic on trade section. the lessons 
from Brighton will be rolled to the rest 
of the business over the next ﬁve years.
Harnessing the Internet
•	 sales of booker.co.uk were £635m, 
up from £526m last year and £15m 
in 2005. all these sales are delivered 
to our customers’ premises. We 
have 170,000 customers registered 
on the website compared to 102,000 
last year. Customers can view their 
account details, use an iPhone app 
and order products. 
Booker Direct/Ritter-Courivaud/
Classic/Chef Direct
•	 Mark aylwin and his team are building 
our delivered wholesale business. 
Booker Direct has great customers 
including the prison service in England 
and Wales, Marks & s pencer and most 
of the cinema chains.
•	 in 2010 we acquired Classic, an 
on-trade wholesaler supplying pubs 
and licensed customers mainly in the 
North West. We are taking some of the 
Classic range into Booker and have 
saved rental costs by moving some of 
the Classic range into a neighbouring 
Booker business centre. in July we 
launched Classic in Brighton and it has 
become the second largest on-trade 
wholesaler in that market. We will be 
rolling Classic out to a further 5 sites 
in the year ahead.
•	 in 2010 we acquired ritter-Courivaud, 
a leading speciality food supplier to 
restaurants. through combining the 
logistics expertise we have in Booker 
Direct, with the catering knowledge 
from ritter and the groups’ buying 
scale, we are now launching Chef 
Direct. Chef Direct will be based in 
Didcot and will become “the new force 
in foodservice”.
•	 in the last year Booker group delivered 
£1.1bn of product to retailers and 
caterers in the UK. With the inclusion 
of ritter-Courivaud we can become 
a major force in foodservice and with 
Classic we can become a signiﬁcant 
player in on-trade.
EXTRA BRAnCH 6
Booker group plc
aNNUal rEPOrt & aCCOUNts 2012
continued
Booker India 
•	 in september 2009 we opened our 
ﬁrst business centre in Mumbai. We 
now have 10,000 customers and the 
customer reaction has been excellent. 
We have also launched 118 Happy 
shopper symbol retailers which harness 
the lessons from Premier in the UK 
for the Kirana stores of Mumbai. in 
2011 we opened our ﬁrst joint venture 
business centre in Pune. Our partner 
in Pune is satnam arora, who has 
expertise which complements our own. 
in 2012 we opened our second branch 
in Mumbai which is performing well. We 
look forward to developing the Booker 
offer in other cities to become the best 
choice, price and service supplier to 
Kirana stores and caterers. 
Sustainability
•	 Booker was the ﬁrst UK food wholesaler 
to be awarded the Carbon trust 
standard and remains the only whole-
saler to achieve recertiﬁcation. Our 
absolute carbon foot print reduced by 
4% over the three year period despite 
growing sales by 21%. this helped 
us achieve 71st place out of 2,100 
companies in the government’s ﬁrst 
CrC league table.
•	 We have recycled 5.4m litres of used 
cooking oil from our catering customers. 
•	 We have sent 15% less to landﬁll, 
in spite of increasing sales by 7%. 
recycling has increased by 18% and 
we now have 65 branches who send 
food waste to anaerobic Digestion
•	 We have customer packaging recycling 
centres in all business centres and are 
helping our customers save money, 
increase recycling and support more 
sustainable communities throughout 
the UK. 
People
•	 the progress at Booker has been 
achieved by our great team of people. 
We are committed to continuing to 
make Booker better and safer for 
colleagues. We are also developing 
talent. For example, there is a shortage 
of butchers in the trade, so we have 
partnered with the University of West 
london to develop a formal “butchery 
apprenticeship”. 31 new butchers 
graduated this year and 50 signed up 
for the next scheme. We developed a 
similar scheme for greengrocers with 33 
colleagues graduating this year and 50 
signing up for the coming year.
•	 For the sixth year running, the 
performance of the business means 
our people have shared in our 
success through our bonus system. 
With this great team of people Booker 
will continue to make progress in the 
year ahead. 
Our plan to Focus, Drive and Broaden the 
business is on track. Customer satisfaction 
improved further, we served 22,000 more 
customers and grew sales by over £260m. 
internet sales grew 21% to £635m. 
Booker Direct is trading well and we are 
in the process of launching Chef Direct. 
We are pleased with the performance of 
Booker india. We remain committed to 
helping our 481,000 customers prosper 
in the year ahead.
Charles Wilson
Chief Executive
CHiEF ExECUtivE’s rEviEW
BookER InDIA Booker group plc
aNNUal rEPOrt & aCCOUNts 2012
7
Overall group revenue increased by 7.3% 
(2011: +6.2%) to £3.9bn. Non tobacco like 
for like sales increased by 5.1% (2011: 
+5.3%) while like for like tobacco sales 
increased by 7.8% (2011: +4.9%).
Operating margin increased by 0.17 
percentage points to 2.30% (2011: 
2.13%) increasing group operating proﬁt 
by £12.1m to £88.6m. the improvement 
in margin was due to a favourable product 
mix and control of costs. 
the net ﬁnance credit of £1.1m (2011: 
£5.1m charge) comprised:
•	 net cash interest cost of borrowing of 
£0.8m (2011: £5.1m)
•	 the amortisation of fees and discounting 
of provisions of £4.3m (2011: £4.0m)
•	 a credit relating to the expected 
return on pension scheme assets 
less amortisation of liabilities of £6.2m 
(2011: £4.0m)
Proﬁt before tax rose £18.3m to £89.7m 
(2011: £71.4m), an increase of 25.6%.
t he effective tax rate (being the tax charge 
as a percentage of proﬁt before taxation) 
for the g roup of 17.5% (2011: 17.2%) was 
below the standard rate of corporation tax 
in the UK, due principally to the utilisation 
of tax assets not recognised in prior years.
Proﬁt after tax was £74.0m, an increase 
of £14.9m compared to 2011.
Basic earnings per share rose to 4.77p, 
up 22.3% from 3.90p in 2011.
Dividend
the Board is recommending a ﬁnal dividend 
of 1.95 pence per share (2011: 1.40 pence 
per share) payable (subject to shareholder 
approval at the annual general Meeting, to 
be held on 18 July 2012) on 20 July 2012 
to shareholders on the register at 8 June 
2012. the shares will go ex-dividend on 
6 June 2012.
the ﬁnal dividend increases the total 
dividend for the year to 2.28 pence per 
share, up 37% on 2011 (2011: 1.67 pence 
per share). 
Cash Flow
Management has continued to focus 
on cash generation resulting in a net 
improvement of £36.3m in the year to close 
grOUP FiNaNCE  
DirECtOr’s rEPOrt
Overall group 
revenue increased 
by 7 .3% (201 1: 
+6.2%) to £3.9bn. 
Financial Review 
2011/12 was a 53 week reporting period. in order to make a comparison to last year, all reported income statement numbers in 
the Financial review are stated on a 52 week basis. 
the summary of results for the group is as follows;
2012
£m
(53wks)
2012
£m
(52wks)
2011
£m
(52wks)
Change
%
(53wks)
Change
%
(52wks)
Revenue 3,932.8 3,856.8 3,595.8 + 9.4 + 7.3
Operating profit 89.6 88.6 76.5 + 17.1 + 15.8
Profit before tax 90.8 89.7 71.4 + 27.2 + 25.6
Profit after tax 74.9 74.0 59.1 + 26.7 +25.2
Basic earnings per share (pence) 4.83 4.77 3.90 + 23.8 + 22.3 8
Booker group plc
aNNUal rEPOrt & aCCOUNts 2012
continued
grOUP FiNaNCE DirECtOr’s 
rEPOrt
with a net cash position of £63.4m at 30 
March 2012. Earnings before interest, tax, 
depreciation and amortisation (‘EBitDa ’) of 
£102.4m at the 53 week period, up from 
£89.2m in the prior year, funded capital 
expenditure of £24.1m (2011: £11.9m) 
and the payment of £26.5m of dividends 
(2011: £19.5m). 
Pensions
the Booker Pension scheme (‘the 
scheme’) is a deﬁned beneﬁt scheme that 
was closed to new members in October 
2001, and was closed to future accruals 
for existing members in august 2002. 
at 30 March 2012, the scheme had an 
ias 19 deﬁcit of £19.0m (2011: £8.0m), 
comprising scheme assets of £555.7m 
and estimated liabilities of £574.7m.
the group contributed £8.4m (2011: 
£11.0m) in the year of which £1.2m 
(2011: £1.0m) was in relation to the costs 
of administering the scheme.
During the prior year the 2010 triennial 
valuation was agreed with the pension 
fund t rustees. a scheme Funding deﬁcit of 
£67.6m at 31 March 2010 will be recovered 
through company contributions at the rate 
of £9.6m per annum from april 2011 to 
October 2016.
Goodwill
the net book value of goodwill on the 
balance sheet is £436.4m (2011: £436.4m). 
the goodwill carrying value is more than 
supported by expected future cash flows 
discounted back to present day values at a 
pre-tax discount rate of 10.8% (2011: 11.2%). 
Capital Structure
the group ﬁnances its operations through 
a combination of bank borrowings, 
leases and retained proﬁts and its capital 
base is structured to meet the ongoing 
requirements of the business. as at 30 
March 2012, the group had net cash of 
£63.4m (2011: £27.1m).
Borrowing Facilities
the group’ s facilities at March 2011, which 
ran to June 2012, comprised a secured 
£121.0m revolving credit facility (including 
a £7.9m guarantee facility) and a £20.0m 
bank loan. the £20.0m bank loan was 
repaid on 24 June 2011, reducing facilities 
to £121.0m.
t he g roup entered into a new ﬁve year 
facility on 28 July 2011, which replaced 
the existing facility, comprising an 
unsecured £120.0m revolving credit facility 
(including a £5.0m guarantee facility). 
the revolving credit facility is unsecured 
against the assets of the group although 
there are cross guarantees between all 
group companies (other than dormant 
subsidiaries). the facility is available until 
July 2016. 
the group’s borrowings are subject 
to covenants set by the lenders using 
ﬁnancial results prepared under UK gaaP . 
in the event of a failure to meet certain 
obligations, or if there is a covenant breach, 
the principal amounts due and any interest 
accrued are repayable on demand.
the ﬁnancial covenants are Fixed Charge 
Cover, measured by the ratio of EBitDar 
(earnings before interest, tax, depreciation, 
amortisation and rent) to interest plus rent 
(tested half yearly on a rolling basis) being 
greater than 1.5, and leverage, measured 
by the ratio of net debt to EBitDa (earnings 
before interest, tax, depreciation and 
amortisation) (tested half yearly on a rolling 
basis) being less than 3.0.
Management has 
continued to focus 
on cash generation 
resulting in a net 
improvement of 
£36.3m in the year  
to close with a 
net cash position 
of £63.4m at  
30 March 2012. Booker group plc
aNNUal rEPOrt & aCCOUNts 2012
9
the group complied with its covenants 
throughout the year. a t 30 March 2012, 
under UK gaaP, the group achieved 
a Fixed Charge Cover of 3.1 and 
leverage of nil, comfortably exceeding 
its covenant obligations. 
in addition to these ﬁnancial covenants 
the group’ s borrowing agreements include 
general covenants and potential events 
of default. the group has complied in all 
respects with the terms of its borrowing 
agreements at the date of this report. 
Interest Rates 
Funds drawn on the revolving credit facility 
bear floating interest rates linked to liBOr 
plus a margin of 1.25%, where the ratio 
of net debt/ EBitDa is less than one. a 
commitment fee is payable at 0.5% of the 
unutilised facility. 
the net cash interest cost of borrowing 
of £0.8m (2011: £5.1m) has reduced due 
to the staged repayment of loans to £nil 
over the two year period, the lapsing of a 
hedge instrument in March 2011 and the 
reduction in borrowing rates.
Liquidity
at 30 March 2012, the group held £63.5m 
in cash and cash equivalents and had 
£0.1m of ﬁnance leases. the group also 
had in issue £4.3m of guarantees (2011: 
£19.3m) leaving undrawn facilities at 30 
March 2012 of £115.7m.
the peak level of drawdown on the 
revolving credit facility on a cleared basis 
in the year to 30 March 2012 was £54.6m 
giving a minimum facility headroom in the 
year of £60.4m after taking into account 
the guarantees referred to above.
Risk Management
the Board is continually reviewing the risks 
to people, proﬁts, assets, reputation and 
funding that the business faces. the year 
ended 30 March 2012 was challenging 
with the continued impact of the ‘credit 
crisis’ and periods of commodity price 
uncertainty. Despite these and other 
challenges the group’s risk management 
controls operated well.
Jonathan Prentis
Group Finance Director
t he ﬁnal dividend 
increases the total 
dividend for the 
year to 2.28 pence 
per share, up 37% 
on 2011. 10
Booker group plc
aNNUal rEPOrt & aCCOUNts 2012
DirECtOrs aND OFFiCErs
Richard Rose (Age: 56)
non-Executive Chairman 
and Chairman of 
nomination Committee
richard was an Executive 
Director and Chairman of 
Blueheath Holdings plc 
(‘Blueheath’) immediately prior to the reverse 
acquisition of Blueheath by the Booker group 
in 2007 and became Non-Executive Chairman 
of the Company upon completion of the merger. 
r ichard was formerly Chief Executive of Whittard 
of Chelsea plc, a multi site retailer of tea and 
coffee which was sold in 2006. Previously he was 
a Director of Hagemeyer (UK) ltd, a distributor 
of professional products and services, with a 
UK turnover approaching £1 billion through 360 
outlets. Prior to that he had been Chief Executive 
of WF Electrical plc, a fully listed electrical 
distributor, where he created a substantial 
improvement in shareholder value. Hagemeyer 
purchased WF Electrical plc in 2000. He was 
also Non-Executive Chairman of aC Electrical 
Wholesale ltd where he led a successful growth 
strategy resulting in a substantial increase in 
shareholder value. the business was sold to 
Wolseley in 2006. He was Executive Chairman 
of Helphire group plc from 2009 to 2011. He 
is also Non-Executive Chairman of anpario plc, 
Crawshaw group plc and a Non-Executive 
Director of Drl group ltd. 
Charles Wilson (Age: 46)
Chief Executive 
Charles started his career 
in 1986 with Procter and 
gamble following which 
he was a consultant with 
OC&C strategy Consultants 
and a Director of abberton associates. in 
1998 he became an Executive Director of 
Booker plc which merged with iceland plc 
in 2000. in 2001 he became an Executive 
Director of arcadia group plc and in 2004 
he became an Executive Director of Marks 
and spencer Plc. in 2005 he was appointed 
as Chief Executive of Booker.
Jonathan Prentis (Age: 50)
Group Finance Director
Jonathan qualified as a 
chartered accountant in 
1987 with Deloitte & t ouche. 
He was appointed as group 
Finance Director of Booker in 
2005. Prior to this appointment, Jonathan was 
Finance Director of Woodward Foodservice ltd 
and then Finance Director of group logistics 
within the Big Food group plc. Prior to 2003, 
he was with tDg plc. 
Mark Aylwin (Age: 48)
Managing Director -  
Booker Direct
Mark is Managing Director 
of Booker Direct. Prior to 
that, he was Chief Executive 
Officer of Blueheath. 
Mark was previously supply chain and it 
director at Musgrave Budgens londis. 
He has over twenty years trading, supply 
chain and logistics experience in the food 
industry, principally at safeway where he 
was commercial director for non-foods and 
the supply chain director.
Guy Farrant (Age: 50)
Managing Director -  
Uk Cash and Carry
guy is Managing Director 
of the group’s UK cash and 
carry business. guy has a 
wealth of food experience 
having worked in the food industry for 25 
years rising to be Director of Food and, 
latterly, Operations and retail Director at 
Marks and spencer plc.
Bryn Satherley (Age: 51)
operations Director
Bryn is Operations Director 
responsible for property, it , 
logistics and supply chain 
of the Booker group. Bryn 
was at Booker plc between 
1999 and 2001 and rejoined 
Booker in 2005. Prior to 1999 he was at Exel 
plc and was on the board of alldays ltd
Lord Bilimoria CBE, DL (Age: 50)  
non-Executive Director 
and Senior Independent 
Director 
Karan Bilimoria is the 
Founder of Cobra Beer and 
the Chairman of the Cobra 
Beer Partnership l td, a 
Joint venture with Molson Coors. Karan is an 
independent Crossbench Peer in the House 
of lords. Karan graduated in law from the 
University of Cambridge and is a qualiﬁed 
Chartered accountant. Karan is an honorary 
fellow of sidney sussex College, University 
of Cambridge and a former Chancellor of 
thames valley University. Karan is a former 
Non-Executive Director of Brake Brothers and is 
the President of the UK india Business Council.
Andrew Cripps (Age: 54)
non-Executive Director 
and Chairman of Audit 
Committee
andrew read Economics at the 
University of Cambridge prior 
to qualifying as a Chartered 
accountant with KPMg. Following twenty years 
with rothmans i nternational and British american 
tobacco Plc, he has held a number of Non-
Executive Directorships in the UK and Europe. 
andrew is currently Non-Executive Deputy 
Chairman of swedish Match aB and a Non-
Executive Director of Boparan Holdings limited
Stewart Gilliland  
(Age: 55)
non-Executive Director 
stewart was formerly Chief 
Executive of Muller Dairies UK 
and ireland after a long career 
spent in senior roles with 
leading consumer facing companies, including 
Whitbread and interbrew. His current roles include 
Non-Executive Directorships of sutton and East 
surrey Water Plc, vianet g roup plc, (formerly 
Brulines group plc) and the Department for 
Communities and local government.
Karen Jones CBE,  
(Age: 55)
non-Executive Director 
and Chairman of 
Remuneration Committee
Karen was Chief Executive 
of spirit group ltd, a 
private equity backed pub 
& restaurant group, which was built up by 
acquisition and sold to Punch t averns in 2006. 
Prior to spirit, Karen founded, grew and floated 
the Pelican group Plc, owner of a number of 
restaurant chains including Café rouge, which 
was acquired by Whitbread in 1996. Karen has 
a ﬁrst class honours degree from University 
of East anglia, and also attended Wellesley 
College, Usa . Karen is a founder and Chairman 
of Food and Fuel ltd, a hospitality company, 
which currently consists of eleven gastropubs 
in london. Karen is a Non-Executive Director of 
asOs Plc, COFra ag, Firmenich international 
sa and royal National theatre Enterprises ltd. 
she is a governor of ashridge Business school.
Mark Chilton (Age: 49)
Company Secretary
Mark acts as Company 
secretary and general 
Counsel to the group 
and was appointed to his 
present role in June 2007. 
Mark qualiﬁed as a solicitor in 1987. Mark was 
appointed as Company secretary of the Booker 
group in 2006. Previously, he was head of legal 
at the Big Food group plc. Prior to that, he was 
at the greenalls group Plc. Booker group plc
aNNUal rEPOrt & aCCOUNts 2012
11
Principles of Corporate Governance 
the Company and the group is committed to high standards of corporate governance. this statement, together with the remuneration 
report set out on pages 18 to 25, describes how the Company has applied the provisions and principles set out in section 1 of the 
UK Corporate governance Code (the ‘Code’). Except as detailed below in relation to provision B.1.2 of the Code in respect of the 
balance of Executive and Non-Executive Directors, the Company complied fully with the Code. 
this report also includes the information required by paragraph 7.2 of the Disclosure and t ransparency rules (Dtr) to be 
contained in the Company’s corporate governance statement, with the exception of the information required by Dtr 7.2.6, 
which is located in the Directors’ report.
