09
focus solutions group plc  
annual report and accounts
providing multi-channel  
distribution solutions to the 
financial services industry
focus solutions group plc    annual report and accounts 09 overview
  07 08 09
£7.91m
£8.60m
£9.60m
revenue
£9.60m  
+11.6%
£0.99m
£1.19m
£1.60m
  07 08 09
operating profit
£1.60m 
+34.5%
£1.03m
£1.40m
£1.78m
  07 08 09
profit before tax
£1.78m 
+26.9%
financial highlights 
Focus Solutions is a leading provider of software and 
consultancy services to the financial services industry.  
We enable our clients to automate the sale of products  
and services to their customers across multiple distribution 
channels in a rapid and efficient manner.
We achieve this through a combination of:
agile software products ´
in-depth expertise in regulated financial services markets ´
proven project delivery ´
We deliver these capabilities to organisations at the forefront  
of the financial services industry including IFAs, bancassurers, 
wealth managers, product providers and mortgage lenders,  
and across a range of products such as investments,  
pensions, protection, mortgages, and general insurance.
 fy2009 fy2008 fy2007 
 £000 £000  £000
turnover 9,601 8,600 7,908
operating profit 1,600 1,190 990
operating profit 
before exceptional costs 1,706 1,461 1,199
profit before tax 1,777 1,400 1,035
key highlights 01
focus solutions group plc  
annual report & accounts 2009
key financial highlights
sales revenue up 12% to £9.60 million ´ (fy2008: £8.60 million)
profit before tax up 27% to £1.78 million  ´ (fy2008: £1.40 million)
operating profit before exceptional costs up 17%   ´
to £1.71 million (fy2008: £1.46 million)
EBITDA before exceptional costs up 26% to £2.01 million ´  
(fy2008: £1.59 million)
operating profit up 34% to £1.60 million ´ (fy2008: £1.19 million)
net operating margins 16.7% ´ (fy2008: 13.8 %)
cash of £4.00 million ´ (fy2008: £1.03 million); debt free
earnings per share: ´
fully diluted earnings per share 5.26 pence •	 (fy2008: 5.99 pence)
adjusted fully diluted earnings per share up 28% to 5.43 pence •	 
(fy2008: 4.24 pence)*
*  As a result of the recognition of a deferred tax asset, the Directors consider that it is appropriate to provide 
information on a pre-deferred tax fully diluted earnings per share basis.
operational highlights
significant new contract wins during the year included: ´
 •	HSBC point of sale Phase Two £4.9m
 HSBC Offline £0.8m •	
 Wealth management division of major UK bank £1.7m •	
 Towergate Financial £0.8m •	
 Bank of Ireland Phase 1 £0.5m •	
launch of focus:360° technology platform ´
acquisition of The Coaching Platform, a specialist financial services  ´
consultancy and online training resource company
successful completion of phase 1 of the HSBC multi-channel   ´
point of sale solution
new offices in Crewe and London ´
overview
01 highlights of fy2009
02 at a glance
business review
06 chairman’s statement
08 chief executive’s report
12 finance director’s report
14 directors 
governance
15 directors’ statement on corporate governance
17 directors’ report 
20 remuneration and nomination committee’s report
focus solutions group plc ifrs consolidated 
financial statements
23 independent auditor’s report 
24 consolidated income statement
25 consolidated statement of changes in equity
26 consolidated balance sheet
27 consolidated cash flow statement
28 notes to the consolidated financial statements
focus solutions group plc company financial 
statements
44 independent auditor’s report
45 company balance sheet
46 notes to the company financial statements
contents
some of the 
largest financial 
organisations in 
the world choose 
to work with focus 
and embrace 
our approach to 
service delivery 02
focus solutions group plc  
annual report & accounts 2009
overview
at a glance
Focus Solutions’ market leading products and 
services support a variety of sales automation 
projects ranging from multi-channel implementations 
to individual point of sale solutions. Designed to be 
flexible to respond to the ever changing regulated 
financial services market, our solutions have been 
chosen by leading bancassurers, product providers, 
mortgage lenders, wealth managers and major 
distributor firms.
at a high level we provide two distinct offerings: ´
focus:360°
For bancassurers, wealth managers, product providers, mortgage lenders and 
major distributor firms who are looking for a configurable, out of the box product,  
we have developed the focus:360° product suite. Our focus:360° products are 
intuitive, simple to use and contain a huge breadth of functionality. They support  
the distribution of a range of financial products such as investments, pensions, 
protection, mortgages, retirement and general insurance.
focus:enterprise
A unique process to assist global retail banks who require a multi-channel product 
distribution and/or wealth management transformation programme. Developed 
from years of experience of implementing solutions for the largest financial 
organisations with complex legacy systems, focus:enterprise combines a range  
of consultative and practical capabilities including:
operating model ´
process optimisation ´
business case support/production ´
governance model ´
delivery approach/model ´
technology assets ´
user/adviser training competency and testing ´
business content ´ 03
focus solutions group plc  
annual report & accounts 2009
“Focus has a successful track record of 
implementing multi-channel solutions 
across a broad range of financial service 
products to thousands of end users.”
why focus our customers and partners
Focus has successfully implemented over 75 sales 
automation projects ranging from complex multi-channel 
installations to individual point of sale solutions. Our clients 
include 8 out of the top 10 UK life & pension providers,  
a number of leading bancassurers including HSBC and  
Irish Life, significant wealth management players such as  
St. James’s Place and a number of mortgage providers.
AXA
Bank of Ireland
Barclays
Capita Financial Software Limited
Capital Home Loans
Home of Choice
HSBC
Irish Life
Legal and General
Lincoln Financial Group
Norwich Union
Openwork
Prudential
Scottish Equitable
Scottish Widows
St. James’s Place
Standard Life
Tieto
Towergate Financial Services
specialised consulting services which provide access to a  ´
wealth of industry knowledge, experience and insight 
through real-world practitioners
powerful training and competency capabilities, including  ´
classroom training, online training and online assessment
proven project delivery, with over 75 complex multi- ´
channel implementation projects with several integration 
points successfully completed for a blue chip client base
experience of supporting systems that are utilised by  ´
thousands of internal staff across multiple locations
industry thought leaders who publish whitepapers on  ´
latest market trends, comment in trade publications and 
speak at high profile events 04
focus solutions group plc  
annual report & accounts 2009
overview
focus:360° multi-channel distribution
focus:360° multi-channel distribution is a regulated sales 
automation solution supporting multiple distribution 
channels across a full range of financial products. The 
solution is a combination of all our other versions of 
focus:360°, allowing organisations to operate all channels 
from a single electronic trading platform.
Target market:
retail banks, product providers and building societies ´
Benefits of solution:
reduced maintenance of internal systems ´
increased revenue through a greater number of sales  ´
opportunities and cross-selling
single client view for a quality, holistic service ´
increased speed to market for new products ´
minimal changes to internal systems when expanding   ´
to new channels
focus:360° wealth management
focus:360° wealth management is an application offering 
a wide range of functionality to support the demands  
of High Net Worth Individuals (“HNWIs”) and affluent 
clients. It provides an integrated suite of tools that enable 
organisations to deliver a pro-active, client centric, wealth 
management service.
Target market:
IFAs, wealth managers and private client divisions of banks ´
Benefits of the solution:
improved compliance and reduced compensation  ´
payments
enhanced customer service ´
reduced operational costs ´
increased adviser productivity ´
reduced IT costs ´
focus:360° consumer
focus:360° consumer is a consumer facing portal  
which provides an online channel through which clients 
can view their own financial product information and 
execute a guided purchase of simplified products. The 
solution assists organisations with developing their 
“direct-to-consumer” strategy.
Target market:
retail banks, building societies, product providers and IFAs ´
Benefits of the solution:
enhanced customer service ´
reduced enquiry overheads ´
increased speed to market for simple financial products ´
increased market share through the engagement of less  ´
financially aware consumers 
development of new partnerships with affinity partners of  ´
major consumer brands
focus:360º suite 05
focus solutions group plc  
annual report & accounts 2009
focus:360° life & pension extranet
focus:360° life & pension extranet is an agile multi-
channel extranet framework that facilitates electronic 
trading, enabling providers to reach a number of 
distribution channels more cost effectively. The key steps 
of the sales process, such as quote and apply, can be 
built once and deployed many times, allowing you to 
avoid time consuming, bespoke e-commerce 
developments for each new distribution initiative.
Target market:
bancassurers and product providers ´
Benefits of the solution:
increased speed to market for new products ´
reduced time and cost in maintaining supporting IT systems ´
increased volume of online transactions ´
support for multiple distribution channels from a single  ´
platform
improved customer service through client centric systems  ´
and pre-population of data
focus:360° life & pension distribution
focus:360° life & pension distribution is a straightforward 
point of sale solution for selling high volumes of 
protection, retirement and investment products. The 
solution enables organisations to automate administrative 
processes and reduce IT burden whilst providing a high 
quality, consistent advice service.
Target market:
IFAs and single or multi-tied distributors ´
Benefits of the solution:
increased adviser productivity ´
ongoing professional development for advisers ´
pro-active client management ´
increased up and cross selling of products & services ´
reduced IT and operational costs ´
focus:360° mortgage extranet
focus:360° mortgage extranet is an intermediary and 
consumer mortgage portal enabling mortgages to be 
processed and serviced online across multiple sales 
channels. The solution replaces cumbersome paper-
based processes and substantially improves the 
intermediary and consumer experience.
Target market:
mortgage lenders ´
Benefits of the solution:
ability to respond to market changes quicker ´
greater degree of self-sufficiency ´
improved efficiency through the elimination of redundant  ´
and duplicated processes
lower total cost of ownership of internal systems ´
reduced time to market for new products ´
focus:360° mortgage distribution
focus:360° mortgage distribution is a flexible end-to-end 
mortgage sales processing solution covering mortgages, 
protection and general insurance products. The solution 
enables organisations to automate the administrative 
processes associated with delivering advice to their 
clients whilst ensuring compliance.
Target market:
mortgage networks, building societies, banks and   ´
estate agents
Benefits of the solution:
increased adviser productivity ´
faster turn-around of cases ´
ongoing professional development for advisers ´
increased up and cross selling of products and services ´
a regulatory compliant sales process ´
The Coaching Platform
Focus Solutions’ new Group company, The Coaching 
Platform, brings to the organisation powerful training  
and competency capabilities, including:
classroom training ´
online training ´
online assessment ´
The Coaching Platform’s solutions form a key part of both 
the focus:enterprise service and the focus:360° product 
suite. In particular, training provided by The Coaching 
Platform will assist distributors with aligning their skills and 
qualifications to the regulatory requirements of the FSA’s 
Retail Distribution Review (“RDR”). 06
focus solutions group plc  
annual report & accounts 2009
business review
Alastair Taylor chairman
our key strengths
extensive domain expertise of the  ´
regulated financial services market
agile software products ´
proven project delivery of complex  ´
multi-channel projects
powerful supporting training and  ´
competency capabilities
Introduction
I am pleased to be able to report on another successful year 
for the Group, with record sales revenues and operating 
profit. The Group continues to make excellent progress and 
these results represent further evidence of the improving 
performance of the business. We have entered the new 
financial year with a market-leading product, a strong pipeline 
and net cash of over £4.0 million.
