Report and Accounts 2008  Empresaria Group plc is an international specialist staffing 
business committed to expansion through investment in existing  
or start-up operations and through management-led acquisitions. 
Our businesses are operationally autonomous, although subject  
to strict financial discipline and run by teams incentivised by 
management equity.
Our focus is on accelerating growth and reducing risk by building  
a balanced and diverse portfolio of operations across specialist 
market sectors and geographies.
 1 Headlines 2008
 2 Financial Highlights
 3 Our Businesses
 4 Chairman’s Statement
 6 Chief Executive’s Review
 8 Operational Review
 10 Case Studies
 14 Financial Review
 19 Corporate Governance
 20  Statement of Directors’  
Responsibilities 
 21 Directors’ Report 
 23  Independent Auditors’ Report on  
the Group Financial Statements
 24 Consolidated Income Statement
 25 Consolidated Balance Sheet
 26  Consolidated Statement of  
Recognised Income and Expense
 27  Consolidated Cash Flow Statement
 28  Notes to the Consolidated  
Financial Statements
 50  Parent Company Financial  
Statements and Independent  
Auditors’ Report to the Members  
of the Parent Company
 56  Officers and Professional Advisors
Contents
Worldwide Operations
Empresaria Group plc is represented in 20 countries across
138 offices and has over 1,000 employees.
Americas: 8 offices
Europe: 64 offices
UK: 40 offices
Asia & Australasia: 26 offices Empresaria Group plc Report and Accounts 2008
 Headlines 2008 1
Headlines 2008
Financial
Operational
* Figures based on underlying profits excluding amortisation of intangible assets and any exceptional items.
** See reconciliation in note 24.
Cautionary Statement
The Chairman’s, Chief Executive’s, Operational and Financial Reviews (‘the reviews’) have been prepared  
solely to provide additional information to shareholders to assess the Company’s strategies and the potential  
for those strategies to succeed. The reviews should not be relied on by any party or for any other purpose.
The reviews contain certain forward looking statements. These statements are made by the Directors in  
good faith based on the information available to them up to the time of their approval of this report and such 
statements should be treated with caution due to the inherent uncertainties, including both economic and  
business risk factors, underlying any such forward looking information.
Revenues up 41% to £207.7m (2007: £147.8m)
Gross profit up 21% to £51.5m (2007: £42.4m)
Adjusted profit before tax* up 3% to £6.4m (2007: £6.2m)
Adjusted operating profit* up 9% to £7.5m (2007: £6.9m)
Adjusted earnings per share** 8.6p (2007: 9.2p)
Operating profit of £2.4m (2007: £6.7m)
Profit before tax of £1.3m (2007: £6.0m)
(Loss)/earnings per share of (4.8)p (2007: 8.4p)
Group cash at bank at year end £5.7m (2007: £4.1m)
Group net debt at year end £9.1m (2007: £4.2m)
Proposed dividend of 0.35p (2007: 0.55p)
A year of continued revenue growth with strong performance into  
the last quarter
Expansion into new international markets (Finland, Estonia and Romania)
76% of gross profit from more resilient temporary staffing
Significant financial contribution from recent investment in South America
Strong performance from German operations
 Prompt and decisive action taken to equip our businesses for a more  
demanding market in 2009 Empresaria Group plc Report and Accounts 2008 
2 Financial Highlights
* Figures based on underlying profits excluding amortisation of intangible assets and any exceptional items.
** See reconciliation in note 24. 
The amounts disclosed for 2004 and 2005 are stated on the basis of UK GAAP because it is not practicable to restate amounts for periods 
prior to the date of transition to IFRSs. The principal difference between UK GAAP and IFRSs is amortisation of goodwill as it applies to 
Empresaria.
Overview of performance 2008 2007 2006 2005 2004
Revenue (£m) 207.7 147.8 75.5 54.1 45.4
Gross profit (£m) 51.5 42.4 21.8 15.4 13.1
Adjusted profit before tax (£m)* 6.4 6.2 2.9 2.2 1.4
Adjusted operating profit (£m)* 7.5 6.9 3.5 2.5 1.7
Adjusted earnings per share (pence)** 8.6 9.2 7.2 5.7 4.2
Operating profit (£m) 2.4 6.7 3.5 1.9 1.1
(Loss)/earnings per share (pence) (4.8) 8.4 6.7 3.1 1.4
Proposed dividend per share (pence) 0.35 0.55 0.50 0.45 0.40
Financial 
Highlights
Good progress in international diversification
The charts shown below demonstrate the progress made in diversifying the Group internationally, with the United Kingdom’s share 
of revenue and net fee income reducing from 55% and 49% respectively in 2007 to 40% and 41% in 2008. 
Group revenue (£m)
0 20 40 60 80 100 120 140 160 180 200 220
2008
2007
2006
2005
2004
Net fee income (£m)
0 5 10 15 20 25 30 35 55 45 40
2008
2007
2006
2005
2004
Adjusted operating profit (£m)
0 1 2 3 4 5 6 7 8
2008
2007
2006
2005
2004
Group revenue
2007
Net fee income Employees
UK
40%
UK
55%
Rest of the 
World
15%
Rest of the 
World
10%
2008
2007
2008
2007
2008
UK
41%
Rest of the 
World
15%
UK
31%
Rest of the 
World
38%
Continental 
Europe
31%
Continental 
Europe
31%
Continental 
Europe
40%
Continental 
Europe
44%
Continental 
Europe
45%
Continental 
Europe
35%
UK
40%
Rest of the 
World
29%
UK
49%
Rest of the 
World
11% Empresaria Group plc Report and Accounts 2008
 Our Businesses 3
1
  Net fee income is equivalent to 
gross profit.
2
  Figures based on underlying profits 
excluding amortisation of intangible 
assets and any exceptional items. 
Our 
Businesses
UK
The UK group provides 
permanent and temporary 
staffing solutions across four 
main sectors; Construction 
and Property Services, 
Financial Services, Supply 
Chain and Other Brands.
Rest of the World
The Group has interests in 
companies based in Japan, 
South East Asia, Australia, 
India, China and South 
America.
Continental Europe
Following the acquisition  
of headwayholdings GmbH 
(‘Headway’) in May 2007,  
the Group has a significant 
foothold in the German 
recruitment market. In addition 
the Group has interests in 
companies based in Holland, 
Finland, Slovakia and the 
Czech Republic.
Financial summary by region
In accordance with our strategy of creating a diversified international specialist staffing business 
we review the regional performance of our operations, a summary of which is provided below.  
As the Group develops we expect to breakdown the highlights for the ‘Rest of the World’  
region into the individual regions within this group.
Financial highlights 2008 2007
Revenue (£m) 83.6 81.2
Net fee income (£m)
1
 20.9 21.0
Adjusted operating profit (£m)
2
 3.8 4.0
Number of trading companies 18 18
Average number of employees 281 265
Financial highlights 2008 2007
Revenue (£m) 92.1 52.4
Net fee income (£m)
1
 22.9 16.8
Adjusted operating profit (£m)
2
 3.0 2.5
Number of trading companies 13 10
Average number of employees 278 206
Financial highlights 2008 2007
Revenue (£m) 32.0 14.2
Net fee income (£m)
1
 7.7 4.6
Adjusted operating profit (£m)
2
 0.7 0.4
Number of trading companies 21 21
Average number of employees 342 197 Empresaria Group plc Report and Accounts 2008 
4 Chairman’s Statement
2008 was a satisfactory year for the Group 
in what was an increasingly challenging global 
economic environment.
Geographic diversity is 
aligned to a management 
equity philosophy ...  
that has in previous 
market downturns 
contributed significant, 
valuable resilience and 
flexibility to our 
operations.
Overview 2008
2008 was a satisfactory year for the Group  
in what was an increasingly challenging global 
economic environment. Revenues and net  
fee income increased significantly in the year, 
underlying profit levels remained constant and 
the mix of business continued to change with 
the majority (59%) of net fee income being 
derived from outside the UK (2007: 51%).
Group strategy
During 2008, Empresaria continued to 
implement its strategy of developing an 
international specialist staffing group balanced 
both in terms of sector focus and geographical 
coverage. In the year, the Group invested in a 
number of small companies as well as start-up 
operations and new branches for the existing 
network. It now operates through approximately 
140 individual branches, spread over 20 
different countries and with more than 1,000 
internal staff.  
The Group is in the early stages of its 
development. Investment is heavily focused on 
emerging economies and staffing markets, in 
particular those that are relatively new to the 
concept of flexible employment solutions. Our 
objective is to establish a footprint in those 
markets where we anticipate staffing industry 
development over time. Our priority at this 
stage is to establish and grow this business 
base, delivering high quality services. In each 
case we have been investing for growth and 
sustainable returns rather than short term profit, 
although we have seen profits grow in individual 
companies and markets as they develop. In 
each of our geographical territories our market 
share is relatively small, leaving significant 
scope for expansion.  
This geographic diversity is aligned to a 
management equity philosophy, enabling 
business managers to hold significant equity 
stakes in their business. This ownership culture, 
combined with a decentralised management 
structure and a balance of industry sector 
exposure, has in previous market downturns 
contributed significant, valuable resilience and 
flexibility to our operations.
The rapid change in the economic environment 
poses tough challenges to all companies but 
equally creates opportunities. Our focus is  
on managing within the current constraints  
of an increasingly difficult trading environment 
whilst being aware of, and attuned to, market 
opportunities. We view the Group as a portfolio 
of companies, in each case supported by us  
as they develop and grow. These holdings are 
constantly reviewed in terms of performance 
levels and their potential to contribute to  
Group success.
Financial performance
Revenues for the year ended 31 December 
2008 increased by 41% to £207.7m and net 
fee income increased by 21% to £51.5m. Profit 
before tax (adjusted for intangible amortisation 
and exceptional items) increased by 3% to 
£6.4m. The Group did incur one off exceptional 
costs of £4.8m in the year which reduced 
Tony Martin
Chairman Empresaria Group plc Report and Accounts 2008
 Chairman’s Statement 5
statutory profits. These exceptional costs 
related to asset impairments for certain  
of our portfolio companies and restructuring 
costs. Restructuring costs incurred or provided 
for totalled £1.6m and the actions taken are 
expected to reduce annual operating costs  
by approximately £3.0m in 2009. 
Although trading cash inflows were £4.6m 
(2007: £1.4m), net debt increased in the year  
to £9.1m from £4.2m reflecting the revenue 
growth of the Group with the resultant increase 
in working capital requirements as well as 
continued investment activity. In December 
2008 the Group increased its revolving  
credit facility with HSBC to meet its financing 
requirements, details of which are set out  
in the Financial Review.
Empresaria’s people
Empresaria’s success is built on the passion, 
commitment and hard work of our people.  
In increasingly challenging market conditions, 
our ability to adapt and to seek out the 
opportunities that exist depends on the 
flexibility, support and positive attitude of all  
of those working in the Group. Now, more than 
ever, we would like to take this opportunity to 
thank them for their contribution to our 
success.
Current trading and outlook
As stated in the trading statement in January 
the Group was able to grow revenues during 
the last quarter of 2008, counter to industry 
and market trends.  
Our Continental European operations, 
particularly in Germany, have been affected  
by the longer than anticipated factory shut 
downs in January which, combined with 
reduced demand for technical workers within 
the manufacturing sectors, has led to a decline 
in revenues in the first few months of the year.
The UK and Rest of the World regions  
have started the year in January in line with 
expectations. Performance in February was 
more mixed. The Rest of the World region  
has continued to show year on year growth  
at revenue and net fee income levels and the 
UK has continued to grow in revenue terms. 
However UK net fee income year to date is 
down on the prior year. 
With the steps that have already been taken 
and that are planned to shield the Group 
against the present slowdown and with  
the growth opportunities that are apparent  
even now, Empresaria has started the current 
year with optimism, although we are, at the 
same time, realistic as to the current market 
challenges. Any assessment of outlook for the 
year is difficult given the prevailing uncertain 
economic outlook; however, the Board remains 
confident of the prospects for the Group.
Tony Martin
Chairman
30 March 2009
Contribution of temporary 
business to total gross profit
0% 20% 40% 60% 80%
2008
2007
2006
2005
2004
Number of internal employees
0 200 400 600 800
2008
2007
2006
2005
2004
Empresaria’s success  
is built on the passion, 
commitment and hard 
work of our people.
1,000 Empresaria Group plc Report and Accounts 2008 
6 Chief Executive’s Review
Performance review 2008
In 2008 the Group generated organic growth 
from both established Group operations and 
recent new additions. We entered new markets 
(including Finland, Estonia and Romania) and 
new sectors (including engineering in China, 
corporate training in SE Asia and healthcare  
in the Nordics and the Baltics). In addition,  
we added new fee earners where growth 
opportunities allowed, strengthened our  
central management team and invested  
in new financial management systems.
We started 2008 expecting to experience  
more challenging trading conditions at some 
point in the year. Caution as to the market 
outlook prompted us to call off negotiations  
on a number of potential investments in 
Continental Europe and South America as  
well as reduce the planned number of start- 
up investments and new branch openings. 
However, trading conditions over the first three 
quarters remained benign across our markets. 
Only in the financial services sector did we see 
evidence of significant market deterioration  
and, despite this, we were still able to generate 
significant profits from our financial services 
companies in London and Tokyo. Despite the 
change in the economic environment in the last 
quarter, the Group continued to grow revenues.  
In the UK, the Construction and Property 
Services sector continued its strong organic 
growth, driven principally by demand within the 
transport and infrastructure industries. This was 
supported by a consistent contribution from our 
Financial Services and Other Brands. Trading in 
the last quarter of 2008 for our Supply Chain 
division declined reflecting challenging 
conditions within the retail sector. 
In Continental Europe, Headway, our German 
business, which is by some margin the largest 
of our operations, grew revenues by 7% in the 
year. Growth rates stalled in the last quarter, 
reflecting the impact of a weakening German 
economy. In July 2008 we invested in 
MediradiX, a supplier of medical staff operating 
in Finland and Estonia, which made a positive 
contribution in the second half of the year and 
continues to perform well.
Our Rest of the World division grew revenues 
and net fee income in 2008 significantly ahead 
of the previous year, mainly from a combination 
of start-ups and small acquisitions made in 
2006 and 2007. Alternattiva in Chile contributed 
strongly in its first full year in the Group.
Market and business overview
Empresaria’s strategy has been to gain access 
to international growth markets and to reduce 
exposure to individual economies through 
geographic and sector diversification. Whilst  
as a specialist staffing organisation our financial 
performance is somewhat dependent on the 
fortunes of the specific markets we serve, our 
strategy has proven successful over time and 
given the relatively low market share of our 
companies there remains scope to grow share 
even in more challenging trading conditions.
Over the last six months we have seen a 
substantial change in the global economy. In 
the face of this change we expect the Group to 
be resilient relative to the staffing industry as a 
whole, aided by the fact that the majority of our 
net fee income is derived from more stable 
Empresaria’s strategy  
has been to gain access  
to international growth 
markets and to reduce 
exposure to individual 
economies through 
geographical and  
sector diversification.
In 2008 the Group generated organic growth from 
both established Group operations and recent 
new additions.  
Miles Hunt
Chief Executive Empresaria Group plc Report and Accounts 2008
 Chief Executive’s Review 7
temporary staffing operations and because  
of our strong ownership culture. The sense of 
responsibility that this culture engenders, and 
the levels of creativity and entrepreneurialism 
that it generates, sets Empresaria apart from 
more traditional business structures.
Due to challenging market conditions, and the 
expectation that it will take time for the global 
economy to see any material improvement,  
the Group has adjusted its short term priorities 
and approach. We look at the Group as an 
investment portfolio with each company 
challenged, monitored and, above all, assisted 
in achieving its growth plans. Where group 
companies have been adversely affected by the 
economic conditions, represent a commercial 
risk or have limited growth potential, we are 
taking appropriate action.  
In some cases this has led to a write down in 
the carrying value of investments in our balance 
sheet. This notwithstanding, in the current 
economic climate we still have a number of 
strong and successful businesses that are 
growing and we are committed to provide the 
resources required to support this growth.
Miles Hunt
Chief Executive
30 March 2009
Group revenue (£m)
0 220 200 180 160 140 120 100 80 60 40 20
2008
2007
2006
2005
2004
2003
2002
2001
2000
1999
2008
2007
2006
2005
2004
2003
2002
2001
2000
1999
Group adjusted operating profit (£m)
0 1 2 3 4 5 6 7 8
Group net fee income (£m)
0 55 50 45 40 35 30 25 20 15 10 5
Where Group companies  
have been adversely affected  
by the economic conditions, 
represent a commercial risk or 
have limited growth potential,  
we are taking appropriate 
action.
2008
2007
2006
2005
2004
2003
2002
2001
2000
1999 Empresaria Group plc Report and Accounts 2008
8 Operational Review
UK 
Revenues from UK operations increased 3% to £83.6m  
(2007: £81.2m) whilst net fee income was slightly lower  
at £20.9m (2007: £21.0m). This apparent disparity reflects  
the growth in temporary revenues in our Construction and 
Property Services sector which operate at lower margins and  
a decline in the margin of historically higher margin temporary 
revenue streams, such as our Public Sector businesses which 
we divested during the year. This is reflected in the reduction  
in UK gross profit margin from 25.9% to 25.0%. The mix of 
temporary staffing net fee income to permanent recruitment 
net fee income remained stable at 58:42.
Within our Construction and Property Services sector our 
FastTrack brand continued to show strong growth, benefiting 
from its focus on the infrastructure market. This growth was 
partially offset by the worsening markets faced by our housing 
sales and shop-fitting businesses.
Our Other Brands sector performed well in generally tightening 
markets. Greycoat Placements (domestic staff) benefited from 
its leading position in a resilient market segment, whilst McCall 
(recruitment to recruitment) and Bar 2 (payroll services) also 
grew revenues. The Recruitment Business (creative design) 
also delivered a good performance. 
Within the Financial Services sector LMA, our banking 
operations brand, saw a 31% growth in revenues; a  
strong performance from its temporary operation offset lower 
permanent sales, which weakened in the second half year. 
Towards the end of the year both of the Insurance businesses 
were merged, allowing our clients to benefit from a more 
comprehensive, integrated service under the Mansion  
House brand.
After trading ahead of expectations in the first eight months  
of the year, our Supply Chain businesses experienced reduced 
demand driven by the sharp decline in the UK retail market.  
As a result we have reorganised our operations and adjusted 
the cost base.
The outlook for our UK operations in 2009 is mixed. We 
expect our Construction and Property Services sector to 
perform well due to its focus on infrastructure and transport 
projects. The Financial Services and Supply Chain sectors are 
likely to face a challenging trading environment and will focus 
on cost control and developing solutions for their clients 
appropriate to their changed market conditions. Our Other 
Brands should have sufficient strength and diversity to  
remain profitable.
Continental Europe
2008 was a year of continued growth. Sales grew from 
£52.4m in 2007 to £92.1m in 2008 and net fee income 
increased from £16.8m to £22.9m. In Germany, our most 
important market, sales grew by 7% for the full year (on a 
proforma basis). In the first half year sales growth was 14% 
and in the second half, sales increased by 1%, reflecting  
a sudden change in market conditions in the last quarter. 
Despite this decline in the latter half of the year a number of 
businesses performed well, particularly the Engineers division 
which almost doubled its sales and the Logistics division  
which increased revenues by over 30% in the year. Changing 
product mix, pricing pressure and factory closings in December 
resulted in a drop in gross margin in the last quarter of the 
year, however targeted cost savings taken over the course  
of the year compensated at the net profit level.
In July 2008, we invested in a 60% stake in MediradiX, a 
healthcare business focusing on doctors, dentists and nurses, 
mainly recruited in Estonia, but working in Finland. Consistent 
historic growth and limited exposure to economic cycles are 
the main features of this business. 
In reviewing our European investment portfolio, we decided  
at the end of the year to sell our interest in our investment  
in Poland to local management. The business was originally 
established to source Polish workers for the UK and Ireland. 
This ‘work abroad’ market has been in recent decline and  
has little prospect of short term recovery.
Operational Review Empresaria Group plc Report and Accounts 2008
 Operational Review 9
Rest of the World
Revenues grew 125% to £32.0m (2007: £14.2m) and net  
fee income grew 67% to £7.7m (2007: £4.6m). Growth was 
generated largely through a combination of strong organic 
growth in South East Asia and the first full year contribution 
from Alternattiva in Chile. The difference between revenue and 
net fee income growth rates reflects the increasing contribution 
from temporary staffing businesses in the region, particularly 
from South America.
In South East Asia we operate three brands, Monroe 
Consulting (executive recruitment), Advanced Career (payroll 
services and temporary staffing) and Learning Resources 
(corporate training). Each brand has grown substantially in the 
year: Monroe adding both new branches and fee earners in 
the year, Advanced Career passing the 2,500 contractor mark 
and Learning Resources rapidly developing into a regional 
force in the corporate training sector with over forty trainers 
and support staff. All these operations were established over 
the last three years and are in the early stages of development, 
with some branches still to move to profitability.
Our Japanese and Australian businesses generated net fee 
income in the year at similar levels to 2007. Our Japanese 
operations are expected to benefit in 2009 from FINES (fashion 
industry staffing) contributing for the first time as a subsidiary 
company. In Australia, although TRB (creative sector) is 
continuing to grow, our IT staffing operations continue  
to underperform and we have acted to reduce costs.
In July 2008 we invested in a new Shanghai based joint 
venture, Empresaria Intelligence, backing into this vehicle the 
assets and goodwill of Shanghai Intelligence, one of mainland 
China’s principal recruitment businesses focusing on technical 
engineering operations.
Our Indian company, IMS, set up in 2006, was profitable in  
the last quarter and is benefiting from the demand from more 
developed countries for a range of low cost resourcing and  
HR related solutions.
In Chile, Alternattiva has made a significant financial 
contribution, despite the requirement to adapt to changing 
regulation in the Chilean staffing sector. The company 
continues to develop innovative outsourcing solutions and 
pricing structures to its retail and telecommunications clients 
and is seeking to develop new revenue streams in 2009  
from training and permanent recruitment operations.
In South East Asia we operate 
three brands, Monroe Consulting 
(executive recruitment), 
Advanced Career (payroll services 
and temporary staffing) and 
Learning Resources (corporate 
training). Each brand has grown 
substantially in the year.  10 Case Study
Empresaria Group plc Report and Accounts 2008
Alternattiva: Chilean outsourcing leader
Background
In November 2007, Empresaria invested in a 56% stake in Marketing y Promociones Limitada 
(‘Alternattiva’). Alternattiva was founded over 20 years ago and is currently among the top  
five companies in the Chilean staffing and HR outsourcing industry, managing over 3,500  
external employees.
Alternattiva specialises in promotion and marketing services and staffing solutions to the retail, 
telecommunications and finance sectors in Chile.
Telefónica Chile – Delivering an innovative outsourced solution
For a number of larger clients Alternattiva has developed a more customised staffing solution, 
applying a combination of HR and market knowledge to higher value projects.
At the start of 2008, Telefónica, Chile’s largest telecommunications company, outsourced  
to Alternattiva the recruitment and management of two of its most important business areas:  
sales and collection. Alternattiva was confident of its ability to deliver this service and achieved 
every requirement successfully.
Commenting on Alternattiva’s performance in 2008, Rubén Sepúlveda, Telefónica’s Human 
Resources Director, said: 
“The alliance with Alternattiva has exceeded our expectations in respect of both 
increased business volumes and revenues. This was particularly impressive given  
the challenging economic environment in Chile during 2008.
The key challenge was that the management model at Telefónica needed to change 
and Alternattiva had to utilise its significant experience in helping us to implement 
this new approach. As a partnership we managed this by utilising the professionalism 
and innovation of both our entities.
We now see Alternattiva as a strategic ally – close, committed and delivering  
on performance improvements. Their expertise made our internal processes more 
efficient and their innovative approach added significant value to our organisation.”
The Future
The Chilean staffing market is still at an early stage in its evolution. For Alternattiva, the opportunity 
is to capitalise on its current strong position and, in learning from the experience of other 
Empresaria companies, to identify new ways of adding value to its clients.
Operational region: 
Chile
Workers by area
Consulting  
and Permanent 
Selection 6.33%
Temporary 
Staff 7.00%
Retail
48.70%
Outsourcing
37.97%
“ Cadbury Chile has  
been working with 
Alternattiva since 2007 
for the recruitment of 
employees, delivering  
a highly professional 
service, efficiently 
adapted to the 
requirements  
defined by us.”
Country Manager,  
Cadbury Chile Empresaria Group plc Report and Accounts 2008
 Case Study 11
Specialist 
Doctor
35%
Dentist
30%
Doctor
20%
MediradiX: Specialist staffing provider capitalises on a niche market
Background
In July 2008, Empresaria invested in a 60% stake in MediradiX Oy, Turku, Finland a specialised 
temporary help agency, specialising in the supply of doctors, dentists and nurses to the Finnish 
market, recruiting mainly through its sister company MediradiX Oü in Tallin, Estonia. 
The opportunity
The health sector in Finland is currently suffering from significant staff shortages. In 2007 the 
sector was, on average, understaffed by 9.7% and this increased to 11% in 2008.
1
To meet this demand, a niche market has developed to place Estonian doctors, nurses and 
dentists into Finnish hospitals and health centres. Over the past three years, the number of 
Estonian medical staff working in Finland has increased significantly. It is expected that the trend  
of utlising Estonian medical professionals to satisfy the demand in Finland will further increase  
in forthcoming years. 
Importantly, the public health nature of the MediradiX market makes it relatively independent  
from economic cycles. 
Capitalising on the opportunity
Since opening in 2003, MediradiX’s placements have increased by over 100% per annum. 
MediradiX differentiates itself by providing its clients access to an extensive and versatile supply 
network as well as knowledge and expertise of EU rules and regulations governing Finnish public 
sector staffing. In addition, MediradiX provides Estonian candidates with an all-embracing service 
to facilitate their transition into the Finnish workplace.
Future developments
Due to an ageing population, the increasing demand for health care professionals in the Finnish 
market is expected to fuel continued demand for flexible staffing solutions. MediradiX is well 
placed to take advantage of these market opportunities.
Operational region: 
Finland
Staff by speciality
Nurse 5%
Intern/Student 10%
“ Co-operation with 
MediradiX has always 
been a pleasure and 
their response to our 
staff requests is always 
fast, flexible and 
reliable.”
Chief Doctor,
City of Pohja,  
Finland
1
  Source: Survey by The Finnish Medical Association – issued on 01.10.2008. 12 Case Study
Empresaria Group plc Report and Accounts 2008
The Recruitment Business: Leveraging a success story overseas 
Operational regions: 
United Kingdom
Australia
“ It is always a pleasure  
to deal with TRB.  
They manage to make 
light work of work …  
A knowledgeable, 
organised, efficient 
service provider that 
adds real value!”
Recruitment Manager, 
McCann Erickson, UK
“ The Recruitment 
Business has been one  
of our most resourceful 
partners in supporting 
the fast growth of our 
young business. No 
matter what we’ve 
thrown at them along 
the way they have always 
been helpful, responsive 
and delivered.”
Creative Services Director, 
Saltmine Design Group, 
Sydney
The UK market
The dynamic Creative Industries market in the UK has grown by an average of 4% per annum 
over the past ten years compared with 3% for the economy overall.
2
 