The workings of the Board and its committees 
The Board 
the Company is led and controlled by the Board of Directors (the ‘Board’) chaired by r ichard rose. the Board currently 
consists of ﬁve Executive Directors and ﬁve Non-Executive Directors. 
the Code requires that at least half the Board, excluding the Chairman, should comprise independent Non-Executive Directors 
as determined by the Board. For operational reasons the Company was not compliant with this provision of the Code during 
the period ending 30 March 2012. the Board is actively looking to recruit an additional independent Non-Executive Director 
and an update on progress will be provided in due course. 
the Board is content that the independent judgement of the Non-Executive Directors has not been adversely impacted during 
the period of non-compliance.
the independence of Non-Executive Directors is considered at least annually and is based on the criteria suggested in the Code.
richard rose was an Executive Director and Chairman of Blueheath immediately prior to the reverse acquisition of Blueheath 
by the Booker group in 2007 and became Non-Executive Chairman of the Company upon completion of the merger. the 
group’s combined business is signiﬁcantly different to and larger than Blueheath and there is a division of responsibilities 
between richard and the Executive Directors and, in particular, Charles Wilson as Chief Executive, such that his current and 
former roles can be considered incomparable. Having regard to all the circumstances, including the independence richard 
has demonstrated as Chairman, the Board is satisﬁed and has determined that richard is independent.
Consequently, all the Non-Executive Directors are considered by the Board to be independent of management and free from 
any business or other relationship that could materially interfere with the exercise of their independent judgement in accordance 
with the Code. the Non-Executive Directors provide constructive challenge and bring independence to the Board and its 
decision making process.
the Board believes that it is appropriate to have a senior independent Non-Executive Director and lord Bilimoria fulﬁls this 
role. He is available to shareholders where concerns have not been resolved through the normal channels and for when such 
contact would be inappropriate. 
the Board believes that it has sufﬁcient members to contain a balance of skills and experience, but it is not so large as to be 
unwieldy. the Board contains a balance of Executive and Non-Executive Directors such that no individual, or group of individuals 
can dominate the Board’s decision making. No one individual has unfettered powers of decision. 
Details of the skills and experience of the Directors are contained in the Directors’ biographies on page 10.
COrPOratE gOvErNaNCE 12
Booker group plc
aNNUal rEPOrt & aCCOUNts 2012
continued
COrPOratE gOvErNaNCE
The Board continued
the Board meets regularly on at least twelve scheduled occasions during each year and more frequently if necessary. there were 
twelve Board meetings, three audit Committee meetings, ﬁve remuneration Committee meetings and two Nomination Committee 
meetings held in the year under review and the attendance by Directors was as follows:
Board Audit Remuneration Nomination
Executive
Charles Wilson 
a b c
 12/12 1/3 5/5 2/2
Jonathan Prentis 
a
 12/12 3/3
Mark aylwin 12/12
guy Farrant 12/12
Bryn
 
satherley
 e (i)
11/12
Non-Executive
richard
 
rose
 b d
12/12 2/5 2/2
lord Bilimoria 
d e (ii)
11/12 2/2 4/5 2/2
andrew Cripps 
d
12/12 3/3 5/5 2/2
stewart gilliland
 d
12/12 3/3
Karen
 
Jones
 c d e (iii)
11/12 5/5 2/2
a
 Not a member of the audit Committee but attended by invitation
b
  Not a member of the remuneration Committee but attended by invitation
c
 Not a member of the Nomination Committee but attended by invitation 
d
 independent Non-Executive Director
e
 lord Bilimoria was appointed to the audit Committee on 18 May 2011 to replace richard Farr  
 
(i) 
Bryn satherley was unable to attend the april 2011 Board meeting due to a prior business commitment
(ii) 
lord Bilimoria was unable to attend the May 2011 Board meeting and remuneration Committee meeting due to a prior business commitment in india;
(iii) 
Karen Jones was unable to attend the Board meeting in May 2011 due to a prior business commitment to attend the board meeting with Cofra ag of which 
she is Non-Executive Director;
the Board is responsible to shareholders for ensuring that the group is appropriately managed and that it achieves its objectives. 
the Board has adopted a formal schedule of matters speciﬁcally reserved for decision by it, thus ensuring that it exercises control 
over appropriate strategic, ﬁnancial, operational and regulatory issues. at its meetings, the Board reviews trading performance, 
ensures adequate ﬁnancing, sets and monitors strategy, examines investment and acquisition opportunities and discusses reports to 
shareholders. Matters not speciﬁcally reserved for the Board and its committees under its schedule of matters and the committees’ 
terms of reference, or for shareholders in general meeting, are delegated to members of the Executive Committee.
it is the Company’s policy that the roles of the Chairman and Chief Executive are separate, with their roles and responsibilities clearly 
divided and set out in writing. the Chairman’ s main responsibility is the leadership and management of the Board and its governance. 
the Chairman’s commitment to the Company is usually 2 days per month. His other signiﬁcant commitments are disclosed in his 
biography on page 10. the Board considers that these commitments do not hinder his ability to discharge his responsibilities to 
the Company effectively.
the Chief Executive is responsible for the leadership and day-to-day management of the group. this includes formulating and 
recommending the group’s strategy for Board approval in addition to executing the approved strategy.
recommendations for appointments to the Board are made by the Nominations Committee. the Committee follows Board approved 
procedures (available on our website) which provide a framework for the different types of Board appointments on which the 
Committee may be expected to make recommendations. appointments are made on merit and against objective criteria with due 
regard to diversity (including skills, experience and gender). Non-Executive appointees are also required to demonstrate that they 
have sufﬁcient time to devote to the role. Booker group plc
aNNUal rEPOrt & aCCOUNts 2012
13
Information and professional development 
Directors are continually updated on the group’s businesses, the markets in which they operate and changes to the competitive 
and regulatory environment through brieﬁngs to the Board and meetings with senior executives. Board visits to group business 
locations enable the Directors to meet with local management and employees and to update and maintain their knowledge and 
familiarity with the group’s operations.
Non-Executive Directors are also encouraged to visit group operations throughout their tenure to increase their exposure to 
the business.
the Chairman is responsible for ensuring that Directors receive accurate, timely and clear information. the provision of information to 
the Board was reviewed during the year as part of the performance evaluation exercise referred to below. t o ensure that adequate 
time is available for Board discussion and to enable informed decision making, brieﬁng papers are prepared and circulated to Directors 
in the week prior to scheduled Board meetings. all Non-Executive Directors are encouraged to make further enquiries as they feel 
appropriate of the Executive Directors and senior executives. in addition, Board committees are provided with sufﬁcient resources 
and the power to co-opt such additional support as they may require from time to time, to undertake their duties. 
all Directors are entitled to receive independent professional advice at the Company’s expense and have access to the services of 
a professionally qualiﬁed and experienced Company secretary, who is responsible for information flows to the Board and advising 
the Board on corporate governance matters. this ensures compliance with Board procedures and applicable laws and regulation. 
the Board has responsibility for the appointment and removal of the Company secretary.
On appointment, individual Directors undergo an induction programme covering, amongst other matters:
•	 the business of the group;
•	 their legal and regulatory responsibilities as directors of the Company;
•	 brieﬁngs and presentations from Executive Directors and senior executives;
•	 opportunities to visit business operations.
Performance evaluation
During the year, the Board conducted an evaluation of its own performance and that of its three principal committees. the individual 
performance of the Non-Executive Directors was also evaluated through one to one interviews with the Chairman. in april 2012, each 
Director completed a questionnaire prepared by the Chairman and the Company secretary to rate the collective performance of the 
Board and its committees. the Company secretary collated the evaluation results and the Chairman then reviewed an unattributed 
executive summary, highlighting key outcomes. a report of the ﬁndings was then presented to and discussed by the Board. No 
actions were considered necessary as a result of these evaluations and the Chairman conﬁrms that each Director continues to make 
a valuable contribution to the Board and, where relevant, its Committees and devotes sufﬁcient time to the role. 
During the year, the Chairman and the Non-Executive Directors met in the absence of the Executive Directors. there was also one 
meeting of the Non-Executive Directors chaired by the senior independent Non-Executive Director at which the Chairman was not 
present in order to appraise the Chairman’s performance. 
the Board decided in 2010 to undertake an externally facilitated evaluation process every three years, which has since become a 
requirement within the Code. the ﬁrst externally facilitated evaluation will be undertaken in 2013. 
Committees
the Board has established an audit Committee, a Nomination Committee and a remuneration Committee to oversee and debate 
issues of policy outside main Board meetings. throughout the year, the Chairman of each committee provided the Board with a 
summary of key issues considered at the committee meetings. Board committees are authorised to engage the services of external 
advisers as they deem necessary in the furtherance of their duties at the Company’s expense. 
Audit Committee 
Chaired by andrew Cripps, Non-Executive Director, the audit Committee during the year comprised stewart gilliland and richard 
Farr until 17 May 2011 and lord Bilimoria from 18 May 2011. all members of the audit Committee are considered by the Board to 
be independent. the Board considers andrew Cripps to have recent and relevant ﬁnancial experience including his role as Chairman 
and member of the audit Committee at a number of fully listed companies and previous executive experience at a FtsE 100 listed 
company. the Company secretary is secretary to the audit Committee. 14
Booker group plc
aNNUal rEPOrt & aCCOUNts 2012
continued
COrPOratE gOvErNaNCE
Audit Committee continued
the audit Committee has deﬁned terms of reference which were reviewed in May 2011 and are published on the group’s website. 
Charles Wilson (Chief Executive), Jonathan Prentis (group Finance Director), the Head of internal audit and the external auditor 
attend meetings of the audit Committee by invitation. the audit Committee is primarily responsible for: 
•	 ensuring that the ﬁnancial performance of the group is properly monitored and reported on;
•	 reviewing and monitoring the independence of the external auditor and the effectiveness of the audit process; 
•	 meeting with the external auditor and reviewing reports from the external auditor relating to the group’s accounting and  
internal controls; 
•	 agreeing the terms of appointment and remuneration of the external auditor;
•	 reviewing the effectiveness of the group’s systems of ﬁnancial control;
•	 agreeing the scope and reviewing the work of the group’s internal audit team.
the audit Committee and KPMg audit Plc, the external auditor, undertake procedures and incorporate safeguards to ensure that 
the external auditor remains objective and independent. these procedures include the pre-approval of the scope of the audit by 
the audit Committee. the audit Committee conducts a formal annual review of the independence of the external auditor, looking 
carefully at the level of non-audit work conducted by the external auditor and the detailed safeguards which they have in place. the 
fees paid to the external auditor during the year are set out in note 4 to the Financial statements on page 40. the non-audit fees in 
the period to 30 March 2012 predominantly related to taxation compliance and the streamlining of the group corporate structure. 
the audit Committee believes that there are sound commercial and practical reasons for this work being conducted by the external 
auditor and that it is not of a nature which would affect their independence as auditors. 
the audit Committee additionally addressed the following main issues during the year:
•	 reviewing the operation and effectiveness of the group’s system of internal controls, including discussions with the internal and 
external auditors on the ﬁndings of their reviews;
•	 tax compliance procedures;
•	 procedures and controls in the new branches in india;
•	 consideration of the proposed iFrs on leases; and
•	 the disclosures in the annual report and accounts. 
t he g roup has adopted a whistleblowing programme in all of its operations whereby employees can, in conﬁdence, report on matters 
where they feel a malpractice is taking place, or if health and safety standards are being compromised. additional areas that are 
addressed by this procedure include criminal activities, improper or unethical behaviour and risks to the environment.
the procedures allow employees to raise their concerns with line management or , if this is inappropriate, to raise them on a conﬁdential basis. an 
externally facilitated conﬁdential helpline and conﬁdential e-mail facility are provided to protect the identity of employees in these circumstances. 
any concerns will be investigated in a conﬁdential manner by the Human resources Department and/or the Company secretary and, after 
a decision has been made as to what (if any) further steps should be taken, feedback will be given to the person making the complaint. an 
ofﬁcial written record will be kept of each stage of the procedure. this policy and related procedures are monitored by the audit Committee. 
nomination Committee 
the Nomination Committee is chaired by richard rose, the Chairman, and comprises richard rose and two other Non-Executive 
Directors; lord Bilimoria and andrew Cripps. it has deﬁned terms of reference which were reviewed in May 2011 and are published 
on the group’s website. Charles Wilson, Chief Executive, attends by invitation. During the year, Karen Jones was invited to attend 
two meetings. the Nomination Committee is responsible for making recommendations to the Board on the appointment of additional 
Directors and for reviewing the size, structure and composition of the Board and the membership of Board committees. appointments 
are made on merit and against objective criteria with due regard to diversity (including, skills, experience and gender). 
Remuneration Committee 
the remuneration Committee is chaired by Karen Jones, Non-Executive Director. the remuneration Committee during the year 
under review comprised until 18 May 2011 Karen Jones, lord Bilimoria, andrew Cripps and richard Farr. since 18 May 2011 
the remuneration Committee comprised Karen Jones, lord Bilimoria and andrew Cripps. richard rose (Chairman) and Charles 
Wilson (Chief Executive) attend remuneration Committee meetings by invitation. the remuneration Committee has deﬁned terms 
of reference which were reviewed in May 2011 and are published on the group’s website. 
t he r emuneration Committee is responsible for setting the remuneration and other terms of employment of the Company’ s executive 
ofﬁcers and senior executives and determining and reviewing any share incentive plans. 
the remuneration report, which includes details of the remuneration Committee’s role, Directors’ remuneration and pension 
entitlements, together with information on service contracts, is set out on pages 18 to 25. Details of Directors’ interests in the Ordinary 
shares of the Company are shown in the Directors’ report on page 27. Booker group plc
aNNUal rEPOrt & aCCOUNts 2012
15
Re-election of Directors 
all Directors are required by the Company’ s articles of association to submit themselves to shareholders for re-election at the ﬁrst annual 
general Meeting after their appointment and thereafter by rotation at least once every three years. in accordance with the Code all directors 
will, however, stand for re-election annually. 
Relations with shareholders 
in fulﬁlling their responsibilities, the Directors believe that they govern the group in the best interests of shareholders, whilst having due 
regard to the interests of other stakeholders in the group including customers, employees and suppliers. 
the Code encourages a dialogue with institutional shareholders based on the mutual understanding of objectives. the Executive Directors 
have regular and ongoing communication with major shareholders throughout the year, by participating in investor roadshows and 
presentations to shareholders. Feedback from these visits is reported to the Board. the Executive Directors also have regular contact with 
analysts and brokers. the Chairman, senior independent Non-Executive Director and other Non-Executive Directors receive reports on 
matters raised at the meetings with shareholders and are offered the opportunity to attend meetings with major shareholders. as a result 
of these procedures, the Non-Executive Directors believe that they are aware of shareholders’ views. in addition, lord Bilimoria, the senior 
independent Non-Executive Director , is available to meet with major shareholders. No shareholders asked to meet with him during the year . 
arrangements can also be made through the Company secretary for major shareholders to meet with newly appointed Directors.
the group maintains a website at www.bookergroup.com which is regularly updated and contains information about the group. 
the Code encourages boards to use the annual general Meeting to communicate with investors and to encourage their participation. in 
compliance with the Code, the Board welcomes as many shareholders as possible to attend the annual general Meeting to discuss any 
interest or concern, including performance, governance or strategy, with the Directors. 
all Directors are expected to attend the annual general Meeting. the Chairs of the audit, remuneration and Nomination Committees are 
available at the annual general Meeting to answer shareholder questions, through the Chairman of the Board, on the responsibilities and 
activities of their Committees. shareholders also have the opportunity to meet with the Directors following the conclusion of the formal 
part of the meeting.
in compliance with the Code, at the annual general Meeting, the Chairman will announce the level of proxies lodged on each resolution, 
the balance for and against and abstentions, after it has been dealt with on a show of hands and such details will be placed on the group’ s 
website following the meeting. a separate resolution will be proposed at the annual general Meeting in respect of each substantially 
separate issue. 
Directors’ conflicts of interest
in accordance with the Company’ s articles of association and section 175 of the Companies act 2006, formal procedures for the notiﬁcation 
and authorisation of potential and actual conflicts of interest have been approved by the Board. 
these procedures, which enable the Directors to impose limits or conditions when giving or reviewing authorisation, ensure that only Directors 
who have no interest in the matter being considered can authorise conflicts, and require the Board to review the register of Directors’ 
conflicts annually and on an ad hoc basis when necessary. any potential conflicts of interest in relation to newly appointed Directors are 
considered by the Board prior to appointment. these procedures have operated effectively throughout the current ﬁnancial period.
Internal controls and risk management 
the Board attaches considerable importance to, and acknowledges its responsibility for, the group’s systems of internal control and risk 
management and receives regular reports on such matters. the Board’s policy is to have systems in place which optimise the group’s 
ability to manage risk in an effective and appropriate manner. the Board has delegated to the Executive Committee detailed responsibility 
for identifying, evaluating and monitoring the risks facing the group and for deciding how these are to be managed. in addition to formal 
reviews of risk management by the Executive Committee, members are expected to report to the Executive Committee as necessary the 
occurrence of any material control issues, serious accidents or events that have had a major commercial impact, or any signiﬁcant new 
risks which have been identiﬁed. such matters are reported to the next Board meeting and/or audit Committee meeting as appropriate. 
the group also has in place systems and procedures for exercising control and managing risk in respect of ﬁnancial reporting and 
the preparation of consolidated accounts. these include:
•	 the formulation and deployment of group accounting policies and procedures;
•	 group policies governing the maintenance of accounting records, transaction reporting and key ﬁnancial control procedures;
•	 monthly operational review meetings which include, as necessary, reviews of internal ﬁnancial reporting issues and ﬁnancial 
control monitoring; and
•	 ongoing training and development of ﬁnancial reporting personnel.  16
Booker group plc
aNNUal rEPOrt & aCCOUNts 2012
continued
COrPOratE gOvErNaNCE
Internal controls and risk management continued
the group’s systems and procedures are designed to identify, manage and, where practicable, reduce and mitigate the effects of 
the risk of failure to achieve business objectives. they are not designed to eliminate such risk, recognising that any system can only 
provide reasonable and not absolute assurance against material misstatement or loss.
the Board formally reviews the operation and effectiveness of the group’s system of internal controls on an annual basis. the latest 
review covered the ﬁnancial year to 30 March 2012. No signiﬁcant failings or weaknesses were identiﬁed from this review.
the Board has a process for identifying, evaluating and managing the risks faced by the group. this process is continual and has 
been in place for the year under review up to the date of this report, and is regularly reviewed by the Board in accordance with 
relevant guidance. there is an established framework of internal controls, which is set out in procedures approved by the Board and 
which include ﬁnancial, operational and compliance controls and risk management. 
these procedures are readily accessible to staff, who follow their guidance. 
the more important elements of this framework are as follows: 
Management structure 
the Board has overall responsibility for the Company and the Executive Committee has responsibility for speciﬁc aspects of the 
group’s affairs. the Board and each of its committees operate under a schedule of matters or terms of reference and the Board 
determines how the Chief Executive and the Executive Committee may operate within a framework of delegated authorities and 
reserved powers which seek to ensure that certain transactions which are signiﬁcant in terms of their size or type, are undertaken 
only after Board review. 
the Executive Committee is chaired by Charles Wilson (Chief Executive) and comprises Jonathan Prentis (group Finance Director), 
Mark aylwin (Managing Director - Booker Direct), guy Farrant (Managing Director – UK Cash and Carry), Bryn satherley (Operations 
Director), Mark Chilton (Company secretary and general Counsel) and other senior executives representing the operational functions 
within the group. it meets twice a month to discuss operational matters, compliance, health and safety and trading performance. 
Corporate accounting and procedures 
responsibility levels are communicated throughout the group as part of the corporate communication procedure. accounting, 
delegation of authority and authorisation levels, segregation of duties and other control procedures, together with the general ethos 
of the group are included in these communications, and standardised accounting policies are in place reflecting this policy. these 
procedures are subject to review to ensure that improvements to enhance controls can be made. 
Quality and integrity of personnel 
the integrity and competence of personnel is ensured through high recruitment standards and subsequent training. Quality personnel 
are seen as an essential part of the control environment and the ethical standards expected are communicated through senior 
members of staff. 
Budgetary process 
Each year the Board approves the annual budget, which includes an assessment of key risk areas. Performance is monitored and 
relevant action taken throughout the year by regular reporting to the Board of updated forecasts together with information on key 
risk areas.
Risk management
the Board assesses risk management throughout the group aided by detailed reviews of internal controls and risk  
management procedures.