During the year we have achieved a strong mix of business 
from both new focus:360° customers as well as winning new 
contracts with existing clients such as HSBC, Prudential and 
AxA . Moving forward, in addition to winning business within the 
UK, we will also focus on driving opportunities across Europe. 
To lead our business development effort and to promote 
focus:360° in Europe, we appointed a new sales director for 
wealth management in January. With this strategy, we expect to 
continue to deliver strong organic growth at attractive margins.
Operations
In the Chief Executive’s report there is a more detailed review 
of our activities in the year. However, I would like to draw  
your attention to some significant events for the organisation 
across the 2009 financial year. We successfully launched our 
new product offering, focus:360°, to the market in May 2008 
and achieved significant contract wins with Towergate 
Financial Services, Bank of Ireland Life and the wealth 
management arm of a major UK retail bank.
To address the requirements of the different markets in which 
we operate, we now have several variants of the focus:360º 
technology platform which are proving very successful. To 
date, we have won contracts for:
focus:360º multi-channel distribution with Towergate Financial 
and Bank of Ireland Life
focus:360º wealth management with the wealth management 
arm of a major UK retail bank
focus:360º mortgage extranet with Tieto
We have completed the implementation of Phase One of the 
HSBC multi-channel point of sale solution which has already 
brought significant benefits to the bank. Our success with  
this project has also seen us win further contracts with HSBC 
worth a total of £5.7 million.
In December 2008, we acquired The Coaching Platform,  
a leading training and consultancy organisation. With  
The Coaching Platform, the Group is well placed to assist 
distributors with meeting the professional qualification 
requirements of the FSA’s RDR and complements both  
our focus:enterprise service and focus:360° product suite.
Finally, the Group has increased its number of offices in the 
UK this year, opening one in London in the West End and 
adding an office in Crewe following the acquisition of The 
Coaching Platform. This means we are well placed across  
the country to reach our clients, prospects and partners.
chairman’s statement 07
focus solutions group plc  
annual report & accounts 2009
Management and staff
As a technology-based company,  
with strong domain knowledge of the 
markets we serve, our success is built 
upon retaining a highly skilled and 
motivated workforce. I would like to 
express my thanks to all our employees 
for their efforts over the past year. The 
enthusiasm, commitment and loyalty  
of our staff remain vital in enabling the 
Group to deliver on its strategy.
During the year, Piers Brooke retired as 
a Non-Executive Director of the Group 
after 8 years. We would like to thank 
him for all his efforts and wise counsel.
We also welcomed Nick Habgood as  
a Non-Executive Director in January 
2009. Nick has brought with him 
significant expertise in investment 
management and providing capital  
for growing companies.
Outlook
The new financial year has started  
well and trading remains in line  
with management expectations.  
We are building a solid pipeline  
of opportunities and following the 
recent RDR regulatory proposals,  
we are seeing increased demand  
for our solutions.
Although we continue to focus our 
sales efforts on the UK and Irish 
markets, we are also exploring 
opportunities in regions outside the 
UK, through strategic partnerships  
and further development of our 
focus:360° wealth management 
solution in particular. 
AXA Winterthur – case study
Overview
As part of an overall exercise to consolidate the new  
Ax A Winterthur Wealth Management brand, Ax A Wealth 
undertook a project to bring together the Ax A Wealth  
and Winterthur IFA extranet sites onto a single platform.  
As part of this process they were keen to understand  
the best way to combine the two sites to maximise the 
benefits of each, as well as to look at improvements to  
their overall IFA extranet offering. To this end, Ax A Wealth 
commissioned Focus, based on their extensive knowledge 
of extranet platforms and strong relationships with the IFA 
community, to conduct a consultancy exercise on their 
existing extranet services.
Objectives
gain an independent and objective view of the strengths  ´
and weaknesses of the current Ax A and Winterthur 
extranet sites
understand how to make the single extranet platform  ´
more attractive to advisers
understand how to encourage more business to be  ´
submitted electronically via the new single extranet
Methodology
To achieve the aims of this project Focus undertook  
the following:
filmed interviews with different IFA firms to ascertain  ´
in-depth, qualitative views from advisers in each of the 
segments being targeted by Ax A Winterthur
a detailed consultancy report highlighting the strengths  ´
and weaknesses of the existing Ax A and Winterthur 
extranet platforms based on user feedback and Focus’ 
extensive extranet experience
a proof of concept to illustrate how Ax A Winterthur could  ´
address the key issues raised by the interviewed 
advisers and those outlined in the consultancy report
Benefits
real user feedback on the strengths and weaknesses   ´
of each of the extranet sites
clear priorities for Ax A Winterthur’s e-commerce  ´
roadmap for the next 12 months
insight into how the Ax A and Winterthur extranet sites  ´
compared to that of the competition
overview of the latest online tools and functionality  ´
required by end users
“We appointed Focus to complete an evaluation  
of our respective IFA extranet offerings to help  
get an independent view to feed into our overall 
e-commerce roadmap and priorities for the next  
12 months. This proved to be a really useful exercise, 
helping to position the shortcomings internally and 
the areas in which we needed to invest to drive more 
e-volumes and an enhanced customer service 
proposition. The final recommendation report was 
received very favourably by the key stakeholders 
within the Group.” 
Laura Edmunds, Adviser Services Portfolio Manager,  
Ax A Winterthur Wealth Management
As has been previously outlined, the 
Group has a clear strategy for both 
organic and non-organic growth and 
the Board is looking to accelerate  
the development of its business by  
a combination of partnerships, joint 
ventures and acquisitions.
We have previously stated that it is our 
intention to take the steps necessary to 
allow the company to pay a dividend. 
In order to do this, we must apply  
to the court for cancellation of the 
share premium account to create 
distributable reserves. Prior to applying 
for court approval, the shareholders 
will be asked to approve the 
application in a general meeting.
Alastair M Taylor
Chairman 
9 June 2009
“We have entered the new financial year  
with a market-leading product, a strong 
pipeline and net cash of over £4.0 million.” 08
focus solutions group plc  
annual report & accounts 2009
business review
chief executive’s report
Overview
The Group continues to develop and execute on its stated 
strategy of building the business through expanding our 
products and geographic markets. We have further invested 
in our focus:360° product suite and have evolved the platform 
into several distinct versions, which should see us attracting 
significant opportunities throughout the year. We have also 
drawn on our years of experience of working with global retail 
banks on change programmes for multi-channel distribution 
and wealth management to develop a truly unique proposition  
for the larger retail banks. With the current scrutiny on this 
sector and the need to demonstrate compliance and risk 
management, we believe we have a compelling offering to 
meet their requirements.
We pride ourselves on our strong reputation with our key 
customers and this is underpinned by our delivery successes 
this year. We continue to attract and retain the highest quality 
individuals to our team.
Business performance 
The Group again achieved record sales and profits in 
FY2009. Turnover increased by 12% from £8.60 million in 
FY2008 to £9.60 million in FY2009. This growth was driven 
principally through services provided to HSBC Bank plc and 
other established customers but also by revenues generated 
from focus:360º, following its launch in May 2008. At the 
trading level, operating profits before exceptional costs 
increased by 17% from £1.46 million to £1.71 million. 
Basic and diluted earnings per share for the year ended  
31 March 2009 were 5.85 pence per share and 5.26 pence 
per share respectively, compared with 6.71 pence for basic 
and 5.99 pence for fully diluted earnings per share for the 
year ended 31 March 2008. Our preferred measure of 
earnings per share, which excludes the impact of the 
recognition of tax losses which arose in the initial stages of 
the company’s development, is pre-deferred tax adjusted 
EPS. Using this measure, “adjusted” basic EPS have 
increased to 6.03 pence from 4.75 pence last year and 
“adjusted” fully diluted EPS have increased to 5.43 pence 
from 4.24 pence.
As at 31 March 2009, cash deposits totalled £4.00 million 
(FY2008: £1.03 million). The Group also has unused bank 
facilities totalling £0.75 million should we require them.  
The balance sheet remains debt free.
Markets
Through focus:enterprise and our focus:360° product suite, 
we have compelling propositions for each of our core markets; 
global retail banks, wealth managers, the largest IFAs and life 
& pension providers. We also have a clear understanding of 
the drivers and issues facing these organisations and have 
tailored our solutions to fulfil those requirements.
strategic objectives
become the vendor of choice for  ´
multi-channel product distribution 
projects for global retail banks
increase penetration within the  ´
wealth management market, both 
within the UK and Europe
successfully lead the market on  ´
“direct to consumer” propositions
increase percentage of turnover  ´
from annually recurring revenue
Richard Stevenson chief executive 09
focus solutions group plc  
annual report & accounts 2009
“Through focus:enterprise and our 
focus:360° product suite we have 
compelling propositions for each  
of our core markets.”
Largest IFAs
Within the IFA market, we have seen 
numerous challenges for organisations, 
following the latest regulation from the 
FSA. The RDR requires IFA firms to 
increase their level of professionalism 
by moving to a fee-based system, 
away from commission led practices, 
and also by increasing their level of 
qualifications. The former means that 
organisations will need new systems  
to support this change and the latter 
increases the need for training and 
testing capabilities. Through our 
focus:360° products and the 
capabilities of The Coaching  
Platform, we are well placed to  
assist IFAs with these challenges.
Life & pension providers
Another key market for us, life & pension 
providers, has also been affected by 
the FSA’s latest regulation as it is driving 
them to consider new distribution 
channels beyond that of the traditional 
IFA channel. Equally, in the current 
economic climate they are looking at 
ways of reducing cost and increasing 
speed to market for new products in 
order to remain competitive. 
HSBC – case study
Overview
One of the most important parts of wealth management is 
the advised sales process. The system in place at HSBC 
was reaching the end of its useful lifespan. It was a 17 year 
old DOS-based system that was completely standalone 
and did not integrate with other customer data. HSBC  
set about looking to replace their previous system with  
the objectives of integrating the new solution with other 
systems to allow the pre-population of data and enabling 
multiple customer segments and financial products to be 
supported from the same solution.
Focus was selected to help HSBC to deliver the  
project, based on our previous in-depth experience  
of implementing enterprise financial planning projects  
in the UK regulated market.
Objectives
full support for the advised sale of all financial products  ´
including investments, pensions, protection, mortgage 
and general insurance
ability to address multiple customer segments from the  ´
same solution
pre-population of client data from external sources and  ´
HSBC’s internal systems
Benefits
increase in the number of advised interviews conducted  ´
by staff
growth in sales for bank products ´
improved efficiency for all internal staff through the  ´
integration with other systems
enhanced service offering to customers through a fuller  ´
financial review capability
support for mobile working through off-line capability ´
“Developing a new multi-channel point of sale 
solution is a major project for the bank and  
we needed a technology that would meet our 
requirements to develop and deliver a flexible 
solution to market on time, to maintain our 
competitive edge. Focus has successfully 
demonstrated their knowledge and business 
expertise providing front end solutions that  
add real benefit to the organisation.”
Helen Roberts, Business Programme Manager, 
HSBC Bank plc
Our focus:360° life & pension extranet 
product enables life & pension 
providers to implement a single 
platform for all their different 
distribution channels, avoiding  
costly individual solutions. To date,  
we have won business with Ax A 
Winterthur and Scottish Widows to  
help define and shape their business 
requirements to replace their existing 
intermediary extranet services.