There are currently approximately two million people working in the creative industry in the UK.  
In 2008 there were estimated to be 157,400 businesses in the sector, generating exports worth 
£16 billion which equates to 4.3% of all goods exported from the UK.
2
The Recruitment Business (‘TRB’), in particular its macpeople brand, is recognised as a market 
leader in the provision of permanent and freelance creative staff, at all levels, to the Creative 
Industries market. Clients include McCann Erikson, Virgin Atlantic Airways and Team Saatchi,  
to name a few.
Leveraging UK success abroad
In a recent brand survey of the TRB client base, 88% of clients confirmed that they would 
recommend TRB’s services (with no clients saying that they would not recommend TRB) and it 
was confirmed that nearly 50% of the existing client base had originated from colleague referrals.
Core to TRB’s philosophy is a strong sense of ownership, engagement and belief in the service 
that it provides. Many of the consultants have worked for TRB for more than six years, with  
some seniors being part of the business launch team in 1997.
In late 2007, a small team from the London office launched the creativepeople brand through an 
office in Sydney. By the end of 2008, this branch contributed 22% of the net fee income and 7% 
of the earnings of TRB overall. This quick success has grown from replicating the TRB ethos of 
delivering a high quality, professional service to its clients in a new marketplace.
The future
The globalisation of the Creative Industries market and the increased demand for digital skills 
provides an optimistic and robust environment going forward.
In order to capitalise on these new opportunities, TRB will be looking to expand geographically  
in a measured and focused way whilst maintaining its high quality, consultative approach and to 
implement a vertical marketing strategy to encompass digital and senior executive recruitment.
2
  Source: Creative Industries Economic Estimates Statistical Bulleting January 2009. Empresaria Group plc Report and Accounts 2008
 Case Study 13
Intelligence: Technical resourcing to the Chinese market
Background
In 2008, Empresaria and Intelligence Consultants launched a new joint venture called Empresaria 
Intelligence Consultants (‘Intelligence’) to capitalise on the strong market brand that Intelligence 
Consultants had developed since its launch in 2003.
Intelligence specialises in sourcing technical functions needed by the manufacturing base in China.
Over the last six years, China’s Gross Domestic Product (‘GDP’) growth has averaged 10-11%
3
 