Investment appraisal 
Capital expenditure is regulated by the use of authorisation levels. For all expenditure beyond speciﬁed levels, Board approval 
is required. 
Internal audit 
the group’s internal audit function, which reports to the group Finance Director and Chairman of the audit Committee, monitors the 
effectiveness of key internal controls and the adequacy of these controls to manage business risk and to safeguard the group’ s assets 
and resources, in accordance with a work plan approved and monitored by the audit Committee. its conclusions are communicated 
to the relevant level of management and the function has a direct reporting responsibility to the audit Committee.
Risks and Uncertainties
the list below sets out the most signiﬁcant risks to the achievement of the group’s business goals. the list does not include all risks 
that the group faces and it does not list the risks in any order of priority. Booker group plc
aNNUal rEPOrt & aCCOUNts 2012
17
•	 Economic 	 envir onment
the economy is expected to remain difﬁcult in the year ahead with the public reducing their levels of discretionary spend. Customers 
will seek to obtain ‘best’ value from products and the group aims to provide a wide range of products that meet this requirement.
•	 Competition
the industry is extremely competitive with the market being served by numerous competitors, ranging from national multiple 
retailers to regional independent wholesalers. the group competes by closely monitoring the activities of competitors and ensuring 
it continues to improve the choice, price and service to its customers.
•	 Regulation
the group operates in an environment governed by strict regulations to ensure the safety and protection of customers, shareholders, 
employees and other stakeholders and the operation of an open and competitive market. these regulations include food hygiene, 
health and safety, data protection, the rules of the london stock Exchange and competition law. in all cases, the Board takes 
its responsibilities very seriously, and recognises that any breach of regulation could cause reputational and ﬁnancial damage 
to the group.
•	 Pr oduct 	 quality 	 and 	 safety
the quality and safety of our products is of critical importance and any failure in this regard would affect the conﬁdence of our 
customers in us. We work with our suppliers to ensure the integrity of the products supplied. Food hygiene practices are taken 
very seriously throughout the group, and are monitored both through internal audit procedures and by external bodies such as 
environmental health departments. We have well prepared procedures for crisis management in order to act quickly when required. 
We are aware that if we fail, or are perceived to have failed, to deliver to our customers’ satisfaction the expected standards 
of quality and safety in our products their loyalty to us may be potentially impacted. this in turn could adversely impact on our 
market share and our ﬁnancial results.
•	 Employee 	 engagement 	 and 	 r etention
the continued success of the group relies heavily on the investment in the training and development of our employees. the 
group’ s employment policies, remuneration and beneﬁts packages are designed to be competitive, as well as providing colleagues 
with fulﬁlling career opportunities. the group continually engages with employees across the business to ensure that we keep 
strengthening our team at every level.
•	 Supplier 	 cr edit
availability of supplier credit is essential for the group’s ﬁnancial performance. any reduction in the availability of supplier credit 
could adversely impact the group. the group regularly meets key credit insurers to ensure that they have an up to date view of 
the group’s ﬁnancial position.
•	 Financial 	 and 	 tr easury
the group’s ﬁnancial results may be subject to volatility arising from movements in commodity prices, foreign currencies, interest 
rates and the availability of sources of funding. 
•	 Pensions
the group operates a closed deﬁned beneﬁt scheme, where judgements are required to determine the assumptions for 
future salary and pension increases, discount rate, inflation, investment returns and member longevity. there is a risk of 
underestimating this liability. this risk is mitigated by maintaining a relatively strong funding position over time, taking advice 
from independent qualiﬁed actuaries, agreeing appropriate investment policies with the t rustees and closely monitoring 
the funding position with the t rustees. 
•	 Information 	 technology 	 (IT)
the group is exposed to the risk that the it systems upon which it relies fail. the group has appropriate 
controls in place to mitigate the risk of systems failure, including systems back up procedures and 
disaster recovery plans, and also has appropriate virus protection and network security controls. 
this report was approved by the Board of Directors on 23 May 2012. 
Mark Chilton
Company Secretary  18
Booker group plc
aNNUal rEPOrt & aCCOUNts 2012
rEMUNEratiON rEPOrt
this section of the annual report and accounts describes the role and composition of the remuneration Committee established 
by the Board, the Company’s remuneration policy and the arrangements currently in place for remuneration of both Executive and 
Non-Executive Directors. 
Unaudited Information
the Committee aims to ensure that the remuneration policies of the Company are in line with the proposals set out by the secretary of 
state for Business and Enterprise as part of the recent review of executive remuneration conducted by the Department for Business 
innovation & skills (“Bis”). among the more prominent objectives set out in that consultation exercise were that: 1) Directors should 
not be rewarded for failure; 2) incentives for senior management should be more closely linked to performance, thus aligning better 
the interests of executives and shareholders; and 3) Director rewards should be correlated with those received by other employees of 
the business. the Committee believes that the Company’s remuneration system conforms with these objectives whilst retaining and 
attracting individuals capable of promoting the success of the business. as the Bis consultation process is ongoing the Committee 
is monitoring developments in this area and will continue to adopt best practice wherever possible.
the Committee believes that it has met these objectives for the period to 30 March 2012 in the following ways:-
•	 Base pay: all employees are eligible for an annual pay award. the average salary increase during the year under review for all 
employees of the group was 2.9%, and the average base salary increase for Executive Directors was 1.7%.
•	 Bonus: Of the group’s 9,375 employees, 6,500 employees are eligible for a bonus payment based on “customer satisfaction”. 
Customer satisfaction is measured independently by calling 35 customers selected at random for each of our 172 branches on 
a quarterly basis to ask them to rate key areas of service. in the past year 5,226 employees received a bonus payment. Of the 
remaining employees, 1,174 are eligible for a quarterly bonus payment based on achieving productivity and efﬁciency targets at 
the site at which they are employed. 1,200 employees (excluding the CEO) are eligible for a bonus based on increasing group 
EBitDa year on year. 
•	 long term incentives : 2,517 employees are in the 2011 sa YE scheme and 900 have PsP options. Both schemes provide rewards 
which are based on increasing equity value. the high number of employees participating in these schemes is a testament to the 
group’s policy of ensuring that the remuneration of senior management is aligned with that of the overall workforce and with the 
interests of shareholders. since 2007 when we completed the reverse takeover of Blueheath and became admitted to trading 
on aiM, the equity value has increased from approximately £300m to over £1,100m. the value of the PsP options awarded has 
been equivalent to 2% of the value generated.
alignment between the senior management and shareholders is also signiﬁcantly increased by personal shareholdings. Directors, 
senior managers and colleagues own in aggregate approximately 10% of the issued share capital of the Company.
the Committee is of the view that, when the above schemes are looked at in combination, we have a structure of reasonable base 
pay, bonuses which are paid for increasing cash proﬁt and customer satisfaction and long term incentives which are aligned to the 
creation of shareholder value. Director pay inflation is running in line with employees, the best paid Director basic salary is circa’s 36 
times the basic salary of the median employee and the average basic salary of the Executive Directors is circa 23 times the basic 
salary of the median employee. 
the Committee believes that this remuneration system is simple to understand, has a proven track record of encouraging strong 
performance, does not “reward failure” and reflects the Company’s goals of continuing to improve services to customers and to 
create value for shareholders. Booker group plc
aNNUal rEPOrt & aCCOUNts 2012
19
The Remuneration Committee
Membership 
During the year under review, the Committee comprised until 18 May 2011 Karen Jones (Chairman), lord Bilimoria, andrew Cripps 
and richard Farr. since 18 May 2011 the Committee has comprised Karen Jones (Chairman), lord Bilimoria and andrew Cripps. 
all members of the Committee are considered to be independent Non-Executive Directors. richard rose, Chairman, and Charles 
Wilson, Chief Executive, attend committee meetings by invitation. Details of attendance at committee meetings during the year 
under review are set out on page 12.
Role of the Committee 
the remuneration Committee advises the Board and makes recommendations to it:
•	 on the remuneration packages for the Executive Directors and senior executives including remuneration, incentives and other beneﬁts;
•	 on the terms of service contracts with Executive Directors and senior executives and any compensation arrangements resulting 
from the termination of an Executive Director or senior executive’s service contract; and
•	 concerning share incentive plans. 
the Committee’s responsibilities are set out in its terms of reference, which are published on the group’s website. 
in determining remuneration, the Committee consults where appropriate with the Chief Executive about its proposals. None of the 
Directors participate in discussions about their own remuneration. No external consultants were engaged in relation to the design 
of remuneration packages during the year. When setting its remuneration policy the Committee gives due consideration to the 
provisions and principles of the Code. 
the remuneration Committee met a total of ﬁve times in the year under review and addressed the following key initiatives during 
the year:
•	 performed an annual review of the executive and employee bonus arrangements; 
•	 assessed executive performance against target and recommended Executive Directors’ and senior managers’ annual bonuses;
•	 reviewed executive remuneration in light of the group’s wider business;
•	 implemented remuneration policy for senior executives and employees;
•	 reviewed and recommended awards under the employee share plans; and
•	 approved the disclosures in this report.
Remuneration policy 
the Committee’ s overall policy is to provide competitive and rewarding remuneration packages. the Company wishes to attract, retain 
and motivate the right Executive Directors and senior management. accordingly, the Committee’s policy, in a competitive market, 
is to design remuneration packages which reward Executive Directors and senior employees fairly for their individual contribution. 
in determining remuneration, consideration is (and was, in respect of the year under review) given to reward levels throughout the 
organisation as well as in the external employment market. t he average salary increase during the year under review for all employees 
of the group was 2.9%, and the average base salary increase for Executive Directors was 1.7%.
Executive Directors’ remuneration 
the remuneration package of the Executive Directors includes the following elements: 
•	 Basic 	 salary	
Details of the Directors’ remuneration are set out on page 23. salaries are normally reviewed annually taking into account individual 
performance, prevailing market conditions, group proﬁtability, recent pay awards in the group generally and external benchmark 
data. any changes are effective from 1 april. salaries effective from 1 april 2012 are set out on page 21.
•	 Bonus	
Payments under the annual scheme are based upon year on year improvement in EBitDa. No bonus is paid unless there is 
an improvement in the EBitDa for the Company on an annual basis. Payments to Directors are based upon a percentage of 
basic salary and do not form part of pensionable earnings. Jonathan Prentis, Mark aylwin, guy Farrant and Bryn satherley have 
each been awarded a bonus as set out on page 23. Charles Wilson, Chief Executive, does not participate in the bonus scheme, 
but the Committee views this as appropriate given the alignment with shareholder interests which arises from his signiﬁcant 
shareholding in the Company. 20
Booker group plc
aNNUal rEPOrt & aCCOUNts 2012
continued
Executive Directors’ remuneration continued
the bonus scheme covers Executive Directors, senior managers, branch managers and sales teams, comprising approximately 
1,200 employees of the group. the aggregate bonus pool is determined each year by the level of improvement in group EBitDa 
year on year. the maximum bonus achievable for an individual is 100% of basic salary assuming all performance targets are 
achieved. it is the policy of the Committee to ensure that targets for individual employees are sufﬁciently challenging to promote 
performance, and in line with this policy the average bonus paid was 9.7% of salary for the year under review. the performance 
targets for Executive Directors and senior employees are set each year.
•	 Shar e 	 incentives
the Executive Directors are entitled to participate in the PsP and the sa YE schemes. Details of awards and the value of each 
award made to the Executive Directors under the sa YE and the PsP schemes are set out later in this report. 
•	 Pensions	
the normal retirement age for Executive Directors is 65. all Executive Directors are entitled to a pension contribution at the rate 
of 15% of pensionable pay to be paid into their own personal pension arrangement or the group deﬁned contribution personal 
pension plan, which is open to all permanent employees. Pensionable pay is set at the prior year’s basic salary. During the period 
a salary sacriﬁce arrangement was introduced for the group Personal Pension scheme in order to maximise beneﬁts available to 
the scheme’s members. Details of pension contributions in relation to the Executive Directors are set out in the table on page 23.
•	 Other 	 beneﬁts	
Beneﬁts for Executive Directors comprise critical illness cover, permanent health cover, car (or car allowance), life cover of four 
times basic salary, private medical insurance and permanent health insurance for themselves and their families. 
External appointments 
Executive Directors are not permitted to hold directorships or ofﬁces of companies whose shares are listed on a recognised stock 
exchange and, accordingly, no Executive Director serves as a Non-Executive Director of any such company.
non-Executive Directors’ letters of appointment
the Non-Executive Directors are paid a ﬁxed fee and have letters of appointment for an initial period of 3 years subject to termination 
on one month’s notice. in addition, the Code requires that all Non-Executive Directors stand for re-election annually. Non-Executive 
Director appointments are also subject to the articles of association of the Company. the table below summarises the dates of 
appointment and most recent re-election dates for the Chairman and each of the Non-Executive Directors serving as at 30 March 2012.
Date of appointment as  
a Non-Executive Director
Most recent date of  
re-election at AGM
richard rose 
a
9 May 2007 6 July 2011
lord Bilimoria 22 November 2007 6 July 2011
andrew Cripps 22 November 2007 6 July 2011
stewart gilliland 8 December 2010 6 July 2011
Karen Jones
 b
19 February 2009 6 July 2011
a
 Prior to his appointment as a Non-Executive Director, richard rose had been Executive Chairman of Blueheath from september 2006
b
  Following the expiry of Karen Jones’s initial period of appointment as a Non-Executive Director for a period of 3 years, Karen was reappointed for a further  
3 year term on 29 February 2012
Copies of the letters of appointment will be available for inspection at the Company’s registered ofﬁce during business hours and 
at the 2012 annual general Meeting. 
the Board has determined that the time commitment of Non-Executive Directors should be 12 days per annum. the time commitment 
for Non-Executive Directors is set out in the relevant Non-Executive Director’s letter of appointment. 
rEMUNEratiON rEPOrt Booker group plc
aNNUal rEPOrt & aCCOUNts 2012
21
the Non-Executive Directors do not receive bonuses or pension contributions and are not entitled to participate in any of the 
Company’s share schemes. they are entitled to be reimbursed for reasonable expenses incurred by them in carrying out their duties 
as Directors of the Company. Fees for the Non-Executive Directors (other than the Chairman) are determined by the Chairman and 
the Executive Directors, having regard to fees paid to non-executive directors in other comparable UK quoted companies, the time 
commitment and responsibilities of the role.
With effect from 1 april 2012, the Non-Executive Directors’ fees in relation to the Company will be as follows:
Non-Executive
Basic Fee 
£’000
Additional Fee 
As Chairman of 
Committee 
£’000
Additional Fee For 
representation on 
Committee 
£’000
Total 
£’000
richard rose 128 4 – 132
lord Bilimoria 38 – 5 43
andrew Cripps 38 6 5 49
stewart gilliland 38 – 3 41
Karen Jones 38 6 – 44
Executive Directors’ service contracts
the Board’s policy is that service contracts of Executive Directors should provide for termination by the Company on not more than 
twelve months’ notice. the service contracts of each of the current Executive Directors provide for such a period of notice. None of 
the contracts provides for speciﬁc contractual termination payments other than payment in lieu of notice, and it is the Committee’s 
policy to ensure that a Director’s duty to mitigate his loss is taken into account in the calculation of any termination payments.
the Company’s approach to the termination of contracts of service of Executive Directors is dictated by the relevant events, bearing 
in mind the circumstances of termination and the interests of the Company. 
the table below summarises the service contracts of the Executive Directors.
Copies of the service contracts will be available for inspection at the Company’s registered ofﬁce during business hours and at the 
2012 annual general Meeting.
Date of 
appointment
Date of 
re-election
Notice period 
(months) by the 
Company
Notice period 
(months) by the 
Director
Unexpired term  
of contract
Charles Wilson 4 June 2007 6 July 2011 12 9 rolling Contract
Jonathan Prentis 4 June 2007 6 July 2011 12 6 rolling Contract
Mark aylwin 9 November 2007 6 July 2011 12 12 rolling Contract
guy Farrant 14 October 2010 6 July 2011 12 12 rolling Contract
Bryn satherley 12 November 2008 6 July 2011 12 6 rolling Contract
all Executive Directors will stand for re-election at the 2012 annual general Meeting.
With effect from 1 april 2012, subject to the annual pay review, the Executive Directors’ basic salary in relation to the Company will 
be as follows:
Executive £’000
Charles Wilson 510
Jonathan Prentis 298
Mark aylwin 262
guy Farrant 287
Bryn satherley 275 22
Booker group plc
aNNUal rEPOrt & aCCOUNts 2012
continued
Sums paid to third parties 
No consideration was paid to third parties for making available the services of any person as a Director of the Company during the year. 
Directors’ Share Interests 
the beneﬁcial interests in the Ordinary shares of the Company of Executive Directors who held ofﬁce at the end of the ﬁnancial 
year are set out in the Directors’ report. the Committee sets shareholding guidelines for Executive Directors. the current guideline 
is to build and maintain, over time, a personal (and/or spousal) holding of shares in the Company equivalent in value to at least the 
Director’s annual base salary. the Executive Directors currently meet these guidelines, as shown in the table to the Director’s report.
Performance Graph
the Company’s performance from 4 June 2007 to 30 March 2012 measured by total shareholder return (‘tsr’), is compared in 
the chart below with the performance of the FtsE 250 index (excluding investment trusts) and FtsE aiM all share index. these are 
considered the most appropriate indices against which to measure performance following the reverse acquisition of Blueheath in 
June 2007, which was at that time listed on aiM, the Company’s admission to listing on the Ofﬁcial list and to trading on the london 
stock Exchange plc’s main market for listed securities in July 2009 and its inclusion in the FtsE 250 index in December 2009. 
tsr is deﬁned as the return a shareholder would receive if they held a notional number of shares and received dividends over a 
period of time. assuming dividends are reinvested into the Company’s shares, it measures the percentage growth in the Company’s 
share price together with any dividends paid. 
rEMUNEratiON rEPOrt
Booker Group plc Total Shareholder Return Since 4 June 2007
350
300
250
200
150
100
50
0
Jun 07 Sep 07 Dec 07 Mar 08 Jun 08 Sep 08 Sep 09 Dec 09 Mar 10 Jun 10 Sep 10 Mar 09 Jun 09 Dec 08 Sep 11 Dec 11 Mar 12 Mar 11 Jun 11 Dec 10
Booker Group plc FTSE 250 (excluding investment trusts) FTSE AIM All Share  Booker group plc
aNNUal rEPOrt & aCCOUNts 2012
23
 Audited Information
the following information has been audited by the Company’s auditors, KPMg audit Plc. 
Directors remuneration
the ﬁgures below represent the Directors’ remuneration earned during the period under review as Directors of the Company from  
26 March 2011 or from date of appointment.
 Basic Annual Bonus Benefits in Kind
 Total before  
 Pension  
 Contributions
 Pension 
 Contributions
2012
a
 
£’000
2011 
£’000
2012 
£’000
2011 
£’000
2012 
£’000
2011 
£’000
2012 
£’000
2011 
£’000
2012 
£’000
2011 
£’000
Executive 
Charles Wilson 510 510 – – 1 1 511 511 77
b
77
Jonathan Prentis 298 250 173 136 26 26 497 412 38 31
Mark aylwin 262 233 153 120 20 18 435 371 35 31
Bryan Drew 
c
– 212 – 99 – 12 – 323 – 31
guy Farrant 287 130 167 60 12 5 466 195 42 20
Bryn satherley 275 239 160 125 31 31 466 395 36 31
Non-Executive 
richard rose 
d
132 103 – – – – 132 103 – –
lord Bilimoria 
d
43 40 – – – – 43 40 – –
andrew Cripps 
d
49 42 – – – – 49 42 – –
richard Farr 
d e
6 40 – – – – 6 40 – –
Karen Jones 
d
44 40 – – – – 44 40 – –
stewart gilliland 
d
41 12 – – – – 41 12 – –
1,947 1,851 653 540 90 93 2,690 2,484 228 221
a  
see below
b  
the balance in excess of the annual £50,000 pensions funding limit is paid as a taxable salary supplement
c
  resigned from the Board on 25 March 2011
d
  Fees include amounts paid for representation on various committees
e
  resigned from the Board on 18 May 2011
as detailed in the 2011 annual report, benchmarking data was sourced from PWC which showed that the remuneration of the 
Executive Directors and the fees for the Chairman and Non-Executive Directors (other than in respect of Charles Wilson, Chief 
Executive and guy Farrant, Managing Director – UK Cash & Carry) were below the market median of comparator companies and 
were increased, in line with that data, from October 2010.