Wealth managers
Our move to focus on the wealth 
management market has been driven 
by the increase in the number of  
wealth management firms as more 
organisations look to service the needs 
of HNWIs in order to generate more 
profitable business. In addition, we 
have found that wealth management 
firms are now looking at how they can 
differentiate the level of service they 
provide to their clients in order to 
remain competitive and are exploring 
financial planning capabilities to help 
them achieve this. We have also seen 
this trend transcend geographical 
borders, making the market even more 
attractive. To date, we have had great 
success with our wealth management 
product, with contract wins with 
Towergate for £0.8m and a major  
UK bank for £1.7m.
Retail banks
The retail banking sector is probably 
under the most scrutiny in relation  
to compliant adviser processes, 
presenting a single understanding of 
the client and treating customers fairly. 
Due to the scale of the business and 
the inherent legacy systems, retail 
banks are being forced to look at 
technology as the only solution to  
solve these issues. We have the  
ability to help all banks address these 
challenges, with focus:enterprise for 
tier 1 global retail banks who require  
a solution tailored to their individual 
requirements and focus:360° multi-
channel distribution for banks looking 
for an “out of the box” solution with 
supporting services.
We continue to lead the market in  
this sector, evidenced by our further 
contract wins with HSBC worth  
£5.7 million to develop a large-scale, 
multi-channel point of sale system. 10
focus solutions group plc  
annual report & accounts 2009
focus solutions group plc  
annual report & accounts 2009
business review
Partners
It would be impractical for Focus to seek to develop every 
element of a possible multi-channel distribution solution itself;  
it is important to be able to offer a ‘best of breed’ option. To  
this end we have formed partnerships with Tieto and Unisys.
Development
It is essential for the future prosperity of the Group that we 
continue to invest in product development. Our technology  
is one of the clear differentiators between us and our 
competition. Combining this technology with our business 
process knowledge and delivery expertise puts us in a strong 
position to win new business.
We have a clearly defined road map for our focus:360° 
product suite built on detailed market research and client 
demand, and delivering in line with this is integral to the 
success of the Group.
Strategy
Our strategic goals are clear:
we want to become the vendor of choice for multi-channel  ´
product distribution projects for global retail banks. 
Through our years of experience in the financial services 
industry and recent achievements with HSBC, we have 
developed a unique service to assist the largest global 
banks with their multi-channel distribution and/or wealth 
management transformation programmes. The knowledge, 
expertise and technology capability behind 
focus:enterprise is unrivalled globally.
we intend to increase our penetration of the wealth  ´
management market, both within the UK and Europe.  
The wealth management sector is undergoing significant 
change presenting lucrative opportunities. We are well 
positioned with our product and team to maximise these.
we aim to lead the market in “direct to consumer”  ´
propositions. Through extensive market research and close 
client relationships, we are in a strong position to shape the 
thinking of the industry on how to deliver simple financial 
products direct to the consumer. This will strongly underpin 
the success of our focus:360° consumer product.
we intend to enter the mid market for distribution solutions  ´
through an Application Service Provider (“ASP”) model to 
service organisations with fewer than 50 users.
over the next two to three years we intend to increase the  ´
level of our turnover arising from annually recurring licence 
and support revenues. focus:360° is designed to be sold 
on a per user per annum basis and is central to 
achievement of this objective.
chief executive’s report continued 11
focus solutions group plc  
annual report & accounts 2009
focus solutions group plc  
annual report & accounts 2009
We recognise that in today’s market, 
Focus Solutions must develop greater 
scale. A central tenet of this strategy  
is to consider potential acquisitions 
which will strengthen our product  
and market coverage.
We are already reaping the benefits  
of our acquisition of The Coaching 
Platform which has broadened the 
overall service offering we have for the 
financial services industry by providing 
training and competency capabilities. 
Moving forward, our strategy will be 
based on extending our strong position 
of delivering multi-channel distribution 
solutions from life and pensions and 
mortgages into other associated 
verticals, thereby extending our 
product portfolio, expanding our  
client base and bringing added  
value to our customer base.
However, Focus is not just about 
developing leading technology. We  
are committed to providing our clients 
with a wealth of industry knowledge, 
experience and insight through 
real-world practitioners. We have  
an in-depth understanding of both  
our clients’ business and technical 
processes so we can assist them  
at every stage of their project and  
help them to develop solutions that 
dramatically reduce their costs and 
enable them to adapt to regulatory 
changes in the market.
Focus is well positioned in the  
financial services industry; we have 
competitively rewarded, talented 
individuals who have extensive industry 
knowledge and practical experience of 
implementing multi-channel distribution 
solutions into the largest players in the 
market. We have a very clear focus on 
key markets and have developed a 
profitable and cash generative business.
Outlook
We are seeing general economic 
conditions not known for a generation  
in the UK. This makes predictions  
on prospects for the future difficult. 
However, the new financial year has 
started positively and in line with 
management expectations. We look 
forward to continuing to execute the 
established strategy and further develop 
a successful, consistently growing, 
profitable and cash generative business.
Richard J Stevenson
Chief Executive
9 June 2009
“Focus is not just about 
developing leading technology .  
We are committed to providing  
our clients with a wealth  
of industry knowledge,  
experience and insight.” focus solutions group plc  
annual report & accounts 2009
business review
12
  07 08 09
  07 08 09
£1.28m
£2.93m
£1.59m
(£1.16m)
£2.01m
£4.37m
EBITDA before exceptional 
costs
operating cash flow
Martin Clements finance director
Financial review
FY2009 has been a record year for the Group in terms of sales 
revenues and operating profits. Group revenues increased by 
12% to £9.60 million (FY2008: £8.60 million). The increased 
sales revenues fed through to growth in operating profit. 
Operating profit for FY2009 before exceptional costs increased 
to £1.71 million (FY2008: £1.46 million). Operating profit 
margins before exceptional costs rose from 17.0% to 17.8%. 
Exceptional costs comprised costs related to share  
based payments under IFRS2 (FY2008: Exceptional costs 
comprised restructuring costs, principally redundancy costs, 
costs associated with aborted acquisitions and costs related 
to share based payments under IFRS2). After exceptional 
costs, the Group made an operating profit of £1.60 million, 
compared to £1.19 million in FY2008.
Key Performance Indicators
  2009 2008
Revenue £m 9.60 8.60
Gross margin % 53 55
Operating profit before exceptional costs £m 1.71 1.46
Operating profit before exceptional 
 costs as % of total revenue % 17.8 17.0
EBITDA before exceptional costs £m 2.01 1.59
Operating cash inflow/(outflow) £m 4.37 (1.16)
Total R&D spend £m 1.55 0.86
Total R&D spend as % of total revenue % 16.1 10.0
Number of customers spending  
 more than £100k in year no. 11 10
Number of customers spending  
 more than £1,000k in year no. 1 2
Taxation
The Group has tax losses of £3.68 million as at  
31 March 2009 (FY2008: £3.86 million). A deferred  
tax asset (£0.97 million) in respect of losses has been 
recognised. The result of this action is a non-cash  
charge to the profit and loss account of £0.06 million,  
as the Group utilises the remaining tax losses.
Profit for the year
Profit for the year of £1.72 million compared to £1.98 million  
in FY2008. This decrease is primarily due to movements in 
deferred taxation.
Earnings per share
As a result of the deferred tax charge this year (and credit  
last year), the basic and fully diluted EPS calculations exhibit a 
high degree of volatility. A more stable measure of EPS, which 
excludes the impact of the recognition of tax losses which 
arose in the initial stages of the company’s development,  
is pre-deferred tax adjusted EPS. 
Using this measure, “adjusted” basic EPS have increased  
to 6.03 pence from 4.75 pence last year and “adjusted” fully 
diluted EPS have increased from 4.24 pence to 5.43 pence.
finance director’s report 13
focus solutions group plc  
annual report & accounts 2009 13
focus solutions group plc  
annual report & accounts 2009
“FY2009 has been a record year for the 
Group in terms of sales revenues and 
operating profits.”
Cash flow
As expected, operating cash flow  
was much improved in the year. This 
reflected the anticipated receipt of 
payments on two major projects in 
particular. As a result, this generated 
cash inflows from operating activities  
of £4.37 million (FY2008: £1.16 million 
outflow) leading to a net cash balance 
of £4.00 million at the end of FY2009 
(FY2008: £1.03 million). 
Martin J Clements
Finance Director 
9 June 2009
risks mitigation
business risks
markets fall into decline ´
failure to execute M&A strategy ´
failure to innovate ´
failure of partnership strategy ´
customer cancellations ´
expansion into other regions, M&A  ´
strategy and continued investment  
in product development
development of flexible cost model  ´
adoption of best practice software  ´
development techniques
financial risks
company financial performance  ´
deteriorates
company unable to finance growth ´
market expectations not met ´
rolling forecast reviews ´
tight control over cost base ´
investor relations programme ´
close contact with key financial  ´
advisers
compliance risks
health and safety regulations  ´
breached
failure of accounting system and  ´
internal controls
breach of AIM rules ´
company H&S policy established ´
investment in training ´
internal adhoc reviews ´
operational and other
physical disaster and business  ´
continuity failure
loss of key employees ´
loss of intangible assets ´
business continuity plan in place ´
incentive plans ´
market testing of staff salaries ´
contractual protection of IPR ´
The Group’s key risks and actions to mitigate them are outlined below: focus solutions group plc  
annual report & accounts 2009 14
business review
directors
Alastair Taylor, Non-Executive Chairman
Alastair was previously the president of the Global Financial 
Services Industry for Unisys Corporation and a member  
of the Executive Management Board. During more than  
30 years in the IT industry, he has held senior executive 
positions in the UK and internationally. He has held a 
number of non-executive board positions in both private  
and public companies and is currently Chairman of  
UniRisx Ltd. He also provides consultancy to the  
venture capital industry.
Richard Stevenson, Chief Executive
Richard was appointed Chief Executive of Focus Solutions 
Group plc on 1 March 2006. He brings to the Group a  
broad experience of developing software-based technology 
businesses in a global market. Richard’s previous role was 
CEO and President for Business Agility Limited, a systems 
integrator focusing on enterprise class operations software 
and related services. Before that, he was CEO and 
President of AST Europe.
Frank Murray, Chief Technology Officer
Frank joined Focus as Product Development Manager in 
May 2000. Prior to Focus, he spent 18 years in a variety of 
senior technical roles with AT&T and Cap Gemini, focusing 
on the financial services market. Frank was appointed  
Chief Technology Officer on 1 April 2002.
Martin Clements, Finance Director
Martin Clements qualified as a chartered accountant in 
1987. Martin joined Focus from Bond International Software 
Plc, where he had been Group Finance Director. Prior to 
joining Bond, Martin worked in a number of senior positions 
with Eurobell Holdings Plc and Vickers Plc.
John Streets, Founder and Non-Executive Director
John is the founding director of Focus. John has a  
20 year track record in IT sales and the financial services 
business working for Honeywell Information Systems,  
Wang Computers, Fame Computers and Intuitive Systems. 
After helping the Board to recruit Richard Stevenson as 
Chief Executive, John changed his role to  
Non-Executive Director. 