with classic manufacturing sectors such as electronics, household appliances and pharmaceutical 
industries growing by 2-3 times GDP.
The opportunity
Although China’s GDP growth rate is expected to drop to 7.5% in 2009
4
, and there has been 
evidence of a downturn in individual market sectors, there is continued demand for skilled 
workers, reflecting both economic growth and shortage of local skills.
For international companies with manufacturing investment in China, Intelligence offers a 
combination of international experience and cultural awareness with local HR and staffing 
expertise.
The commercial staffing market in China is heavily influenced by a rigid legal infrastructure and  
can best be described as being at the early stages of the industry life cycle. Employment laws  
are changing in line with the development of the economy and it is expected that the market  
will evolve over time from a predominantly permanent recruitment industry to temporary staffing, 
particularly as the benefits to the economy of maintaining a degree of flexibility in the work force 
become more apparent.
Meeting the challenges of the future
Intelligence is well placed to take advantage of these market changes.
With bases in both Shanghai and Singapore and a strong track record of sourcing high quality, 
technical temporary resource, Intelligence has the coverage and expertise to take advantage of 
future opportunities and challenges in China.
“ Intelligence is a very 
customer focused 
company with an 
aspiration to know the 
business and develop  
its insights in to the 
industry of its customers. 
As a result, it can always 
provide the right-fit 
candidates.”
Head of Human Resources, 
DSM China/DSM Nutritional 
Products, China
0 7.5 15.0 22.5 30.0
China
Developed Countries
Source: Monash University Study 2008. 
Skilled technical workers as 
percentage of total workforce
3
  Source: worldbank.org, China Economic Indicators – Current.
4
  Source: World bank China Quarterly Update, November 2008.
Operational region: 
China Empresaria Group plc Report and Accounts 2008 
14 Financial Review
Introduction
International Financial Reporting Standards 
(IFRS) require that items of income and 
expenditure that are material in terms of their 
nature or amount be disclosed separately. 
Certain items have been disclosed as 
exceptional and the Board considers that the 
information presented in the tables in this report 
provides useful additional information relating  
to the underlying performance of the Group. 
This information should not be considered as 
alternative but supplementary to the full IFRS 
income statement on page 24.
Group results
Group revenue increased in 2008 by 41%  
to £207.7m (2007: £147.8m). Revenues on  
a like for like basis, from businesses owned 
throughout the current and prior year, increased 
by £10.1m, with increases in all regions. 
Gross profit or net fee income was 21% higher 
at £51.5m (2007: £42.4m). Organic growth 
across all regions from temporary contracts  
was partly offset by a fall of £0.4m in permanent 
net fee income in the year. 
Revenue
    Like for like   
  Like for like  (decrease)/ Effect of  
 Reported increase  increase (disposals)/ Foreign Reported
 2007 Temporary Permanent acquisitions
1
 exchange
2
 2008
 £m £m £m £m £m £m
UK 81.2 6.9 (0.5) (4.0) – 83.6
Continental Europe 52.4 1.6 (0.5) 31.9 6.7 92.1
Rest of the World  14.2 2.0 0.6 13.6 1.6 32.0
Total 147.8 10.5 (0.4) 41.5 8.3 207.7
Net fee income
    Like for like   
  Like for like  (decrease)/   
 Reported increase  increase Effect of Foreign Reported
 2007 Temporary Permanent acquisitions
1
 exchange
2
 2008
 £m £m £m £m £m £m
UK 21.0 0.4 (0.5) – – 20.9
Continental Europe 16.8 0.2 (0.5) 4.3 2.1 22.9
Rest of the World  4.6 0.2 0.6 1.8 0.5 7.7
Total 42.4 0.8 (0.4) 6.1 2.6 51.5
1
  All businesses acquired or disposed in 2007 and 2008.
2
  Adjusts 2007 reported results to 2008 exchange rates.
Stuart Kilpatrick
Group Finance Director
Net fee income was 21% 
higher at £51.5m.
Like for like revenue up 11% with 
increases in all regions.   Empresaria Group plc Report and Accounts 2008
 Financial Review 15
Gross margin, the ratio of net fee income to 
revenue, decreased as expected to 25% in 
2008 (2007: 29%). The full year effect of the 
Group’s investments in 2007 increased the 
proportion of net fee income from temporary 
placements to 76% (2007: 72%). This change 
in mix accounts for 2% of the decrease in  
gross margin. In addition a change in the  
mix of margin within the temporary business,  
in particular a full year of Alternattiva and 
continued strong growth in the UK Construction 
and Property Services sector, reduced the 
average margin from temporary placements.
Adjusted operating profit
Operating profit, before exceptional items  
and intangible amortisation, increased by 9%  
to £7.5m (2007: £6.9m). The net impact of 
acquisitions and disposals added £2.0m in 
2008 but this was partly offset by an investment 
in start-ups in the South East Asia region of 
£1.4m. 
Exceptional items
In anticipation of more challenging economic 
conditions, the Group focused on identifying 
potential reductions to the cost base and  
ways of improving the Group’s efficiency.  
As a consequence the Group has taken an 
exceptional charge of £4.8m in the year in 
respect of businesses sold or closed, goodwill 
impairments and restructuring costs. An 
analysis of the cash and non-cash charge  
is set out in the table below.
   Cash Cash 
 Asset spent to be 
 impair- in spent in  
 ments 2008 2009 Total
 £m £m £m £m
UK 1.4 0.2 0.3 1.9
Continental  
Europe 1.4 0.5 – 1.9
Rest of the  
World  0.4 0.6 – 1.0
Total 3.2 1.3 0.3 4.8
The asset impairments relate to the Group’s exit 
from the public sector in the UK, reported at 
the half year, and the sale of investments in the 
UK, Poland and China. The cash spend relates 
to one-time restructuring and redundancy costs 
In anticipation of more 
challenging economic 
conditions, the Group 
focused on identifying 
potential reductions to 
the cost base and ways of 
improving the Group’s 
efficiency.
in the UK and Continental Europe. These 
actions are expected to reduce annual 
operating costs by approximately £3.0m in 
2009. In the Rest of the World region, the  
cash spend relates to the impact of significant 
legislative changes in Chile.
Interest
Net finance costs amounted to £1.0m (2007: 
£0.6m) in 2008. The increase in the period  
was due to higher average borrowings. Interest 
cover, the ratio of operating profit adjusted for 
exceptional items and intangible amortisation  
to interest on bank loans and overdrafts was 
6.5 times (2007: 9.5 times).
Taxation
The total tax charge for the year was £1.8m 
(2007: £1.9m). Tax on adjusted profits before 
exceptional items and goodwill amortisation 
was £2.1m representing an effective rate of 
32.8% (2007: 31.0%). This is higher than the 
standard rate in the UK of 28.5% due to a 
combination of unrelieved losses and the mix  
of profits in the different jurisdictions in which 
the Group operates.
(Loss)/earnings per share
The diluted loss per share, based on profits 
after taxation and minority interest charges,  
was 4.8p (2007: earnings of 8.4p). The deficit is 
principally due to asset impairments, including 
goodwill write downs in the year which do not 
attract tax relief or an adjustment for minority 
interest. To gain a better understanding of the 
underlying performance for the year, the Group 
also reports earnings per share excluding  
items classified as exceptional and intangible 
amortisation; adjusted earnings per share 
decreased by 7% to 8.6p (2007: 9.2p).
Dividend
During the year the Group paid a dividend in 
respect of the year ended 31 December 2007 
of 0.55p per share. The Board is proposing a 
dividend of 0.35p per share which, if approved, 
will be paid on 17 August 2009 to shareholders 
on the register on 17 July 2009.
The proposed reduction in dividend payable 
reflects the more challenging market conditions 
anticipated in 2009 and the desire of the Board 
to preserve cash in order to support better the 
development opportunities within the Group. Empresaria Group plc Report and Accounts 2008 
16 Financial Review
Investments
The Group invested £0.3m in a number of  
start-ups during the year and took majority 
shareholdings in three small businesses within  
its UK Supply Chain operations. In addition, in 
April 2008 the Group acquired a majority stake  
in Lumleys, a UK provider of in-house catering 
staff, for a total cash consideration of £0.5m.
Empresaria expanded its operations in China  
in July 2008 with an investment in Intelligence  
HR Consultants for a consideration of £0.4m. 
This business, based in Shanghai, specialises  
in providing engineers and technicians to the 
manufacturing industry. In July 2008, the Group 
invested £1.3m for a 60% interest in MediradiX, 
which is based in Finland and Estonia. 
MediradiX supplies medical professionals  
to the Finnish market.
The Group invested a further £2.0m contingent 
consideration in Alternattiva in Chile and 
increased shareholdings in its existing 
businesses. Contingent consideration payable  
in 2009 is expected to be £0.1m and amounts 
payable to increase our shareholdings in 
existing businesses is expected to be £0.5m.
Cash flow
Net borrowings increased by £4.9m in the year to 
£9.1m. The Group increased adjusted EBITDA 
(earnings before interest, tax, depreciation and 
amortisation and adjusted for exceptional items) 
by 9% to £8.3m. A summary of the cash flow is 
set out below:
Summarised cash flow 2008 2007
 £m £m
Operating profit before  
exceptional items and  
intangible amortisation 7.5 6.9
Depreciation 0.8 0.7
 8.3 7.6
Working capital (3.2) (5.1)
Capital expenditure  (0.5) (1.1)
Trading cash flow  4.6 1.4
Interest and tax  (2.8) (2.0)
 1.8 (0.6)
Cash spend on  
exceptional items (1.3) –
Investments (4.5) (1.4)
Other  (0.9) (0.9)
  (4.9) (2.9)
Net debt brought 
forward (4.2) (1.3)
Net debt carried forward (9.1) (4.2)
The summarised cash flow is derived from the 
cash flow statement and note 25.
Trading cash flow increased by £3.2m to £4.6m 
and would have been higher had debtor days 
not increased during November and December 
at two of the Group’s larger businesses. 
Extended plant shutdowns in Germany and 
computer systems issues at FastTrack in the UK 
resulted in approximately £2.0m of additional 
working capital funding being necessary. Since 
year end, this situation has already substantially 
improved. Strong efforts will be made to improve 
cash collection in 2009.
Cash flow on exceptional items comprised 
£1.3m of restructuring and redundancy costs 
and the impact of legislative changes in Chile.
The Group invested a further £4.5m on 
development activity, which comprised £2.2m  
Trading cash flows 
increased by 228%. Empresaria Group plc Report and Accounts 2008
 Financial Review 17
of new investments and £2.3m of deferred 
consideration and minority buy-ins of existing 
businesses. Further details are set out in  
note 6.
In the 2007 Annual Report, we commented  
on the impact of the government’s abolition  
of managed service companies and identified  
a negative cash flow impact on the Group. In 
practice this has taken longer than anticipated 
and approximately £0.6m was incurred in 2008 
with the remainder likely to fall in 2009. 
Bank facilities
The Group maintains a range of facilities 
appropriate to manage its working capital 
requirements and to fund selective investment 
activities. At the year end the Group’s facilities 
comprised:
Type £m Expiry
Term loans 1.8 2011/2012
Revolving credit facility 7.5 Dec 2011
Invoice discounting facilities 13.8 Annual
Overdrafts  7.1 Annual
Total 30.2 
The Group’s bank covenants comprise  
net debt: EBITDA which must not exceed  
2.5 times, interest cover, which must exceed  
3 times and debt service cover, which must 
exceed 1. Compliance with these covenants  
is tested semi-annually. At 31 December 2008, 
the Group reported substantial headroom under 
the covenants with net debt: EBITDA being 1.1, 
interest cover being 8.2 and debt service cover 
being 3.5. 
Financial control
During 2008, the Group commenced a project 
to update its systems for the collection and 
consolidation of data from its 52 businesses 
around the world. The upgrade to the 
consolidation process places no risk to the 
underlying systems utilised by each operating 
company but collects data in a standardised 
format from those underlying systems and 
provides a platform for data consolidation and 
analysis. The system is expected to be fully 
rolled out during 2009, to improve the speed of 
financial reporting and strengthen the Group’s 
system of internal financial control.
Principal risks and uncertainties
The Group has a process that identifies certain 
risks that could affect business operations  
and hence the financial results of Empresaria. 
Further information on this process is set out in 
the Corporate Governance report on page 19.
Growth management
The Group’s growth strategy includes the 
investment in and management of start-up 
businesses and acquisitions. This strategy has 
certain risks and failure to improve operating 
performance of start-up businesses and 
acquired businesses may adversely impact 
results, including the Group’s cash flow.  
Failure to ensure the Group has sufficient  
senior management resources to manage  
and control its growth could adversely impact 
its profitability. The Board regularly assesses  
the strength and suitability of its senior 
management resources and adapts this 
resource to the needs of the Group.
Dependence on key executives and 
personnel
The Group’s future success is substantially 
dependent on retaining and incentivising its 
senior management and certain key employees. 
The loss of the service of key personnel  
may have an adverse impact on the Group’s 
business and relationships. However, the 
Group’s philosophy of management equity 
ensures that key management is appropriately 
incentivised through equity ownership. In 
addition, as the Group grows and diversifies 
geographically, its reliance on any one  
company and the individuals associated  
with that company reduces.
Operational risks
Empresaria’s businesses are highly dependent 
on IT systems for the day to day running of  
their operations. As a consequence there is an 
ongoing review process to ensure that systems 
are maintained adequately and that repairs and 
upgrades are made as necessary. It is Group 
policy that each business has a process in 
place to protect against potential malicious 
attacks to its IT systems. In common with many 
organisations, although preventative procedures 
are in place, there remains a residual risk of 
disruption to voice and data infrastructure.
Dividend per share (pence)
0 0.1 0.3 0.4 0.6 0.5 0.2
2008
2007
2006
2005
2004 Empresaria Group plc Report and Accounts 2008 
18 Financial Review
Financial risks
The Group maintains a comprehensive 
insurance programme with limits and 
deductibles that are set so as to optimise  
the total cost of risk borne by the Group. 
Empresaria works with underwriters and 
insurance brokers to ensure appropriate cover 
is in place. As with all businesses there is the 
risk of failure of financial controls. The Group’s 
internal control framework is set out in the 
Corporate Governance report on page 19.
Market risks 
Political environment
A change in government policy may impact on 
the level of public spending in the key sectors 
in which the Group operates. Changes of this 
nature in the macro-economic environment 
could adversely affect the financial performance 
of the Company.
Economical environment
The performance of staffing businesses has 
historically shown a strong correlation with 
performance of the economies in which they 
operate. Empresaria’s strategy of diversification 
within individual geographic markets and its 
expansion internationally is designed to mitigate 
the effect of a downturn in any one economy. 
Nevertheless, a significant global economic 
downturn would result in reduced revenues  
and profits for the Group.
Legislative change
The Group’s business is subject to Continental 
European, UK and overseas employment 
legislation. Any changes to this may impact on 
the manner in which Empresaria conducts its 
business and could therefore affect the financial 
performance of the Group.
Currency exposures
The Group operates in 20 countries and is 
exposed to potential changes in the values of 
15 different currencies. The revenues and costs 
of each of the Group’s businesses are typically 
in the currency of operation and Empresaria 
has little exposure to transactional risk.  
The Group’s reporting currency is sterling  
and the results of each business are translated 
into sterling at average rates for the year. 
Empresaria does not seek to hedge translation 
risk as there is, to some degree, a natural hedge 
from operating in a wide range of countries.
Treasury risks
The Group operates a central treasury function 
which manages and monitors external and 
internal funding requirements and the following 
treasury risks:
i. Credit risk
ii. Liquidity risk
iii. Market risk
The Group’s policies and procedures to 
manage these risks are set out in note 20.
Going concern
The Board has undertaken a recent and 
thorough review of the Group’s budget, 
forecasts and associated risks and sensitivities. 
Despite the significant uncertainty in the 
economy and its inherent risk and impact on 
the business, the Board has concluded, given 
the level of borrowings and bank facilities, that 
the Group is expected to be able to continue  
in operational existence for the foreseeable 
future, being a period of at least twelve months 
from the date of approval of the accounts.  
As a result, the going concern basis continues 
to be appropriate in preparing the financial 
statements. Further details on going concern 
are found in note 1.
Stuart Kilpatrick
Group Finance Director
30 March 2009
The Group reported 
substantial headroom 
under its banking 
covenants. Empresaria Group plc Report and Accounts 2008
 Corporate Governance 19
The Board is committed to ensuring that sound principles of 
corporate governance are applied throughout the Group and is 
structuring its approach to achieve a position commensurate 
with the size of the business and its status as an AiM listed 
company.
As the Group increases the size and complexity of its 
operations, the Group adapts its approach to Corporate 
Governance. Whilst there is no requirement to provide 
corporate governance disclosures due to the Company’s  
AiM listed status, the major elements of the Group’s approach 
are listed below:
Systems of internal control and its effectiveness
The Directors acknowledge their responsibilities for the  
Group’s system of internal control. Such a system can provide 
reasonable, but not absolute, assurance against material 
misstatement or loss. As in previous years the following  
key controls existed throughout the year:
•	 	 Empr esaria	 Gr oup	 plc’ s	 operations	 are 	 structur ed	 into	 pr ofit	
centres. Annual budgets are prepared for each profit centre 
and approved by the Board of Directors. The performance 
of each profit centre against budget is monitored on a 
monthly basis. Significant variances against budget are 
thoroughly investigated and corrective action taken.
•	 	 Day	 to	 day	 r esponsibility	 for	 the	 management	 and	
operations of the business has been delegated to the Chief 
Executive and the Board of Management, comprising the 
Group Finance Director and Regional Heads of Operations. 
Clear levels of authority and terms of reference exist for the 
Management Board. As far as possible, the business units 
are given autonomy, whilst operating within an established 
framework of internal controls.
•	 	 The	 Executive	 Dir ectors	 attend	 r egular	 meetings	 with	
operating company management to review performance 
and agree future strategy.
•	 	 The	 Boar d	 of	 Dir ectors	 meets	 every	 two	 months	 to	 r eview	
the performance of the Group. Members of the Board  
of Directors meet formally with operating company 
management on a regular basis to review business 
performance and to address operational and strategic 
issues.
•	 	 Ther e	 existed	 within	 the	 Gr oup	 thr oughout	 the	 year	 under	
review appropriate levels of delegated authority covering  
the key areas of the Group’s operations.
The Group continues to operate initiatives to enable subsidiary 
company management to identify and manage their risk 
effectively, using seminars and forums. During 2008, the 
Company’s intranet site has also been in use and companies 
within the Group have been encouraged to see it as a 
mechanism to share information and good practice.
Improvements will continue to be made to embed internal 
control and risk management further into the operations of the 
business and to deal with areas of importance which come to 
management and the Board’s attention.
 
Board of Directors
The Group has always sought to maintain a balance between 
Executive and Non Executive Directors in keeping with its size. 
The Board currently has five Directors, comprising two 
Executive and three Non Executive Directors. 
The Board exercises full and effective control over the Group. 
The Board meets on a regular basis and its responsibilities 
include strategy and management of performance, acquisitions 
and safeguarding the Group’s assets.
Board Committees
The Group has the following Committees in operation.
Audit Committee
The Audit Committee is chaired by a Non Executive Director, 
Zach Miles, and meets at least twice a year to consider 
matters relating to accounting, internal control and the 
statutory audit. The Chairman, Tony Martin, is also a member 
of the Audit Committee.
The Audit Committee meets the external auditors without  
the presence of the Group Finance Director at least twice  
each year.
The Group does not currently operate an internal audit function 
as the Directors do not believe that, given the current size and 
complexity of the Group, the cost would deliver appropriate 
benefits.
Remuneration Committee
The Remuneration Committee is chaired by a Non Executive 
Director, Penny Freer, who is joined on the committee by  
one of the Group’s other Non Executive Directors, Zach Miles. 
The remuneration of the Executive Directors is reviewed 
annually by the Remuneration Committee and approved  
by the Board of Directors.
S C Kilpatrick
Group Finance Director
30 March 2009
Corporate Governance Empresaria Group plc Report and Accounts 2008 
20 Statement of Directors’ Responsibilities
The Directors are responsible for preparing the Annual Report 
and the financial statements in accordance with applicable  
law and regulations. 
Company law requires the Directors to prepare financial 
statements for each financial year. The Directors are required 
to prepare the Group financial statements under International 
Financial Reporting Standards (‘IFRSs’) as adopted by the 
European Union. The Group financial statements are also 
required by law to be properly prepared in accordance with  
the Companies Act 1985 and the AiM Rules for companies.
IAS 1 requires that IFRS financial statements present fairly  
for each financial year the Group’s financial position, financial 
performance and cash flows. This requires the faithful 
representation of the effects of transactions, other events and 
conditions in accordance with the definitions and recognition 
criteria for assets, liabilities, income and expenses set out in 
the International Accounting Standards Board’s ‘Framework  
for the preparation and presentation of financial statements’.  
In virtually all circumstances, a fair presentation will be 
achieved by compliance with all applicable IFRSs.  
However, Directors are also required to:
•	 pr operly	 select	 and	 apply	 accounting	 policies;
•	 	 pr esent	 information,	 including	 accounting	 policies,	 in	 a	
manner that provides relevant, reliable, comparable and 
understandable information; and
•	 	 pr ovide	 additional	 disclosur es	 when	 compliance	 with	 the	
specific requirements in IFRSs are insufficient to enable 
users to understand the impact of particular transactions, 
other events and conditions on the entity’s financial  
position and financial performance.
The Directors have elected to prepare the parent Company 
financial statements in accordance with United Kingdom 
Generally Accepted Accounting Practice (United Kingdom 
Accounting Standards and applicable law). The parent 
Company financial statements are required by law to give  
a true and fair view of the state of affairs of the Company.  
In preparing these financial statements, the Directors are 
required to:
•	 	 select	 suitable	 accounting	 policies	 and	 then	 apply	 them	
consistently;
•	 	 make	 judgements	 and	 estimates	 that	 are 	 r easonable	 and	
prudent; and
•	 	 state	 whether	 applicable	 UK	 Accounting	 Standar ds	 have	
been followed, subject to any material departures disclosed 
and explained in the financial statements.
The Directors are responsible for keeping proper accounting 
records that disclose with reasonable accuracy at any time the 
financial position of the Company and enable them to ensure 
that the parent Company financial statements comply with  
the Companies Act 1985. They are also responsible for 
safeguarding the assets of the Company and hence for taking 
reasonable steps for the prevention and detection of fraud and 
other irregularities. 
The Directors are responsible for the maintenance and integrity 
of the corporate and financial information included on the 
Company’s website. Legislation in the United Kingdom 
governing the preparation and dissemination of financial 
statements may differ from legislation in other jurisdictions. 
Statement of Directors’ Responsibilities Empresaria Group plc Report and Accounts 2008
 Directors’ Report 21
The Directors present their annual report and the audited 
financial statements of Empresaria Group plc for the year 
ended 31 December 2008.
Principal activities
The principal activity of the Group is the provision of staffing 
services. The principal activities of the Company were those of 
investing in subsidiaries, acting as a recruitment company and 
providing management services.
Review of the business and future prospects
This is covered by the Chairman’s Statement, Chief Executive’s 
Review and Financial Review on pages 4, 6 and 14 
respectively.
Results and dividends
The results for the year are set out on page 24. Details about 
the final dividend for the year are disclosed in the Financial 
Review on page 15. 
Directors
The following Directors have held office since 1 January 2008 
(or date of appointment):
Executive Directors 
M W R Hunt 
N C Hall-Palmer (resigned 18 April 2008)
S C Kilpatrick (appointed 18 April 2008)
Non Executive Directors 
A V Martin 
T J D Sheffield (resigned 10 July 2008) 
P A Freer
C K Z Miles (appointed 1 October 2008)
Financial instruments
The Group’s policy and exposure to derivatives and other 
financial instruments is disclosed in note 20 and discussed  
in the Financial Review.
 
Directors’ interests
The beneficial interests of the Directors serving at the year end 
in the shares of the Company were as stated below:
  2008 2007
  Number of Number of
Director  ordinary shares ordinary shares 
M W R Hunt  3,837,571 3,837,571
A V Martin 5,615,368 4,341,618
S C Kilpatrick 10,000 –
P A Freer 15,000 15,000
C K Z Miles – –
The interests of M W R Hunt, in 2007, include 446,700  
(2008: nil) shares by virtue of the shares held by his wife.
None of the Directors had interests in other Group companies.
The Directors’ interests held in the Executive Equity 
Participation Plan (‘EEPP’) are disclosed in note 19.
Substantial shareholdings
As at 31 December 2008, excluding the Directors, the following 
interests in 3% or more of the issued ordinary share capital in 
the register maintained under the provision of section 113 of 
the Companies Act 2006 were identified:
 