Executive 2012
£’000
2011*
£’000
Charles Wilson 510 510
Jonathan Prentis 298 291
Mark aylwin 262 256
guy Farrant 287 280
Bryn satherley 275 268
* restated basic annual salaries following review in October 2010 24
Booker group plc
aNNUal rEPOrt & aCCOUNts 2012
Directors’ options
Options over Ordinary shares of the Company under the PsP held by the Executive Directors who served during the year, together 
with any movements in those options in the year, are shown below:
Name
Date of 
Grant
Shares 
under 
option 25 
March 2011
Options 
granted 
during 
year
Options 
lapsed 
during 
year
Options 
exercised 
during 
year 
a
Shares 
under 
option 30 
March 2012
Exercise 
price 
(pence)
Exercisable 
from 
b
Exercisable 
to 
b
Charles Wilson 3 July 2008 1,400,000 – – – 1,400,000 Nil
3 July 
2010/11 3 July 2018
Jonathan Prentis 3 July 2008 1,400,000 – – – 1,400,000 Nil
3 July 
2010/11 
3 July 
2018
19 October 
2010 
1,432,560 
55,813 
(CsOP)* – – –
1,432,560 
55,813 
(CsOP)* Nil
19 October
2013 
19 October 
2020
9 November 
2011 – 585,010 – – 585,010 Nil
9 November 
2014
9 November 
2021
Mark aylwin 3 July 2008 1,000,000 – – – 1,000,000 Nil
3 July 
2010/11
3 July 
2018
19 October 
2010
1,432,560 
55,813 
(CsOP)* – – –
1,432,560 
55,813 
(CsOP)* Nil
19 October 
2013
19 October 
2020
9 November 
2011 – 514,645 – – 514,645 Nil
9 November 
2014
9 November 
2021
guy Farrant
14 October 
2010 3,900,000 – – – 3,900,000 Nil
14 October 
2011/12/13
14 October
2020
9 November 
2011 – 562,895 – – 562,895 Nil
9 November 
2014
9 November 
2021
Bryn satherley 3 July 2008 1,400,000 – – 1,400,000 
c
 Nil Nil
3 July 
2010/11 
3 July 
2018
19 October 
2010
1,432,560 
55,813 
(CsOP)* – – –
1,432,560 
55,813 
(CsOP)* Nil
19 October 
2013
19 October 
2020
9 November 
2011 – 538,770 – – 538,770 Nil
9 November 
2014
9 November 
2021
(a)
 the aggregate gains made by Directors on the exercise of options was £1,029,000 (2011: £550,070).
(b)
 represents the earliest exercise date (assuming satisfaction of the relevant performance condition) and latest expiry date of options held by the Director during 
the year. the performance condition is described below.
(c)
 the options were exercised on 18 January 2012, on which date the closing mid market price of a Ordinary share was 74.25p.
*  at the time of exercise, to the extent that there is a gain on the Cs OP option (which is a tax-approved option granted under the Ps P 
with an exercise price equal to the market value of the shares at the time of grant), PsP options will be forfeited to the same value.
in 2008, the Company made awards under the PsP in relation to a total of 36.5 million new Ordinary shares. as at 25 March 2011, 
all four share price targets had been met. all of the shares vested in July 2011.
the maximum award permitted under the PsP is 400% of base salary. in practice, annual awards have been made at up to 150% 
of base salary.
the closing mid market price of an Ordinary share on 30 March 2012 was 84.30p and the price range during the year was 59.60p 
to 84.65p.
PSP options 
the Committee established a Performance share Plan (the ‘PsP’) in July 2008, which was extended on a discretionary basis to 
certain employees only. Certain information relating to the PsP was set out in the remuneration report contained in the Company’s 
2008 annual report and accounts which was approved by shareholders at the Company’s annual general Meeting in 2008.
continued
rEMUNEratiON rEPOrt Booker group plc
aNNUal rEPOrt & aCCOUNts 2012
25
PSP options granted in 2010
in October 2010, the Company made awards under the PsP in relation to a total of 11.3 million new Ordinary shares. 
the options granted will vest and become exercisable three years from the date of the award subject to continued employment and 
the performance conditions mentioned below being satisﬁed and will lapse if not exercised within ten years of the date of award. the 
Directors believe that the most appropriate indicator of performance of the Company and its Directors is its share price performance.
a quarter of each option will vest on reaching each of the share prices of 60p, 62.5p, 70p and 90p, in each case sustained over a 
consecutive 60-day period. as at 30 March 2012, three of the four share price targets had been met.
in October 2010, guy Farrant was granted a special performance share award (in the form of a nil-cost option) over 3.9 million 
Ordinary shares in the Company (‘the Option’). the Option was granted speciﬁcally in connection with guy’s appointment as a 
Director. additional information about the Option can be found in the Company’s 2011 annual report and accounts which was 
approved by shareholders at the Company’s annual general Meeting in 2011. 
the Option is in two parts: one part relates to 2.1 million Ordinary shares in the Company and the other part relates to 1.8 million 
Ordinary shares in the Company. a third of the 2.1 million shares will vest on reaching each of the share prices of 52p, 56p and 
58p. this part of the Option can be exercised in three annual instalments, assuming that the relevant share price target has been 
reached by the end of each year (otherwise, the Option can be exercised after three years to the extent that the targets have 
subsequently been reached by that time). as at 30 March 2012, all three of the three share price targets had been met. a quarter of 
the 1.8 million shares will vest on reaching each of the share prices of 60p, 62.5p, 70p and 90p. t o the extent that these share price 
targets are met, this part of the Option can be exercised after three years. For each part of the Option, each share price target has 
to be sustained over a consecutive 60 day period in order for the relevant part of the Option to vest. Other than as set out above, 
the vesting and exercise terms applying to the Option are the same as if it had been granted under the PsP . as at 30 March 2012, 
three of the four share price targets had been met.
PSP options granted in 2011
in November 2011, the Company made awards under the PsP in relation to a total of 7,037,960 new Ordinary shares. 
the options granted will vest and become exercisable three years from the date of the award subject to continued employment and 
the performance conditions mentioned below being satisﬁed and will lapse if not exercised within ten years of the date of award. 
the Directors believe that the most appropriate indicator of performance of the Company and its Directors for the purposes of the 
PsP is the Company’s share price performance.
a ﬁfth of each option will vest on reaching each of the share prices of 85.80p, 89.40p, 100.10p. 128.70p and 153.00p, in each case 
sustained over a consecutive 60-day period. as at 30 March 2012, none of the ﬁve share price targets had been met.
SAYE 
the Committee established in July 2008 a savings related share option scheme (the ‘sa YE’), as approved by HM revenue & Customs, 
which was offered to all employees within the group. Certain information relating to the sa YE was set out in the remuneration report 
contained in the Company’s 2008 annual report and accounts which was approved by shareholders at the Company’s annual 
general Meeting in 2008. Options under the sa YE are exercisable three years from the commencement of the relevant savings 
contract and not more than six months thereafter. these incentive arrangements reward participants if shareholder value is created, 
thereby aligning the interests of Executive Directors and employees with those of shareholders. 
Options granted under the sa YE on 3 July 2008 at a price of 18.68 pence per share vested on 1 september 2011. at the date 
of vesting the Company’s share price was 70.00 pence. the average amount saved by the Company’s employees was £96 per 
month which therefore delivered a gain of £9,900 at the date of vesting. a subsequent grant of options was made under the sa YE 
on 21 July 2011 at a price of 54.50 pence per share.
On 3 July 2008, Jonathan Prentis was granted an option under the sa YE in respect of 50,321 Ordinary shares. this option vested 
on 1 september 2011 with an option price of 18.68 pence per share, subject to continued employment at the date of vesting, and 
was exercised on 15 september 2011.
None of the Executive Directors were granted options under the sa YE in July 2011.
this report was approved by the Board of Directors on 23 May 2012.
Karen Jones
Chairman of the Remuneration Committee 26
Booker group plc
aNNUal rEPOrt & aCCOUNts 2012
DirECtOrs’ rEPOrt
the Directors present their report and audited accounts for the 53 week period ending 30 March 2012. 
Business review 
information contained in the Chief Executive’s review and the group Finance Director’s report fulﬁlling the requirements of section 
417 Companies act 2006 are incorporated by reference into this Directors’ report. the Corporate governance report and the 
remuneration report also form part of and are incorporated by reference into this Directors’ report. 
Financial risk management
Policies on ﬁnancial risk management are set out in note 17 to the Financial statements.
Key performance indicators (KPIs)
the principal KPis used to monitor the ﬁnancial performance of the business are operating proﬁt margin, operating proﬁt, proﬁt 
after tax and levels of net debt relative to plan. Other key non-ﬁnancial measures are customer satisfaction and health and safety.
Results and dividends 
the group recorded a proﬁt for the period of £74.9m (2011: £59.1m) as shown in the Consolidated income statement for the period 
ended 30 March 2012 which is set out on page 30.
the Directors have recommended a ﬁnal dividend of 1.95 pence per Ordinary share. if approved by shareholders at the annual 
general Meeting, this ﬁnal dividend will be payable on 20 July 2012 to shareholders on the register of members at the close of 
business on 8 June 2012. an interim dividend of 0.33 pence per share was paid on 25 November 2011.
if the ﬁnal dividend is approved by shareholders, dividends for the year will total 2.28 pence per Ordinary share (2011: 1.67 pence).
Interests of Directors in contracts
During the period ended 30 March 2012 no Director had any material interest in any signiﬁcant contract to which the Company or 
any subsidiary was a party.
Changes of control
all of the Company’s share schemes contain provisions relating to a change of control. Outstanding options and awards normally 
vest and become exercisable on a change of control, subject to the satisfaction of any performance conditions at that time. the 
Company is not a party to any other signiﬁcant agreements that take effect, alter or terminate upon a change of control following 
a takeover bid other than its bank facility agreement, which provides that on a change of control the lender, Bank of scotland plc, 
shall not be obliged to fund a utilisation (except for a rollover loan) and, if it so requires, may cancel its commitment and declare its 
participation in all outstanding utilisations immediately due and payable. Further the Company is not party to any agreement with 
the Directors or employees providing for compensation for loss of ofﬁce or employment (whether through resignation, purported 
redundancy or otherwise) that occurs as a result of a takeover bid other than with Charles Wilson, in that in the event of a change 
of control of the Company, Charles Wilson has the right to terminate his employment on 30 days notice and to receive a payment 
equal to his gross salary for his contractual notice period.
Directors
the names of those persons serving as Directors of the Company during the year are set out below. the Directors held ofﬁce 
throughout the period unless otherwise stated.
Charles Wilson
Jonathan Prentis
Mark aylwin
guy Farrant 
Bryn satherley
richard rose
lord Bilimoria
andrew Cripps
richard Farr (resigned 18 May 2011)
Karen Jones
stewart gilliland
Biographical details of the Directors are set out in the section headed Directors and Ofﬁcers on page 10. 
in accordance with the Code all of the other Directors have resolved to stand for re-election annually and will be standing for  
re-election at the 2012 annual general Meeting. Booker group plc
aNNUal rEPOrt & aCCOUNts 2012
27
Conflicts of Interest
in accordance with the Company’s articles of association and section 175 of the Companies act 2006, formal procedures for the 
notiﬁcation and authorisation of potential and actual conflicts of interest have been approved by the Board.
these procedures, which enable the Directors to impose limits or conditions when giving or reviewing authorisation, ensure that 
only Directors who have no interest in the matter being considered can authorise conflicts, and require the Board to review the 
register of Directors’ conflicts annually and on an ad hoc basis when necessary. any potential conflicts of interest in relation to newly 
appointed Directors are considered by the Board prior to appointment. these procedures have operated effectively throughout the 
current ﬁnancial period.
the Company maintains appropriate Directors’ and Ofﬁcers’ liability insurance in respect of itself and its Directors and Ofﬁcers. the 
Directors may also be indemniﬁed in accordance with the Company’ s articles of association and to the maximum extent permitted by 
law, although no such indemnities are currently in place. the insurance does not, and any indemnities if granted would not, provide 
cover where the relevant Director or ofﬁcer has acted fraudulently or dishonestly.
the Company prepares a separate Corporate governance report (see pages 11 to 17) and Directors’ remuneration report (see 
pages 18 to 25). 
the interests of the Directors in the Ordinary shares of the Company were as follows: 
Ordinary Shares in Booker Group plc  
30 March 2012
Ordinary Shares in Booker Group plc  
25 March 2011
Charles Wilson 108,241,986 108,241,986
Jonathan Prentis 10,413,807 10,363,486
Mark aylwin 1,100,000 1,673,170
guy Farrant 668,547 668,547
Bryn satherley 8,363,486 10,363,486
richard rose 910,282 910,282
lord Bilimoria 50,000 50,000
andrew Cripps 200,000 200,000
Karen Jones 145,000 145,000
stewart gilliland 50,000 0
Details of the interests of Directors in options over Ordinary shares of the Company are set out on page 24. 
there have been no changes in the interests of any of the Directors between 30 March 2012 and 23 May 2012.
Substantial interests 
the Company has been notiﬁed of the following shareholdings of 3% or more of the total voting rights attaching to its issued share 
capital as at 23 May 2012 
Prudential Plc 6.96%
Charles Wilson 6.91%
ameriprise Financial inc 5.27%
aviva Plc 4.97%
artemis investment Management 4.88%
Blackrock inc 4.77%
schroder investment Management 4.72%
Cazenove Capital Management 4.42%
legal & general group Plc 3.06%
Norges Bank 3.01% 28
Booker group plc
aNNUal rEPOrt & aCCOUNts 2012
continued
Employees 
it is the group’s policy to involve employees in the business and to ensure that matters of concern to them, including the group’s 
aims and objectives and its ﬁnancial performance, are communicated in an open and regular way. this is achieved through the use 
of business brieﬁngs and other less formal communications.
the Directors encourage employees to become shareholders to promote active participation in and commitment to the group’s 
success. this policy has been pursued for all employees through the sa YE scheme. as at the year end 2,517 employees were 
contributing monthly to the sa YE scheme. 
the promotion of equal opportunities for all employees, including disabled persons, is regarded as an important group priority. 
applications for employment and promotion of disabled persons are treated on the same basis as those from other applicants having 
regard to aptitude, ability, requirements of the job and experience. the group’s policy is to seek to continue the employment of, and 
to arrange appropriate training for, employees who have become disabled during the period when they were employed by the group. 
in the year the average number of persons employed by the group (including Directors) increased from 9,063 to 9,375. 
Suppliers 
the group works closely with its suppliers to ensure the delivery of its policies on product quality and integrity, health and safety, and 
the environment. Payments to suppliers are made in accordance with terms and practices agreed with individual suppliers. t rade 
creditors for the group at the ﬁnancial year end represented 43 days of purchases (2011: 38 days)
Share capital
as at 30 March 2012, the Company’s share capital consisted of 1,567,389,802 issued and fully paid Ordinary shares with a 
nominal value of 1 pence per share, listed on the london stock Exchange. a total of 34,758,473 Ordinary shares were issued 
during the year in connection with the exercise of options under the Company’s share option schemes. Ordinary shares may 
be held in certiﬁcated or uncertiﬁcated form. Further details of the Company’s authorised and issued share capital are set out in 
note 21 to the Financial statements.
at the annual general Meeting held in 2011, the Company was granted authority by shareholders to purchase up to 153 million 
Ordinary shares, representing less than 10% of the Company’s ordinary share capital as at 1 June 2011. No Ordinary shares were 
purchased pursuant to this authority during the year. in accordance with current best practice, the Company will seek to renew this 
authority at the forthcoming annual general Meeting. 
the rights and obligations attaching to the Company’ s Ordinary shares are contained in the Company’ s articles of association, a copy 
of which can be viewed on the Company’s website or obtained by request to the Company secretary. the articles of association 
can only be changed by special resolution passed in a general meeting of shareholders. 
Each Ordinary share carries the right to one vote on a poll, and to attend and speak at a general meeting of the Company, to appoint 
proxies to exercise full voting rights and to participate in any distribution of income or capital. there are no restrictions on transfer or 
limitations on the holding of the Ordinary s hares, nor are there any requirements for prior approval for their transfer. Under the a rticles 
of association, the Directors have the power to suspend voting rights and the right to receive dividends in respect of Ordinary shares 
in circumstances where the holder of those shares fails to comply with a notice issued under section 793 of the Companies act 2006.
Ordinary shares acquired through the Company’s share option schemes rank equally with all other Ordinary shares in issue and 
have no special rights. Details of share options granted but not exercised or lapsed as at 30 March 2012 are set out in note 24 to 
the Financial statements.
in respect of Directors’ shareholdings, there are no known arrangements under which ﬁnancial rights are held by persons other than 
holders of the shares.
Annual General Meeting
the annual general Meeting of the Company will be held at 11:00am on Wednesday 18 July 2012 at Booker Branch 
st Pancras, 106 Camley street, Elm v illage, Camden, london NW1 0PF.
the Notice of annual general Meeting, which separately accompanies this document, includes details of the business to be transacted 
at the meeting and contains an explanation of all resolutions to be considered at the annual general Meeting. 
it is the intention that the entire Board will stand for re-election at the forthcoming annual general Meeting. 
DirECtOrs’ rEPOrt Booker group plc
aNNUal rEPOrt & aCCOUNts 2012
29
Electronic Communications
the Company is authorised under its articles of association and pursuant to the Companies act 2006 to communicate with 
shareholders or anyone with an indirect interest in shares by making such communication available on its website. t he Company has 
written to all shareholders to invite them to indicate how they wish to receive copies of the annual report and accounts. accordingly, 
the Company will distribute its printed annual report and accounts only to shareholders who have indicated to the Company that 
they wish to receive it in that form. the Company will periodically canvas new shareholders on the form in which they wish to receive 
their shareholder communications.
Going concern 
after making enquiries, the Directors have a reasonable expectation that the group has adequate resources to continue in operational 
existence for the foreseeable future. accordingly, they continue to adopt the going concern basis in preparing the group and 
Company ﬁnancial statements. Further information in relation to the Directors’ assessment of going concern is contained in note 1 
to the ﬁnancial statements.
Political and charitable contributions 
the group made no political contributions or donations during the period, nor has it incurred any other political expenditure, either 
in the UK or overseas. Employees and Directors have raised £40,219 for local charities across the country. the group donated 
£11,000 each to Caravan and sweet Charity. in addition donations totalling £57,204 have been made to charities by employees 
through the ‘give as you Earn’ scheme. 
Disclosure of information to auditors 
Each of the Directors who held ofﬁce at the date of approval of this Directors’ report conﬁrms that, so far as he or she is aware, 
there is no relevant audit information of which the Company’s auditors are unaware and that he or she has taken all the steps that 
he or she ought to have taken as a Director to make himself or herself aware of any relevant audit information and to establish that 
the Company’s auditors are aware of that information. 
Auditors
the Company’s auditors, KPMg audit Plc, have expressed their willingness to continue in ofﬁce and a resolution will be proposed 
at the annual general Meeting for their reappointment as the external auditor to the Company.
this report was approved by the Board of Directors on 23 May 2012. 