Nick Habgood, Non-Executive Director
Nick is Managing Partner of Azini Capital Partners LLP,  
a fund management firm specialising in the acquisition of 
shareholdings in private and public technology companies 
(secondary transactions). Nick has been a technology 
investor for 9 years, prior to which he held a number of 
senior roles in MasterCard International, Mars Electronics 
International and GKN. He has a Masters Degree in 
Mechanical Engineering (M.Eng) from the University  
of Bristol.
Martin Fiennes, Non-Executive Director
Martin spent eight years as an investment manager with  
Top Technology Ventures Limited, the venture capital firm 
that originally backed Focus. He now acts as a corporate 
finance adviser, working with early stage UK technology 
companies. 15
focus solutions group plc  
annual report & accounts 2009
financial statements
directors’ statement on corporate governance
Code of Best Practice
The following corporate governance statement sets out the 
Group’s position as at 31 March 2009. The Board of Directors 
is accountable to the Company’s shareholders for the 
corporate governance of the Group. The Directors support the 
principles of good corporate governance contained within the 
2006 Financial Reporting Council (FRC) Combined Code. 
However, under the rules of the Alternative Investment Market 
(AIM) the Company is not required to comply with the Code. 
Nevertheless, the Board recognises the importance of good 
corporate governance procedures and accordingly has 
selected those principles and provisions of the Code which 
they consider relevant and appropriate to the Group, bearing 
in mind its size, structure and stage of development. This 
statement sets out how the principles of good governance  
are adhered to by the Board. As the corporate governance 
statement has been prepared voluntarily it has not been 
subject to an audit.
The Board and its Committees
The composition of the Board is set out on Page 14. The  
Board currently comprises a Non-Executive Chairman,  
three executive Directors and three Non-Executive Directors.  
The senior Non-Executive Director is Martin Fiennes.  
The Company does not combine the role of Chairman and 
Chief Executive.
The Board meets regularly to review not only the current  
state of the business but also to determine its future strategic 
direction. The Board has a formal schedule of matters 
specifically reserved for its decision. All the Directors are free 
to bring any matter to the attention of the Board, at any time. 
The Board met nine times last year.
The Audit Committee consists exclusively of Non-Executive 
Directors. The Chief Executive and Finance Director and 
representatives from the external auditors normally attend 
meetings by invitation, but the Committee has the right to  
meet without such persons being present. The Committee  
has formally delegated duties and responsibilities and meets 
at least twice a year.
The Audit Committee receives and reviews reports from 
management and the Company’s auditors relating to the 
annual and interim accounts and the accounting and  
internal control systems in use throughout the Group.  
The Audit Committee has unrestricted access to the 
Company’s auditors.
The Remuneration and Nomination Committee consists of  
the Non-Executive Chairman and senior independent Non-
Executive Director. The other Non-Executive Directors, Chief 
Executive and Finance Director normally attend meetings  
by invitation, but the committee has the right to meet without 
such persons being present. The Committee has formally 
delegated duties and responsibilities and meets at least  
twice a year.
The Remuneration and Nomination Committee reviews the 
scale and structure of the executive Directors’ remuneration 
and the terms of their contracts. The remuneration and terms 
and conditions of appointment of the Non-Executive Directors 
are set by the Board. The Committee also administers the 
Share Option Schemes and is responsible for approval of 
senior appointments.
The Remuneration and Nomination Committee report on 
Directors’ remuneration and on Group remuneration policy 
giving details of Company policy and individual Directors’ 
remuneration is set out on pages 20 to 22. The remuneration 
arrangements of the Non-Executive Directors are determined 
by the Board as a whole. The notice period provisions 
contained in the Directors’ service contracts are summarised 
on page 21.
All the Directors have access to the advice and services of the 
Company Secretary and may, in furtherance of their duties, 
take independent legal and financial advice at the Group’s 
expense. They also have access to the minutes of the Board, 
in which any concerns expressed by them regarding matters 
pertaining to the Group are recorded. 16
focus solutions group plc  
annual report & accounts 2009
financial statements
directors’ statement on corporate governance continued
for the year ended 31 March 2009
Attendance at meetings
There were nine board meetings held during the year. The board members attended each of the meetings as follows:
         Remuneration 
        and  
       Audit Nominations 
      Board Committee Committee 
      (Max 9) (Max 2) (Max 3)
P Brooke**      4 1 2
M J Clements      9 2* 1*
M G Fiennes      9 2 3
N J Habgood***      3 – –
F Murray      9 – –
R J Stevenson      9 2* 1*
J B Streets      9 2* 2*
A M Taylor      9 2 3
* Attendance by invitation only
** Retired 31
 
December 2008
*** Appointed 1 January 2009; attended 3 out of a maximum of 3 board meetings
Internal control
The Board is responsible for maintaining an effective system of internal controls to safeguard shareholders’ investment and  
the Group’s assets and for reviewing its effectiveness. The Directors recognise that no system can provide absolute assurance 
against material misstatement or loss. The Group’s system of internal controls is designed to manage the risk of failure to 
achieve business objectives and include, but are not limited to:
the Board, which includes four Non-Executive Directors, having overall responsibility for the decision making in the Group; •	
a comprehensive annual planning and budgeting process, requiring Board approval, is carried out in advance of the start  •	
of the financial year against which the Group’s actual performance is monitored by the Directors. Detailed management 
accounts and financial forecasts are compiled and actual results compared to budget on a monthly basis;
the Directors have put in place an organisational structure with clearly defined lines of responsibility and delegation  •	
of authority;
the Group’s management has a clear responsibility for identifying risks facing the business and for putting in place •	
procedures to mitigate and monitor those risks which the Board ratifies; and
there are clearly defined control policies and procedures for all transactions including appropriate authorisation levels. •	
The Group’s organisational structure has clear lines of responsibility. Operating and financial responsibility for subsidiary 
companies is delegated to operational management, including risk assessment. The executive management meet regularly  
to review operating performance against agreed targets and objectives. This team, together with the Non-Executive Directors,  
is also responsible for resource allocation, internal communication and enforcement of the Company’s policies and procedures.
The Board reviews from time to time the need for an Internal Audit function and remains of the opinion that the systems of 
financial control are appropriate to the Group’s present activities and size and that such a function would be unnecessary  
at this time. 
This report was approved by the Board on 9 June 2009 and signed on its behalf by:
M J Clements
Secretary 17
focus solutions group plc  
annual report & accounts 2009
The Directors present their Annual Report and the audited 
consolidated and separate Company financial statements of 
Focus Solutions Group plc for the year ended 31 March 2009. 
Principal activities
The Company is the parent Company for a Group of 
companies whose principal activity is the development, 
supply and support of software solutions and associated 
services to the UK financial services market. 
Business review
During the year, the Group acquired The Coaching Platform, a 
specialist financial services consultancy and training resource 
Company, for an initial cash consideration of £100,000. Further 
deferred earn-out consideration, to be satisfied half in cash 
and half in shares, of up to £251,000 may be payable.
As shown in the Group’s consolidated income statement  
on page 24, the Group’s sales revenues have increased by 
12% over the prior year (FY2008: 9%). The sales growth can 
principally be attributable to progress on two projects for 
HSBC and initial orders for focus:360º, with growth in both 
professional services and licence revenues.
One of the key measurements of the Company’s performance 
is the number of customers spending more than £100,000  
per annum. In FY2009, there were 11 customers spending  
in excess of £100,000 with the Group, with one customer 
spending more than £1 million. In FY2008, 10 customers  
spent more than £100,000 with two customers spending  
more than £1 million.
The Company continues to invest in product development 
which has resulted in a number of improvements and updates 
to the Company’s existing propositions. The Directors regard 
such investment as necessary for the continued success in 
the medium to long term future of the business. During the 
year, the Group continued its investment in the development  
of its whole of office solution, focus:360º, combined with 
further improvements in the core software, focus:technology. 
Total research and development expenditure in FY2009  
of £1.55 million equalled 16% of turnover (FY2008: 10%).  
Of this, £1.16 million relating to the development investment  
in focus:360º has been capitalised in FY2009 under IAS 38. 
The Company’s other key measurements of effectiveness  
of its operations include gross and net operating margins.  
In FY2009, our gross margin was 53% (FY2008: 55%). In the 
medium term, we expect our gross margins to improve with 
the shift in sales mix from lower margin professional services 
to recurring licence revenues. 
The balance sheet on page 26 shows the Group’s financial 
position at the year end. The net assets position at the year 
end is stronger than the previous year, with cash balances 
increasing from £1.0 million to £4.0 million.
A more detailed review of activities and developments  
in the Group is contained in the Chairman’s statement  
on pages 6 and 7, the Chief Executive’s report on  
pages 8 to 11 and the Finance Director’s report on  
pages 12 and 13. 
 
Future prospects
The Board believes that the Group is well positioned for the 
future. The uncertainty in the financial markets has made 
market conditions difficult and those difficult conditions  
have been more prolonged than either the Board or most 
commentators predicted last year. However, we have not 
revised our view that the successful launch of focus:360º will 
ensure that the Group is well positioned to benefit from any 
recovery. There is much scope for growth within the UK and 
Irish financial services market and opportunities are expected 
to arise in the rest of Europe via partnerships. 
Results and dividends
The results of the Group for the year are set out in detail in  
the consolidated income statement on page 24. The results 
include the results of the acquisition of The Coaching Platform 
Limited from the date of acquisition to 31 March 2009, further 
details of which are set out in note 13. The Company cannot 
currently pay dividends owing to insufficient distributable 
reserves. Shareholder approval will be sought in a general 
meeting for the Company to apply to the court for the 
cancellation of its share premium account. If approval is  
given by the court, this will create distributable reserves, 
which would allow the Company to pay a dividend. 
Directors and their interests
The Directors who served during the year were as follows:
Executive Directors
Richard Stevenson 
Martin Clements 
Frank Murray
Non-Executive Directors
Alastair Taylor 
John Streets 
Martin Fiennes 
Piers Brooke (retired on 31 December 2008)
Nick Habgood (appointed 1 January 2009)
The interests of the Directors in the share capital of the 
Company are shown in the Remuneration and Nomination 
Committee’s report on pages 20 to 22. 
Proceeds from share issues during the year
A total of £1,500 (FY2008: £34,000) was received in proceeds 
from the exercise of share options during the year. 
directors’ report
for the year ended 31 March 2009 financial statements
18
focus solutions group plc  
annual report & accounts 2009
directors’ report continued
for the year ended 31 March 2009
Substantial shareholdings
On 1 June 2009 the Company had been notified of the 
following holdings of 3% or more of its issued share capital.
  Number of
  shares %
Azini Capital Partners LLP  8,595,686 29.17
John Streets  8,000,000 27.15
Liontrust  3,298,761 11.19
Bluehone Investors  1,440,000 4.89
Close Brothers AIM VCT  969,170 3.29
No other person has reported an interest of more than 3% in 
the Ordinary Shares.
Going concern
After making enquiries, the Directors consider that the  
Group has adequate resources to continue in operational 
existence for the foreseeable future. Consequently, they have 
continued to adopt the going concern basis in preparing the 
financial statements.
Statement of Directors’ responsibilities in respect of the 
annual report and the financial statements
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. Under that law the Directors 
have prepared the Group financial statements in accordance 
with International Financial Reporting Standards (“IFRS”) as 
adopted by the European Union, and the parent Company 
financial statements and the Remuneration and Nomination 
Committee’s report in accordance with applicable law and 
United Kingdom Accounting Standards (United Kingdom 
Generally Accepted Accounting Practice). The Group and 
parent Company financial statements are required by law  
to give a true and fair view of the state of affairs of the 
Company and the Group and of the profit or loss of the  
Group for that period.