   Number of Percentage 
Name of holder ordinary shares holding 
Caledonia Investment plc 7,585,138 22.27%
Tim Sheffield 2,049,307 6.02%
Ennismore Fund Management 2,004,170 5.88%
NW Brown Nominee 1,424,675 4.18%
Capital structure
The Company’s share capital consists of ordinary shares as  
set out in note 19. All of the Company’s issued ordinary shares 
are fully paid up and rank equally in all respects. The rights 
attached to them in addition to those conferred on their 
holders by law, are set out in the Company’s Articles of 
Association (‘the Articles’). Other than those specific provisions 
set out in the Articles, there are no restrictions on the transfer 
of ordinary shares or on the exercise of voting rights attached 
to them. From time to time the Empresaria Group Employee 
Benefit Trust holds shares in the Company for the purposes of 
the Executive Equity Participation Plan and the rights attaching 
to them are exercised by independent trustees, who may take 
into account any recommendation by the Company.
Rules about the appointment and replacement of Directors  
are set out in the Articles. Changes to the Articles must be 
approved by shareholders passing a special resolution. The 
Directors’ powers are conferred on them by UK legislation and 
by the Articles. The Board has the power conferred upon it by 
shareholders to purchase the Company’s own shares.
There are no significant agreements to which the Company  
is a party which take effect, alter or terminate in the event of  
a change in control of the Company. There are no agreements 
providing for compensation for Directors or employees on 
change of control.
Directors’ Report Empresaria Group plc Report and Accounts 2008 
Directors’ and officers’ liability insurance
The Company maintains liability insurance for the Directors  
and officers of the Company and its subsidiaries. No Director 
or officer was in receipt of any indemnity from the Company 
during the year.
Policy and practice on the payment of suppliers
The Company and Group do not follow any specified code  
or standard on payment practice. However, it is the Company 
and the Group’s policy to negotiate terms with its suppliers 
and to ensure that they are aware of the terms of payment 
when business is agreed. It is the Company and the Group’s 
policy to abide by these terms. Suppliers are paid on average 
within 30 (2007: 30) days.
Employee communication and disabled employees
The Group places considerable value on the involvement  
of its employees and has continued to keep them informed  
on matters affecting them and on the various factors  
affecting the performance of the Group and Company.  
This is achieved through formal and informal meetings,  
the Company newsletter and the Company’s website. 
Applications for employment by disabled persons are  
always fully considered. In the event of members of staff 
becoming disabled every effort is made to ensure that  
their employment with the Group continues.
Independent auditors and statement of provision  
of information to the independent auditors
On 1 December 2008, Deloitte & Touche LLP changed its 
name to Deloitte LLP.  
Deloitte LLP have expressed their willingness to continue  
in office as auditors of the Company and a resolution to 
reappoint them will be proposed at the forthcoming Annual 
General Meeting.
Each of the persons who is a Director at the date of approval 
of this report confirms that:
1.  So far as the Director is aware, there is no relevant audit 
information of which the Company’s auditors are unaware; 
and
2.  The Director has taken all the steps that he/she ought to  
have taken as a Director in order to make himself/herself 
aware of any relevant audit information and to establish  
that the Company’s auditors are aware of that information. 
This confirmation is given and should be interpreted in 
accordance with the provisions of s234ZA of the Companies 
Act 1985.
Approved by the Board of Directors and signed on behalf  
of the Board.
M W R Hunt
Director
30 March 2009
22 Directors’ Report Empresaria Group plc Report and Accounts 2008
 Independent Auditors’ Report on the Group Financial Statements 23
Independent Auditors’ Report to the Members 
of Empresaria Group plc
We have audited the Group financial statements of Empresaria 
Group plc for the year ended 31 December 2008 which 
comprise the consolidated income statement, the consolidated 
balance sheet, the consolidated statement of recognised 
income and expense, the consolidated cash flow statement 
and the related notes 1 to 29. These Group financial 
statements have been prepared under the accounting  
policies set out therein. 
We have reported separately on the parent Company  
financial statements of Empresaria Group plc for the year 
ended 31 December 2008.
This report is made solely to the Company’s members,  
as a body, in accordance with section 235 of the Companies 
Act 1985. Our audit work has been undertaken so that we 
might state to the Company’s members those matters we  
are required to state to them in an auditors’ report and for no 
other purpose. To the fullest extent permitted by law, we do 
not accept or assume responsibility to anyone other than the 
Company and the Company’s members as a body, for our 
audit work, for this report, or for the opinions we have formed.
Respective responsibilities of Directors and Auditors
The Directors’ responsibilities for preparing the Annual  
Report and the Group financial statements in accordance with 
applicable law and International Financial Reporting Standards 
(‘IFRSs’) as adopted by the European Union are set out in the 
Statement of Directors’ Responsibilities.
Our responsibility is to audit the Group financial statements  
in accordance with relevant legal and regulatory requirements 
and International Standards on Auditing (UK and Ireland).
We report to you our opinion as to whether the Group  
financial statements give a true and fair view, whether the 
Group financial statements have been properly prepared in 
accordance with the Companies Act 1985 and Article 4 of the 
IAS Regulation. We also report to you whether in our opinion 
the information given in the Directors’ Report is consistent with 
the Group financial statements. The information given in the 
Directors’ Report includes that specific information presented 
in the Chairman’s Statement, the Chief Executive’s Review of 
the Business and the Financial Review that is cross referred 
from the Business Review section of the Directors’ Report. 
In addition we report to you if, in our opinion, we have not 
received all the information and explanations we require for  
our audit, or if information specified by law regarding Director’s 
remuneration and other transactions is not disclosed.
We read the other information contained in the Annual Report 
as described in the contents section and consider whether  
it is consistent with the audited Group financial statements.  
We consider the implications for our report if we  
become aware of any apparent misstatements or material 
inconsistencies with the Group financial statements. Our 
responsibilities do not extend to any further information  
outside the Annual Report.
Basis of audit opinion
We conducted our audit in accordance with International 
Standards on Auditing (UK and Ireland) issued by the Auditing 
Practices Board. An audit includes examination, on a test 
basis, of evidence relevant to the amounts and disclosures in 
the Group financial statements. It also includes an assessment 
of the significant estimates and judgements made by the 
Directors in the preparation of the Group financial statements, 
and of whether the accounting policies are appropriate to the 
Group’s circumstances, consistently applied and adequately 
disclosed.
We planned and performed our audit so as to obtain all  
the information and explanations which we considered 
necessary in order to provide us with sufficient evidence to 
give reasonable assurance that the Group financial statements 
are free from material misstatement, whether caused by fraud 
or other irregularity or error. In forming our opinion we also 
evaluated the overall adequacy of the presentation of 
information in the Group financial statements. 
Opinion
In our opinion:
•	 	 the	 Gr oup	 financial	 statements	 give	 a	 true	 and	 fair	 view ,	 in	
accordance with IFRSs as adopted by the European Union, 
of the state of the Group’s affairs as at 31 December 2008 
and of its loss for the year then ended;
•	 	 the	 Gr oup	 financial	 statements	 have	 been	 pr operly	 pr epar ed	
in accordance with the Companies Act 1985 and Article 4 
of the IAS Regulation; and
•	 	 the	 information	 given	 in	 the	 Dir ectors’	 Report	 is	 consistent	
with the Group financial statements.
Deloitte LLP
Chartered Accountants and Registered Auditors 
Crawley, United Kingdom
30 March 2009 Empresaria Group plc Report and Accounts 2008
24 Consolidated Financial Statements for the year ended 31 December 2008
Consolidated Income Statement
    2008   2007
  Before Intangible  Before Intangible 
  intangible amortisation &  intangible amortisation & 
  amortisation & exceptional  amortisation & exceptional 
  exceptional items  exceptional items 
  items (note 5) Total items (note 5) Total
 Note £m £m £m £m £m £m
CONTINUING OPERATIONS
Revenue 4 207.7 – 207.7 147.8 – 147.8
Cost of sales  (156.2) – (156.2) (105.4) – (105.4)
Gross profit 4 51.5 – 51.5 42.4 – 42.4
Intangible amortisation  – (0.3) (0.3) – (0.2) (0.2)
Administrative costs  (44.0) (4.8) (48.8) (35.5) – (35.5)
Operating profit 4, 7 7.5 (5.1) 2.4 6.9 (0.2) 6.7
Finance income 9 0.3 – 0.3 0.3 – 0.3
Finance costs 9 (1.3) – (1.3) (0.9) – (0.9)
Net finance cost 9 (1.0) – (1.0) (0.6) – (0.6)
Share of operating loss from  
associates  (0.1) – (0.1) (0.1) – (0.1)
Profit before tax   6.4 (5.1) 1.3 6.2 (0.2) 6.0
Income tax expense 10 (2.1) 0.3 (1.8) (1.9) – (1.9)
(Loss)/profit for the year   4.3 (4.8) (0.5) 4.3 (0.2) 4.1
Attributable to
Equity holders of the parent  3.0 (4.6) (1.6) 2.7 (0.2) 2.5
Minority interest  1.3 (0.2) 1.1 1.6 – 1.6
   4.3 (4.8) (0.5) 4.3 (0.2) 4.1
(Loss)/earnings per share  
from continuing operations 
(Pence)
Basic and undiluted (loss)/earnings  
per share    (4.8)   8.4 Empresaria Group plc Report and Accounts 2008
Consolidated Balance Sheet
    2008 2007
   Note £m £m
ASSETS
Non-current assets
Property, plant and equipment   11 2.3 1.9
Goodwill   12 30.6 22.0
Other intangible assets   13 3.2 2.7
Interests in associates   14 0.1 1.0
Deferred tax assets    18 0.4 0.9
    36.6 28.5
Current assets
Trade and other receivables   15 33.5 32.4
Cash and cash equivalents   25 5.7 4.1
    39.2 36.5
Total assets    75.8 65.0
LIABILITIES
Current liabilities
Trade and other payables   16 25.6 24.7
Corporation tax payable    2.6 2.1
Short-term borrowings   17 5.4 6.2
    33.6 33.0
Non-current liabilities
Long-term borrowings   17 9.4 2.1
Deferred tax liabilities   18 0.6 0.9
Total non-current liabilities    10.0 3.0
Total liabilities    43.6 36.0
Net assets    32.2 29.0
EQUITY   
Share capital    19, 21 1.7 1.7
Share premium   21 17.0 16.6
Merger reserve    21 1.5 1.5
Translation reserve   21 5.6 1.0
Other reserves   21 0.1 (0.1)
Retained earnings   21 3.4 5.3
Equity attributable to equity holders of the parent   21 29.3 26.0
Minority interest   21 2.9 3.0
Total equity   21 32.2 29.0
These financial statements were approved by the Board of Directors and authorised for issue on 30 March 2009.
Signed on behalf of the Board of Directors
M W R Hunt  S C Kilpatrick
Director  Director
 Consolidated Financial Statements for the year ended 31 December 2008 25 Empresaria Group plc Report and Accounts 2008
26 Consolidated Financial Statements for the year ended 31 December 2008
Consolidated Statement of Recognised Income and Expense
    2008 2007
     £m £m
Available-for-sale investments: valuation gains taken to equity     0.1 –
Exchange difference on net assets of overseas subsidiaries      4.5 0.9
Net income recognised directly in equity     4.6 0.9
(Loss)/profit for the period     (0.5) 4.1
Total recognised income and expense for the period     4.1 5.0
Attributable to
Equity holders of the parent     3.0 3.6
Minority interest     1.1 1.4
      4.1 5.0 Empresaria Group plc Report and Accounts 2008
Consolidated Cash Flow Statement
    2008 2007
   Note £m £m
 