Mark Chilton
Company Secretary 30
Booker Group plc
annual report & accounts 2012
For the 53 weeks ended 30 March 2012
consolidated incoMe stateMent
Note
53 weeks 
ended 
30 March 
2012 
£m
52 weeks 
ended 
25 March 
2011 
£m
Revenue 3 3,932.8 3,595.8
cost of sales (3,784.1) (3,466.9)
Gross profit 148.7 128.9
administrative expenses (59.1) (52.4)
Operating profit 89.6 76.5
Finance income 6 6.3 4.0
Finance expenses 6 (5.1) (9.1)
Net financing income/(costs) 6 1.2 (5.1)
Profit before tax 4 90.8 71.4
tax 7 (15.9) (12.3)
Profit for the period attributable to the owners of the Company 74.9 59.1
Earnings per share (Pence)
Basic 8 4.83p 3.90p
Diluted 8 4.74p 3.79p
all of the Group’s operations during the period shown above represent continuing operations.
Note
53 weeks 
ended 
30 March 
2012 
£m
52 weeks 
ended 
25 March 
2011 
£m
profit for the period 74.9 59.1
actuarial loss arising in the pension scheme 19 (25.7) (1.2)
t ax relating to actuarial losses 7,12 6.2 0.3
effective portion of changes in the fair value of cash flow hedge 17 – 1.6
t ax relating to cash flow hedge 7,12 – (0.4)
Other comprehensive (expense)/income (19.5) 0.3
T otal comprehensive income for the period attributable to the owners of the Company 55.4 59.4
 
For the 53 weeks ended 30 March 2012
consolidated stateMent oF 
coMprehensive incoMe Booker Group plc
annual report & accounts 2012
31
Note 30 March 
2012  
£m
25 March 
2011  
£m
ASSETS
Non-current assets
property, plant and equipment 9 71.9 60.5
intangible assets 10 437.1 437.3
investment in joint venture 11 0.5 –
deferred tax asset 12 13.3 13.7
522.8 511.5
Current assets
inventories 13 268.5 220.4
t rade and other receivables 14 81.7 87.1
cash and cash equivalents 63.5 46.2
413.7 353.7
Total assets 936.5 865.2
LIABILITIES
Current liabilities
interest bearing loans and borrowings 16 (0.1) (0.3)
t rade and other payables 15 (471.8) (424.2)
current tax (15.2) (17.1)
(487.1) (441.6)
Non-current liabilities
interest bearing loans and borrowings 16 – (18.8)
other payables 15 (28.2) (28.3)
retirement benefit liabilities 19 (19.0) (8.0)
provisions 20 (32.8) (34.6)
(80.0) (89.7)
Total liabilities (567.1) (531.3)
Net assets 369.4 333.9
EQUITY
share capital 21 15.7 15.3
share premium account 49.1 45.3
Merger reserve 260.8 260.8
share option reserve 3.8 4.1
retained earnings 40.0 8.4
Total equity attributable to equity holders 369.4 333.9
these financial statements were approved by the Board of directors on 23 May 2012 and were signed on its behalf by:
Charles Wilson     Jonathan Prentis 
Director     Director
as at 30 March 2012
consolidated Balance sheet 32
Booker Group plc
annual report & accounts 2012
For the 53 weeks ended 30 March 2012
Note
53 weeks 
ended 
30 March 
2012 
£m
52 weeks 
ended 
25 March 
2011 
£m
Cash flows from operating activities
profit before tax 90.8 71.4
depreciation 9 12.6 12.6
amortisation 10 0.2 0.1
net finance (income)/cost (1.2) 5.1
loss on disposal of property, plant and equipment – 0.1
equity settled share based payments 2.4 2.1
increase in inventories (48.1) (0.3)
decrease/(increase) in debtors 5.4 (9.5)
increase in creditors 47.8 11.8
decrease in provisions 20 (3.7) (5.6)
contributions to pension scheme 19 (8.4) (11.0)
Net cash flow from operating activities 97.8 76.8
interest paid (2.2) (5.2)
t ax paid (11.2) (10.3)
Cash generated from operating activities 84.4 61.3
Cash flows from investing activities
acquisition of property, plant and equipment (24.1) (11.9)
acquisition of intangibles – (0.5)
investment in joint venture (0.5) –
sale of property, plant and equipment 0.1 –
net debt arising from acquisition of subsidiary 25 – (3.3)
acquisition of trade and assets 25 – (3.7)
Net cash outflow from investing activities (24.5) (19.4)
Cash flows from financing activities
payment of finance lease liabilities (0.3) (0.1)
repayment of borrowings (20.0) (20.0)
proceeds from issue of ordinary shares 4.2 0.2
dividends 22 (26.5) (19.5)
Net cash outflow from financing activities (42.6) (39.4)
Net increase in cash and cash equivalents 17.3 2.5
cash and cash equivalents at the start of the period 46.2 43.7
cash and cash equivalents at the end of the period 63.5 46.2
cash and cash equivalents consist of:
cash and cash equivalents 63.5 46.2
Bank overdrafts – –
63.5 46.2
consolidated cash Flow stateMent  Booker Group plc
annual report & accounts 2012
33
53 weeks ended 30 March 2012
Note
Share 
capital 
£m
Share 
premium 
£m
Merger 
reserve 
£m
Share 
option 
reserve 
£m
Hedge 
reserve 
£m
Retained 
earnings 
£m
Total 
£m
at 25 March 2011 15.3 45.3 260.8 4.1 – 8.4 333.9
profit for the period – – – – – 74.9 74.9
defined benefit plan actuarial losses 19 – – – – – (25.7) (25.7)
t ax relating to components of other 
comprehensive income 7,12 – – – – – 6.2 6.2
t otal comprehensive income for  
the period – – – – – 55.4 55.4
shares options exercised 0.4 3.8 – (2.7) – 2.7 4.2
share based payments 24 – – – 2.4 – – 2.4
dividends to shareholders 23 – – – – – (26.5) (26.5)
at 30 March 2012 15.7 49.1 260.8 3.8 – 40.0 369.4
52 weeks ended 25 March 2011
Note
Share 
capital 
£m
Share 
premium 
£m
Merger 
reserve 
£m
Share 
option 
reserve 
£m
Hedge 
reserve 
£m
Retained 
earnings 
£m
Total 
£m
at 26 March 2010 14.9 31.0 260.8 3.0 (1.2) (31.3) 277.2
profit for the period – – – – – 59.1 59.1
defined benefit plan actuarial losses 19 – – – – – (1.2) (1.2)
effective portion of changes in fair 
value of cash flow hedge 17 – – – – 1.6 – 1.6
t ax relating to components of other 
comprehensive income 7,12 – – – – (0.4) 0.3 (0.1)
t otal comprehensive income for  
the period – – – – 1.2 58.2 59.4
shares issued 0.3 14.2 – – – – 14.5
share options exercised 0.1 0.1 – (1.0) – 1.0 0.2
share based payments 24 – – – 2.1 – – 2.1
dividends to shareholders 23 – – – – – (19.5) (19.5)
at 25 March 2011 15.3 45.3 260.8 4.1 – 8.4 333.9
 
consolidated stateMent oF 
chanGes in equity 34
Booker Group plc
annual report & accounts 2012
notes to the Group Financial stateMents
1. General information
Overview
Booker Group plc is a public limited company incorporated in the united Kingdom (registration number 05145685). the company is 
domiciled in the united Kingdom and its registered address is equity house, irthlingborough road, w ellingborough, northamptonshire, nn8 
1lt . the nature of the Group’ s operations and its principal activities are set out in the chief executive’ s review and directors’ report.
Basis of accounting
in accordance with eu law (ias regulation ec 1606/2002), the group financial statements have been prepared in accordance with 
international Financial reporting standards (‘iFrs’) adopted for use in the eu as at 30 March 2012 (‘adopted iFrs’), international 
Financial reporting interpretations committee (‘iFric’) interpretations and those parts of the companies act 2006 applicable 
to companies reporting under iFrs. the company has elected to prepare its parent company accounts in accordance with uK 
Generally accepted accounting principles (‘uK Gaap’); these are presented on pages 59 to 62.
the group financial statements consolidate those of the company and its subsidiaries (together referred to as the ‘Group’).  
the parent company financial statements present information about the company as a separate entity and not about its Group.
the financial statements are presented in sterling and rounded to the nearest hundred thousand. 
the financial statements for the current period have been prepared for a 53 week period (prior period is for 52 weeks) to reflect 
internal management reporting.
Accounting standards adopted in the period
iFrs 3 (revised) ’Business combinations’ is effective prospectively to business combinations for which the acquisition date is on or after 
the beginning of the first annual reporting date beginning on or after 1 July 2009. during the prior period, the Group made two acquisitions 
as set out in note 25, and the requirements of these standards have been applied in accounting for these transactions.
the Group has adopted the following amendents and interpretations which do not have a material effect on the financial statements: 
•  Amendments to IFRIC 14 IAS 19 ‘The Limit on a Defined Benefit Asset, Minimum Funding Requirements and their Interaction’
•  IAS 24 ‘Related Party Disclosure’ (revised)
•  Improvements to IFRSs (issued May 2010)
•  IFRIC 13 ‘Customer Loyalty Programmes – Fair Value of Award Credit’ (Amended)
New IFRS and amendments to IAS and interpretations
there are a number of standards and interpretations issued by the international accounting standards Board that are effective for 
financial statements after this reporting period. the following have not been adopted early by the Group:
Effective for accounting 
periods starting on or after
amendments to iFrs 7 ‘Financial instruments: disclosures’ * 1 July 2011
amendments to ias 12 ‘deferred t ax: recovery of underlying assets’ 1 January 2012
amendments to ias 1 ‘presentation of items of other comprehensive income (2010)’ 1 July 2012
amendments to ias 19 ‘defined Benefit plans (2011)’ 1 January 2013
amendments to ias 27 ‘consolidated and separate Financial statements (2011)’ 1 January 2013
amendments to ias 28 ‘investments in associates and Joint v entures (2011)’ 1 January 2013
iFrs 10 ‘consolidated Financial statements’ 1 January 2013
iFrs 11 ‘Joint arrangements’ 1 January 2013
iFrs 12 ‘disclosure of interests in other entities’ 1 January 2013
iFrs 13 ‘Fair v alue Measurement’ 1 January 2013
iFrs 9 ‘Financial instruments: classification and measurement (2010)’ 1 January 2015
* endorsed by the european union.
the application of these standards and interpretations is not anticipated to have a material effect on the Group’s financial statements 
apart from amendments to ias 19 ‘defined Benefit plans’. a key amendment relates to the calculation of the finance charge. the 
revision eliminates the ‘expected return on assets’ from the measurement of a pension’s expense and directs entities to instead 
charge a cost of finance against its net unfunded liability or surplus position. this is performed by determining a discount rate in 
reference to market yields from high quality corporate bonds ahead of any previously assumed government bond yield reference 
point. For the current year, there is a net pension finance credit of £6.3m and this would have been a charge of £0.9m under the 
revised standard. Booker Group plc
annual report & accounts 2012
35
Basis of consolidation
subsidiaries are entities controlled by the Group. control exists when the Group has the power, directly or indirectly, to govern the 
financial and operating policies of an entity so as to obtain benefits from its activities. in assessing control, potential voting rights 
that are currently exercisable or convertible are taken into account. the financial statements of subsidiaries are included in the 
consolidated financial statements from the date that control commences until the date that control ceases.
in the prior period, the Group acquired the entire share capital of ritter-courivaud ltd and its subsidiaries in a share-for-share 
transaction. the financial statements include the results from the dates of acquisition.
Going concern
the risks noted in the directors’ report are those known to the directors at the date of this report which the directors consider to 
be material to the Group, but these do not necessarily comprise all risks to which the Group is exposed. in particular, the Group’s 
performance could be adversely affected by poor economic conditions. additional risks and uncertainties currently unknown to the 
directors, or which the directors currently believe are immaterial, may also have a material adverse effect on the business, financial 
condition or prospects of the Group.
in July 2011, the Group negotiated a new unsecured bank facility of £120m for a period of 5 years. the Group’s forecasts and 
projections, taking account of possible changes in trading performance and considering the risks identified, show that the Group 
should be able to operate within the level of its bank facility.
after making enquiries, the directors have a reasonable expectation that the Group has adequate resources to continue in 
operational existence for the foreseeable future. accordingly, they continue to adopt the going concern basis in preparing the Group 
and company financial statements. 
Use of assumptions and estimates
the preparation of accounts in accordance with generally accepted accounting principles requires the directors to make judgements, 
estimates and assumptions that affect the application of policies and reported amounts of assets and liabilities, income and expenses. 
the estimates and associated assumptions are based on historical experience and various other factors that are believed to be 
reasonable under the circumstances, the results of which form the basis of making the judgements about carrying values of assets and 
liabilities that are not readily apparent from other sources. actual results may differ from these estimates.
these estimates and underlying assumptions are reviewed on an ongoing basis. revisions to accounting estimates are recognised 
in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods 
if the revision affects both current and future periods. 
some of these policies require a high level of judgement and the directors and the audit committee believes that the most critical 
accounting policies and significant areas of judgement and estimation arise from the accounting for:
• IAS19 ‘Employee benefits’. Defined benefit schemes are accounted for in accordance with the advice of an independent 
qualified actuary but significant judgements are required in relation to the assumptions for future salary and pension increases, 
inflation, investment returns and mortality that underpin their valuations.
• IAS37 ‘Provisions, contingent liabilities and contingent assets’. The Group is party to a number of leases on properties that are 
no longer required for trading. whilst every effort is made to profitably sub-let these properties, it is not always possible to do 
so. where a lease is onerous to the Group, a provision is established for the difference between amounts contractually payable 
to the landlord and amounts contractually receivable from the tenant (if any) for the period up until the point it is judged that the 
lease will no longer be onerous. in addition, provisions exist for the expected future dilapidation cost on leasehold properties 
and the expected future costs of removing asbestos from leasehold properties. the directors believe that their estimates, which 
are based upon the advice of an in-house property department who monitor the uK property market, are appropriate. 
• IAS36 ‘Impairment of assets’. In testing for impairment of goodwill, the Directors have made certain assumptions concerning 
the future development of the business that are consistent with its annual budget and forecast into perpetuity. should these 
assumptions regarding the discount rate or growth in the profitability be unfounded then it is possible that goodwill included in 
the balance sheet could be impaired. at 30 March 2012, the directors do not consider that any reasonably likely changes in key 
assumptions would cause the carrying value of the goodwill to become impaired.
• IAS12 ‘Income Taxes’. In applying the Group’s accounting policy in relation to deferred tax, as set out below, the Directors are 
required to make assumptions regarding the Group’s ability to utilise historical tax assets following an assessment of the likely 
quantum and timing of future taxable profits. a deferred tax asset is recognised to the extent that the directors are confident 
that the Group’s future profits will utilise historical tax assets. 36
Booker Group plc
annual report & accounts 2012
continued
notes to the Group Financial stateMents
2. Accounting policies
the accounting policies set out below have, unless otherwise stated, been applied consistently to all periods presented in these 
Group financial statements. 
Intangible assets
a) Business combinations and goodwill
subject to the transitional relief in iFrs 1, all business combinations are accounted for by applying the purchase method. 
Goodwill represents amounts arising on acquisition of subsidiaries. in respect of business acquisitions that have occurred since  
1 april 2006, goodwill represents the difference between the cost of the acquisition and the fair value of the net identifiable assets 
and contingent liabilities acquired. identifiable intangibles are those which can be sold separately or which arise from legal rights 
regardless of whether those rights are separable.
Goodwill is capitalised and is subject to an impairment review, both annually and when there are indications that its carrying value 
may not be recoverable. 
on 4 June 2007 the company, then named Blueheath holdings plc, became the legal parent company of Giant t opco limited in 
a share-for-share transaction. due to the relative values of the companies, the former Giant t opco limited shareholders became 
the majority shareholders with 90.36% of the enlarged share capital. as part of the business combination Blueheath holdings plc 
changed its name to Booker Group plc and changed its accounting reference date to 31 March. Following the transaction the 
company’s continuing operations and executive management were predominantly those of Giant t opco limited.
iFrs 3 ‘Business combinations’ defines the acquirer in a business combination as the entity that obtains control. accordingly, the 
combination was accounted as a reverse acquisition i.e. as if Giant t opco limited had acquired Blueheath holdings plc in return for 
consideration equal to the fair value of the shares issued.
acquisition costs for acquisitions after 27 March 2010 are expensed to the income statement when incurred.
b) Other intangibles
customer relationships and know how are capitalised and amortised over 5 years.
Cash and cash equivalents
cash and cash equivalents comprise cash balances and deposits repayable on demand. Bank overdrafts that are repayable on 
demand and form an integral part of the Group’s cash management are included as a component of cash and cash equivalents for 
the purpose only of the statement of cash flows.
Cost of sales
cost of sales represents all costs incurred up to the point of sale including the operating expenses of the trading outlets.
Employee benefits
Defined contribution plans
obligations for contributions to defined contribution pension plans are recognised as an expense in the income statement as incurred.
Defined benefit plans
the Group’s net obligation in respect of defined benefit pension plans is calculated by estimating the amount of future benefit 
that employees have earned in return for their service in the current and prior periods; that benefit is discounted to determine 
its present value, and the fair value of any plan assets (at bid price) is deducted. the liability discount rate is the yield at the 
balance sheet date on aa credit rated bonds that have maturity dates approximating to the terms of the Group’s obligations.  
the calculation is performed by a qualified actuary using the projected unit credit method.
all actuarial gains and losses as at 1 april 2006, the date of transition to adopted iFrss, were recognised. in respect of actuarial 
gains and losses that arise subsequent to 1 april 2006 the Group recognises them in the period they occur directly in other 
comprehensive income.
where the calculation results in a benefit to the Group, the asset recognised is limited to the present value of any future refunds from 
the plan or reductions in future contributions to the plan.
the expected return on pension scheme assets (recorded net of the costs to administer the scheme) and the interest on pension 
scheme liabilities are shown in net finance costs within the income statement.
Short-term benefits
short-term employee benefit obligations are measured on an undiscounted basis and are expensed as the related service is 
provided. a provision is recognised for the amount expected to be paid under short-term cash bonus or profit-sharing plans if the 
Group has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and 
the obligation can be estimated reliably. Booker Group plc
annual report & accounts 2012
37
Financial instruments
Cash flow hedges
the Group used a cash flow hedge to manage its exposure to interest rate risks arising from financing activities and they are stated 
at fair value. the fair value is the estimated amount the Group would receive or pay to terminate these instruments at the balance 
sheet date, taking into account current interest rates and the current creditworthiness of the instruments’ counterparties. changes 
in the fair value, that are designated and effective as hedges of the future volatility of interest expense, are recognised directly in 
other comprehensive income. the ineffective portion is recognised in the income statement.
Financial instruments issued by the Group
Financial instruments issued by the Group are treated as equity only to the extent that they meet the following two conditions: 
(a) they include no contractual obligations upon the Group to deliver cash or other financial assets or to exchange financial assets 
or financial liabilities with another party under conditions that are potentially unfavourable to the Group; and 
(b) where the instrument will or may be settled in the company’s own equity instruments, it is either a non-derivative that includes 
no obligation to deliver a variable number of the company’s own equity instruments or is a derivative that will be settled by the 
company’s exchanging a fixed amount of cash or other financial assets for a fixed number of its own equity instruments.
to the extent that this definition is not met, the proceeds of issue are classified as a financial liability. where the instrument so 
classified takes the legal form of the company’s own shares, the amounts presented in these financial statements for called up 
share capital and share premium account exclude amounts in relation to those shares. 
Finance payments associated with financial liabilities are dealt with as part of finance expenses. Finance payments associated with 
financial instruments that are classified in equity are treated as distributions and are recorded directly in equity.
Foreign currency
transactions in foreign currencies are translated at the foreign exchange rate ruling at the date of the transaction. Monetary 
assets and liabilities denominated in foreign currencies at the balance sheet date are translated at the foreign exchange rate 
ruling at that date. Foreign exchange differences arising on translation are recognised in the income statement. non-monetary 
assets and liabilities that are measured in terms of historical cost in a foreign currency are translated using the exchange rate at 
the date of the transaction.
Guarantees
third party property guarantees are initially recognised as a financial liability under ias 37 ’provisions, contingent liabilities and 
contingent assets”. these are measured and recognised at fair value. these property guarantees are included within ‘provisions’ 
on the balance sheet.