In preparing those financial statements, the Directors are 
required to:
(a) select suitable accounting policies and then apply them 
consistently;
(b) make judgements and estimates that are reasonable and 
prudent;
(c) state that the Group financial statements comply with  
IFRSs as adopted by the European Union, and with regard 
to the parent Company financial statements that applicable 
UK Accounting Standards have been followed, subject to 
any material departures disclosed and explained in the 
financial statements; and
(d) prepare the Group and parent Company financial 
statements on the going concern basis unless it is 
inappropriate to presume that the Group will continue  
in business, in which case there should be supporting 
assumptions or qualifications as necessary.
The Directors confirm that they have complied with the above 
requirements in preparing 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 the Group and to 
enable them to ensure that the Group financial statements 
comply with the Companies Act 1985 and the parent 
Company financial statements and the Remuneration and 
Nomination Committee’s report comply with the Companies 
Act 1985. They are also responsible for safeguarding the 
assets of the Company and the Group and hence for taking 
reasonable steps for the prevention and detection of fraud  
and other irregularities.
The Directors are responsible for the maintenance and 
integrity of the Group’s website. Information published on the 
Internet is accessible in many countries with different legal 
requirements. Legislation in the United Kingdom governing  
the preparation and dissemination of financial statements  
may differ from legislation in other jurisdictions. 
Statement of disclosure of information to auditors
In the case of each of the persons who were Directors at the 
time when the report is approved under section 234ZA of the 
Companies Act 1985, the following applies:
(a) so far as the Director is aware, there is no relevant audit 
information of which the Company’s auditors are unaware; 
and
(b) he has taken all the steps that he ought to have taken as  
a Director in order to make himself aware of any relevant 
audit information and to establish that the Company’s 
auditors are aware of that information.
Environmental policies
The Group acknowledges the importance of environmental 
matters and where possible uses environmental friendly 
policies in all its offices, such as recycling, energy efficient 
lighting and equipment and encouraging environmentally 
friendly travel.
Employees and social responsibility
The Group’s policy is to consult and discuss with employees 
on matters which are likely to affect their interests, including 
information about the Group’s performance and plans.  
This is accomplished through weekly communications 
briefings, individual performance reviews and regular  
team or Company briefings.  19
focus solutions group plc  
annual report & accounts 2009
The Group is an equal opportunity employer and makes  
every effort to ensure disabled people are not discriminated 
against on the grounds of their disabilities. In the event of  
staff becoming disabled, every effort is made to ensure that 
their employment continues and that appropriate training is 
arranged. Employees are kept informed regarding the Group’s 
affairs and are consulted on a regular basis through meetings, 
wherever feasible and appropriate.
Participation by employees in the success of the Group  
is encouraged. Employees are encouraged to own shares  
in the Company and approximately 33% (FY2008: 49%) of 
employees are shareholders and/or hold options in the 
Company’s share option schemes.
Investment in research and development
The Group continues to invest heavily in product research and 
development. During the year, total expenditure on product 
research and development activities increased from  
£0.86 million in FY2008 to £1.55 million in FY2009. Of this sum, 
£1.16 million was capitalised as development expenditure, in 
accordance with IAS 38 (FY2008: £0.60 million).
Charitable and political contributions
During the year under review, the Group made charitable 
contributions totalling £657 (FY2008: £700) to various 
charities. There were no political donations (FY2008: £nil).
Creditor payment policy
The Group recognises the importance of good relationships 
with its suppliers and agrees appropriate terms and conditions 
for business transactions with suppliers. Payment is then 
made on these terms subject to the terms and conditions 
being met by the suppliers. The average number of day’s 
credit taken on the Group’s outstanding balance at the year 
end is 24 days (FY2008: 51 days).
Directors’ indemnities
The Company has made qualifying third party indemnity 
provisions for the benefit of its Directors which were made 
during the year and remain in force at the date of this report.
Financial instruments
The Group’s financial instruments comprise borrowings,  
cash and short-term deposits and various items, such as  
trade receivables and trade payables that arise directly from 
its operations. The main purpose of these financial instruments 
is to fund the Group’s operations as well as to manage working 
capital, liquidity and invest surplus funds.
It is, and has been throughout the period under review, the 
Group’s policy not to enter into derivative transactions and no 
trading in financial instruments has been undertaken. Risks 
pertaining to financial instruments are adequately managed 
by the Group on an ongoing basis.
Principal risks and uncertainties
Focus is exposed to a number of risks and uncertainties 
although these are not considered to be any more severe than 
for comparable quoted companies adopting similar strategies. 
The Group has instituted a formal risk assessment review 
which is controlled at Board level. The key risks have been 
categorised as business risks, financial risks, compliance  
risks or operational risks. These are summarised in more detail 
in the Finance Director’s report on page 13. The Executive 
Directors report to the Board on a quarterly basis on the 
likelihood of an event identified as a key risk happening, the 
impact on the business if the event occurred, what actions 
have been taken to mitigate the risk of the event happening, 
the current status and which executive is responsible for 
managing that risk. Further details are provided in note 19.
Re-appointment of auditors
A resolution to re-appoint PricewaterhouseCoopers LLP  
as the Company’s auditor will be proposed at the forthcoming 
Annual General Meeting.
This report was approved by the Board on 9 June 2009 and 
signed on its behalf by:
M J Clements
Secretary financial statements
20
focus solutions group plc  
annual report & accounts 2009
remuneration and nomination committee’s report
  
The Remuneration and Nomination Committee (“the 
Committee”), comprising Martin Fiennes and Alastair Taylor 
with Martin Fiennes as Chairman, meets as required during 
the year. The other Non-Executive Directors and Executive 
Directors may also be invited to attend meetings but may not 
vote and are not involved in any matter relating to themselves. 
Remuneration policy
The policy of the Committee is to ensure that the remuneration 
packages offered to the Executive Directors are competitive 
and designed to attract, retain and motivate Executive 
Directors and senior executives of an ability, experience and 
integrity to manage the affairs of the Group. These packages 
are reviewed regularly and independent advice is taken when 
appropriate. They are structured to include both short and 
longer term incentives. None of the Committee has any 
personal financial interest (other than as shareholders), 
conflicts of interest or day-to-day involvement in running  
the business. No Director plays a part in deciding his  
own remuneration. 
The remuneration of the Non-Executive Directors is 
determined by the Board. The Non-Executive Directors  
do not participate in the bonus scheme, nor do they  
receive any other benefits.
There are five main elements of the remuneration package for 
Executive Directors:
basic salary; •	
bonuses; •	
pensions; •	
other benefits; and •	
share option incentives. •	
Basic salary
The basic salaries of the Executive Directors are determined 
after a review of the performance of the individual. It is the  
aim of the Committee to reward Directors competitively and 
commensurate with their responsibilities and experience. 
Basic salaries were last reviewed in October 2008.
Bonuses
Executive Directors participate in a bonus scheme linked  
to the achievement of demanding business and corporate 
objectives, primarily profit. The payment of bonuses is at  
the discretion of the Committee and any bonuses are paid 
annually in arrears.
Pensions
The Company contributes a pre-set percentage of 
pensionable earnings to defined contribution schemes  
for the current Executive Directors.
Other benefits
Executive Directors are provided with a Company car or car 
allowance, and private healthcare, in line with market practice.
Directors and their interests
The Directors who served during the year, and their beneficial 
interests in the share capital of the Company are shown below. 
At the Annual General Meeting to be held on 6 August 2009, 
Mr A M Taylor and Mr R Stevenson will retire and offer 
themselves for re-election. Mr N Habgood, having been 
appointed since the last General Meeting, will retire and offer 
himself for re-election.
Share options
The Group operates the following share option schemes: 
an EMI scheme •	
an Inland Revenue Approved scheme •	
an Unapproved scheme •	
a Long Term Incentive Plan •	
These schemes are administered and the grant of options 
supervised by the Committee. The Committee has adopted a 
policy of phased grants of options, either yearly or half-yearly. 
The Committee sets performance conditions designed to 
incentivise senior management in a way which is intended,  
if achieved, to enhance shareholder returns. After careful 
consideration, and taking into account the stage the Company 
has reached in its development, the Committee decided to 
adopt performance conditions allowing exercise of options 
upon the achievement of a target share price figure within a 
maximum period of three years for all options issued during 
the year. The Committee has chosen this as the most 
appropriate measure in that it is both closely aligned with 
shareholder interests and is a readily visible indicator of the 
Group’s underlying financial performance.
In the view of the Committee, its policy for the operation  
of the Company’s share option schemes forms part of  
a well-considered remuneration policy to facilitate the 
motivation, retention and recruitment of Executives. The 
Committee regularly reviews its policy on share incentives  
to ensure that it is broadly in line with market practice and  
to maintain its continued effectiveness. 21
focus solutions group plc  
annual report & accounts 2009
Service contracts
R J Stevenson, F Murray and M J Clements have service contracts with the Company, which are capable of termination by the 
Company giving six months notice. In the event of an offer for the Company becoming unconditional, then for a period of twelve 
months after the takeover this notice period is extended to a year.
A M Taylor, J B Streets, M G Fiennes and N J Habgood have letters of appointment with the Company, which cover a period of 
one year and are capable of termination under certain circumstances.
The remuneration of the Directors was as follows:
      Total   
    Salary ,  excluding   
    bonuses Other pension Pension  
£’000    & fees benefits contributions contributions T otal
Year ended 31 March 2009
R J Stevenson    203 14 217 17 234
M J Clements    153 17 170 12 182
F Murray    141 14 155 11 166
A M Taylor    32 – 32 – 32
J B Streets    20 – 20 – 20
P L Brooke    17 – 17 – 17
M G Fiennes    20 – 20 – 20
N J Habgood    5 – 5 – 5
Total    591 45 636 40 676
N J Habgood was appointed on 1 January 2009. His fees were paid to Azini Capital Partners LLP, of which he is a managing 
partner.