Net cash from operating activities   25 2.0 1.0
Cash flows from investing activities
Acquisition of new subsidiaries   6 (2.2) (11.9)
Further shares acquired in existing subsidiaries     (2.3) (1.4)
Cash acquired with subsidiary acquired     0.7 2.2
Forward contract settlement    20 (2.0) –
Investment in associates     – (0.4)
Loans made to associates     (0.8) (0.4)
Purchase of property, plant and equipment     (0.5) (1.1)
Finance income     0.3 0.1
Net cash used in investing activities    (6.8) (12.9)
Cash flows from financing activities
Proceeds from issue of share capital     – 11.5
Proceeds from bank loan/borrowings     6.0 4.0
Payment of loan     (0.3) (0.3)
Increase/(decrease) in invoice financing facilities     1.9 (1.1)
Finance cost     (1.3) (0.7)
Dividends paid     (0.2) (0.2)
Dividends paid to minority shareholders in subsidiary undertakings     (0.8) (0.5)
Net cash from financing activities    5.3 12.7
Net increase in cash and cash equivalents    0.5 0.8
Foreign exchange    1.1 –
Cash and cash equivalents at beginning of period     4.1 3.3
Cash and cash equivalents at end of period   25 5.7 4.1
 Consolidated Financial Statements for the year ended 31 December 2008 27 Empresaria Group plc Report and Accounts 2008
28 Notes to the Consolidated Financial Statements for the year ended 31 December 2008
1 Basis of preparation and general information
Empresaria Group plc is a company incorporated in the United Kingdom under the Companies Act 1985. The address of the registered office  
is 1 Peveril Court, 6-8 London Road, Crawley, West Sussex RH10 8JE. Its company registration number is 3743194.
The consolidated financial statements are for the twelve months ended 31 December 2008. They have been prepared in accordance with 
International Financial Reporting Standards (‘IFRSs’). The financial statements have also been prepared in accordance with IFRS as adopted  
by the European Union (EU) and therefore the group financial statements comply with Article 4 of the EU IAS Regulation. 
The financial statements have been prepared under the historical cost convention except that they have been modified to include the revaluation  
of certain financial assets and liabilities. The measurement bases and principal accounting policies of the Group are set out below.
These consolidated financial statements are presented in Pounds Sterling (£) because that is the presentational currency of the Group. Foreign 
operations are included in accordance with the policies set out in note 2.
At the date of authorisation of these financial statements, the following Standards and Interpretations which have not been applied in these 
financial statements were in issue but not yet effective, and in some cases have not yet been adopted by the EU:
•	 IFRS 	 2	 (amended) 	 Shar e 	 Based	 Payment 	
•	 IFRS 	 3	 (r evised) 	 Business 	 Combinations	
•	 IFRS 	 8	 Operating	 Segments	
•	 IAS	 1	 (r evised)	 Pr esentation	 of 	 Financial	 Statements	
•	 IAS	 23 	 (r evised)	 Amendment	 to	 Borr owing 	 Costs 	
•	 IAS	 27 	 (amended)	 Consolidated	 and	 Separate	 Financial	 Statements 	
•	 IAS	 32 	 (amended)	 Financial	 Instruments:	 Pr esentation	
•	 IAS	 39 	 (amended)	 Financial	 Instruments:	 Recognition	 and	 Measur ement 	 of	 Eligible	 Hedged 	 Items	
•	 IFRIC	 12	 Service	 Concession 	 Arrangements	
•	 IFRIC	 13	 Customer 	 Loyalty 	 Pr ogrammes 	
•	 IFRIC	 16	 Hedges	 of	 a	 Net	 Investment 	 in	 a	 For eign	 Operation	
•	 IFRIC	 17	 Distributions	 of 	 Non-cash 	 Assets 	 to	 Owners	
•	 IFRIC	 18	 T ransfers 	 of 	 Assets 	 fr om 	 Customers	
The Directors anticipate that the adoption of these Standards and Interpretations in future periods will have no material impact on the consolidated 
financial statements of the Group other than the requirement to expense all costs relating to acquisitions, and additional disclosures.
The accounting policies have been applied consistently throughout the Group for the purposes of preparation of these consolidated financial 
statements.
The Group has taken advantage of certain exemptions available under IFRS 1 – First-time adoption of International Financial Reporting Standards. 
The exemptions used are explained under the respective accounting policy.
Going concern
The Group’s activities are funded by a combination of long term equity capital, term loans, a revolving credit facility, short term invoice discounting 
and bank overdraft facilities. The day to day operations are funded by cash generated from trading and invoice discounting facilities. Given the 
p r e s s u r e s 	 f r o m 	 t h e 	 c u r r e n t 	 g e n e r a l 	 e c o n o m i c 	 c l i m a t e , 	 t h e 	 B o a r d 	 h a s 	 r e v i e w e d 	 t h e 	 G r o u p ’ s 	 p r o f i t 	 a n d 	 c a s h 	 f l o w 	 p r o j e c t i o n s , 	 a n d 	 a p p l i e d 	 s e n s i t i v i t i e s 	
to the underlying assumptions.
These	 pr ojections 	 suggest 	 that 	 the 	 Gr oup	 will	 meet 	 its	 obligations	 as	 they	 fall 	 due 	 with 	 the 	 use 	 of	 existing 	 facilities.	 The	 Gr oup’ s 	 over draft	 facilities	
ar e	 due	 for	 r enewal 	 between 	 June 	 and	 September	 2009 	 and, 	 based 	 on	 informal	 discussions 	 the 	 Boar d 	 has	 had	 with	 its	 lenders,	 have 	 no 	 r eason	 
to believe that these facilities will not continue to be available to the Group for the foreseeable future. The financial statements do not reflect the 
adjustments	 that 	 would	 be	 necessary	 wer e	 the	 trading 	 performance 	 of 	 the 	 Gr oup 	 to	 deteriorate	 significantly 	 or	 if	 the	 funding	 available	 fr om	 invoice	
discounting or overdrafts were to become unavailable.
2 Summary of significant accounting policies
Basis of consolidation
The Group financial statements consolidate those of the Company and all of its subsidiary undertakings as at 31 December 2008. Subsidiaries are 
entities over which the Group has the power to control the financial and operating policies so as to obtain benefits from their activities. The Group 
obtains and exercises control through voting rights.
Notes to the Consolidated Financial Statements  Empresaria Group plc Report and Accounts 2008
2 Summary of significant accounting policies (continued)
Basis of consolidation (continued)
Intra-group transactions and profits are eliminated fully on consolidation. Amounts reported in the financial statements of subsidiaries have been 
adjusted	 wher e	 necessary	 to	 ensur e	 consistency	 with	 the	 accounting 	 policies 	 adopted	 by	 the	 Gr oup.
Minority 	 inter ests 	 in	 the	 net	 assets 	 of	 consolidated 	 subsidiaries	 ar e	 identified	 separately 	 fr om	 the 	 Gr oup’ s	 equity	 ther ein.	 Minority 	 inter est	 consists	
of the amount of those interests at the date of the original business combination and the minority’s share of changes in equity since the date of the 
combination. Losses applicable to the minority in excess of the of the minority’s interest in the subsidiary’s equity are allocated against the interests 
of the Group except to the extent that the minority has a binding obligation and is able to make an additional investment to cover the losses. 
The results of subsidiaries acquired or disposed of during the year are included in the consolidated income statement from the effective date  
of acquisition or up to the effective date of disposal, as appropriate.
Business combinations
The acquisition of subsidiaries is accounted for using the purchase method. The cost of the acquisition is measured at the aggregate of the fair 
value, at the date of exchange, of assets given, liability incurred or assumed, and equity instruments issued by the Group in exchange for control 
of the acquiree, plus any costs directly attributable to the business combination. The acquiree’s identifiable assets, liabilities and contingent 
liabilities that meet the conditions for recognition under IFRS 3 are recognised at their fair value at the acquisition date, except for non-current 
assets	 (or	 disposal	 gr oups)	 that 	 ar e 	 classified	 as	 held 	 for 	 sale	 in	 accor dance 	 with	 IFRS	 5	 –	 Non	 Curr ent 	 Assets	 Held	 for	 Sales	 and	 Discontinued	
Operations,	 which	 ar e	 r ecognised 	 and 	 measur ed 	 at	 fair	 value	 less	 costs	 to	 sell.
Associates
In the Group financial statements, investments in associates are accounted for using the equity method. The consolidated income statement 
includes the Group’s share of associates’ profits less losses, while the Group’s share of the net assets of the associates is shown in the 
consolidated balance sheet. 
If the Group’s share of losses of an associate equals or exceeds its interest in the associate, the Group discontinues recognising its share of 
further losses. Additional losses are provided for, and a liability is recognised, only to the extent the Group has incurred legal or constructive 
obligations or made payments on behalf of the associate. If the associate subsequently reports profits, the Group resumes recognising its  
share of those profits only after its share of the profits equals the share of losses not recognised.
Goodwill arising on the acquisition of associates is accounted for in accordance with the policy set out below. Any balance of goodwill  
is included in the carrying value of the investment in associates and is assessed for impairment as part of that investment.
Foreign currencies
(i)  Functional and presentational currency
Items included in the individual financial statements of each of Empresaria Group plc’s subsidiaries are measured using the individual currency  
of the primary economic environment in which that subsidiary operates (its ‘functional currency’). The consolidated financial statements of 
Empresaria Group plc are presented in Pounds Sterling which is Empresaria Group plc’s functional and presentational currency.
(ii) Transactions and balances
Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. 
Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at period-end exchange rates  
of monetary assets and liabilities denominated in foreign currencies are recognised in the income statement.
(iii) Group companies
The results and financial position of all of Empresaria Group plc’s subsidiaries (none of which has the currency of a hyper-inflationary economy) 
that have a functional currency different from Empresaria Group plc’s presentation currency are translated into the presentation currency as 
follows:
•	 Assets	 and	 liabilities 	 for 	 each	 balance	 sheet 	 pr esented	 ar e	 translated	 at	 the	 closing	 rate	 at	 the 	 date	 of	 that	 balance 	 sheet;
•	 	 Income	 and 	 expenses	 for	 each	 income	 statement	 ar e	 translated	 at	 average	 exchange	 rates 	 (unless 	 this	 average	 is	 not	 a	 r easonable 	
approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are 
translated	 at	 the	 dates	 of	 the	 transactions); 	 and
•	 All	 r esulting	 exchange	 dif fer ences 	 ar e	 r ecognised	 as	 a	 separate	 component 	 of 	 equity .
On	 consolidation,	 exchange	 dif fer ences	 arising	 fr om	 the 	 translation	 of 	 the 	 net 	 investment	 in	 for eign	 entities	 ar e	 taken 	 to 	 shar eholders’	 equity .	 When	
a foreign operation is sold, such accumulated exchange differences are recognised in the income statement as part of the gain or loss on sale. 
(iv) Derivative financial instruments
The Group’s activities exposed it primarily to the financial risks of changes in foreign currency exchange rates and interest rates. The Group uses 
foreign exchange forward contract to hedge these exposures. The Group does not use financial instruments for speculative purposes. Changes in 
the fair value of derivative financial instruments are recognised in the income statement as they arise.
 Notes to the Consolidated Financial Statements for the year ended 31 December 2008 29 Empresaria Group plc Report and Accounts 2008
2 Summary of significant accounting policies (continued)
Foreign currencies (continued)
(v) Hedges of net investments in foreign operations
Any gain or loss on the hedging instrument relating to the effective portion of net investment hedge is recognised in equity in the foreign currency 
translation reserve. The gain or loss relating to the ineffective portion is recognised immediately in profit and loss. Gains and losses deferred in the 
foreign currency translation reserve are reclassified to profit or loss on disposal of the foreign operation.
Property, plant and equipment
Property, plant and equipment is stated at historical cost, net of depreciation and any provisions for impairment. 
Depreciation is calculated using the straight-line method to allocate the depreciable value of property, plant and equipment to the income 
statement over their useful economic lives as follows: 
Leasehold property over the term of the lease
Fixtures, fittings and equipment between one and five years
Motor	 vehicles	 over 	 five	 years
Gains and losses on disposals are determined by comparing proceeds with carrying amounts. These are included in the income statement.
Leased assets 
Leases that result in the Group receiving substantially all of the risks and rewards of ownership of an asset are treated as finance leases. An asset 
held under a finance lease is recorded in the balance sheet and depreciated over the shorter of its estimated useful life and the lease term. Future 
instalments	 net	 of 	 finance	 charges	 ar e 	 included	 within 	 borr owings. 	 Minimum 	 lease 	 payments	 ar e	 apportioned	 between	 the	 finance	 charge	 element, 	
which is allocated to each period to produce a constant periodic rate of interest on the remaining liability and charged to the income statement 
and the principal element which reduces the outstanding liability. Rental costs arising from operating leases are charged on a straight line basis 
over the period of the lease.
Intangible assets
An intangible asset, which is an identifiable non-monetary asset without physical substance, is recognised to the extent that it is probable that the 
expected future economic benefits attributable to the asset will flow to the Group and that its cost can be measured reliably. The asset is deemed 
to be identifiable when it is separable or when it arises from contractual or other legal rights.
Goodwill
The acquisition of subsidiaries is accounted for using the purchase method. Goodwill arising on acquisition is recognised as an asset and is stated 
after separating out identifiable intangible assets. Goodwill represents the excess of acquisition cost over the fair value of the Group’s share of the 
identifiable net assets of the acquired subsidiary at the date of acquisition. If, after measurement, the Group’s interest in the net fair value of the 
identifiable assets, liabilities and contingent liabilities exceeds the cost of the business combination, the excess is recognised immediately in the 
income statement.
Goodwill is allocated to each of the Group’s cash generating units and is tested annually for impairment. Goodwill is carried at cost less 
accumulated impairment losses.
Goodwill	 and	 fair	 value 	 adjustment 	 arising	 on	 the	 acquisition 	 of 	 a	 for eign	 entity	 ar e	 tr eated	 as	 assets	 and	 liabilities	 of	 the	 for eign	 entity 	 and 	
translated 	 at	 the	 closing	 rate. 	 The	 Gr oup	 has	 elected	 to	 tr eat	 goodwill	 and	 fair	 value	 adjustments	 arising	 on 	 acquisition 	 befor e 	 the 	 date	 of 	 transition	
to IFRS as sterling denominated assets and liabilities.
Goodwill arising on acquisitions before the date of transition to IFRS (1 January 2006) has been retained at the previous UK GAAP carrying 
amount	 unless	 subject	 to 	 a	 subsequent	 impairment	 charge.
Amortisation and other intangible assets
Amortisation is charged to the income statement and calculated using the straight-line method over its estimated useful life as follows: 
Customer relations over fifteen years
Trademarks over fifteen years
Software between one and two years
Cash and cash equivalents
Cash and cash equivalents comprise cash-in-hand, deposits held at call with banks and other short-term highly liquid investments with original 
maturities	 of 	 thr ee	 months	 or	 less.	 Bank	 over drafts 	 ar e	 included	 within	 the	 balance	 sheet 	 in	 curr ent	 financial	 liabilities	 –	 borr owings.
Financial assets
Financial assets, other than hedging instruments, can be divided into the following categories:
•	 loans	 and	 r eceivables
•	 financial 	 assets 	 at	 fair	 value	 thr ough 	 pr ofit	 and 	 loss
•	 available-for -sale	 financial	 assets
30 Notes to the Consolidated Financial Statements for the year ended 31 December 2008 Empresaria Group plc Report and Accounts 2008
2 Summary of significant accounting policies (continued)
Financial assets (continued)
Financial assets are assigned to the different categories on initial recognition, depending on the characteristics of the instrument and its purpose.  
A financial instrument’s category is relevant for the way it is measured and whether resulting income and expenses are recognised in profit or loss 
or charged directly against equity.  
Generally, the Group recognises all financial assets using settlement day accounting. An assessment of whether a financial asset is impaired is 
made at least at each reporting date. For receivables, this is based on the latest credit information available, (ie. recent third party defaults and 
external credit ratings). Financial assets that are substantially past due are also considered for impairment. All income and expense relating to 
financial assets are recognised in the income statement line item ‘finance costs’ or ‘finance income’, respectively.
Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. They are 
measured at amortised cost using the effective interest method, less provision for impairment. Any change in their value is recognised in profit or 
loss. Empresaria’s trade and other receivables fall into this category of financial instruments.
Individual	 r eceivables	 ar e 	 consider ed	 for	 impairment	 when	 they	 ar e	 past 	 due 	 at 	 the	 balance 	 sheet	 date	 or	 when	 objective 	 evidence	 is	 r eceived 	 that 	
a specific third party will default. All other receivables are reviewed for impairment in groups, which are determined by reference to the industry and 
region of a third party. The percentage of the write-down is then based on recent historical third party default rates for each identified group.
Financial assets at fair value through profit or loss include financial assets that are either classified as held for trading or are designated to be 
carried	 at 	 fair	 value 	 thr ough	 pr ofit	 or	 loss 	 upon 	 initial 	 r ecognition.	 By 	 definition,	 all	 derivative	 financial	 instruments 	 that	 do	 not	 qualify	 for	 hedge	
accounting fall into this category. Empresaria’s management, however, does not consider any other financial asset for designation into this 
category.
Any gain or loss arising from derivative financial instruments is based on changes in fair value, which is determined by direct reference to active 
market transactions.
All other financial assets within this category are measured at fair value, with changes in value recognised in equity. Gains and losses arising from 
financial instruments classified as available-for-sale are recognised in the income statement when they are sold or when the investment is impaired.  
In the case of impairment, any loss previously recognised in equity is transferred to the income statement. Losses recognised in the income 
statement on equity instruments are not reversed through the income statement. Losses recognised in prior period consolidated income 
statements resulting from the impairment of loans and receivables are reversed through the income statement.
Financial liabilities and equity instruments
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. 
Financial liabilities
The	 Gr oup’ s	 financial	 liabilities	 include	 borr owings,	 trade	 and	 other	 payables	 (including	 finance	 lease	 liabilities). 	 Borr owings	 ar e	 r ecognised	 initially 	 
at 	 fair	 value,	 net	 of 	 transaction 	 costs	 incurr ed. 	 Borr owings, 	 trade	 and	 other	 payables	 ar e	 subsequently 	 stated 	 at 	 amortised	 cost.	 Any 	 dif fer ence	
between the proceeds (net of transaction costs) and the redemption value is recognised in the income statement over the period of the 
borrowings using the effective interest method.
Financial liabilities are recognised when the Group becomes a party to the contractual agreements of the instrument. All interest-related charges 
and, if applicable, changes in the instrument’s fair value that are reported in profit or loss are included in the income statement line items ‘finance 
costs’ or ‘finance income’.
Borr owings	 ar e	 classified	 as	 curr ent	 liabilities	 unless	 the 	 Gr oup 	 has	 an	 unconditional	 right	 to	 defer	 settlement	 of 	 the 	 liability	 for	 at 	 least	 12	 months	
after the balance sheet date. 
Contingent consideration
Wher e 	 a	 business	 combination 	 agr eement 	 pr ovides	 for	 an	 adjustment	 to	 the 	 cost	 that	 is 	 contingent 	 on	 futur e 	 events,	 contingent	 consideration	 
is	 included	 in	 the	 cost	 of	 an	 acquisition 	 if	 the	 adjustment	 is	 pr obable 	 (that	 is,	 mor e	 likely 	 than	 not) 	 and	 can	 be	 measur ed 	 r eliably .	 Wher e 	 the	 ef fect 	
of the time value of money is material, the amount of the provision is the present value of the expenditures expected to be required to settle the 
obligation. The difference between the cost of acquisition and the net assets acquired is capitalised as goodwill. 
Provisions
Provisions are recognised when the Group has a present obligation as a result of a past event, and it is probable that the Group will be required  
to settle that obligation. Provision are measured at the directors’ best estimate of the expenditure required to settle the obligation at the balance 
sheet date, and are discounted to present value where the effect is material.
Equity instruments
An equity instrument is any contract that evidences a residual interest in the assets of the Group after deducting all of its liabilities.
Impairment of assets
The carrying amount of non-current assets other than deferred tax is compared to the asset’s recoverable amount at each balance sheet date  
for any indication of impairment. For goodwill, the recoverable amount is estimated at each balance sheet date. An impairment loss is recognised 
whenever the carrying amount of an asset or its cash generating unit exceeds its recoverable amount. Impairment losses are recognised in the 
income statement and not reversed in a subsequent period.
 Notes to the Consolidated Financial Statements for the year ended 31 December 2008 31 Empresaria Group plc Report and Accounts 2008
2 Summary of significant accounting policies (continued)
Impairment of assets (continued)
Impairment losses recognised in respect of cash generating units are allocated first to reduce the carrying amount of any goodwill allocated to 
cash generating units and then to reduce the carrying amount of the other assets in the unit on a pro rata basis. A cash generating unit is the 
smallest identifiable group of assets that generates cash inflows that are largely independent of the cash inflows from other assets or groups  
of assets.
The recoverable amount is the greater of their fair value less costs to sell and value in use. In assessing value in use, the estimated future cash 
flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and 
the risks specific to the asset. For an asset that does not generate largely independent cash inflows, the recoverable amount is determined for  
the cash generating unit to which the asset belongs.
Revenue and revenue recognition 
Revenue comprises the fair value of the consideration received or receivable for the sale of services provided in the ordinary course of the  
Group’s activities. Revenue is shown net of value added tax and trade discounts.
Permanent placement revenue is recognised at the point when the candidate commences employment.
Contract placement revenue is recognised on the basis of actual work performed in the relevant year based on timesheets submitted. 
Current and deferred tax
The tax expense represents the sum of the tax currently payable and deferred tax.
Current tax is the tax currently payable based on taxable profit for the year. Taxable profit differs from net profit as reported in the income 
statement because it excludes items of income or expense that are taxable or deductible in other years and it excludes items that are never 
taxable or deductible. The Group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the 
balance sheet date.
Deferred income taxes are calculated using the liability method on temporary differences. Deferred tax is generally provided on the difference 
between the carrying amounts of assets and liabilities and their tax bases. However, deferred tax is not provided on the initial recognition of 
goodwill, nor on the initial recognition of an asset or liability unless the related transaction is a business combination or affects tax or accounting 
profit. In addition, tax losses available to be carried forward as well as other income tax credits to the Group are assessed for recognition as 
deferred tax assets.
Deferred tax liabilities are provided in full, with no discounting. Deferred tax assets are recognised to the extent that it is probable that the 
underlying deductible temporary differences will be able to be offset against future taxable income. Current and deferred tax assets and liabilities 
are calculated at tax rates that are expected to apply to their respective period of realisation, provided they are enacted or substantively enacted  
at the balance sheet date.
Changes in deferred tax assets or liabilities are recognised as a component of tax expense in the income statement, except where they relate to 
items that are charged or credited directly to equity in which case the related deferred tax is also charged or credited directly to equity.
Employee benefits
Defined contribution pension scheme
Pension costs are charged to the income statement related to a defined contribution scheme. The assets of the scheme are held separately from 
those of the Group. Contributions to the scheme are charged to the income statement as they become due for payment. 
Share based payments
The Group issues equity-settled share-based payments to certain key employees. Equity settled share based payments are measured at fair value 
(excluding the effect of non market-based vesting conditions) at the date of grant. The fair value determined at the grant date of the equity settled 
share based payments is expensed on a straight line basis over the vesting period, based on the Group’s estimate of shares that will eventually 
vest 	 and	 adjusted	 for	 the	 ef fect	 of	 non	 market	 based	 vesting	 conditions.
The	 fair	 value	 of 	 the	 options	 granted	 is	 measur ed 	 using	 a	 Monte	 Carlo	 simulation	 model,	 taking	 into	 account 	 the	 terms	 and	 conditions	 upon	 which	
the options were granted.
3 Critical accounting judgements and key sources of estimation uncertainty
The preparation of consolidated financial statements under IFRS requires the Group to make estimates and assumptions that affect the application 
of	 policies	 and	 r eported	 amounts. 	 Estimates 	 and 	 judgements 	 ar e	 continually	 evaluated	 and	 ar e	 based	 on	 historical 	 experience	 and 	 other	 factors	
including expectations of future events that are believed to be reasonable under the circumstances. Actual results may differ from these estimates. 
The	 estimates	 and	 assumptions	 which	 have	 a	 risk	 of	 causing	 a	 material 	 adjustment	 to 	 the	 carrying	 amount	 of 	 assets	 and 	 liabilities	 ar e 	 discussed	
below.
Impairment of goodwill
The Group is required to test, at least annually, whether goodwill has suffered any impairment. The recoverable amount is determined based on 
the value in use calculations. The use of this method requires the estimation of future cash flows and the choice of a suitable discount rate in order 
to calculate the present value of these cash flows. Actual outcomes could vary. 
32 Notes to the Consolidated Financial Statements for the year ended 31 December 2008 Empresaria Group plc Report and Accounts 2008
3 Critical accounting judgements and key sources of estimation uncertainty (continued)
Intangible assets (including goodwill)
The Group recognises intangible assets acquired as part of business combinations at fair value at the date of acquisition. The determination of 
these	 fair	 values	 is	 based	 upon	 management’ s	 judgement 	 and	 includes	 assumptions	 on 	 the 	 timing 	 and 	 amount 	 of	 futur e	 incr emental	 cash	 flows	
generated by the assets and selection of an appropriate cost of capital. 
In addition, management must assess the value of any contingent consideration that it is due to the seller following the completion of the initial 
purchase. The value of this consideration is frequently based on the financial performance of the business post acquisition. Therefore management 
must assess the likely value of this performance and so give a value to the expected contingent consideration. Actual post completion 
performance may vary from management’s estimate.
Furthermore, management must estimate the expected useful lives of intangible assets and charge amortisation on these assets accordingly.
Goodwill of £30.6m (2007: £22.0m) and other intangible assets of £3.2m (2007: £2.7m) have been recognised by the Group. Contingent 
consideration of £0.1m (2007: £0.8m) was recognised. Amortisation of intangible assets of £0.3m (2007: £0.2m) was also recognised. Details  
can 	 be	 found 	 in 	 note	 12	 Goodwill,	 note 	 13	 Intangible 	 assets	 and	 note	 6	 Business	 combinations.
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.
As part of the put and call option attached to the Headway acquisition, a potential penalty is payable. At year end management do not believe  
that it is probable that the penalty will be payable and therefore only disclosed this liability. Full details are set out in note 26.
Recognition of deferred tax asset
Empresaria’s management bases its assessment of the probability of future taxable income on the Group’s latest approved budget forecast, which 
is	 adjusted	 for	 significant	 non-taxable	 income	 and 	 expenses	 and	 specific 	 limits 	 to	 the	 use	 of 	 any 	 unused	 tax	 loss	 or 	 cr edit.	 The	 specific	 tax	 rules	 
in 	 the	 jurisdiction	 Empr esaria	 operates	 in	 ar e 	 also	 car efully	 taken	 into	 consideration.	 If	 a	 positive	 for ecast 	 of	 taxable	 income 	 indicates	 the	 pr obable	
use of a deferred tax asset, especially when it can be utilised without a time limit, that deferred tax asset is usually recognised in full. The 
r ecognition 	 of	 deferr ed 	 tax	 assets	 that	 ar e	 subject	 to 	 certain	 legal	 or	 economic	 limits	 or	 uncertainties	 is	 assessed	 individually 	 by	 Empr esaria’ s	
management based on the specific facts and circumstances.
4 Segment analysis
As the Group operates in one business segment, being that of recruitment services, no additional business segment information is required to be 
provided. The Group’s primary segment is geographical and secondary segment is business. The segmental results by geographical area are 
shown below. 
     2008 2007 
     £m £m
Revenue
United Kingdom    83.6 81.2 
Continental Europe     92.1 52.4 
Rest of the World    32.0 14.2
     207.7 147.8
Gross profit
United Kingdom    20.9 21.0 
Continental Europe     22.9 16.8 
Rest of the World     7.7 4.6
     51.5 42.4
Operating profit/(loss)
United Kingdom    2.2 4.0 
Continental Europe     0.4 2.4 
Rest of the World     (0.2) 0.3
     2.4 6.7
 Notes to the Consolidated Financial Statements for the year ended 31 December 2008 33 Empresaria Group plc Report and Accounts 2008
4 Segment analysis (continued)
     2008 2007 
     £m £m
Total segmental assets  
United Kingdom    75.7  66.9 
Continental Europe     33.1 27.1 
Rest of the World    12.3  11.6 
Eliminations    (45.3)  (40.6)
     75.8 65.0
Total segmental liabilities  
United Kingdom    46.8 37.3 
Continental Europe     27.5 21.6 
Rest of the World    8.5 6.9 
Eliminations     (39.2)  (29.8)
     43.6 36.0
Net assets  
United Kingdom    28.9 29.6 
Continental Europe     5.6 5.5 
Rest of the World    3.8 4.7 
Eliminations    (6.1) (10.8)
     32.2 29.0
Capital expenditure incurred (including intangibles)  
United Kingdom     0.3 0.3 
Continental Europe (including intangibles £nil, 2007: £2.3m)    0.3 2.8 
Rest of the World (including intangibles £nil, 2007: £0.4m)    0.1 0.7
     0.7 3.8
Significant non-cash expenses (depreciation, amortisation and impairment)  
United Kingdom (including impairment £0.5m, 2007: £0.7m)    0.9 1.0 
Continental Europe (including impairment £1.4m, 2007: £nil)     1.9 0.4 
Rest of the World     0.3 0.1
     3.1 1.5
Profit of the Rest of the World segment includes share of current year’s loss from associate’s amount to £55,000 (2007: £118,000).
5 Exceptional items
     2008 2007 
     £m £m
United Kingdom  
Loss on businesses disposed of or closed     1.0 0.7 
Restructuring costs    0.5  – 
Aborted acquisition costs    0.4  –
     1.9 0.7
Continental Europe  
Goodwill impairment    1.4 – 
Restructuring costs    0.5 –
     1.9 –
Rest of the World  
Loss on businesses disposed of or closed    0.4 – 
Negative	 goodwill	 cr edit	 	 	 	 –	 (0.7) 
Impact of significant legislative changes in Chile    0.6 –
     1.0 (0.7)
      