Impairment 
the carrying values of the Group’s assets, other than inventories and deferred tax assets, are reviewed at each balance sheet date 
to determine whether there is any indication of impairment. if any such indication exists, the asset’s recoverable amount is estimated 
and compared to the carrying amount.
an impairment loss is recognised to the extent that the carrying value of an asset exceeds its recoverable amount and is recognised 
in the income statement.
Inventories
inventories are stated at the lower of cost and net realisable value. cost is based on the weighted average principle and includes 
certain warehousing and distribution costs incurred in bringing the inventory to their existing location less supplier volume rebates. 
net realisable value is the estimated selling price less the estimated costs of disposal.
Interest bearing borrowings
interest bearing borrowings are recognised in the balance sheet at amortised cost. costs associated with extending the bank facility 
have been recognised in the income statement. all other borrowing costs are recognised in the income statement in the period in 
which they are incurred.
Investment in joint ventures
the Group conducts its joint venture arrangements through jointly controlled entities and accounts for them using the equity method 
of accounting. the Group records its share of the joint controlled entities’ post tax profit or loss within the income statement and its 
share of the net assets within investments. where the Group transacts with its jointly controlled entities, unrealised profits and losses 
are eliminated to the extent of the Group’s interest in the joint venture. 38
Booker Group plc
annual report & accounts 2012
continued
notes to the Group Financial stateMents
2. Accounting policies continued
Leases
Operating lease payments
payments made under operating leases are recognised in the income statement on a straightline basis over the term of the lease. 
where a lease has a minimum fixed increase, the total minimum lease payments are spread over the lease term. the total amount 
payable over the life of the lease remains unchanged but the timing of the income statement charge changes. the excess of the rent 
charged over the cash payment in any period will be held on the balance sheet within ‘accruals and deferred income’.
lease incentives received are recognised in the income statement as an integral part of the total lease expense. 
Finance lease payments
Minimum lease payments are apportioned between the finance charge and the reduction of the outstanding liability. the finance 
charge is allocated to each period during the lease term so as to produce a constant periodic rate of interest on the remaining 
balance of the liability.
Net financing costs
interest income and interest payable is recognised in profit or loss as it accrues, using the effective interest method. 
Operating segments
iFrs 8 ‘operating segments’ requires that the segments should be reported on the same basis as the internal reporting information 
that is provided to the chief operating decision maker. the chief operating decision maker has been identified as the ceo. internal 
reports reviewed regularly by the ceo focus on the operations of the Group as a whole and report the results and financial position 
on an iFrs basis. whilst turnover is reported internally by customer and product types, it is not possible to analyse profitability 
and balance sheets in this way. products flow through the same distribution channels and there are a large amount of expenses 
and assets/ (liabilities) that are not specific. none of these possible segments have a unique management structure responsible for 
getting the product from the supplier to the customer. the Group has no significant reliance on any individual customers. at present 
the operation in india is insignificant and the directors therefore present the financial statements as a single reportable segment. 
other than the operation in india, all of the Group’s revenue originates from the uK.
Property, plant and equipment
property, plant and equipment are stated at cost less accumulated depreciation and impairment losses. where parts of an item of 
property, plant and equipment have different useful lives, they are accounted for as separate items of property, plant and equipment. 
labour and associated costs that have been incurred specifically on the ‘extra’ business centre conversions have been capitalised 
in leasehold improvements and are being depreciated over the lesser of 10 years or the number of years remaining on the lease.
leases in which the Group assumes substantially all the risks and rewards of ownership of the leased asset are classified as finance 
leases. where land and buildings are held under leases the accounting treatment of the land is considered separately from that of the 
buildings. leased assets acquired by way of finance lease are stated at an amount equal to the lower of their fair value and the present 
value of the minimum lease payments at inception of the lease, less accumulated depreciation and impairment losses. 
depreciation is charged to the income statement on a straightline basis over the estimated useful lives of each part of an item  
of property, plant and equipment. Freehold land is not depreciated. the estimated useful lives are as follows:
• Leasehold improvements  lesser of the unexpired term of the lease and 50 years
• Plant and equipment  3–10 years
• Motor vehicles   4 years
Provisions
a provision is recognised in the balance sheet when the Group has a present legal or constructive obligation as a result of a past 
event, and it is probable that an outflow of economic benefits will be required to settle the obligation. if the effect is material, 
provisions are determined by discounting the expected, risk adjusted, future cash flows at a pre-tax rate that reflects the time value 
of money and the risks specific to the liability.
Revenue 
revenue is recognised when goods are received by the customer and the risks and rewards of ownership have passed to them. 
revenue is measured at the fair value of consideration received or receivable and represents amounts receivable for goods net of 
discounts, volume rebates and value added tax. discounts are accounted for in the period they are earned. provision is made for 
expected customer returns. Booker Group plc
annual report & accounts 2012
39
Share based payments
the Group has issued equity settled share based payments to certain employees in exchange for services rendered by them.  
the fair value is measured using an option valuation model at the date of grant and is recognised as an employee expense over the 
period in which the employees become unconditionally entitled to the options, with a corresponding increase in equity, shown in 
a separate share option reserve. this valuation is based on estimates of the number of options that will eventually vest, taking into 
account service conditions and market performance.
the dilutive effect of outstanding options is reflected as additional share dilution in the computation of earnings per share.
Supplier rebates
supplier allowances and credits are recorded as a reduction of cost of sales as they are earned according to the underlying 
agreement. allowances consist primarily of promotional allowances, quantity discounts and payments under merchandising 
agreements. amounts received under promotional or other merchandising allowance agreements that require specific performance 
are recognised when the performance is satisfied, the amount is fixed and determinable and the collection is reasonably assured. 
Taxation
t ax expense included in the income statement comprises current and deferred tax.
current tax is the expected tax payable on the taxable income for the period, using tax rates enacted or substantively enacted  
at the balance sheet date, and any adjustment to tax payable in respect of previous periods.
tax is recognised in the income statement except to the extent it relates to items recognised directly in equity, in which case it  
is recognised in equity.
deferred tax is provided using the Balance sheet liability method, providing for temporary differences between the carrying amounts 
of assets (excluding goodwill) and liabilities for financial reporting purposes and the amounts used for taxation purposes. deferred 
tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset is realised. deferred 
tax is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which 
case deferred tax is also dealt with in equity. deferred tax assets are only recognised to the extent that, following an assessment of 
the quantum and timing of future taxable profits, it is probable that future taxable profits will be available against which deductible 
temporary differences can be utilised.
the carrying amount of deferred tax assets is reviewed at each balance sheet date and the amount which is recognised is 
increased or reduced to the extent that it is then probable or no longer probable that sufficient taxable profits will be available to 
allow all or part of the asset to be recovered. deferred tax assets and liabilities are offset against each other when they relate to 
income taxes levied by the same tax jurisdiction and when the Group intends to settle its current tax assets and liabilities on a 
net basis.
  40
Booker Group plc
annual report & accounts 2012
continued
notes to the Group Financial stateMents
3. Revenue 
2012 
£m
2011 
£m
non tobacco 2,438.5 2,236.2
t obacco 1,494.3 1,359.6
3,932.8 3,595.8
the Group has no significant reliance on any individual customers. at present the operation in india is insignificant and the directors 
therefore present the financial statements as a single reportable segment. other than the operation in india, all of the Group’s 
revenue originates from the uK. the functional currency of the indian operation is rupees.
4. Profit before tax
this is stated after charging: 
2012 
£m
2011 
£m
depreciation of property, plant and equipment (note 9) 12.6 12.6
amortisation of intangibles (note 10) 0.2 0.1
loss on disposal of property, plant and equipment – 0.1
operating lease rentals – land and buildings 46.8 44.6
operating lease rentals – plant and machinery 11.4 8.2
during the period the Group incurred the following costs for services provided by the company’s auditors:
audit of these financial statements 0.1 0.1
audit of financial statements of subsidiaries pursuant to legislation 0.2 0.2
other services 0.2 0.1
0.5 0.4
5. Staff numbers and costs
the average number of persons employed by the Group during the period, was as follows:
2012 
Number
2011 
Number
Business centre, distribution and selling 8,785 8,533
administration 590 530
9,375 9,063
the increase in the average number of persons employed by the Group was partly due to the inclusion for the entire year of those 
persons employed in the businesses acquired during the prior period and due to the additional operational staff employed to 
support the increase in trading activity.
the aggregate payroll costs of these persons were as follows: £m £m
wages and salaries 164.8 150.1
social security costs 16.1 15.4
equity settled share based payments 2.4 2.1
other pension costs 3.5 3.3
186.8 170.9
details of directors’ remuneration are provided in the remuneration report.
  Booker Group plc
annual report & accounts 2012
41
6. Finance income and expense
2012 
£m
2011 
£m
expected return on pension scheme assets 36.1 35.5
interest on pension scheme liabilities (29.8) (31.5)
net income attributable to pension scheme 6.3 4.0
Finance income 6.3 4.0
interest on bank loans and overdrafts (0.8) (5.1)
unwinding of discount on provisions (1.9) (2.0)
amortisation of financing costs (2.4) (2.0)
Finance expense (5.1) (9.1)
net financing income/(costs) 1.2 (5.1)
7. Tax
2012 
£m
2011 
£m
i) Analysis of charge in the period
Arising in respect of current period
current tax 13.8 14.5
deferred tax 6.5 3.3
20.3 17.8
Arising in respect of prior periods
over statement in respect of prior period current tax (4.5) (5.5)
under statement in respect of prior period deferred tax 0.1 –
(4.4) (5.5)
t otal tax charge 15.9 12.3
uK corporation tax is calculated at 26% (2011: 28%) of the estimated assessable profit for the period. t axation in other jurisdictions 
is calculated at the rates prevailing in respective jurisdictions. 42
Booker Group plc
annual report & accounts 2012
continued
notes to the Group Financial stateMents
7. Tax continued
ii) Reconciliation of effective tax rate
the differences between the total tax charge shown above and the amount calculated by applying the standard rate of uK 
corporation tax to the profit before tax is as follows:
2012 
£m
2011 
£m
profit before tax 90.8 71.4
t ax using the current uK corporation tax rate of 26% (2011: 28%) 23.6 20.0
non deductible expenses 2.1 2.3
t ax relief arising on employee share option exercises (4.7) (0.9)
recognition of previously unrecognised temporary differences (1.4) (4.0)
impact of change in future tax rates 0.7 0.4
adjustments in respect of prior periods (4.4) (5.5)
t otal tax charge 15.9 12.3
effective tax rate 17.5% 17.2%
iii) Tax relating to components of other comprehensive income
2012 
£m
2011 
£m
deferred tax credit/(charge) on:
retirement benefit obligations 6.2 0.3
cash flow hedge – (0.4)
6.2 (0.1)
Factors that may affect future current and total tax charge:
the corporation tax applicable to the company was 26% in the current period. on 21 March 2012 the chancellor announced that 
the main rate of uK corporation tax will reduce from 26% to 24% with effect from 1 april 2012. this change became substantively 
enacted on 26 March 2012 and therefore the effect of the rate reduction on the deferred tax balances has been included in the 
figures above. 
the chancellor has also proposed changes to further reduce the main rate of uK corporation tax by 1% per annum to 22%  
by 1 april 2014. these reductions have not been substantively enacted, so the changes are not reflected in the above figures.  
as the subsequent change in rate of corporation tax to 22% was not enacted as at 30 March 2012, deferred tax has not been 
accounted for at this new rate and the impact of the change is not expected to be material. Booker Group plc
annual report & accounts 2012
43
8. Earnings per share
Basic earnings per share are calculated by dividing the profit after tax by the weighted average number of ordinary shares outstanding 
during the period.
diluted earnings per share is based on the weighted average number of ordinary shares in issue adjusted by dilutive outstanding 
share options and dilutive shares issuable under the Group’s share plans.
2012 2011
Earnings per 
share £m
 Weighted 
average 
shares 
Number m
Earnings per 
share Pence Earnings £m
 Weighted 
average 
shares 
Number m
Earnings 
Pence
Basic eps 74.9 1,551.4 4.83 59.1 1,515.0 3.90
share options – 30.3 (0.09) – 44.4 (0.11)
diluted eps 74.9 1,581.7 4.74 59.1 1,559.4 3.79
the number of shares included in the diluted eps in relation to the saye and the share option schemes has been calculated in 
accordance with ias 33 ‘earnings per share’.
9. Property, plant & equipment
Freehold 
£m
Long 
Leasehold 
£m
Short 
Leasehold 
£m
Plant & 
Equipment 
£m
Motor 
Vehicles 
£m
Total 
£m
Cost
at 26 March 2010 0.1 16.5 35.5 223.3 6.3 281.7
additions – 4.1 0.1 7.7 – 11.9
disposals – – – (1.4) (0.9) (2.3)
acquired (note 25) 0.2 – 0.1 2.8 1.7 4.8
at 25 March 2011 0.3 20.6 35.7 232.4 7.1 296.1
additions – 6.8 0.5 16.7 0.1 24.1
disposals – – (0.2) (2.2) (0.7) (3.1)
At 30 March 2012 0.3 27.4 36.0 246.9 6.5 317.1
Depreciation
at 26 March 2010 – 2.2 24.1 190.1 5.8 222.2
provided during the period – 1.6 1.0 9.7 0.3 12.6
disposals – – – (1.4) (0.8) (2.2)
acquired (note 25) – – 0.1 2.1 0.8 3.0
At 25 March 2011 – 3.8 25.2 200.5 6.1 235.6
provided during the period – 2.2 1.3 8.7 0.4 12.6
disposals – – (0.2) (2.2) (0.6) (3.0)
At 30 March 2012 – 6.0 26.3 207.0 5.9 245.2
Net book value
At 30 March 2012 0.3 21.4 9.7 39.9 0.6 71.9
at 25 March 2011 0.3 16.8 10.5 31.9 1.0 60.5
at 26 March 2010 0.1 14.3 11.4 33.2 0.5 59.5
the cost of freehold properties includes land of £0.3m (2011: £0.3m) on which depreciation is not provided.
the net book value of plant and equipment includes £0.1m (2011: £0.2) and motor vehicles £0.1m (2011: £0.3m) in respect  
of assets held under finance leases.  44
Booker Group plc
annual report & accounts 2012
continued
notes to the Group Financial stateMents
10. Intangible assets 
Goodwill 
£m
Customer 
relationships 
£m
Know how 
£m
Total 
£m
Cost 
at 26 March 2010 423.9 – – 423.9
acquired in a business combination (note 25) 12.5 0.5 – 13.0
additions – – 0.5 0.5
at 25 March 2011 436.4 0.5 0.5 437.4
additions – – – –
At 30 March 2012 436.4 0.5 0.5 437.4
Amortisation
at 26 March 2010 – – – –
charge for the period – 0.1 – 0.1
at 25 March 2011 – 0.1 – 0.1
charge for the period – 0.1 0.1 0.2
At 30 March 2012 – 0.2 0.1 0.3
Net book value
At 30 March 2012 436.4 0.3 0.4 437.1
at 25 March 2011 436.4 0.4 0.5 437.3
at 26 March 2010 423.9 – – 423.9
Goodwill arose in the Group following
• the acquisition of the Big Food Group Limited by Giant Topco Limited in 2005
• the reverse acquisition of Blueheath Holdings plc in 2007
• the acquisition of Ritter–Courivaud Limited in 2010
• the acquisition of the trade and assets of Classic Drinks in 2010
under ias 36 ‘impairment of assets’, the Group is required to test its fixed assets for impairment at least annually, or more frequently 
if indicators of impairment exist. impairment reviews compare the carrying value of the goodwill contained in each cash generating 
unit (‘cGu’) with its recoverable amount.
the recoverable amount of each cGu is considered to be its value in use, calculated by reference to the pre tax cash flow projections 
of each cGu based on the Group’s approved budget for 2012 and plan for 2013. cash flows beyond this period are extrapolated 
into perpetuity using an estimated growth rate of 2% (2011: 2%), being the directors’ estimated view of the long term compound 
growth in the economy. this is considered appropriate because the cGu is considered to be a long term business. the discount 
rate used reflects the market assumptions for the risk free rate and equity risk premium and also takes into account the cost of debt.
the main assumptions on which the forecast cash flows were based include the level of sales, gross margin and expenses within 
the business and have been set by the directors based on their past experience of the business and its industry together with their 
future plans for the business and expectations of the market. the level of sales depends upon the size of the markets in which the 
Group operates together with the directors’ estimations of its market share and competitive pressures. Gross margin is dependent 
upon the net costs to the business of purchasing products together with the level of supplier rebates and income to support sales 
activities. expenses are based on the current cost base of the Group adjusted for variable costs and known plans for the business.  Booker Group plc
annual report & accounts 2012
45
the directors believe that two cGus now exist within the Group:
a) Ritter
a pre tax discount rate of 10.7% (2011: 10.8%) has been applied to the projected cash flows. 
a sensitivity analysis has been performed in order to review the impact of changes in key assumptions. w ith all other assumptions 
held constant, an increase in the pre tax discount rate to 27.9% or a decline in growth of -20.2% does not identify that an 
impairment is required.
b) remaining business excluding Ritter
a pre tax discount rate of 10.8% (2011: 11.2%) has been applied to the projected cash flows. 
a sensitivity analysis has been performed in order to review the impact of changes in key assumptions. w ith all other assumptions 
held constant, an increase in the pre tax discount rate to 19.8% or a decline in growth of -8.7% does not identify that an impairment 
is required.
the directors believe that the assumptions on which the carrying value of fixed assets is supported are reasonable and that no 
impairment to fixed assets is required.
11. Investment in joint venture 
2012 
£m
2011 
£m
at start of period – –
addition 0.7 –
share of loss for the period (0.2) –
at end of period 0.5 –
during the period the Group invested £0.7m in a 50% joint venture called Booker satnam wholesale private limited.
the share of loss for the period has been included within administrative expenses.
12. Deferred tax assets and liabilities
Recognised deferred tax assets
the following are the major deferred tax assets recognised by the Group:
Decelerated 
tax 
depreciation
Short term 
timing 
differences
Retirement 
benefit 
obligations 
IAS 19
Property 
leases 
IAS17
Financial 
instruments 
IAS 39
Share based 
payments 
IFRS 2 Total
£m £m £m £m £m £m £m
at 26 March 2010 5.7 0.5 6.1 3.6 0.4 0.8 17.1
credit/(charge) to the 
income statement 0.5 0.1 (4.2) – – 0.3 (3.3)
credit/(charge)  
to equity – – 0.3 – (0.4) – (0.1)
at 25 March 2011 6.2 0.6 2.2 3.6 – 1.1 13.7
credit/(charge) to the 
income statement (2.5) – (3.8) (0.1) – (0.2) (6.6)
credit to equity – – 6.2 – – – 6.2
At 30 March 2012 3.7 0.6 4.6 3.5 0.9 13.3
ias 12 ‘income t axes’ permits the offsetting of balances within the same tax jurisdiction. all of the deferred tax assets were available 
for offset against deferred tax liabilities. 46
Booker Group plc
annual report & accounts 2012
continued
notes to the Group Financial stateMents
12. Deferred tax assets and liabilities continued
Unrecognised deferred tax assets
Based on an assessment of the quantum and timing of future taxable profits, deferred tax assets have not been recognised in 
respect of the following:
2012 
£m
2011 
£m
property, plant and equipment – –
t ax losses 4.2 6.7
surplus act carried forward 30.0 30.0
34.2 36.7
the amounts of unrecognised deferred tax assets disclosed in the above table represent net amounts. 
at the balance sheet date the Group had surplus unclaimed capital allowances of £15m (2011: £23m) of which £nil (2011: £nil) are 
not recognised. 
the Group also has unutilised tax trading losses of £17m (2011: £23m), unutilised non trading losses of £nil (2011: £1m) and surplus 
act of £30m (2011: £30m), all of which are not recognised on the basis that recovery is not probable. there are no expiry dates 
attributed to any of the above. these unrecognised deferred tax assets have not been recognised following a detailed assessment 
by the Group in accordance with the accounting policy set out in note 2.
the Group does not have any unremitted overseas earnings.