      Total   
    Salary ,  excluding   
    bonuses Other pension Pension  
£’000    & fees benefits contributions contributions T otal
Year ended 31 March 2008
R J Stevenson    150 14 164 15 179
M J Clements    100 16 116 10 126
F Murray    95 12 107 10 117
A M Taylor    32 – 32 – 32
J B Streets    20 – 20 – 20
P L Brooke    20 – 20 – 20
M G Fiennes    20 – 20 – 20
Total    437 42 479 35 514
Directors’ interests
According to the register of the Directors’ interests in the shares of the Company, the following shares were held:
      31 March 2009  1 April 2008 
      Number of  Number of 
      Ordinary  Ordinary 
      shares  shares
R J Stevenson      60,000  30,000
M J Clements      150,530  150,530
F Murray      52,400  52,400
A M Taylor      225,000  175,000
J B Streets      8,000,000  8,500,000
P L Brooke (retired 31 December 2008)      55,000  55,000
M G Fiennes      73,634  73,634
N J Habgood (appointed 1 January 2009)      –  – financial statements
22
focus solutions group plc  
annual report & accounts 2009
remuneration and nomination committee’s report (continued)
The following share options were held by Directors: 
  At 1 April        At 31 March Exercise  
 2008 Exercised Lapsed Cancelled Granted 2009 Price   
Scheme Number Number Number Number Number Number Pence  Exercise Period Note
F Murray 
The EMI Scheme 75,000 – 75,000 – – – 25 16.06.2006 to 15.06.2013 
The EMI Scheme 3,285 – – 3,285 – – 35 14.01.2007 to 13.01.2014 
The Approved Scheme 85,714 – – – – 85,714 35 14.01.2007 to 13.01.2014 
The EMI Scheme 165,155 – – 165,155 – – 48.5 04.01.2010 to 03.01.2017 
The Unapproved Scheme 100,481 – – – – 100,481 48.5 04.01.2010 to 03.01.2017 A
LTIP 383,838 – – 383,838 – – nil 28.06.2010 to 27.06.2017 
The EMI Scheme – – – – 243,440 243,440 30.5 29.09.2011 to 28.09.2014 B
LTIP – – – – 383,838 383,838 nil 29.09.2011 to 28.09.2014 C
M J Clements 
The EMI Scheme 50,000 – 50,000 – – – 25 16.06.2006 to 15.06.2013 
The EMI Scheme 50,000 – – 50,000 – – 35 14.01.2007 to 13.01.2014 
The EMI Scheme 205,680 – – 205,680 – – 21 09.01.2009 to 08.01.2016 
The EMI Scheme 55,272 – – 55,272 – – 48.5 04.01.2010 to 03.01.2017 
The Unapproved Scheme 68,683 – – – – 68,683 48.5 04.01.2010 to 03.01.2017 A
LTIP 404,040 – – 404,040 – – nil 28.06.2010 to 27.06.2017 
The EMI Scheme – – – – 371,043 371,043 30.5 29.09.2011 to 28.09.2014 B
LTIP – – – – 404,040 404,040 nil 29.09.2011 to 28.09.2014 C
R J Stevenson 
The EMI Scheme 615,384 – – 615,384 – – nil 01.09.2009 to 31.08.2016 
The Unapproved Scheme 279,288 – – 279,288 – – nil 01.09.2009 to 31.08.2016 
The Unapproved Scheme 251,022 – – – – 251,022 nil 04.01.2010 to 03.01.2017 A 
LTIP 606,060 – – 606,060 – – nil 28.06.2010 to 27.06.2017 
The EMI Scheme – – – – 393,442 393,442 nil 29.09.2011 to 28.09.2014 B 
LTIP – – – – 1,156,116 1,156,116 nil 29.09.2011 to 28.09.2014 C 
Note:
A Performance conditions are attached to the 100,481 Unapproved options granted to F Murray, the 68,683 Unapproved options granted  
to M J Clements and the 251,022 Unapproved options granted to R J Stevenson whereby the share price for the Company’s shares  
must exceed an average price of 63.05 pence for any three-month period during the period from date of grant to 91 days after the 
announcement of the Company’s annual results for the financial year ending 31
 
March 2010. 
B Performance conditions are attached to the 243,440 EMI options granted to F Murray, the 371,043 EMI options granted to M J Clements 
and the 393,442 EMI options granted to R J Stevenson whereby the options can only be exercised in full if the Company’s share  
price exceeds 60 pence per share averaged over any 90 day period falling between grant and 30 September 2011. The entire  
option lapses if the Company’s share price does not exceed 60 pence per share averaged over a 90 day period falling between  
grant and 30 September 2011. 
C Performance conditions are attached to the 383,838 LTIP options granted to F Murray, the 404,040 LTIP options issued to M J Clements 
and the 1,156,116 LTIP options issued to R J Stevenson whereby the options can only be exercised in full if the Company’s share price 
exceeds 170 pence per share averaged over a 30 day period prior to 30 September 2011. The entire option lapses if the Company’s share 
price does not exceed 60 pence per share averaged over a 30 day period prior to 30 September 2011. At 60 pence, 50% of the option is 
exercisable, with 75% exercisable at 115 pence and 100% at 170 pence. 
During the year, 1,500,622 options granted to R J Stevenson, 714,992 options granted to M J Clements and 552,268 options 
granted to F Murray were cancelled and replaced by the new options granted in the year. These options were cancelled as the 
Remuneration and Nomination Committee considered the performance conditions to be unachievable and were liable to act as 
a disincentive to management. These share options have been accounted for as a re-pricing of the initial option.
During the year from 1 April 2008 to 31 March 2009 the mid-market price of the Ordinary Shares had a range from 21p, the 
price at 19 March 2008, to 34p on 6 January 2009. The mid-market price at the year-end was 30 pence.
Alastair M Taylor
Chairman 23
focus solutions group plc  
annual report & accounts 2009
We have audited the Group financial statements of Focus 
Solutions Group plc for the year ended 31 March 2009  
which comprise the consolidated income statement, the 
consolidated balance sheet, the consolidated cash flow 
statement, the consolidated statement of change in 
shareholders’ equity and the related notes. 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 Focus Solutions Group plc for the year ended  
31 March 2009. 
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). This 
report, including the opinion, has been prepared for and only 
for the Company’s members as a body in accordance with 
Section 235 of the Companies Act 1985 and for no other 
purpose. We do not, in giving this opinion, accept or assume 
responsibility for any other purpose or to any other person to 
whom this report is shown or into whose hands it may come 
save where expressly agreed by our prior consent in writing.
We report to you our opinion as to whether the Group  
financial statements give a true and fair view and whether  
the Group financial statements have been properly prepared 
in accordance with the Companies Act 1985. We also report  
to you whether, in our opinion, the information given in  
the Directors’ report is consistent with the Group  
financial statements. The information given in the Directors’ 
report includes that specific information presented in the 
Chairman’s statement, the Chief Executive’s report and the 
Finance Director’s report that is cross referenced 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 
Directors’ remuneration and other transactions is not disclosed.
We read other information contained in the Annual Report  
and consider whether it is consistent with the audited Group 
financial statements. The other information comprises the 
Highlights of FY2009, the Chairman’s statement, the Chief 
Executive’s report, the Finance Director’s report, the Directors’ 
Statement of Corporate Governance, the Directors’ report  
and the Remuneration and Nomination Committee’s report 
and all of the other information listed on the contents page.  
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 other information.
Basis of audit opinion
We conducted our audit in accordance with International 
Standards on Auditing (UK and Ireland) issued by the Auditing 
Practices Board. An audit includes examination, on a test 
basis, of evidence relevant to the amounts and disclosures in 
the Group financial statements. It also includes an assessment 
of the significant estimates and judgments 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 Group 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 March 2009 and 
of its profit and cash flows for the year then ended; 
the Group financial statements have been properly •	
prepared in accordance with the Companies Act 1985; and
the information given in the Directors’ report is consistent •	
with the Group financial statements. 
PricewaterhouseCoopers LLP 
Chartered Accountants and Registered Auditors 
Birmingham 
9 June 2009
independent auditor’s report to the members of Focus Solutions Group plc
  financial statements
24
focus solutions group plc  
annual report & accounts 2009
consolidated income statement
for the year ended 31 March 2009
  2009 2008 
 Notes £’000 £’000
Revenue      3 9,601 8,600
Cost of sales       (4,477) (3,851)
Gross profit        5,124 4,749
Overheads:   
Distribution costs       (1,075) (1,170)
Administrative expenses (including exceptional costs of £106,000, FY2008: £270,330)   (2,449) (2,388)
       (3,524) (3,558)
Operating profit       4 & 5 1,600 1,191
 Operating profit before exceptional costs        1,706 1,461
 Share based payment expense      8 (106) (87)
 Aborted acquisition costs      8 – (148)
 Re-organisation costs      8 – (35)
Operating profit after exceptional costs       1,600 1,191
Finance income      9 179 219
Finance costs      9 (2) (10)
Net finance income      9 177 209
Profit before income tax       1,777 1,400
Income tax      10 (54) 576
Profit for the year      22 1,723 1,976
Attributable to equity holders of the Company       1,723 1,976
Earnings per ordinary share   
Basic      11 5.85 6.71
Diluted      11 5.26 5.99
The operating profit for both years arises from the Company’s continuing operations. As disclosed in note 13 to the accounts, 
the acquisition of The Coaching Platform Limited did not have a material impact on the results for the financial year. As  
permitted by Section 230 of the Companies Act 1985, the profit and loss account of the parent Company is not presented  
as part of these accounts. The parent Company’s profit, in accordance with UK GAAP, for the financial year amounted to 
£10,000 (FY2008: £40,000 loss). The notes on pages 28 to 43 form an integral part of these financial statements. 25
focus solutions group plc  
annual report & accounts 2009
       2009 2008 
      Notes £’000 £’000
Profit for the financial year       1,723 1,976
New equity issued      22 2 34
Cost of employee share option scheme      21 106 87
Opening shareholders’ equity      22 6,141 4,044
Closing shareholders’ equity        7,972 6,141
consolidated statement of changes in equity
for the year ended 31 March 2009 financial statements
26
focus solutions group plc  
annual report & accounts 2009
consolidated balance sheet
as at 31 March 2009
  2009 2008 
 Notes £’000 £’000
Non-current assets   
Intangible assets      12 2,083 746
Property, plant and equipment      14 202 198
Trade and other receivables      17 345 609
Deferred income tax       16 972 1,026
       3,602 2,579
Current assets   
Trade and other receivables      17 2,669 4,352
Cash and cash equivalents       4,004 1,027
       6,673 5,379
Total assets       10,275 7,958
Current liabilities   
Trade and other payables      18 2,147 1,817
Total current liabilities       2,147 1,817
Total assets less current liabilities       8,128 6,141
Non-current liabilities
Contingent consideration      18 156 –
        156 –
Net assets       7,972 6,141
Capital and reserves attributable to equity holders of the Company   
Called up share capital      20 & 22 2,947  2,946
Share premium      22 9,900  9,899
Merger reserve      22 220 220
Share option reserve      22 255 149
Accumulated losses      22 (5,350) (7,073)
Total shareholders’ equity       7,972 6,141
The consolidated financial statements on pages 24 to 43 were approved and authorised by the Board on 9 June 2009 and were 
signed on its behalf by:
R J Stevenson M J Clements
Director Director 27
focus solutions group plc  
annual report & accounts 2009
  2009 2008 
 Notes £’000 £’000
Cash generated/(absorbed) from operations 23 4,189 (1,368)
Net finance income 9 177 209
Net cash from operating activities  4,366 (1,159)
Investing activities 
Acquisition of subsidiary 13 (105) –
Purchases of intangible assets 12 (1,194) (734)
Purchases of property , plant and equipment 14 (93) (119)
Disposal of property, plant and equipment 14 1 –
Net cash used in investing activities  (1,391) (853) 
Financing activities 
Issue of Ordinary Shares 21 2 34
Net cash from financing activities  2 34
Net increase/(decrease) in cash and cash equivalents  2,977 (1,978) 
Cash and cash equivalents at start of the year  1,027 3,005
Cash and cash equivalents at end of the year  4,004 1,027
 
consolidated cash flow statement
for the year ended 31 March 2009 financial statements
28
focus solutions group plc  
annual report & accounts 2009
notes to the consolidated financial statements
for the year ended 31 March 2009
1  Accounting policies
The principal accounting policies applied in the preparation  
of these consolidated financial statements are set out below. 