Total    4.8 –
34 Notes to the Consolidated Financial Statements for the year ended 31 December 2008 Empresaria Group plc Report and Accounts 2008
5 Exceptional items (continued)
Following	 the	 adoption 	 of	 IFRS	 items	 which,	 in	 management’ s 	 judgement,	 need 	 to	 be 	 disclosed 	 separately	 by	 virtue	 of 	 their 	 size	 or	 incidence	 ar e	
presented as exceptional items. This separate presentation is intended to assist the reader in obtaining a better understanding of the financial 
information. 
In the UK, the Group disposed of its public sector business for a loss of £0.5m, closed its EU Resource business for a charge of £0.3m and 
incurred a write down of £0.2m on a business sold in 2004. These charges included goodwill impairments of £0.5m (2007: £0.7m)
Additionally the Group merged its two UK insurance businesses in December 2008 with a resultant one-time restructuring charge of £0.2m and 
restructured its Supply Chain division at a cost of £0.3m. There was also a charge of £0.4m for the costs of aborted acquisitions as the market 
outlook resulted in the Group ceasing negotiations on potential investments in South America and Continental Europe. 
In Continental Europe, the Group booked an impairment of goodwill on ITC, Poland of £1.4m and has exited this business since the year end.  
A restructuring charge following a redundancy programme and branch rationalisation of £0.5m was incurred at Headway, Germany. 
In the Rest of the World region, the Group exited from a small, non-profitable operation in China and recognised £0.6m of expense following 
significant legislative changes in Chile.
6 Business combinations
The	 Gr oup	 made 	 five	 acquisitions	 during	 the 	 year	 (2007:	 four).	 Under	 IFRS	 3	 (Business	 Combinations)	 management 	 has	 a	 period	 of	 12	 months	
from acquisition to finalise their calculations of fair value of the assets and liabilities of the acquired businesses. The details of the acquisitions 
made are as follows:
In January 2008, the Group acquired 60% of the share capital of Forward Prospects Limited, a company incorporated in the United Kingdom  
for a consideration of £50,000.
In January 2008, the Group acquired 60% of the share capital of Singapore Intelligence Consultants PTE. Limited, a company incorporated in 
Singapore for a consideration of £218,000.
In April 2008, the Group acquired 75% of the share capital of Lumley Employment Company Limited, a company incorporated in United Kingdom 
for a consideration of £540,000.
In	 July	 2008,	 the	 Gr oup	 acquir ed	 60%	 of	 the	 shar e	 capital 	 in	 MediradiX	 Oy	 and	 MediradiX	 OU,	 incorporated	 in	 Finland	 and	 Estonia	 r espectively	 
for a consideration of £1,120,000.
In July 2008, the Group acquired 60% of the share capital of Empresaria Intelligence HR Consultants (Shanghai) Co Limited, a company 
incorporated in China for a consideration of £112,000.
The transactions have been accounted for by the purchase method of accounting.
      2008 
      £m
Fair value and book values
Trade and other receivables     0.4 
Cash and cash equivalents     0.4
Total assets     0.8 
Current liabilities     (0.4)
Total liabilities     (0.4)
Net assets acquired     0.4
Goodwill     2.0
Total consideration     2.4
 
Satisfied by    
Cash consideration     1.9 
Shares in Empresaria Group plc*     0.1 
Contingent consideration accrued     0.1 
Directly attributable costs     0.3
Total     2.4
Total cash payments for new acquisition      2.2
Maximum 	 contingent	 consideration	 outstanding 	 on	 balance	 sheet 	 date	 	 	 	 	 0.1
*Share in Empresaria Group plc amounting to £68,000 represent the fair value as derived from the issued price.
 Notes to the Consolidated Financial Statements for the year ended 31 December 2008 35 Empresaria Group plc Report and Accounts 2008
6 Business combinations (continued)
The	 above	 table 	 r epr esents	 fair	 value 	 and	 book	 value	 on	 acquisition	 date.	 On	 acquisition	 ther e	 was	 no	 dif fer ence	 between	 the 	 fair	 value	 and	 book 	
value of the acquired assets and liabilities.
The goodwill arising on the acquisition of these entities is attributed to the key management and other employees as well as the anticipated 
profitability of the Group’s services in the new markets which cannot be recognised as intangible assets under IAS 38 ‘Intangible Assets’.
The acquisitions have contributed £0.2m to the Group loss attributed to equity holders of the parent to the period ended 31 December 2008. 
Had all the acquisitions occurred on 1 January 2008 the Group would have generated additional revenue of £1.5m in the year ended 31 December 
2008 and the Group loss attributed to equity holders of the parent for the period would have been increased by £0.1m.
A list of the Group’s principal subsidiaries is given in note 6 to the parent company’s separate financial statements.
7 Operating profit
Operating	 pr ofit	 is 	 stated 	 after	 charging/(cr editing):
     2008 2007 
     £m £m
Depreciation of property, plant and equipment    0.8 0.7 
Amortisation of intangible assets    0.3 0.2 
Operating	 lease 	 charges:	 	 	 
  – Land and buildings    1.9 1.3 
	 	 –	 Motor	 vehicles	 	 	 	 0.9	 0.8 
Net	 for eign	 exchange 	 gain	 	 	 	 –	 (0.1) 
Negative	 goodwill	 	 	 	 –	 (0.7) 
Goodwill impairments    1.9 0.7 
Trade receivable impairments     0.6 0.7 
Auditors remuneration    0.1 0.2
 
The analysis of auditors’ remuneration is as follows:
     2008 2007 
     £m £m
Auditors’ remuneration:  
  – Fee payable to the Company’s auditors for the audit of the Company’s annual accounts   0.1 0.1 
  – The audit of the Company’s subsidiaries pursuant to legislation    – –
Total audit fees    0.1 0.1
  – Tax services    – – 
	 	 –	 Other	 services:	 due	 diligence	 	 	 	 –	 0.1
Total non-audit fees    – 0.1
Total auditors remuneration    0.1 0.2
8 Directors and employees
     2008 2007
     £m £m
Staff costs   
Wages and salaries    25.1 17.3 
Social security costs    2.3 1.8 
Pension costs    0.4 0.1
     27.8 19.2
 
	 	 	 	 	 Number	 Number
Average monthly number of persons employed (including Directors)  
Sales, distribution and administration    901 668
 
      2008 2007
     £m £m
Directors’ remuneration, who are considered the only key employees  
Emoluments for qualifying services (including bonus £112,000 (2007: £60,000))    0.6 0.6
 
36 Notes to the Consolidated Financial Statements for the year ended 31 December 2008 Empresaria Group plc Report and Accounts 2008
8 Directors and employees (continued)
The number of directors accruing benefits under money purchase pension scheme arrangements was two (2007: two).
     2008 2007 
     £m £m
Highest paid director  
Remuneration (including bonus £112,000 (2007: £33,000))    0.3 0.3
9 Finance income and cost
     2008 2007 
     £m £m
Finance income  
Bank	 inter est 	 r eceivable	 	 	 	 0.3	 0.2 
Foreign exchange on financing transactions    – 0.1
     0.3 0.3
Finance cost  
On	 amounts 	 payable	 to	 factors	 	 	 	 (0.6)	 (0.6) 
Bank	 loans	 and	 over drafts	 	 	 	 (0.7)	 (0.3)
     (1.3) (0.9)
Net finance cost    (1.0) (0.6)
10 Taxation
(a) The tax charge for the year was based on the following    2008 2007
     £m £m
Current taxation
Current tax    (1.6) (2.2) 
Deferred tax    (0.2) 0.3
Total income tax expense in the income statement    (1.8) (1.9)
(b) Factors affecting the tax charge for the year    2008 2007
     £m £m
Profit before taxation    1.3 6.0
Profit before tax at standard rate of corporation tax in the UK of 28.5% (2007: 30%)   (0.4) (1.8)
Effects of:     
Other 	 expenses	 not	 deductible	 for	 tax	 purposes	 	 	 	 (0.1)	 (0.1) 
Unrecognised deferred tax assets    (0.5) – 
Adjustment	 to	 tax	 charges	 in 	 r espect	 of 	 pr evious	 periods	 	 	 	 (0.1)	 0.1 
Overseas	 tax 	 at 	 dif fer ent	 tax	 rates	 	 	 	 	 (0.1)	 (0.1) 
Amortisation of intangibles and goodwill impairment    (0.6) –
Tax expense    (1.8) (1.9)
Movement	 in	 deferr ed 	 tax	 is	 explained	 in	 Note 	 18. 
The standard rate of corporation tax in the UK reduced from 30% to 28% on 1 April 2008. 
 Notes to the Consolidated Financial Statements for the year ended 31 December 2008 37 Empresaria Group plc Report and Accounts 2008
11 Property, plant and equipment
    Fixtures,  
   Leasehold fittings and Motor   
   property equipment vehicles Total
   £m £m £m £m
Cost
At 1 January 2008  0.1 5.1 0.2 5.4 
Acquisitions  – 0.8 – 0.8 
Additions  0.1 0.5 0.1 0.7 
Disposals  – (0.3) (0.1) (0.4) 
Exchange differences  – 0.9 – 0.9
At 31 December 2008  0.2 7.0 0.2 7.4
Accumulated depreciation     
At 1 January 2008  – 3.5 – 3.5 
Acquisitions  – 0.3 – 0.3 
Charge for the year  – 0.7 0.1 0.8 
Disposals  – (0.2) – (0.2) 
Exchange differences  0.1 0.6 – 0.7
At 31 December 2008  0.1 4.9 0.1 5.1
Net book value     
At 31 December 2008  0.1 2.1 0.1 2.3
At 31 December 2007  0.1 1.6 0.2 1.9
 
Fixtures, fittings and equipment includes £324,000 (2007: £220,000) of secured finance leases. 
    Fixtures,  
   Leasehold fittings and Motor   
   property equipment vehicles Total
   £m £m £m £m
Cost
At 1 January 2007  – 2.6 0.1 2.7 
Acquisitions  – 1.6 0.1 1.7 
Additions  0.1 0.9 0.1 1.1 
Disposals  – – (0.1) (0.1)
At 31 December 2007  0.1 5.1 0.2 5.4
Accumulated depreciation
At 1 January 2007  – 1.8 – 1.8 
Acquisitions  – 1.0 0.1 1.1 
Charge for the year  – 0.7 – 0.7 
Disposals  – – (0.1) (0.1)
At 31 December 2007  – 3.5 – 3.5
Net book value    
At 31 December 2007  0.1 1.7 0.1 1.9
At 31 December 2006  – 0.8 – 0.8
38 Notes to the Consolidated Financial Statements for the year ended 31 December 2008 Empresaria Group plc Report and Accounts 2008
12 Goodwill
     2008 2007
     £m £m
Cost  
At 1 January    22.0 10.4 
Acquisition of new subsidiary undertakings     2.0 11.2 
Acquisition of additional shares in existing subsidiaries     3.8 –  
Impairments    (1.9) (0.7) 
Foreign exchange    4.7 1.1
At 31 December     30.6 22.0
 
Goodwill has been tested for impairment by comparing the carrying amount of each cash-generating unit (CGU), including goodwill, with the 
recoverable amount of that income-generating unit. 
The recoverable amount of a cash-generating unit is determined based on the higher of value in use calculations and its fair value less costs to  
sell.	 The 	 value	 in	 use 	 calculations	 ar e 	 based	 on	 cash	 flow	 pr ojections	 fr om	 inter nal 	 business	 plans	 appr oved 	 by	 the	 Boar d.	 Short	 term	 cash	 flow 	
pr ojections	 ar e	 extrapolated	 over	 20	 years	 based	 on	 an	 estimated	 gr owth	 rate 	 of	 2.5%. 	 This	 does	 not	 exceed	 average	 long	 term	 gr owth 	 rates	 
for 	 the	 r elevant	 markets.	 A	 discount 	 rate	 of	 6.8%	 (2007:	 8.5%) 	 has	 been	 applied 	 in	 discounting	 the	 pr ojected	 cash	 flows.
The carrying amount of goodwill has been allocated as follows:
     2008 2007
     £m £m
Goodwill  
United Kingdom (comprising several CGUs)    8.7 7.9 
Continental Europe (comprising several CGUs)    16.9 12.0 
Rest of the World (comprising several CGUs)    5.0 2.1
     30.6 22.0
13 Intangible assets 
    Customer  Trade   
    relations marks Software Total
   £m £m £m £m
Carrying amount at 1 January 2008  2.3 0.4 0.2 2.9
Foreign exchange  0.7 0.1 – 0.8
Gross carrying amount at 31 December 2008  3.0 0.5 0.2 3.7
 
Amortisation    
Carrying amount at 1 January 2008  0.1 – 0.1 0.2
Charge for year  0.2 0.1 – 0.3
Accumulated amortisation at 31 December 2008  0.3 0.1 0.1 0.5
 
Net book value as at 31 December 2008  2.7 0.4 0.1 3.2
Net	 book	 value 	 as	 at	 31	 December	 2007  2.2 0.4 0.1 2.7
 Notes to the Consolidated Financial Statements for the year ended 31 December 2008 39 Empresaria Group plc Report and Accounts 2008
14 Interests in associates
      Investment in 
      associates
      £m
Cost   
At 1 January 2008     1.0 
Transferred to subsidiary     (0.8)
At 31 December 2008     0.2
    
Share of losses retained   
Loss before tax for the year     (0.1) 
Share of tax in associates     –
      (0.1)
 
Net book value 
At 31 December 2008     0.1
At 31 December 2007     1.0
 
Results of associates
Aggregated amounts relating to associates:
     2008 2007
     £m £m
Total assets    1.3 2.3 
Total liabilities    2.3 1.8
Revenues    2.5 1.4 
Loss before tax    (0.4) (0.5)
15 Trade and other receivables
     2008 2007
     £m £m
Current
Trade receivables     26.9 25.7 
Less provision for impairment of trade receivables     (0.6) (0.1)
Net	 trade	 r eceivables 	 	 	 	 	 26.3	 25.6 
Loans to associates    0.8 0.6 
Prepayments and accrued income    3.5 4.1 
Other	 r eceivables	 	 	 	 2.9	 2.1
     33.5 32.4
Trade receivables includes £2.2m (2007: £2.0m) on which security has been given as part of the invoice finance liability. 
All amounts are due within one year. The carrying value of trade receivables is considered a reasonable approximation of fair value.
Further analysis on the trade receivables is set out in note 20.
 
40 Notes to the Consolidated Financial Statements for the year ended 31 December 2008 Empresaria Group plc Report and Accounts 2008
16 Trade and other payables
     2008 2007
     £m £m
Current
Trade payables    1.8 2.0 
Other 	 tax	 and	 social	 security	 	 	 	 3.6	 3.2 
Other 	 payables	 	 	 	 11.7	 12.1 
Accruals    8.5 7.4
     25.6 24.7
 
All	 amounts	 ar e	 payable	 within 	 one	 year .	 The	 fair	 values	 of 	 trade	 and	 other	 payables	 ar e	 not	 materially	 dif fer ent 	 fr om	 those	 disclosed 	 above.	 Other	
payables includes contingent consideration of £0.1m (2007: £0.8m).
17 Financial liabilities – borrowings
     2008 2007
     £m £m
Current
Bank	 over drafts	 	 	 	 2.6	 2.5 
Amounts related to invoice financing     2.2 2.0 
Current portion of bank loans     0.6 1.7
     5.4 6.2
Non-current  
Bank	 loans	 	 	 	 8.6	 1.6 
Other 	 cr editors	 	 	 	 0.8	 0.5
     9.4 2.1
Total financial liabilities    14.8 8.3
The bank loans include a revolving credit facility and two term loans which expire in 2011 and 2012. The bank loans are secured by a first fixed 
charge over all book and other debts given by the Company and certain of its subsidiaries. Interest rates vary over the term of the loan. In 2008, 
inter est 	 was 	 payable	 at	 1%	 over	 base	 rate	 on	 the	 term 	 loans 	 and 	 1.5%	 over 	 LIBOR 	 on	 r evolving 	 cr edit	 facility .
18 Deferred tax 
     2008 2007
     £m £m
1 January    – 0.2 
(Charge)/cr edit 	 to	 income	 	 	 	 (0.2)	 0.3 
Foreign exchange difference    (0.1) – 
On	 acquisition 	 of	 business	 	 	 	 0.1	 (0.5)
31 December    (0.2) –
Analysis of deferred tax    2008 2007
     £m £m
Deferred tax asset    0.4 0.9 
Deferred tax liability    (0.6) (0.9)
     (0.2) –
Analysis of deferred tax asset    2008 2007
     £m £m
Accelerated tax on depreciation    – 0.2 
Tax losses    0.4 0.7
     0.4 0.9
 Notes to the Consolidated Financial Statements for the year ended 31 December 2008 41 Empresaria Group plc Report and Accounts 2008
18 Deferred tax (continued)
Analysis of deferred tax liability    2008 2007
     £m £m
Recognised on intangible assets    (0.6) (0.6) 
Other	 	 	 	 –	 (0.3)
     (0.6) (0.9)
The Group has unrecognised deferred tax assets of £0.5m at 31 December 2008 (2007: £nil).
19 Share capital
(a) Share capital  2008  2007
  	 Number	 	 Number	
   of shares £m of shares £m
Authorised
Or dinary	 shar es	 of	 5p 	 each	 	 60,000,000	 3.0	 60,000,000	 3.0
Allotted and fully paid
Or dinary	 shar es	 of	 5p 	 each	 	 34,066,356	 1.7	 33,368,649	 1.7
 
During the year ended 31 December 2008, the Group issued a total of 697,707 ordinary shares (2007: 9,500,123) for a premium of £0.4m  
(2007: £11.4m).
(b) Share based payments
The	 Company	 operates 	 an	 Executive	 Equity	 Participation	 Plan	 (EEPP)	 for	 Dir ectors.	 The	 EEPP	 is 	 a 	 discr etionary 	 scheme 	 under 	 which	 Boar d 	 level 	
directors are invited to place a number of investment shares in the EEPP . The participants can either purchase the shares independently or lodge 
shar es 	 alr eady	 held. 	 Subject 	 to	 ear nings	 per 	 shar e 	 and	 shar eholder	 r etur n 	 performance	 targets	 being 	 met,	 the	 participants	 may	 then	 be 	 awar ded 	 
a number of nil cost matching shares. The award is capable of being made after a three year investment period and within ten years of the date  
of grant.
In February 2008, an award over matching shares was made under the EEPP .
A war ds 	 ar e	 valued	 using 	 the	 Monte	 Carlo	 simulation	 model.	 The	 fair	 value	 of 	 the	 awar d 	 to	 matching	 shar es 	 and 	 the	 assumptions	 used	 in	 the	
calculations are as follows:
     2008 2007
Fair value per award (pence)    55.0 93.7
Weighted average share price at grant (pence)    95.0 132.5
W eighted	 average	 exer cise	 price	 	 	 	 Nil	 Nil
Expected volatility (per cent)    35.6 35.6
Risk free rate (per cent)    2.9 5.2
Expected dividend yield (per cent)    – 0.6
 