13. Inventories 
2012 
£m
2011 
£m
Goods held for resale 268.5 220.4
14. Trade and other receivables
2012 
£m
2011 
£m
t rade receivables 54.4 49.1
allowance for doubtful debts (4.3) (4.7)
50.1 44.4
prepayments and accrued income 31.6 42.7
81.7 87.1
t rade receivables of £50.1m (2011: £44.4m) comprise principally of amounts receivable from the sale of goods and are classified 
as loans and receivables in note 17.
the movement in the allowance for doubtful debts is as follows:
2012 
£m
2011 
£m
at start of period 4.7 3.8
acquired through business combinations – 0.2
utilised in the period (1.2) (0.8)
charged to income statement 0.8 1.5
4.3 4.7 Booker Group plc
annual report & accounts 2012
47
15. Trade and other payables
i) Current
2012 
£m
2011 
£m
t rade payables 420.4 367.0
other taxes and social security costs 15.7 24.3
other payables 4.3 4.7
accruals and deferred income 31.4 28.2
471.8 424.2
ii) Non-Current
accruals and deferred income 28.2 28.3
trade payables, other payables and accruals and deferred income of £456.1m (2011: £399.9m) are classified under financial 
liabilities in note 17.
the non-current accruals and deferred income relate mainly to lease incentives and guaranteed minimum lease payments.
16. Interest bearing loans and borrowings
a) Summary  
2012 
£m
2011 
£m
Bank loan – 20.0
obligations under finance leases 0.1 0.4
0.1 20.4
less: unamortised arrangement fees – (1.3)
0.1 19.1
current liabilities 0.1 0.3
non-current liabilities – 18.8
0.1 19.1
b) Borrowings contractually repayable
2012 
£m
2011 
£m
on demand or within one year 0.1 0.3
Between one and two years – 20.1
0.1 20.4
c) Obligations under finance leases
2012 
£m
2011 
£m
the maturity of these amounts is as follows:
w ithin one year 0.1 0.3
Between one and two years – 0.1
0.1 0.4
there is no material difference between the net amounts payable under finance leases disclosed above and the gross amounts 
including interest payments. 48
Booker Group plc
annual report & accounts 2012
continued
notes to the Group Financial stateMents
16. Interest bearing loans and borrowings continued
d) Borrowing facilities
the Group held at 25 March 2011 a £20.0m bank loan and a £136.0m revolving credit facility which was available until June 2012.  
these facilities were secured against the assets of the Group. 
in July 2011, the Group negotiated a new unsecured bank facility of £120m for a period of 5 years. the revolving credit facility 
bears floating interest rates linked to liBor plus a margin of 1.25%. in the event of default of covenants on the bank facility,  
any drawn facility and any interest accrued are repayable on demand.
2012 
£m
2011 
£m
Bank loan repayable 20.0 –
Facility available 120.0 136.0
Bank guarantees (5.0) (19.3)
undrawn facility available 115.0 116.7
17. Financial instruments
details of significant accounting policies and methods adopted, including 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 2.
the book value and fair value of the financial instruments are as follows:
Book value Fair value
Note
2012 
£m
2011 
£m
2012 
£m
2011 
£m
Financial assets
loans and other receivables 50.1 44.4 50.1 44.4
cash and cash equivalents 63.5 46.2 63.5 46.2
113.6 90.6 113.6 90.6
Financial liabilities
Borrowings a – (20.0) – (18.7)
t rade and other payables (456.1) (399.9) (456.1) (399.9)
property guarantees b (5.0) (4.0) (5.0) (4.0)
(461.1) (423.9) (461.1) (422.6)
loans and other receivables represent amounts receivable from the sale of goods, together with amounts due from rebates  
(see note 14) and are initially measured at fair value and then subsequently held at amortised cost.
Fair values have been calculated as follows:
a) based on discounted expected future principal and interest cash flows
b) estimated by discounting estimated future cash flows based on the terms and maturity and risk of each  
guarantee crystallising Booker Group plc
annual report & accounts 2012
49
the following is an analysis of the undiscounted contractual cash flows payable under financial liabilities:
Due within  
1 year 
£m
Due between 
1 and 2 years 
£m
Due between 
2 and 3 years 
£m
Due between 
3 and 4 years 
£m
Over 4 years 
£m
2012
t rade and other payables 456.1 – – – –
456.1 – – – –
2011
Borrowings – 20.0 – – –
t rade and other payables 399.9 – – – –
399.9 20.0 – – –
it is not possible to quantify the timing of the cash flows relating to the property guarantees.
the undiscounted cash flows for borrowings differ from their carrying value in the balance sheet due to the inclusion of contractual 
interest payments and the adjustment for non cash items including unamortised borrowing costs. the undiscounted cash flows for 
financial instruments reflect the amounts payable on these instruments which differs from the fair value recorded on the balance 
sheet. there is no difference between the discounted and undiscounted cash flows associated with trade payables due to their 
short term nature.
Credit risk
the Group is predominantly a cash sales business with low levels of trade receivables in comparison to total sales for the year and 
has no significant concentration of credit risk, with exposure spread over a large number of customers. it is the Group’s policy that 
all customers who wish to trade on credit terms are subject to credit verification procedures. the Group has an accounting policy 
to provide for certain overdue trade receivables based on past experience, and believe that there are no significant unprovided 
overdue financial assets.
Liquidity risk
the Group will finance operations and growth from existing cash resources, finance leases and committed borrowing facilities to 
ensure the constant availability of an appropriate amount of reasonably priced funding to meet both current and future forecast 
requirements.
Interest rate risk
interest rate risk is relatively small to the Group, as it has no fixed borrowings and the revolving credit facility is only partially drawn 
for a small part of the year. therefore the Group has chosen not to hedge its borrowings. originally the Group had interest rate 
contracts but these expired in March 2010.
the movement in the fair value is as follows:
2012 
£m
2011 
£m
at start of period – (1.6)
effective portion of changes in the fair value of interest rate hedge – 1.6
at end of period – – 50
Booker Group plc
annual report & accounts 2012
continued
notes to the Group Financial stateMents
17. Financial instruments continued
Capital risk
the Group’s objectives when managing capital are:
• to safeguard the entity’s ability to continue as a going concern, so that it can continue to provide returns for shareholders  
and benefits for other stakeholders; and
• to provide an adequate return to shareholders by pricing products and services commensurately with the level of risk.
the Group sets the amount of capital in proportion to risk. the Group manages the capital structure and makes adjustments to  
it in the light of changes in economic conditions and the risk characteristics of the underlying assets. in assessing the level of capital 
all components of equity are taken into account (i.e. share capital and retained earnings). the Group has £63.4m of net cash as at 
30 March 2012 and is not subject to externally imposed capital requirements. Management of capital therefore focuses around its 
ability to generate cash from its operations.
in order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders, return capital 
to shareholders, issue new shares, or sell assets to raise funds. the Group believes it is meeting its objectives for managing capital 
as funds are available for reinvestment where necessary as well as being in a position to make returns to shareholders where this 
is felt appropriate.
Foreign currency risk
less than 1% of purchases are denominated in foreign currencies.
the majority of sales are denominated in sterling, with the exception of sales made from the Group’s indian operation which are 
denominated in rupees.
the directors do not consider that the Group has significant exposure to movements in foreign exchange and the Group does not 
hold any foreign exchange contracts.
18. Analysis of net cash
At 25 March 2011 
£m
Cash flow 
£m
Non cash items 
£m
At 30 March 2012 
£m
cash and cash equivalents 46.2 17.3 – 63.5
overdrafts – – – –
46.2 17.3 – 63.5
Finance leases (0.4) 0.3 – (0.1)
Bank loans (20.0) 20.0 – –
unamortised arrangement fees 1.3 (1.3) –
(19.1) 20.3 (1.3) (0.1)
net cash 27.1 37.6 (1.3) 63.4
cash and cash equivalents comprise cash held by the Group and short-term bank deposits with an original maturity of three months 
or less. the carrying amount of these assets approximates their fair value. Booker Group plc
annual report & accounts 2012
51
19. Post employment benefits
the Group operates a variety of post employment benefit arrangements, covering both funded defined benefit and funded defined 
contribution schemes to provide benefits to both full-time and part-time employees. 
Defined contribution schemes
pension contributions of £3.5m (2011: £3.3m) were charged to defined contribution schemes in the period. included within accruals 
is £0.3m (2011: £0.3m) of outstanding pension contributions.
Defined benefit schemes
the Booker pension scheme (‘the scheme’) is a funded pension arrangement based on final salary and was closed to new entrants 
in october 2001 with benefits ceasing to accrue from July 2002. however, active members’ benefits retain a link to their final 
salaries. the assets of the scheme are held separately from those of the Group and are invested by independent fund managers 
appointed by the t rustees. 
the benefit obligations as at 30 March 2012 have been calculated by an independent actuary on an ias 19 basis using membership 
data obtained from the 31 March 2010 triennial actuarial valuation which has then been updated to 30 March 2012.
(a) Major assumptions used by the actuary
2012 2011
discount rate 4.80% 5.50%
rate of increase in salaries 4.10% 4.65%
pension increases 3.05% 3.40%
rpi inflation 3.10% 3.40%
cpi inflation 2.10% 2.70%
expected rate of return on scheme assets
 equities 8.00% 8.00%
 Bonds 4.50% 5.50%
 property 8.00% 8.00%
 cash 0.50% 0.50%
on 8 July 2010, the Government announced its intention to change the measure of price inflation for private sector schemes from 
the retail prices index (‘rpi’) to the consumer prices index (‘cpi’). in light of this, the statutory revaluation orders published in 
January 2011 were based on cpi for the first time and the statutory minimum requirement for pension increases in payment has 
been linked to cpi rather than rpi. the scheme’s t rust deed and rules are drafted in a way such that only the benefits of a small 
historical section of the scheme are impacted by this change. the revaluations in deferment and pension increases in payment 
for most of the scheme’s membership will continue to be linked to rpi. this has resulted in a credit of £3.7m recognised in other 
comprehensive income within actuarial losses during the prior period.
the average life expectancy in years of a member is as follows:
 2012 2011
aged 65 retiring immediately (current pensioner) Male 20.7 20.7
Female 22.9 22.9
aged 40 retiring at 65 (future pensioner) Male 22.4 22.4
Female 24.2 24.2 52
Booker Group plc
annual report & accounts 2012
continued
notes to the Group Financial stateMents
19. Post employment benefits continued
(b) The amounts recognised in the balance sheet
2012 2011
£m % £m %
equities 275.8 50% 278.6 51%
Bonds 236.5 42% 221.8 41%
property 41.3 8% 39.3 7%
cash 2.1 – 2.1 1%
Fair value of scheme assets 555.7 100% 541.8 100%
present value of scheme liabilities (574.7) (549.8)
deficit in the scheme (19.0) (8.0)
(c) Movement in the fair value of Scheme assets
2012 
£m
2011 
£m
at start of period 541.8 563.5
employer contributions 8.4 11.0
expected return on scheme assets 36.1 35.5
actuarial gains 0.8 1.4
Benefits paid (31.4) (69.6)
at end of the period 555.7 541.8
the expected rate of return on assets is a weighted average based on the respective returns expected on the separate asset 
classes held by the scheme and then deducting the expected administration costs borne by the Group and an amount in respect 
of the ppF levy.
the expected rates of return on equities is set with reference to the expected long term return taking into account the expected 
out performance of equities over bonds. the expected return on property is set with the expectation of a similar return to an equity 
investment. the expected return on bonds is measured directly from actual market yields from corporate bonds at the balance 
sheet date reflecting the mandates held by the investment managers.
(d) Movement in the present value of Scheme liabilities
2012 
£m
2011 
£m
at start of period (549.8) (585.3)
interest on scheme liabilities (29.8) (31.5)
actuarial losses (26.5) (11.1)
experience gains – 8.5
Benefits paid 31.4 69.6
at end of the period (574.7) (549.8)
(e) Movement in the Scheme net liability
2012 
£m
2011 
£m
at start of period (8.0) (21.8)
employer contributions 8.4 11.0
credit recognised in the income statement 6.3 4.0
actuarial loss recognised in other comprehensive income (25.7) (1.2)
at end of the period (19.0) (8.0) Booker Group plc
annual report & accounts 2012
53
(f) Amounts recognised in the income statement
2012 
£m
2011 
£m
expected return on scheme assets 36.1 35.5
interest on scheme liabilities (29.8) (31.5)
credited to finance income 6.3 4.0
(g) Cumulative actuarial gains and losses recognised in other comprehensive income
2012 
£m
2011 
£m
actuarial gain at start of period 86.7 87.9
actuarial loss recognised in other comprehensive income (25.7) (1.2)
actuarial gain at end of period 61.0 86.7
these cumulative gains reflect the total recognised since the acquisition of the Big Food Group plc by Giant t opco limited in 
February 2005.
(h) Actual return on Scheme assets
2012 
£m
2011 
£m
expected return 36.1 35.5
actuarial gains 0.8 1.4
36.9 36.9
(i) Historical information
2012 
£m
2011 
£m
2010 
£m
2009 
£m
2008 
£m
Fair value of scheme assets 555.7 541.8 563.5 437.8 516.8
present value of scheme liabilities (574.7) (549.8) (585.3) (439.8) (507.0)
(deficit)/surplus in the scheme (19.0) (8.0) (21.8) (2.0) 9.8
difference between actual and expected return on 
assets
0.8 1.4 116.3 (93.9) (47.2)
percentage of scheme assets (%) 0.1% 0.3% 20.6% 21.4% 9.1%
experience gains/(losses) on scheme liabilities – 8.5 (1.0) – 11.7
percentage of scheme liabilities (%) – 1.5% 0.2% – 2.3%
(j) Sensitivities
Below is listed the impact on the scheme liabilities of changing key assumptions whilst holding other assumptions constant:
discount rate +/- 0.1% decrease/increase liabilities by £8m
rpi inflation rate +/- 0.1% increase/decrease liabilities by £7m
life expectancy for current and future pensioners +/- 1 year increase/decrease liabilities by £15m
(k) Contributions to be paid
the t rustees of the scheme and Group have agreed a schedule of contributions for the next 4.5 years (up to october 2016)  
of £9.6m per annum. the Group has also agreed to meet the cost of certain expenses of the scheme estimated to be around  
£1.2m per annum.
  54
Booker Group plc
annual report & accounts 2012
continued
notes to the Group Financial stateMents
20. Provisions 
Property 
provisions 
£m
Other 
£m
Total 
£m
at 25 March 2011 30.6 4.0 34.6
unwinding of discount 1.9 – 1.9
charged to income statement – 1.5 1.5
utilised (4.7) (0.5) (5.2)
At 30 March 2012 27.8 5.0 32.8
the property provisions principally relate to:
• the onerous leases on property currently vacant or sublet for less than the cost of the underlying head lease
• the expected future dilapidation cost on leasehold properties
• the expected future costs of removing asbestos from leasehold properties. Although not a health risk, the Group is legally 
required to undertake a programme of removal
property provisions are discounted at 7.0% (2011: 7.0%), being the long term expected yield for the Group’s leased properties and 
are expected to be utilised over the terms of the leases, with approximately £5.0m expected to be utilised in the year to March 2013.
other provisions relate to third party property guarantees, for which the timing and quantum of payments is uncertain.  
payment could be made on demand and the provision represents management’s current estimate of the future liability.
21. Share capital 
Number of 
shares
Share capital 
£m
Allotted, called up and fully paid
at 25 March 2011 1,532,631,329 15.3
shares issued – –
share options exercised 34,758,473 0.4
At 30 March 2012 1,567,389,802 15.7
the total authorised number of ordinary shares is 2,000,000,000 (2011: 2,000,000,000) with a par value of £0.01 per share.
the holders of ordinary shares are entitled to receive dividends and are entitled to one vote per share at meetings of the company.
6,661,793 ordinary shares in the company (representing 0.43% of total shares issued) are held in trust by Booker eBt limited, the 
trustee of the Booker employee Benefit t rust which was established in 2006 to hold shares on a discretionary basis for the benefit 
of employees of the Group from time to time. there has been no movement in the number of shares held in the trust during the year. 
22. Share capital and reserves
For movements in share capital and reserves please refer to the consolidated statement of changes in equity.
the merger reserve represents the capital adjustment required to reserves to effect the reverse acquisition.
the share option reserve comprises the fair value of outstanding share options charged to the profit and loss account.
the hedge reserve comprises the effective portion of the cumulative net change in the fair value of cash flow hedging instruments 
related to hedged transactions that have yet to occur. Booker Group plc
annual report & accounts 2012
55
23. Dividends
dividends charged to reserves
2012 
£m
2011 
£m
Final dividend of 1.40 pence per share (2011: 1.03 pence per share)  
paid in respect of the prior period 21.4 15.4
interim dividend of 0.33 pence per share (2011: 0.27 pence per share)  
paid in respect of the current period 5.1 4.1
26.5 19.5
the directors are proposing a final dividend of 1.95 pence per share, which will absorb £30.6m of equity (distributable reserves). 
subject to shareholder approval at the aGM, to be held on 18 July 2012, the dividend will be paid on 20 July 2012 to shareholders on 
the register at 8 June 2012. the shares will go ex-dividend on 6 June 2012. 
24. Share based payments
the Group has a number of share schemes for employees. the total charge for the period relating to employee share-based 
payments was £2.4m (2011: £2.1m), all of which related to equity settled share based transactions.
during the period the Group established a new performance share plan – psp 2011 and save as y ou earn scheme – saye 2011.
PSP 2011
options were granted to senior employees which will vest and become exercisable three years from the date of the award subject 
to continued employment and the performance conditions mentioned below being satisfied and will lapse if not exercised within 
ten years of the date of award. a fifth of the shares subject to each option will vest on reaching each of the share prices of 85.80p, 
89.40p, 100.10p, 128.70p and 153.00p, in each case sustained over a consecutive 60-day period.
SAYE 2011
the save as y ou earn scheme (‘saye’) is an all employee scheme under which employees were offered the opportunity to save up 
to £250 per month over a three year period with a fixed purchase price of 54.5 pence per share.
PSP 2010 (a)
options were granted to senior employees which will vest and become exercisable three years from the date of the award subject 
to continued employment and the performance conditions mentioned below being satisfied and will lapse if not exercised within 
ten years of the date of award. a quarter of the shares subject to each option will vest on reaching each of the share prices of 60p, 
62.5p, 70p and 90p, in each case sustained over a consecutive 60-day period.
PSP 2010 (b)
in connection with his appointment to the board, Guy Farrant was granted a special performance share award (in the form of a 
nil-cost option) over 3.9 million shares in the company (‘the option’). the option is in two parts: one part relates to 2.1 million 
shares in Booker and the other part relates to 1.8 million shares. a third of the 2.1 million shares will vest on reaching each of 
the share prices of 52p, 56p and 58p. this part of the option can be exercised in three annual instalments, assuming that the 
relevant share price target has been reached by the end of each year (otherwise, the option can be exercised after three years to 
the extent that the targets have subsequently been reached by that time). a quarter of the 1.8 million shares will vest on reaching 
each of the share prices of 60p, 62.5p, 70p and 90p. t o the extent that these share price targets are met, this part of the option 
can be exercised after three years. For each part of the option, each share price target has to be sustained over a consecutive  
60 day period in order for the relevant part of the option to vest. 
PSP 2008
the awards under the psp 2008 have vested and 13.8 million remain to be exercised.