These policies have been consistently applied to all the years 
presented, unless otherwise stated.
General information
The principal activities of Focus Solutions Group plc (‘the 
Company’) and its subsidiaries (together ‘the Group’) are the 
development, supply and support of software solutions and 
associated services to the UK financial services market.
The Company is a public limited Company which is listed  
on AIM and is incorporated and domiciled in the UK.  
The address of its registered office is Cranford House, 
Kenilworth Road, Leamington Spa, Warwickshire, CV32 6RQ. 
The registered number of the Company is 3911357. 
Basis of preparation
The consolidated financial statements of Focus Solutions 
Group plc have been prepared on a going concern basis, 
under the historical cost convention, in accordance with 
International Financial Reporting Standards (IFRS) as adopted 
by the European Union (EU), IFRIC interpretations and the 
Companies Act 1985. 
The financial statements of the Company as an entity continue 
to be prepared under UK GAAP and are presented separately 
on pages 45 to 49. 
The preparation of financial statements in conformity with IFRS 
requires the use of certain critical accounting estimates. It also 
requires management to exercise its judgement in the process 
of applying the Group’s accounting policies. The areas 
involving a higher degree of judgement or complexity, or  
areas where assumptions and estimates are significant to the 
consolidated financial statements, are disclosed in note 2. 
(a)  Standards, amendments and interpretations effective in the 
year ended 31 March 2009 but not relevant to the Group
The following standards, amendments and interpretations to 
published standards are mandatory for accounting periods 
beginning on or after 1 January 2008 but they are not relevant 
to the Group’s operations: 
IFRIC 12: ‘Service concession arrangements’ •	
(b)  Standards, amendments and interpretations to existing 
standards that are not yet effective and have not been 
early adopted by the Group
IFRS 3 (revised): ‘Business combinations’ (effective from 1 •	
July 2009).
IFRS 8: ‘Operating segments’ (effective from 1 January •	
2009). IFRS 8 replaces IAS 14 and aligns segment 
reporting with the requirements of the US standard SFAS 
131, ‘Disclosures about segments of an enterprise and 
related information’. The new standard requires a 
‘management approach’, under which segment information 
is presented on the same basis as that used for internal 
reporting purposes. The expected impact is still being 
assessed in detail by management, but it appears likely 
that the number of reportable segments, as well as the 
manner in which the segments are reported, will change in 
a manner that is consistent with the internal reporting 
provided to the chief operating decision-maker. As goodwill 
is allocated to groups of cash-generating units based on 
segment level, the change will also require management to 
reallocate goodwill to the newly identified operating 
segments. Management does not anticipate that this will 
result in any material impairment to the goodwill balance. 
As the financial report contains both the Group 
consolidated and parent Company financial statements 
prepared under IFRS, the Company will not be required to 
present segment information.
(c)  Standards, amendments and interpretations to existing 
standards that are not yet effective and will have no impact 
on the financial statements of the Group 
The following standards, amendments and interpretations to 
existing standards have been issued but are not yet effective 
and their adoption will have no material impact on the financial 
statements of the Group when they become effective: 
IAS 1 (revised): ‘Presentation of financial statements’ •	
IAS 23 (revised): ‘Borrowing costs’ (effective from  •	
1 January 2009)
IAS 27 (revised): ‘Consolidated and separate financial •	
statements’
IFRIC 13: ‘Customer loyalty programmes’ •	
IFRIC 14: ‘IAS 19 – The limit on a defined benefit asset, •	
minimum funding requirements and their interaction’
IFRIC 15: ‘Agreements for the construction of real estate’ •	
IFRIC 17: ‘Distributions of non-cash assets to owners’ •	
IFRIC 18: ‘Transfer of assets from customers’ •	
Basis of consolidation
The Group financial statements consolidate the financial 
statements of Focus Solutions Group plc and its subsidiary 
undertakings made up to 31 March 2009.
Subsidiaries are all entities (including special purpose  
entities) over which the Group has the power to govern the 
financial and operating policies generally accompanying a 
shareholding of more than one half of the voting rights. The 
existence and effect of potential voting rights that are currently 
exercisable or convertible are considered when assessing 
whether the Group controls another entity. Subsidiaries are 
fully consolidated from the date on which control is transferred 
to the Group. They are de-consolidated from the date that 
control ceases.
The purchase method of accounting is used to account for  
the acquisition of subsidiaries by the Group. The cost of an 
acquisition is measured as the fair value of the assets given, 
equity instruments issued and liabilities incurred or assumed 
at the date of exchange, plus costs directly attributable to the 
acquisition. Identifiable assets acquired and liabilities and 
contingent liabilities assumed in a business combination are  29
focus solutions group plc  
annual report & accounts 2009
measured initially at their fair values at the acquisition date, 
irrespective of the extent of any minority interest. The excess 
of the cost of acquisition over the fair value of the Group’s 
share of the identifiable net assets acquired is recorded as 
goodwill. If the cost of acquisition is less than the fair value  
of the net assets of the subsidiary acquired, the difference  
is recognised directly in the income statement.
Inter-company transactions, balances and unrealised gains  
on transactions between Group companies are eliminated. 
Unrealised losses are also eliminated but considered an 
impairment indicator of the asset transferred. Accounting 
policies of subsidiaries have been changed where necessary 
to ensure consistency with the policies adopted by the Group.
Software 
Software that is acquired for own use but is not an integral part 
of hardware is classified as an intangible asset. Amortisation 
is provided at rates calculated to write off the cost evenly over 
its expected useful life between 2 and 4 years.
Property, plant and equipment 
All property, plant and equipment are stated at historical cost 
less accumulated depreciation.
Depreciation is provided at rates calculated to write off the 
cost evenly over its expected useful life, as follows:
Fixtures and fittings Between 3 and 4 years 
Computer equipment Between 2 and 4 years
Deferred taxation
Deferred taxation is recognised using the balance sheet 
liability method for all temporary differences, unless 
specifically exempt, at the tax rates that have been enacted  
or substantially enacted at the balance sheet date.
A deferred taxation asset represents the amount of income 
taxes recoverable in future periods in respect of deductible 
temporary differences, the carry forward of unused tax losses 
and the carry forward of unused tax credits (including unused 
credits for secondary taxation on companies). Deferred tax 
assets are only recognised to the extent that it is probable  
that taxable profits will be available against which deductible 
temporary differences can be utilised.
A deferred taxation liability represents the amount of income 
taxation payable in future periods in respect of taxable 
temporary differences. Deferred taxation liabilities are 
recognised for taxable temporary differences, unless 
specifically exempt.
Deferred taxation assets and liabilities are offset when there  
is a legally enforceable right to set off current taxation assets 
against current taxation liabilities and it is the intention to settle 
these on a net basis.
Leased assets and obligations
Assets obtained under hire purchase contracts or finance 
leases, which are those where substantially all the risks and 
rewards of ownership of the asset have passed to the Group, 
are capitalised in the balance sheet. 
Those held under hire purchase contracts are depreciated 
over their estimated useful lives. 
Those held under finance leases are depreciated over  
their estimated useful lives or the lease term, whichever  
is the shorter.
The interest element of these obligations is charged to the 
profit and loss account over the relevant period. The capital 
element of the future payments is treated as a liability.
Rentals paid under operating leases are charged to the  
profit and loss account on a straight-line basis over the  
term of the lease.
Foreign currency
Foreign currency transactions are converted to sterling during 
the year at the rates ruling at the time of the transaction. Any 
monetary amounts outstanding at the year-end are translated 
at the rate of exchange ruling at the balance sheet date and 
the gains and losses on translation are included in the profit 
and loss account.
Employee benefits
(a) Pension contributions
The Group makes contributions to defined contribution 
pension schemes that have been set up for and independently 
administered on behalf of certain Directors and employees. 
Contributions payable for the period are charged in the profit 
and loss account as incurred.
(b) Share based payments
The Group issues equity-settled share-based payments to 
certain employees which must be measured at fair value and 
recognised as an expense in the income statement, with a 
corresponding increase in equity. The fair values of equity-
settled payments are measured at the dates of grant using  
the QCA IRS share option valuation model, taking into account 
the terms and conditions upon which the awards are granted. 
The fair value is recognised over the period during which 
employees become unconditionally entitled to the awards, 
subject to the Group’s estimate of the number of awards  
which will lapse, either due to employees leaving the Group 
prior to vesting or due to non-market based performance 
conditions not being met. Where an award has market-based 
performance conditions, the fair value of the award is adjusted 
for the probability of achieving these via the option pricing 
model. The total amount recognised in the income statement 
as an expense is adjusted to reflect the actual number of 
awards that vest, except where forfeiture is due to the failure  
to meet market-based performance measures. 
Where an award has been granted to replace options which 
have been cancelled, the cancelled and replaced options are 
treated as if they were a modification of the original award.
In accordance with the transitional provisions in IFRS 1, and 
IFRS 2, the recognition and measurement principles in IFRS 2 
have only been applied to options and awards granted after  
7 November 2002 that had not vested by 1 January 2005.  financial statements
30
focus solutions group plc  
annual report & accounts 2009
notes to the consolidated financial statements (continued)
for the year ended 31 March 2009
1  Accounting policies (continued)
Research and development expenditure
Purchased intangible assets are recognised at cost and 
amortised over their useful life using the straight-line method. 
This relates in particular to software, which is amortised over 
four years.
In accordance with IAS 38, research costs are recognised  
as expenses when incurred. Development costs for internally 
generated intangible assets are capitalised at cost, provided 
the development of the products is likely to bring the Focus 
Solutions Group an economic benefit. If the criteria for 
recognition as assets are not met, the expenses are 
recognised in the income statement in the year in which  
they are incurred.
Capitalised development costs include all direct and indirect 
costs that are directly attributable to the development process. 
The costs are amortised using the straight-line method from 
the point the product is in use over its expected life cycle – 
between 5 and 10 years.
Impairment
The carrying values of assets that have an indefinite useful life, 
including goodwill, are reviewed at each balance sheet date  
to determine whether there is any indication of impairment.  
If any such indication exists, the asset’s recoverable amount  
is estimated. An impairment loss is recognised whenever  
the carrying amount of an asset or its cash generating unit 
exceeds its recoverable amount. The recoverable amount is 
the higher of fair value less costs to sell and the value in use. 
Impairment losses are recognised in the income statement. 
Contingent consideration 
Where additional deferred earn-out consideration may be 
payable (“contingent consideration”) in the form of cash or 
shares, where the value of the shares is of a fixed monetary 
value, it is accounted for as a liability rather than as equity.
Revenue 
Revenue comprises the fair value of the consideration 
received or receivable for the sale of goods and services  
in the ordinary course of the Group’s activities. Revenue is 
shown net of value-added tax, returns, rebates and discounts 
and after eliminating sales within the Group. 
The Group recognises revenue when the amount of revenue 
can be reliably measured, it is probable that future economic 
benefits will flow to the entity and when specific criteria have 
been met for each of the Group’s activities as described 
below. The Group bases its estimates on historical results, 
taking into consideration the type of customer, the type of 
transaction and the contractual details of each arrangement.