Expected volatility was determined by calculating the historical volatility of the Company’s share price over the period 1 January 2006 to 1 August 
2007.	 The	 expected 	 life	 used 	 has 	 been	 adjusted, 	 based	 on	 management’ s 	 best	 estimate,	 for	 the	 ef fects	 of	 non-transferability , 	 exer cise 	 r estrictions	
and behavioural considerations. The Group recognised a credit of £30,000 (2007: expense of £102,000) related to equity-settled share based 
payment transactions during the year.
42 Notes to the Consolidated Financial Statements for the year ended 31 December 2008 Empresaria Group plc Report and Accounts 2008
19 Share capital (continued)
(b) Share based payments (continued)
The	 number	 of	 shar es	 subject	 to 	 an	 awar d	 for 	 matching	 shar es, 	 the 	 period	 in	 which 	 they 	 wer e	 granted 	 and	 the	 period	 in	 which	 they	 may	 be	
exercised are given in the following table: 
  No. of awards    No. of awards Exercise 
  outstanding Granted  Exercised Lapsed outstanding price per Exercise
Year of grant 1 January in year in year in year 31 December share period
  ’000s ’000s ’000s ’000s ’000s  
	 	 	 	 	 	 	 	 01/01/2009	 to	
2007	 116	 –	 –	 –	 116	 Nil	 21/08/2017
	 	 	 	 	 	 	 	 01/01/2009	 to	
2008	 116	 249	 –	 –	 365	 Nil	 14/02/2018
The Directors had the following interests in the Executive Equity Participation Plan (EEPP):
     Number of 
     investment shares
Director    2008 2007
A 	 V	 Martin	 	 	 	 43,461	 13,461
M 	 W	 R	 Hunt	 	 	 	 189,647	 60,615
S 	 C	 Kilpatrick	 	 	 	 Nil	 Nil
20 Financial instruments
The principal financial assets of the Group are bank balances and cash, trade and other receivables. The main purpose of these financial 
instruments is to raise finance for the Group’s operations. Its principal financial liabilities are trade and other creditors that arise directly from  
its operations, amounts owed to invoice discounters and bank loans.
Credit risk analysis
The carrying amount of financial assets represents the maximum credit exposure. The maximum exposure to credit risk at the reporting date was:
     2008 2007
Classes of financial assets – carrying amounts    £m £m
Available-for-sale financial assets     – 0.4
Cash and cash equivalents    5.7 4.1
Trade and other receivables    33.5 32.5
 
The credit risk on liquid funds is limited because the third parties are banks with high credit ratings assigned by international credit-rating agencies.
The Group’s credit risk is primarily attributable to its trade receivables. The amounts presented in the balance sheet are net of allowances  
for doubtful receivables. An allowance for impairment is made where there is an identified loss event which, based on previous experience,  
is evidence of a likely reduction in the recoverability of the cash flows. The Group has no significant concentration of risk, with exposure  
spread over a large number of third parties and customers.
Debtors ageing and impairment losses
The age of trade receivables net of impaired debts as at the reporting date is as follows:
     2008 2007
     £m £m
0 – 30 days    16.8 19.6
31 – 60 days    6.7 3.6
61 – 90 days    1.7 1.4
Over 	 90	 days	 	 	 	 1.1	 1.0
Total trade receivables (note 15)    26.3 25.6
 
Average debtor days during the year was 53 days (2007: 51 days).
 Notes to the Consolidated Financial Statements for the year ended 31 December 2008 43 Empresaria Group plc Report and Accounts 2008
20 Financial instruments (continued)
Debtors ageing and impairment losses (continued)
All of Empresaria’s trade receivables have been reviewed for indications of impairment. Certain trade receivables were found to be impaired and  
a provision of £0.6m (2007: £0.1m) has been recorded accordingly. 
Included in the Group’s trade receivable balance are debtors with a carrying amount of £2.8m (2007: £2.4m) which are past due at the reporting 
date for which the Group has not provided as there has not been a significant change in credit quality and the amounts are still considered 
recoverable. The Group does not hold any collateral over these balances.
The movement in the allowance for impairment in respect of trade receivable during the year was as follows:
     2008 2007
     £m £m
Balance	 at	 1 	 January	 	 	 	 0.1	 0.1
Impairment loss recognised    0.6 0.7
Impairment loss utilised    (0.1) (0.7)
Balance	 at	 31 	 December 	 	 	 	 	 0.6	 0.1
 
Liquidity risk analysis
The Group’s funding strategy is to ensure a mix of financing methods offering flexibility and cost effectiveness to match the requirements of the 
Group. The Group monitors its liquidity risk on an ongoing basis by undertaking cash flow forecasting procedures. In order to ensure continuity  
of funding, the Group seeks to arrange funding ahead of business requirements and maintain sufficient undrawn committed borrowing facilities.
As at 31 December 2008, Empresaria’s liabilities have contractual maturities which are summarised below:
 Current Non-current
  Effective Within 6 to 12 1 to 5
  interest 6 months months years 
 rate 2008 2007 2008 2007 2008 2007
 % £m £m £m £m £m £m
Long-term bank loans 5.1 0.3 0.3 0.3 0.2 8.6 1.6
Other	 long-term	 cr editors	 6.4	 –	 –	 –	 –	 0.8	 0.5
Trade payables – 25.6 24.8 – – – –
Other	 short-term	 financial 	 liabilities	 5.5	 4.8	 2.0	 –	 3.8	 –	 –
Derivatives – – – – 0.3 – –
Totals  30.7 27.1 0.3 4.3 9.4 2.1
 
The above contractual maturities reflect the gross cash flows, which may differ to the carrying values of the liabilities at the balance sheet date.
All bank loans are on a floating interest rate.
At the year end the Group had £4.5m (2007: £3.3m) of undrawn bank overdraft facilities.
There was no loan repayment default during the year (2007: nil). At the year end past due loans were nil (2007: nil).
Gearing ratio
     2008 2007
     £m £m
Gross debts    14.8 8.3
Less: cash and cash equivalents    (5.7) (4.1)
Net	 debt	 	 	 	 9.1	 4.2
Equity attributable to equity holders of the parent    29.3 26.0
Net	 debt	 to 	 equity	 ratio	 	 	 	 0.3	 0.2
Market risk analysis
Empresaria is exposed to market risk through its use of financial instruments and specifically to currency risk, interest rate risk and certain other 
price risks.
44 Notes to the Consolidated Financial Statements for the year ended 31 December 2008 Empresaria Group plc Report and Accounts 2008
20 Financial instruments (continued)
Capital risk
The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns while maximising the return to 
stakeholders through the optimisation of the debt and equity balance. The capital structure of the Group consists of debt, which includes the 
borrowings disclosed in note 17, cash and cash equivalents disclosed in note 25 and equity attributable to equity holders of the parent, comprising 
issued capital, reserves and retained earnings as disclosed in note 19 and 21.
Foreign currency risk
Most	 of 	 Empr esaria	 Gr oup	 plc’ s	 transactions 	 ar e	 carried 	 out 	 in	 Pounds 	 Sterling.	 Most	 of	 the 	 subsidiary	 companies	 transactions 	 ar e 	 carried	 out	 in	
local currency of their respective countries. Exposures to currency exchange rates arising from the non local currency sales and purchases are 
minimal.
To mitigate the Group’s exposure to foreign currency risk, non Pound Sterling cash flows are monitored and forward exchange contracts are 
entered into in accordance with risk management policies. Generally, Empresaria’s risk management procedures distinguish short-term foreign 
currency cash flows (due within six months) from longer-term cash flows. Where the amounts to be paid and received in a specific currency are 
expected to largely offset one another, no hedging activity is undertaken. 
The carrying amounts of the Group’s significant foreign currency denominated monetary assets and monetary liabilities at the reporting date are  
as follows:
   Assets   Liabilities
  2008 2007  2008 2007
  £m £m  £m £m
Euro 20.0 16.3  18.4 15.0 
Japanese Yen 2.2 1.8  1.1 1.2
Chilean Peso  5.6 5.3  1.4 1.5
 
The following table details the forward foreign currency contracts outstanding as at the year end.
  Average    Average 
  exchange Foreign Contract Fair exchange Foreign Contract Fair 
  rate currency value  value rate currency value  value
  2008 2008 2008 2008 2007 2007 2007 2007 
   m £m £m  m £m £m
To sell Euro – – – – 1.42 Euro 8,162 5.7 6.0
To sell Japanese Yen  136.95 JPY 100 0.7 0.7 228 JPY 90 0.4 0.4
    0.7 0.7   6.1 6.4
 
The forward contracts were taken out to cover intercompany loans between Empresaria Group plc and its subsidiaries.
During the year the Group settled forward contracts in respect of Euro and Yen intercompany exposures for a net cash outflow of £2.0m. The loss 
on the forward contract was offset in the income statement by gain on translation of the intercompany loans which were classified as short-term 
balances in 2008. Those intercompany loans were reclassified after the year end to long term loans and the forward contracts have been closed 
such that the cash outflow in 2008 is not expected to recur.
Sensitivity analysis
A	 10	 per	 cent 	 str engthening 	 of 	 GBP	 against	 the 	 following	 curr encies 	 would 	 have	 (decr eased)/incr eased 	 equity	 and	 the 	 income 	 statement	 by	 the	
amounts shown below. The analysis assumes that all other variables, in particular interest rates, remain constant. 
   Against Against Against  Against Against Against 
   Euro  Yen Peso (CLP)  Euro  Yen Peso (CLP)
   2008 2008 2008  2007 2007 2007 
   £m £m £m  £m £m £m
Net	 r esult	 for	 the	 year	 	 (0.1)	 –	 –	 	 (0.1)	 –	 –
Equity   (1.3) (0.2) (0.4)  (1.5) (0.1) (0.4)
 
Exposur es 	 to 	 for eign 	 exchange	 rates 	 vary	 during	 the	 year	 depending	 on	 the	 volume 	 of	 overseas	 transactions.	 Nonetheless,	 the	 analysis	 above	 is 	
considered to be representative of Empresaria’s exposure to currency risk. 
Interest rate risk
The Group has interest bearing assets and liabilities. Interest bearing assets and liabilities include cash balances and overdrafts. 
The	 Gr oup	 manages	 its	 inter est	 rate	 risk 	 thr ough	 a 	 combination	 of	 cash	 pooling,	 shar eholder 	 funding	 and	 borr owing. 	 Management	 monitors	
movements in interest rates to determine the most advantageous debt profile for the Group. At 31 December 2008, Empresaria is exposed to 
changes	 in	 market 	 inter est	 rates 	 thr ough 	 its	 bank 	 borr owings,	 which	 ar e	 subject	 to	 variable	 inter est	 rates.	 For 	 further	 information	 see 	 note	 17.	 
All other financial assets and liabilities have fixed rates.
 Notes to the Consolidated Financial Statements for the year ended 31 December 2008 45 Empresaria Group plc Report and Accounts 2008
20 Financial instruments (continued)
Foreign currency risk (continued)
Interest rate risk (continued)
A change of 100 basis points in interest rates would have affected equity and the income statement by the amounts shown below. The analysis 
assumes that all other variables, in particular foreign currency rates, remain constant. 
Interest rate    2008 2007
     £m £m
Net	 r esult	 for	 the 	 year	 	 	 	 0.2	 0.1
Equity    0.2 0.1
Fair value
The carrying value of all financial instruments equates to fair value.
Net investment hedge
During the year the Group utilised its revolving credit facility to hedge its Euro denominated net assets. At 31 December 2008 Euro denominated 
drawdowns of £1.8m were outstanding (2007: £nil). The hedge was fully effective during 2008 and no gains or losses were taken to the income 
statement.
21 Consolidated statement of changes in equity
     Fair value  Attributable 
     movements  to Company 
 Share Share Merger Translation in financial Retained share Minority Total 
 capital premium reserve reserve assets earnings holders interest equity 
Group £m £m £m £m £m £m £m £m £m
Balance at  
1 January 2007 1.2 5.2 1.5 – (0.1) 2.9 10.7 0.8 11.6
Issue of share capital  
(note 19) 0.5 11.4 – – – – 11.9 – 11.9
Profit for the year – – – – – 2.5 2.5 1.6 4.1
Dividend – – – – – (0.2) (0.2) – (0.2)
Other	 r eserves	 	 –	 –	 –	 –	 –	 –	 –	 –	 –
Currency translation  
differences  – – – 1.0 – – 1.0 (0.1) 0.9
Minorities	 acquir ed 	 
during the year  – – – – – – – (0.3) (0.3)
Minority 	 shar e 	 of 	 net	 
assets on acquisition  
and shares subscribed for – – – – – – – 1.5 1.5
Dividend paid to minority – – – – – – – (0.5) (0.5)
Balance at 
31 December 2007 1.7 16.6 1.5 1.0 (0.1) 5.3 26.0 3.0 29.0
Issue of share capital  
(note 19) – 0.4 – – – – 0.4 – 0.4
Loss for the year – – – – – (1.6) (1.6) 1.1 (0.5)
Dividend – – – – – (0.2) (0.2) – (0.2)
Other	 r eserves	 	 –	 –	 –	 –	 –	 –	 –	 –	 –
Currency translation  
differences  – – – 4.6 0.1 – 4.7 – 4.7
Minorities	 acquir ed 	 
during the year – – – – – – – (0.7) (0.7)
Minority 	 shar e 	 of 	 nets	 
assets on acquisition  
and shares subscribed for – – – – 0.1 (0.1) – 0.3 0.3
Dividend paid to minority – – – – – – – (0.8) (0.8)
Balance at  
31 December 2008 1.7 17.0 1.5 5.6 0.1 3.4 29.3 2.9 32.2
 