SAYE 2008
the awards under the saye 2008 scheme have vested and all options have been exercised. 56
Booker Group plc
annual report & accounts 2012
continued
notes to the Group Financial stateMents
24. Share based payments continued
the fair value per option granted during the period and the assumptions used were as follows:
PSP 2011 SAYE 2011 PSP 2010 (a) PSP 2010 (b) PSP 2008
pricing model Monte carlo Black scholes Monte carlo Monte carlo Monte carlo
share price at grant date 78.95p 74.0p 53.75p 53.75p 23.75p
expected volatility 27% 27% 30% 30% 25%
expected life 3 years 3.2 years 3 years 1-3 years 2-3 years
risk free rate 0.7% 1.3% 1.1% 1.1% 5.0%
expected dividend yield 2.2% 2.3% 2.4% 2.4% 2.5%
Fair value at grant date 29.0p 21.4p 23.5p 31.8p 8.4p
the Group also has one legacy share option scheme remaining which was granted by Blueheath holdings plc and vested following 
the reverse takeover in June 2007.
the terms and conditions of the various share based payments are as follows:
Grant date Number (m) Vesting conditions Expiry date Exercise price
psp 2011 option granted to  
senior employees
november 2011 7.0 3 year service november 2021 nil
saye 2011 saye to all staff July 2011 9.4 3.2 year service september 2014 54.5p
psp 2010 (a) option granted to  
senior employees
october 2010 11.0 3 year service october 2020 nil
psp 2010 (b) option granted to  
senior employee
october 2010 3.9 1-3 year service october 2020 nil
psp 2008 option granted to  
senior employees
July 2008 - 
July 2009
13.8 vested July 2018 – 
July 2019
nil
saye 2008 saye to all staff July 2008 – 3 year service March 2012 18.68p
option granted to  
senior employees
May 2002-
december 2005
0.1 vested 2012-2015 80.5p to110.0p
45.2 Booker Group plc
annual report & accounts 2012
57
the number and weighted average exercise price of options is as follows: 
 
2012 2011
Number of share 
options Million
Weighted average 
exercise price 
Pence
Number of share 
options Million
Weighted average 
exercise price 
Pence
outstanding at beginning of period 63.8 6.5 59.1 7.4
Granted 16.4 31.2 15.2 –
Forfeited (0.3) – (1.2) 14.8
exercised (34.7) 11.5 (9.3) 0.4
outstanding at end of period 45.2 4.2 63.8 6.5
exercisable at end of period 14.6 8.1
25. Acquisitions 
a) Ritter-Courivaud Ltd
on 13 october 2010, the Group acquired the entire share capital of ritter-courivaud ltd and its subsidiaries in a share-for-share 
transaction. the consideration was £14.5m, reflecting the fair value of the 29.2m shares issued. a fair value adjustment of £0.1m 
was made to writedown the trade receivables in the period of acquisition.
b) Classic Drinks
on 13 october 2010, the Group acquired the trading business and assets of classic drinks limited. the consideration was £3.7m 
of cash.
the acquisitions had the following effect on the Group’s assets and liabilities:
Ritter-Courivaud Ltd 
£m
Classic Drinks 
£m
property, plant and equipment 1.4 0.4
stocks 2.8 3.2
t rade and other receivables 5.4 –
t rade and other payables (4.3) –
Bank overdraft (3.2) –
interest-bearing borrowings (0.1) (0.4)
net fair value of identifiable assets and liabilities 2.0 3.2
Goodwill on acquisition 12.0 0.5
customer relationships 0.5 –
t otal consideration 14.5 3.7
no adjustments have been made to the fair value of assets and liaibilities in the 12 months since the date of acquisition.
c) Shorters Club Limited
on 6 october 2011, the Group acquired the entire share capital for £75,000 at which point the company had £0.2m of net liabilities. 58
Booker Group plc
annual report & accounts 2012
26. Operating leases
the Group leases a number of trading properties under operating leases. the leases are typically of 5 to 20 years duration, although 
some have lessee only break clauses. lease payments are reviewed as contracted and increases applied accordingly. the Group 
also leased certain items of plant and equipment.
operating lease payments represent rents payable by the Group for certain of its wholesale, distribution and office properties  
and other assets such as motor vehicles. the leases have varying terms, escalation charges and renewal rights.
at the balance sheet date, the Group had outstanding commitments for future minimum lease payments under noncancellable 
operating leases, which fall due as follows:
 Land and buildings Others
2012 
£m
2011 
£m
2012 
£m
2011 
£m
w ithin one year 49.5 50.0 6.2 5.2
w ithin two to five years 186.9 189.1 8.7 6.9
after five years 346.6 377.1 – –
583.0 616.2 14.9 12.1
the Group subleases various wholesale, distribution and office properties under noncancellable operating leases. the total 
minimum operating sublease receipts expected to be received are as follows:
2012 
£m
2011 
£m
w ithin one year 1.0 1.9
w ithin two to five years 2.0 3.2
after five years 2.1 2.3
5.1 7.4
27. Capital commitments
the outstanding commitments at 30 March 2012 in respect of contracted capital expenditure not provided for amounted to 
approximately £2.7m (2011: £2.5m).
28. Related party transactions
only members of the Board are key management personnel. it is the Board who have responsibility for planning, directing and 
controlling the activities of the Group. Board compensation is disclosed in the remuneration report.
during the year, there were no material transactions or balances between the Group and its key management personnel or members 
of their close family.
continued
notes to the Group Financial stateMents Booker Group plc
annual report & accounts 2012
59
as at 30 March 2012
coMpany Balance sheet
Note 2012 
£m
2011 
£m
Fixed assets
investments 3 27.3 24.9
Debtors 4 156.2 116.2
Creditors due within one year 5 (64.1) (41.7)
Net current assets 92.1 74.5
Net assets 119.4 99.4
Capital and reserves
called-up share capital 6 15.7 15.3
share premium account 8 49.1 45.3
share option reserve 8 3.8 4.1
profit and loss account 8 50.8 34.7
Shareholders’ funds 9 119.4 99.4
these financial statements were approved by the Board of directors on 23 May 2012 and were signed on its behalf by:
Charles Wilson  Jonathan Prentis 
Director   Director
  60
Booker Group plc
annual report & accounts 2012
1. Accounting policies
Basis of preparation
the accounts have been prepared under the historical cost convention in accordance with applicable united Kingdom Generally 
accepted accounting practice (‘uK Gaap’). the following principal accounting policies have been applied consistently in dealing 
with items which are considered material in relation to the financial statements.
the company has taken advantage of the exemption contained in section 408 of the companies act 2006 from presenting its own 
profit and loss account.
Guarantees
where the company enters into financial guarantee contracts to guarantee the indebtedness of other companies within its Group, 
the company considers these to be insurance arrangements and accounts for them as such. in this respect, the company treats 
the guarantee contract as a contingent liability until such time as it becomes probable that the company will be required to make 
a payment under the guarantee.
Investments
investments are stated at cost less any provision for impairment in value. the carrying values of investments are reviewed for 
impairment if events or changes in circumstances indicate the carrying values may not be recoverable.
Share based payments
the company has issued equity settled share based payments to employees of a subsidiary. the fair value is measured using 
an option valuation model, taking into account the terms and conditions upon which the options were granted. this fair value is 
accounted as an investment in the subsidiary with a corresponding increase in equity.
2. Profit and loss account
in accordance with the exemption permitted by section 408 of the companies act 2006, the profit and loss account of the 
company is not presented separately. the profit recognised for the 53 weeks ended 30 March 2012 was £39.9m (52 weeks ended 
25 March 2011: profit £29.9m).
the audit fee of £0.1m (2011: £0.1m) for the current and prior period was borne by another group undertaking without recharge.
3. Investments
Shares in subsidiary 
undertakings  
£m
Capital  
contribution
£m
Total 
£m
Cost and net book value
At start of period 20.0 4.9 24.9
capital contribution – 2.4 2.4
At end of period 20.0 7.3 27.3
the capital contribution relates to the cost of granting share based payments to employees of subsidiary undertakings – details are 
shown in note 24 of the Group financial statements.
the company’s principal subsidiary undertakings at 30 March 2012, all of which are wholly owned and registered in the united 
Kingdom are as follows:
Name of company Principal activity
Booker limited wholesaler
Booker direct limited wholesaler
Giant t opco limited * intermediate holding company
ritter-courivaud limited wholesaler
* direct subsidiary of Booker Group plc
Full details of all Group subsidiary undertakings are included in the company’s annual return filed with companies house.
notes to the coMpany Financial stateMents Booker Group plc
annual report & accounts 2012
61
4. Debtors 
2012 
£m
2011 
£m
amounts owed by Group undertakings 156.2 116.2
amounts owed by Group undertakings are interest free, unsecured and payable on demand.
5. Creditors due within one year
2012 
£m
2011 
£m
amounts owed to Group undertakings 64.1 41.7
amounts owed to Group undertakings are interest free, unsecured and repayable on demand.
6. Share capital 
Number of 
shares
Share capital 
£m
Allotted, called up and fully paid
at start of period 1,532,631,329 15.3
shares issued – –
share options exercised 34,758,473 0.4
At end of period  1,567,389,802 15.7
the total authorised number of ordinary shares is 2,000,000,000 (2011: 2,000,000,000) with a par value of £0.01 per share.
the holders of ordinary shares are entitled to receive dividends and are entitled to one vote per share at meetings of the company.
7. Share options
the company has a number of share schemes for employees of the Group, details are shown in note 24 of the Group financial statements. 62
Booker Group plc
annual report & accounts 2012
8. Reserves
Share capital 
£m
Share 
premium 
account 
£m
Share option 
reserve 
£m
Profit and 
loss account 
£m
Total 
£m
at start of period 15.3 45.3 4.1 34.7 99.4
retained profit for the period – – – 39.9 39.9
dividend – – – (26.5) (26.5)
capital contribution – – 2.4 – 2.4
shares issued – – – – –
share options exercised 0.4 3.8 (2.7) 2.7 4.2
At end of period 15.7 49.1 3.8 50.8 119.4
dividends charged to reserves
2012 
£m
2011 
£m
Final dividend of 1.40 pence per share (2011: 1.03 pence per share)  
paid in respect of the prior period
21.4 15.4
interim dividend of 0.33 pence per share (2011: 0.27 pence per share)  
paid in respect of the current period 
5.1 4.1
26.5 19.5
the directors are proposing a final dividend of 1.95 pence per share, which will absorb £30.6m of equity (distributable reserves). 
subject to shareholder approval at the aGM, to be held on 18 July 2012, the dividend will be paid on 20 July 2012 to shareholders on 
the register at 8 June 2012. the shares will go ex-dividend on 6 June 2012. 
9. Reconciliation of movement in shareholders’ funds 
2012 
£m
2011 
£m
profit for the period 39.9 29.9
dividend (26.5) (19.5)
capital contribution 2.4 2.1
shares issued – 14.5
share options exercised 4.2 0.2
shareholders’ funds at the start of the period 99.4 72.2
shareholders’ funds at the end of the period 119.4 99.4
10. Related party transactions
the company has taken advantage of the exemption under Frs 8 ‘related party t ransactions’ not to provide details of related 
party transactions with other wholly owned Group companies, as the company financial statements are presented together with 
the consolidated Group financial statements.
notes to the coMpany Financial stateMents
continued Booker Group plc
annual report & accounts 2012
63
Statement of Directors’ responsibilities in respect of the Annual Report and Accounts
the directors are responsible for preparing the annual report and the Group and parent company financial statements in 
accordance with applicable law and regulations.
company law requires the directors to prepare Group and parent company financial statements for each financial year. under that 
law they are required to prepare the Group financial statements in accordance with iFrss as adopted by the eu and applicable law 
and have elected to prepare the parent company financial statements in accordance with uK accounting standards and applicable 
law (uK Generally accepted accounting practice).
under company law the directors must not approve the financial statements unless they are satisfied that they give a true and fair 
view of the state of affairs of the group and parent company and of their profit or loss for that period. in preparing each of the group 
and parent 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 IFRSs as adopted by the EU;
• for the parent company financial statements, state whether applicable UK Accounting Standards have been followed, subject 
to any material departures disclosed and explained in the parent company financial statements; and
• prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group and the parent 
company will continue in business. 
the directors are responsible for keeping adequate accounting records that are sufficient to show and explain the parent company’ s 
transactions and disclose with reasonable accuracy at any time the financial position of the parent company and enable them to 
ensure that its financial statements comply with the companies act 2006. they have general responsibility for taking such steps as 
are reasonably open to them to safeguard the assets of the Group and to prevent and detect fraud and other irregularities.
under applicable law and regulations, the directors are also responsible for preparing a directors’ report, directors’ remuneration 
report and corporate Governance statement that complies with that law and those regulations.
the directors are responsible for the maintenance and integrity of the corporate and financial information included on the 
company’s website. legislation in the uK governing the preparation and dissemination of financial statements may differ from 
legislation in other jurisdictions. 
Responsibility statement of the Directors in respect of the Annual Report and Accounts
w e confirm that to the best of our knowledge:
• the financial statements, prepared in accordance with the applicable set of accounting standards, give a true and fair view of the 
assets, liabilities, financial position and profit or loss of the company and the undertakings included in the consolidation taken 
as a whole; and
• the Directors’ Report includes a fair review of the development and performance of the business and the position of the issuer 
and the undertakings included in the consolidation taken as a whole, together with a description of the principal risks and 
uncertainties that they face.
By order of the Board
Charles Wilson  Jonathan Prentis 
Director   Director 
23 May 2012
 
stateMent oF directors’ responsiBilities 64
Booker Group plc
annual report & accounts 2012
independent auditor’s report to the members of Booker 
Group plc
we have audited the financial statements of Booker Group plc 
for the 53 week period ended 30 March 2012 set out on pages 
30 to 63. the financial reporting framework that has been applied 
in the preparation of the Group financial statements is applicable 
law and international Financial reporting standards (iFrss) as 
adopted by the eu. the financial reporting framework that has 
been applied in the preparation of the parent company financial 
statements is applicable law and uK accounting standards (uK 
Generally accepted accounting practice).
this report is made solely to the company’s members, 
as a body, in accordance with chapter 3 of part 16 of the 
companies act 2006. 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 Auditor
as explained more fully in the directors’ responsibilities 
statement set out on page 63, the directors are responsible 
for the preparation of the financial statements and for being 
satisfied that they give a true and fair view. our responsibility is 
to audit, and express an opinion on, the financial statements in 
accordance with applicable law and international standards on 
auditing (uK and ireland). those standards require us to comply 
with the auditing practices Board’s (‘apB’s’) ethical standards 
for auditors.
Scope of the audit of the financial statements
a description of the scope of an audit of financial 
statements is provided on the apB’s website at  
www.frc.org.uk/apb/scope/private.cfm.
Opinion on financial statements
in our opinion:
• the financial statements give a true and fair view of the 
state of the Group’s and of the parent company’s affairs 
as at 30 March 2012 and of the group’s profit for the  
53 weeks then ended;
• the Group financial statements have been properly prepared 
in accordance with iFrss as adopted by the eu;
• the parent Company financial statements have been 
properly prepared in accordance with uK Generally  
accepted accounting practice;
• the financial statements have been prepared in 
accordance with the requirements of the companies  
act 2006; and, as regards the Group financial statements, 
article 4 of the ias regulation.
Opinion on other matters prescribed by the 
Companies Act 2006
in our opinion:
• the part of the Directors’ Remuneration Report to be 
audited has been properly prepared in accordance with the 
companies act 2006; and
• the information given in the Directors’ Report for the financial 
period for which the financial statements are prepared is 
consistent with the financial statements.
Matters on which we are required to report  
by exception
w e have nothing to report in respect of the following:
under the companies act 2006 we are required to report to you 
if, in our opinion:
• adequate accounting records have not been kept by the 
parent company, or returns adequate for our audit have not 
been received from branches not visited by us; or
• the parent Company financial statements and the part of 
the directors’ remuneration report to be audited are not in 
agreement with the accounting records and returns; or
• certain disclosures of Directors’ remuneration specified by 
law are not made; or
• we have not received all the information and explanations 
we require for our audit.
under the listing rules we are required to review:
• the Directors’ statement, set out on page 29, in relation to 
going concern;
• the part of the Corporate Governance Statement relating to 
the company’s compliance with the nine provisions of the 
June 2008 combined code specified for our review; and
• certain elements of the report to shareholders by the Board 
on directors’ remuneration.
Nicola Quayle  
(Senior Statutory Auditor)  
for and on behalf of KPMG Audit Plc, Statutory Auditor 
st. James’ square 
Manchester 
M2 6ds
23 May 2012
independent auditor’s report to 
the MeMBers oF BooKer Group plc Booker Group is the UK’s leading food wholesaler.  
We serve approximately 338,000 catering businesses and 73,000 
retailers in the UK. We also serve over 10,000 trade customers in India.
Highlights 1
Business Profile 2
Chairman’s Statement 3
Chief Executive’s Review 4
Group Finance Director’s Report 7
Directors and Officers 10
Corporate Governance 11
Remuneration Report 18
Directors’ Report 26
Consolidated Income Statement 30
Consolidated Statement of Comprehensive Income 30
Consolidated Balance Sheet 31
Consolidated Cash Flow Statement 32
Consolidated Statement of Changes in Equity 33
Notes to the Group Financial Statements 34
Company Balance Sheet  59
Notes to the Company Financial Statements 60
Statement of Directors’ Responsibilities 63
Independent Auditor’s Report to the Members of Booker Group plc 64
Directors, Officers and Professional Advisers 65
Notes: This document includes forward looking statements with respect to Booker Group plc’s (the Group’s) plans and its current goals and expectations relating to its future financial condition, 
performance and results. These forward looking statements sometimes contain words such as ‘anticipate’, ‘target’, ‘expect’, ‘estimate’, ‘intend’, ‘plan’, ‘goal’, ‘believe’, ‘may’, ‘might’, ‘will’, ‘could ‘ or 
other words of similar meaning. Any forward looking statements made throughout this document represent management’s best judgement as to what may occur in the future. However, by their nature, 
forward looking statements involve known and unknown risks and uncertainties because they relate to future events and circumstances which may be beyond the Group’s control, includ-ing, among 
other things, those risks listed in the Corporate Governance section of these Report and Accounts. As a result, the Group’s actual financial condition, performance and results for the current and 
future fiscal periods and corporate developments may differ materially from those expressed or implied by the plans, goals and expectations set forth in any forward-looking state-ments, and persons 
receiving this document should not place reliance on forward-looking statements. 
The Group expressly disclaims any obligation or undertaking (except as required by applicable law) to update the forward-looking statements made in this document or any other forward-looking 
statements it may make or to reflect any change in the Group’s expectation with regard thereto or any changes in events, conditions or circumstances on which any such statement is based. Forward-
looking statements made in this document are current only as of the date on which such statements are made. 
Booker Group plc
ANNUAL REPORT & ACCOUNTS 2012
Directors
Richard Rose 
Non-Executive Chairman
Charles Wilson 
Chief Executive
Jonathan Prentis 
Group Finance Director
Mark Aylwin 
Executive Director
Guy Farrant 
Executive Director
Bryn Satherley 
Executive Director
Lord Karan Bilimoria 
Non-Executive Director
Andrew Cripps 
Non-Executive Director
Stewart Gilliland 
Non-Executive Director
Karen Jones 
Non-Executive Director
Company Secretary
Mark Chilton
Registered Office
Equity House 
Irthlingborough Road  
Wellingborough 
Northants  
NN8 1LT
Registered Number 
05145685 (England)
Website 
www.bookergroup.com
Bankers 
LloydsTSB Bank plc 
10 Gresham Street  
London  
EC2V 7AE
Auditors
KPMG Audit Plc 
St James’ Square 
Manchester  
M2 6DS
Brokers
Investec 
2 Gresham Street 
London  
EC2V 7QP
JP Morgan Cazenove 
10 Aldermanbury 
London  
EC2V 7RF
Registrars 
Computershare Investor Services plc 
PO Box 82 
The Pavillions 
Bridgwater Road 
Bristol  
BS99 2NH
Financial PR
Tulchan Communications Group 
85 Fleet Street 
London 
EC4Y 1AE
DIRECTORS, OFFICERS AND 
PROFESSIONAL ADVISERS DRIVING AND BROADENING THE BUSINESS
BOOKER GROUP PLC
ANNUAL REPORT & ACCOUNTS 2012
BOOKER GROUP PLC
Equity House
Irthlingborough Road 
Wellingborough
Northants NN8 1LT
www.bookergroup.com
ANNUAL REPORT & ACCOUNTS 2012