 
46 Notes to the Consolidated Financial Statements for the year ended 31 December 2008 Empresaria Group plc Report and Accounts 2008
21 Consolidated statement of changes in equity (continued)
Equity
Equity comprises the following:
•	 ‘Shar e 	 capital’	 r epr esents 	 the 	 nominal	 value 	 of 	 equity 	 shar es.
•	 	 ‘Shar e 	 pr emium’	 r epr esents	 the	 excess	 over 	 nominal	 value 	 of	 the	 fair	 value	 of	 consideration 	 r eceived	 for	 equity	 shar es,	 net	 of	 expenses	
of the share issue.
•	 	 ‘Merger	 r eserve’	 r elates 	 to 	 pr emiums	 arising	 on	 shar es	 issued 	 subject 	 to 	 the	 pr ovisions	 of 	 section	 131 	 ‘Merger	 r elief ’ 	 of 	 the	 Companies	
Act 1985.
•	 ‘Retained	 ear nings’	 r epr esents	 accumulated 	 pr ofits	 since	 incorporation.
•	 ‘T ranslation	 r eserve’	 r epr esents	 the	 exchange	 dif fer ences	 arising	 fr om	 the	 translation	 of 	 the 	 financial	 statements 	 of	 for eign	 subsidiaries.	
•	 ‘Fair	 value 	 r eserve’ 	 r epr esents	 the 	 accumulated	 changes	 to	 financial	 assets	 and	 liabilities	 since	 inception.
22 Financial commitments
Operating leases
 Motor vehicles Land and buildings
 2008 2007 2008 2007 
 £m £m £m £m
Total minimum operating lease payments due:
Within one year 0.8 0.5 1.9 1.3
One	 to 	 five	 years	 0.7	 0.4	 2.8	 2.7
After five years – – 0.1 0.4
 1.5 0.9 4.8 4.4
23 Dividends
During 2008, Empresaria Group plc paid dividends of £185,000 to its equity shareholders (2007: £167,000). This amounts to 0.55 pence per 
ordinary share (2007: 0.50 pence).
A final dividend is proposed for the year ended 31 December 2008 of 0.35 pence per ordinary share (2007: 0.55 pence). The proposed dividend  
is	 subject	 to	 appr oval	 by	 shar eholders 	 at	 the	 Annual	 General	 Meeting	 and	 has	 not	 been 	 included	 as	 a	 liability	 in	 these 	 financial	 statements.	 
If approved, the dividend will be paid on 17 August 2009 to members registered on 17 July 2009.
24 (Loss)/earnings per share
Basic and diluted (loss)/earnings per share
The	 calculation	 of 	 the	 basic	 (loss)/ear nings	 per 	 shar e 	 is	 based	 on	 the	 ear nings 	 attributable	 to	 or dinary 	 shar eholders	 divided	 by	 the	 weighted	
average number of shares in issue during the year. 
Based 	 on 	 curr ent	 trading	 conditions,	 the 	 Dir ectors 	 ar e	 of	 the	 opinion	 that	 ther e 	 would	 be 	 no	 dilution	 to	 the 	 loss	 per	 shar e 	 r esulting	 fr om	 subsidiary 	
minority shareholders trading up. 
Reconciliations	 of 	 the	 (loss)/ear nings 	 and	 weighted	 average	 number	 of 	 shar es	 used	 in	 the	 calculations 	 ar e 	 set 	 out	 below .
   2008 2007
(Loss)/pr ofit 	 after	 tax 	 attributable	 to 	 equity	 shar eholders	 of	 the	 par ent	 (£m)	 	 	 (1.6)	 2.5
Weighted average number of shares (’000s)   33,595 30,192
Basic	 and	 diluted 	 (loss)/ear nings	 per 	 shar e 	 (pence)	 	 	 (4.8)	 8.4
Adjusted earnings per share   2008 2007
   £m £m
Profit attributable to equity shareholders of the parent   (1.6) 2.5
Add back:
Exceptional items    4.8 0.1
Intangible amortisation   0.3 0.1
Tax on intangible amortisation and exceptional items   (0.3) –
Minority	 inter est 	 on 	 intangible	 amortisation	 and	 exceptional	 items	 	 	 	 (0.3)	 –
Adjusted	 ear nings	 	 	 2.9	 2.7
Adjusted	 ear nings	 per 	 shar e 	 (pence)	 	 	 8.6	 9.2
 Notes to the Consolidated Financial Statements for the year ended 31 December 2008 47 Empresaria Group plc Report and Accounts 2008
25 Notes to cash flow
a) Cash flows from operating activities
   2008 2007
   £m £m
(Loss)/pr ofit	 for	 the	 year	 	 	 	 (0.5)	 4.1
Adjustments	 for:
Depreciation   0.8 0.7
Intangible amortisation   0.3 0.1
Taxation expense recognised in income statement    1.8 1.9 
Exceptional charges    4.8 0.1
Cash paid for exceptional items    (1.3) –
Share of losses in associates   0.1 0.1
Net	 finance	 cost	 	 	 1.0	 0.6
Decr ease/(incr ease) 	 in 	 trade	 r eceivables	 	 	 1.1	 (5.1)
Decrease in trade payables   (4.3) (0.1)
Cash generated from operations   3.8 2.4
Income taxes paid   (1.8) (1.4)
Net cash from operating activities    2.0 1.0
b) Components of cash and cash equivalents
   2008 2007
   £m £m
Cash at bank    5.7 4.1
c) Movement in net borrowings
   2008 2007
   £m £m
As at 1 January    4.2 1.4 
Net	 incr ease 	 in	 cash	 	 	 	 (0.5)	 (0.8) 
Debt acquired on business acquisition    0.2 – 
Loan repayments    (0.3) (0.3) 
Increase in borrowings    6.0 3.9 
Foreign exchange    (0.5) –
As at 31 December    9.1 4.2
Analysis of net borrowings    2008 2007
     £m £m
Cash and cash equivalents    (5.7) (4.1) 
Short term borrowings    5.4 6.2 
Long term borrowings    9.4 2.1
As at 31 December    9.1 4.2
26 Contingent liabilities
Contingent consideration
Various contingent consideration payments have been deemed probable at 31 December 2008 totalling £0.1m (2007: £0.8m), therefore 
management has booked a provision for these liabilities. The fair value of contingent consideration is accrued once it is probable that all the 
conditions for payment will be met.
Guarantees
Cross guarantees exist in respect of bank loans and overdrafts between all of the Group companies. Guarantees and contingencies exist in the 
ordinary course of business.
48 Notes to the Consolidated Financial Statements for the year ended 31 December 2008 Empresaria Group plc Report and Accounts 2008
26 Contingent liabilities (continued)
Headway penalty
As part of the acquisition of Headway in 2007, Empresaria Holding Deutschland GmbH (a subsidiary of the Company) signed a put and call option 
agreement in order to buy the residual shareholdings at a future date. Per the terms of this agreement, if certain call options are not exercised then  
a penalty will be due from the Empresaria Holding Deutschland GmbH to the other shareholders. During the year, one of the minority shareholders 
exited the business and thereby waived his rights to any future payment under the put and call option. 
The discounted value of the penalty is Euro 1.9m (2007: Euro 3.3m). As at 31 December 2008, management assess that it is possible, but not 
probable, that a penalty may be payable under the terms of the put and call agreement. Therefore, no liability has been recognised for this amount.
27 Profit of parent Company
As permitted by Section 230 of the Companies Act 1985, retained earnings of the parent Company are not presented as part of these financial 
statements. The parent Company’s loss for the financial year was £1.4m (2007: profit of £0.3m). 
28 Related party transactions
There were no material related party transactions during the year (2007: nil).
Intra-group management charges and net interest charges to subsidiaries, which have been eliminated on consolidation, amounted to £2.0m  
(2007: £1.7m) and £0.6m (2007: £0.6m), respectively.
Details on loans to associates are given in note 14.
Details of Director’s interests in the Executive Equity Participation Plan (EEPP) are given in note 19(b).
29 Events after the balance sheet date
Since the year end Empresaria Group plc disposed of its interest in ITC Poland for a nominal consideration.
 Notes to the Consolidated Financial Statements for the year ended 31 December 2008 49 Empresaria Group plc Report and Accounts 2008 
50 Independent Auditors’ Report on the Parent Company Financial Statements
We have audited the parent Company financial statements of Empresaria Group plc for the year ended 31 December 2008 which comprise the 
Company balance sheet and the related notes 1 to 11. These parent Company financial statements have been prepared under the accounting 
policies set out therein.
We have reported separately on the Group financial statements of Empresaria Group plc for the year ended 31 December 2008.
This	 r eport	 is	 made	 solely 	 to	 the 	 Company’ s 	 members, 	 as	 a	 body ,	 in	 accor dance	 with	 section 	 235	 of	 the	 Companies	 Act	 1985.	 Our	 audit	 work	 has	
been undertaken so that we might state to the Company’s members those matters we are required to state to them in an auditors’ report and for 
no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the 
Company’s members as a body, for our audit work, for this report, or for the opinions we have formed.
Respective responsibilities of Directors and Auditors
The Directors’ responsibilities for preparing the Annual Report, and the parent Company financial statements in accordance with applicable law 
and United Kingdom Accounting Standards (United Kingdom Generally Accepted Accounting Practice) are set out in the Statement of Directors’ 
Responsibilities.
Our	 r esponsibility 	 is	 to	 audit	 the	 par ent	 Company	 financial	 statements	 in	 accor dance	 with 	 r elevant 	 legal	 and	 r egulatory 	 r equir ements 	 and	
International Standards on Auditing (UK and Ireland).
We report to you our opinion as to whether the parent Company financial statements give a true and fair view and whether the parent Company 
financial statements have been properly prepared in accordance with the Companies Act 1985. We also report to you whether in our opinion the 
Directors’ Report is consistent with the parent Company financial statements. The information given in the Directors’ Report includes that specific 
information	 pr esented 	 in	 the	 Chairman’ s	 Statement,	 the 	 Chief 	 Executive’ s	 Review 	 of 	 the 	 Business 	 and	 the	 Financial	 Review 	 that	 is	 cr oss	 r eferr ed	
fr om 	 the	 Business 	 Review	 section	 of	 the	 Dir ectors’ 	 Report.
In addition we report to you if, in our opinion, the Company has not kept proper accounting records, if we have not received all the information 
and explanations we require for our audit, or if information specified by law regarding Directors’ remuneration and other transactions is not 
disclosed.
We read the other information contained in the Annual Report as described in the contents section and consider whether it is consistent with the 
audited parent Company financial statements. We consider the implications for our report if we become aware of any apparent misstatements or 
material	 inconsistencies 	 with	 the	 par ent 	 Company 	 financial	 statements.	 Our	 r esponsibilities 	 do 	 not	 extend 	 to	 any 	 further	 information	 outside 	 the 	
Annual Report.
Basis of audit opinion
W e	 conducted	 our 	 audit	 in	 accor dance	 with	 Inter national	 Standar ds	 on 	 Auditing	 (UK 	 and	 Ir eland) 	 issued	 by	 the	 Auditing	 Practices	 Boar d.	 An	 audit	
includes examination, on a test basis, of evidence relevant to the amounts and disclosures in the parent Company financial statements. It also 
includes	 an	 assessment 	 of 	 the	 significant	 estimates	 and 	 judgments	 made	 by	 the 	 Dir ectors	 in	 the	 pr eparation	 of 	 the 	 par ent 	 Company	 financial	
statements, and of whether the accounting policies are appropriate to the Company’s circumstances, consistently applied and adequately 
disclosed.
We planned and performed our audit so as to obtain all the information and explanations which we considered necessary in order to provide us 
with sufficient evidence to give reasonable assurance that the parent Company financial statements are free from material misstatement, whether 
caused by fraud or other irregularity or error. In forming our opinion we also evaluated the overall adequacy of the presentation of information in  
the parent Company financial statements.
Opinion
In our opinion: 
•	 	 the 	 par ent	 Company 	 financial	 statements 	 give	 a	 true	 and	 fair	 view ,	 in	 accor dance	 with	 United 	 Kingdom	 Generally 	 Accepted	 Accounting	
Practice,	 of	 the 	 state	 of	 the	 Company’ s 	 af fairs 	 as	 at	 31	 December	 2008	 and	 its	 loss	 for	 the 	 year 	 then	 ended;
•	 the 	 par ent	 Company 	 financial	 statements 	 have	 been	 pr operly	 pr epar ed 	 in	 accor dance	 with	 the	 Companies	 Act	 1985;	 and
•	 the 	 information	 given	 in	 the 	 Dir ectors’ 	 Report	 is 	 consistent	 with	 the	 par ent	 Company	 financial	 statements.
Deloitte LLP
Chartered Accountants and Registered Auditors  
Crawley, United Kingdom
30	 Mar ch 	 2009
Independent Auditors’ Report to the Members 
of Empresaria Group plc Empresaria Group plc Report and Accounts 2008
   2008 2007
  Note £m £m
Fixed assets
Tangible assets  5 0.1 0.1
Investments  6 22.7 20.7
   22.8 20.8
Current assets
Debtors (including amounts falling due after more than one year of £10.2m (2007: £5.7m)  7 20.5 15.2
Creditors: amounts falling due within one year  8 (13.5) (12.2)
Net	 curr ent	 assets	 	 	 7.0	 3.0
Total assets less current liabilities   29.8 23.8
Creditors: amounts falling due after more than one year  9 (8.6) (1.6)
Net assets   21.2 22.2
Capital and reserves
Called up share capital  10, 11 1.7 1.7
Share premium account  10 17.0 16.6
Other	 r eserves	 	 10	 1.7	 1.5
Profit and loss account  10 0.8 2.4
Shareholders’ funds  10 21.2 22.2
These	 financial	 statements	 wer e 	 appr oved 	 by 	 the 	 Boar d 	 of 	 Dir ectors	 and	 authorised	 for 	 issue 	 on	 30	 Mar ch 	 2009.
Signed 	 on	 behalf	 of 	 the	 Boar d 	 of	 Dir ectors
M W R Hunt  S C Kilpatrick
Director  Director
Parent Company Balance Sheet
 Parent Company Balance Sheet for the year ended 31 December 2008 51 Empresaria Group plc Report and Accounts 2008
1 Basis of preparation
The financial statements are for the twelve months ended 31 December 2008. They have been prepared in accordance with applicable  
United Kingdom accounting standards. The financial statements have been prepared under the historical cost convention.
These financial statements are presented in Pounds Sterling (£), which is also the functional currency of the parent Company.
The accounting policies have been applied consistently throughout the period for the purposes of preparation of these financial statements.
Going concern
Details of going concern are given in note 1 to the Group accounts.
2 Summary of significant accounting policies
Foreign currencies
Assets and liabilities in foreign currencies are translated into sterling at the rates ruling at the year end. Exchange rate differences are dealt with 
through the profit and loss account.
Tangible fixed assets
Depreciation is provided on cost in equal annual instalments over the estimated useful lives of the assets. The rates of depreciation are as follows:
Fixtures, fittings and equipment: between one and two years.
Investments
Investments held as fixed assets are stated at cost less provision for any impairment in value.
Fixed asset investments
The Company’s investments in shares in Group companies are stated at cost less provisions for impairment. Any impairment is charged to the 
income statement as it arises.
Leases
Assets obtained under finance leases and hire purchase contracts are capitalised at their fair value on acquisition and depreciated over their 
estimated useful lives. The finance charges are allocated over the period of the lease in proportion to the capital element outstanding.
Operating	 lease 	 r entals	 ar e	 charged 	 to	 income	 in	 equal 	 annual	 amounts	 over	 the 	 lease 	 term.
Pension costs
Pension costs are charged to the income statement and solely relate to a defined contribution scheme. The assets of the scheme are held 
separately from those of the Company. Contributions to the scheme are charged to the income statement as they become due for payment.
Equity instruments
Equity instruments issued by the Company are recorded at the proceeds received, net of direct issue costs.
3 Audit fees
Included in other operating expenses is remuneration to the auditors for audit and non-audit services as follows:
The analysis of auditors’ remuneration is as follows:
   2008 2007
   £m £m
Auditors’ remuneration:
– Fee payable to the Company’s auditors for the audit of the Company’s annual accounts   0.1 0.1
Total audit fees   0.1 0.1
– Tax services   – –
–	 Other	 services:	 due	 diligence 	 	 	 	 –	 0.1
Total non-audit fees   – 0.1
Total auditors remuneration   0.1 0.2
Amounts paid to the Company’s auditor in respect of services to the Group, other than the audit of the Company’s financial statements, have not 
been disclosed as this information has been disclosed in the consolidated financial statements of the Company.
Notes to the Parent Company Financial Statements
52 Notes to the Parent Company Financial Statements for the year ended 31 December 2008 Empresaria Group plc Report and Accounts 2008
4 Directors and employees
   2008 2007
   £m £m
Staff costs
Wages and salaries   1.1 1.0
Social security costs   0.1 0.1
Pension costs   0.1 –
   1.3 1.1
   2008 2007
  	 Number	 Number
Average monthly number of persons employed (including Directors)   19 14
Details of Director remuneration are given in note 8 to the Group accounts.
5 Property, plant and equipment
The following table shows the significant additions and disposals of property, plant and equipment.   Fixtures,
    fittings and 
    equipment
    £m
Cost
At 1 January 2008    0.2
Additions    0.1
At 31 December 2008    0.3
Accumulated depreciation
At 1 January 2008    0.1
Charge for the year    0.1
At 31 December 2008    0.2
Net book value
At 31 December 2008    0.1
At 31 December 2007    0.1
 Notes to the Parent Company Financial Statements for the year ended 31 December 2008 53 Empresaria Group plc Report and Accounts 2008
6 Investments held as fixed assets
   Shares in  
  Shares in subsidiary  
  associate undertakings Total 
  £m £m £m
Cost
At 1 January 2008  1.0 20.5 21.5
Additions  – 4.0 4.0
Transfer from associate to subsidiary  (0.9) 0.9 –
At 31 December 2008  0.1 25.4 25.5
Impairment
At 1 January 2008  – 0.8 0.8
Impairment charge  – 2.0 2.0
At 31 December 2008  – 2.8 2.8
Net Book Value
At 31 December 2008  0.1 22.6 22.7
At 31 December 2007  1.0 19.7 20.7
Investments comprise the following principal subsidiary companies:
    Country of
Company Class of share held % incorporation
LMA	 Recruitment 	 Limited	 ‘A	 &	 B’	 Or dinary	 75	 UK
The	 Logistics	 Network 	 Limited	 ‘A ’ 	 Or dinary	 62	 UK
FastT rack	 Management	 Services	 (London)	 Limited	 ‘A ’	 Or dinary	 72	 UK
Gr eycoat	 Placements	 Limited	 ‘A, 	 B, 	 C	 &	 D’	 Or dinary	 96	 UK
Bar	 2 	 Limited	 ‘A	 &	 B’ 	 Or dinary	 71	 UK
McCall	 Limited	 ‘A 	 &	 B’ 	 Or dinary	 79	 UK
The	 Recruitment	 Business	 Limited	 ‘A	 &	 B’	 Or dinary	 95	 UK
FastT rack	 Management	 Services	 (Leeds)	 Limited	 ‘A 	 &	 B’	 Or dinary	 100	 UK
Headway	 Holding	 GmbH	 Or dinary	 80	 Germany
Skill	 House	 Staf fing	 Solutions	 K.K.	 Or dinary	 75	 Japan
Marketing	 y 	 Pr omociones 	 S.A.	 ‘Alter nattiva’	 Common	 56	 Chile
The nature of each investment is the provision of staffing service and each entity operates in it’s country of incorporation.
7 Debtors
     Company
     2008 2007
     £m £m
Amounts owed by Group undertakings (including amounts falling due after more than one year of 
 £10.2m (2007: £5.7m)    17.8 12.4
Other	 debtors	 	 	 	 2.2	 1.6
Prepayments and accrued income    0.5 1.2
     20.5 15.2
8 Creditors: amounts falling due within one year
     2008 2007
     £m £m
Bank	 over draft	 and	 loans	 due	 within 	 one	 year	 	 	 	 8.4	 9.8
Trade creditors    0.2 0.3
Amounts owed to subsidiary undertakings    3.3 0.7
Other	 cr editors	 	 	 	 1.2	 0.8
Accruals and deferred income    0.4 0.6
     13.5 12.2
54 Notes to the Parent Company Financial Statements for the year ended 31 December 2008 Empresaria Group plc Report and Accounts 2008
9 Creditors: amounts falling due after more than one year
     2008 2007
     £m £m
Bank	 loans	 	 	 	 8.6	 1.6
     8.6 1.6
The bank loans include a revolving credit facility and two terms loan which expire in 2011 and 2012. The bank loans are secured by a first fixed 
charge over all book and other debts given by the Company and certain of its subsidiaries. Interest rates vary over the term of the loan. In 2008, 
inter est 	 was 	 payable	 at	 1%	 over	 base	 rate	 on	 the	 term 	 loans 	 and 	 1.5%	 over 	 LIBOR 	 on	 r evolving 	 cr edit	 facility .
     2008 2007
     £m £m
Bank loan
Repayable within one year    0.5 1.8
Repayable between one and two years    0.7 0.5
Repayable between two and five years    7.9 1.1
     9.1 3.4
10 Reconciliation of movements in Shareholders’ funds
     Profit Total Total 
  Share Share Other and loss Shareholders’ Shareholders’ 
  capital premium reserve account funds funds 
  2008 2008 2008 2008 2008 2007 
  £m £m £m £m £m £m
(Loss)/pr ofit	 for	 the	 financial	 year	 –	 –	 –	 (1.4)	 (1.4)	 0.4 
Dividend paid – – – (0.2) (0.2) (0.2) 
Foreign exchange to equity – – 0.2 – 0.2 – 
Net	 pr oceeds 	 fr om	 issue	 of	 shar es	 –	 0.4	 –	 –	 0.4	 11.9
Net	 addition/(r eduction)	 to	 Shar eholders’	 funds	 –	 0.4	 0.2	 (1.6)	 (1.0)	 12.1
Opening	 Shar eholders’	 funds	 1.7	 16.6	 1.5	 2.4	 22.2	 10.1
Closing Shareholders’ fund 1.7 17.0 1.7 0.8 21.2 22.2
11 Called up share capital
   2008  2007
   Number	 	 Number 
   of shares £m of shares £m
Authorised
Or dinary	 shar es	 of	 5p	 each	 	 60,000,000	 3.0	 60,000,000	 3.0
Allotted and fully paid
Or dinary	 shar es 	 of	 5p	 each	 	 34,066,356	 1.7	 33,368,649	 1.7
The Company has one class of ordinary share which carries no rights to fixed income. All holders of ordinary shares are entitled to receive 
dividends as declared from time to time and are entitled to one vote per share at meetings of the Company. All shares rank equally with regard  
to the Company’s residual assets.
During the year ended 31 December 2008, the Company issued a total of 697,707 ordinary shares (2007: 9,500,123) for a premium of £0.4m 
(2007: £11.4m).
 Notes to the Parent Company Financial Statements for the year ended 31 December 2008 55 Empresaria Group plc Report and Accounts 2008 
56 Officers and Professional Advisors
Officers and Professional Advisors
Directors
M	 W 	 R 	 Hunt
S C Kilpatrick
A	 V	 Martin
P A Freer
C	 K	 Z	 Miles
Secretary
A	 M	 Clarke
Registered office
1 Peveril Court
6-8 London Road
Crawley  
West Sussex RH10 8JE
Company registration number
3743194
Bankers
HSBC	 plc
W est	 & 	 W ales	 Corporate	 Banking
3 Rivergate
Temple Quay
Bristol	 BS1	 6ER
Advisors
Singer 	 Capital	 Markets 	 Limited
One 	 Hanover	 Str eet
London W1S 1YZ
Independent auditors
Deloitte LLP
Chartered Accountants
Crawley
West Sussex RH10 1DL  Empresaria Group plc
1 Peveril Court 
6-8 London Road
Crawley 
West Sussex RH10 8JE
Tel:  +44 (0) 1293 649 900
Fax:  +44 (0) 1293 649 925
Email:  info@empresaria.com
www.empresaria.com