(a) Software and other licence fees  
Revenue from licence agreements for the delivery of software 
that does not require further significant enhancement is 
recognised when all of the following criteria are met:
persuasive evidence that an arrangement exists •	
delivery of the software •	
no significant remaining obligations •	
fees are determinable •	
collectability is probable •	
(b) Other services fees  
The services provided to the Group’s customers are provided 
on a time and material basis or as a fixed-price contract, with 
contract terms generally ranging from less than one year to 
three years. 
Revenue from fixed-price contracts is recognised under the 
percentage-of-completion (“POC”) method. Under the POC 
method, revenue is recognised based on the services 
performed to date as a percentage of the total services  
to be performed. 
Revenue from time and material contracts is recognised at the 
contractual rates as labour hours are delivered and direct 
expenses are incurred. 
If circumstances arise that may change the original estimates 
of revenues, costs or extent of progress towards completion, 
estimates are revised. These revisions may result in increases 
or decreases in estimated revenues or costs and are reflected 
in income in the period in which the circumstances that give 
rise to the revision become known by management.
(c) Support and maintenance fees   
Revenue from fixed-price contracts for support and 
maintenance is recognised in the period the services are 
provided, using a straight-line basis over the term of the 
contract. Costs associated with support and maintenance 
contracts are expensed as incurred.
Interest income 
Interest income is recognised on a time-proportion basis using 
the effective interest method. When a receivable is impaired, 
the Group reduces the carrying amount to its recoverable 
amount, being the estimated future cash flow discounted  
at the original effective interest rate of the instrument, and 
continues unwinding the discount as interest income. Interest 
income on impaired receivables is recognised using the 
original effective interest rate.
Exceptional items
The Group classifies items of income and expenditure as 
exceptional items, where, in the opinion of the Directors,  
the nature of the item, or its size, is likely to be material so  
as to assist the reader of the financial statements to better 
understand the results of the operations of the Group. 31
focus solutions group plc  
annual report & accounts 2009
Segmental reporting
A business segment is a group of assets and operations 
engaged in providing products or services that are subject  
to risks and returns different from those of other business 
segments. A geographical segment is a distinguishable 
component of an entity that provides products or services 
within a particular economic environment and that is subject  
to risks and returns different from those operating in other 
economic environments. The Group has only one business 
segment and one geographic segment being the supply of 
goods and services to the financial services market in the  
UK and Ireland. 
Financial instruments
Financial assets
Financial assets are classified as loans and receivables.  
The designation of financial assets is re-evaluated at  
every reporting date at which a choice of classification  
or accounting treatment is available. All financial assets  
are recognised when the Group becomes a party to the 
contractual provisions of the instrument. Financial assets  
are recognised at fair value on their initial recognition, net  
of transaction costs.
Cash and cash equivalents comprise cash in hand and 
deposits on demand, together with other short term, highly 
liquid investments that are readily convertible into known 
amounts of cash and which are subject to insignificant risk  
of changes in value.
Receivables are non-derivative financial assets with  
fixed or determinable payments that are not quoted in  
an active market. Subsequent to initial recognition, loans  
and receivables are measured at amortised cost using  
the effective interest method, less provision for impairment. 
Any change in their value through impairment or reversal  
of impairment is recognised in the income statement.
Provision against trade receivables is made when there is 
objective evidence that the Group will not be able to collect  
all amounts due to it in accordance with the original terms  
of those receivables. The amount of the impairment is 
determined as the difference between the asset’s carrying 
amount and the present value of estimated future cash flows.
A financial asset is derecognised only where the contractual 
rights to the cash flows from the asset expire, or the  
financial asset is transferred and that transfer qualifies for 
derecognition. A financial asset is transferred if the contractual 
rights to receive the cash flows of the asset have been 
transferred or the Group retains the contractual rights to 
receive the cash flows of the asset, but assumes a contractual 
obligation to pay the cash flows to one or more recipients.
A financial asset that is transferred qualifies for derecognition 
if the Group transfers substantially all the risks and rewards  
of ownership of the assets, or if the Group neither retains nor 
transfers substantially all the risks and rewards of ownership 
but does transfer control of the asset.
Financial liabilities
Financial liabilities are obligations to pay cash or other financial 
assets and are recognised when the Group becomes a party 
to the contractual provisions of the instrument. Financial liabilities 
categorised as at fair value through profit or loss are recorded 
initially at fair value, all transaction costs are recognised 
immediately in the income statement. All other financial 
liabilities are recorded at fair value, net of direct issue costs
Financial liabilities categorised at fair value through profit  
or loss are remeasured at each reporting date at fair value, 
with changes in fair value being recognised in the income 
statement. All other financial liabilities are recorded at 
amortised cost using the effective interest method, with 
interest related charges recognised as an expense in  
finance cost in the income statement.
A financial liability is derecognised only when the obligation  
is extinguished, that is, when the obligation is discharged  
or cancelled or expires.
2   Critical accounting judgements and key sources of 
estimation and uncertainty
In the application of the Group’s accounting policies,  
which are described in note 1, the Directors are required to 
make judgements, estimates and assumptions about the 
carrying amounts of assets and liabilities that are not readily 
apparent from other sources. The estimates and associated 
assumptions are based on historical experience and other 
factors that are considered to be relevant. Actual results may 
differ from these estimates. 
The estimates and underlying assumptions are reviewed  
on an ongoing basis. Revisions to accounting estimates are 
recognised in the period in which the estimate is revised if the 
revision affects only that period, or in the period of the revision 
and future periods if the revision affects both current and 
future periods.
The estimates and assumptions that have a significant risk  
of causing a material adjustment to the carrying amounts  
of assets and liabilities within the next financial year are 
discussed below:
(a) Intangible assets
In computing the value of internally generated research and 
development expenditure which has been capitalised under 
IAS 38 and the period over which that asset should be 
amortised, the Group has made certain assumptions about  
the likely period of development, the economic benefits likely 
to arise from the investment and its estimated useful life. 
(b) Deferred tax asset
In computing the value of the deferred tax asset recognised 
as at 31 March 2009, the Group has made certain assumptions 
about the likelihood of being able to utilise income tax losses in 
future, the timing of utilising such income tax losses and the 
risk of not being able to utilise such income tax losses. In 
accordance with the approach taken in previous years, the 
Group has recognised as a deferred tax asset, those income 
tax losses which the Group expects to utilise in the future.  financial statements
32
focus solutions group plc  
annual report & accounts 2009
notes to the consolidated financial statements (continued)
for the year ended 31 March 2009
3  Segmental analysis
The Group operates in one business and one geographical segment; the development and sale of software based solutions to 
the UK and Irish financial services market.
4  Expenses by nature
       2009 2008 
       £’000 £’000
Employee benefit expense (note 7)       5,776 4,632
Legal, professional and external contractor costs       946 1,391
Research & development expenditure not capitalised      394  259
Operating lease payments       362 333
Depreciation and amortisation charges (notes 12 and 14)       301 126
Other expenses       222 668
Total cost of sales, distribution costs and administrative expenses     8,001 7,409
Research and development expenditure that does not meet the criteria of IAS 38 is recognised in the income statement in the 
year in which costs are incurred.
5  Auditors’ remuneration  
 2009 2008 
 £’000 £’000
During the year the Group obtained the following services  
from the Group’s auditor at cost as stated below: 
Audit services: 
  Fees payable to the Company’s auditor for the audit of the parent  
  Company and consolidated accounts 47 32
  IFRS opening balance sheet and related work – 14
Non audit services: 
  Fees payable to the Company’s auditor and its associates for other services: 
  The audit of the Company’s subsidiaries pursuant to legislation 20 20 
  Tax services  27 9 
Total 94 75
6  Directors’ emoluments 
 2009 2008 
 £’000 £’000
Aggregate emoluments 636 479
Company contributions to money purchase pension schemes 40 35
 No. No.
Members of money purchase pension schemes 3 3
 2009 2008 
 £’000 £’000
The amounts paid in respect of the highest paid Director are as follows: 
  Aggregate emoluments       217 164
  Company contributions to money purchase pension schemes 17 15
None of the Directors has exercised any options in the year (FY2008: nil). The Executive and Non-Executive Directors are 
deemed to be the Group’s key management personnel. 33
focus solutions group plc  
annual report & accounts 2009
7  Employee benefit expense
 2009 2008 
 No. No.
The average monthly number of persons (including Directors) 
employed by the Group during the year was:
  Office and management  14 14
  Sales, delivery and development  83 65
 97 79
 2009 2008 
 £’000 £’000
Staff costs for the above persons: 
  Wages and salaries 4,944 3,854
  Social security costs 559 459
  Other pension costs (note 25) 161 223
  National Insurance on share options 6 9
  Cost of employee share option schemes 106 87
 5,776 4,632
Included in total staff costs is a sum of £623,000 (FY2008: £297,000) in respect of staff costs which were capitalised in the year 
as internally generated research and development costs.
Information in respect of Directors’ emoluments, share options and pensions is given in the Remuneration and Nomination 
Committee’s report on pages 20 to 22. The audited information in this report forms part of the financial statements.
8  Exceptional items
The analysis of exceptional items is as follows.
 2009 2008 
 £’000 £’000
Re-organisation costs – 35
Cost of employee share option schemes (note 21) 106 87
Aborted acquisition costs – 148 
 106 270
The cost of employee share option schemes has been categorised as an exceptional item, in accordance with the stated 
accounting policy.
9  Net finance income/(costs) 
 2009 2008 
 £’000 £’000
Finance income 
  Bank interest receivable 49 122
  Other finance income 130 97
Finance income  179 219
Finance costs 
  Bank interest payable – (2)
  Other interest payable (2) (8)
Finance costs  (2) (10)
Net finance income  177 209
Other finance income represents the un-winding of a time-value of money discount associated with trade receivables due in 
more than one year when initially recognised. financial statements
34
focus solutions group plc  
annual report & accounts 2009
notes to the consolidated financial statements (continued)
for the year ended 31 March 2009
10  Income tax
a) Analysis of tax credit/(charge) on ordinary activities
 2009 2008 
 £’000 £’000
Current tax:
UK corporation tax at 28% (FY2008: 30%) based on the profit for the year – –
Research and development tax credits in respect of prior years – –
Total current tax – –
Deferred taxation:
Origination and reversal of temporary differences
Impact of change in income tax rate – (30)
Recognition of deferred tax asset arising from prior year losses     – 606
Utilisation of deferred tax asset       (54) – 
Total deferred tax (54) 576 
Total tax (charge)/credit on ordinary activities (54) 576
b) Factors affecting tax charge for the current year
 2009 2008 
 £’000 £’000
Profit on ordinary activities before tax 1,777 1,400
Tax at 28% thereon: (498) (420)
Effects of:
Expenses not deductible for tax purposes 241 171
Capital allowances in excess of depreciation 12 41
Utilisation of tax losses       245 208
Tax credit – –
c) Factors that may affect the future tax charge
A deferred tax asset of £100,500 (FY2008: £136,700) has not been recognised in the financial statements in respect of timing 
differences relating to revenue losses. The Directors are confident that the Group will achieve future profitability and therefore,  
a deferred tax asset of £972,000 has been recognised at the balance sheet date. 
11  Earnings per ordinary share
The basic earnings per share is based on attributable profit for the year of £1,723,000 (FY2008: £1,976,000) and on 29,462,933 
Ordinary Shares (FY2008: 29,416,007) being the weighted average number of Ordinary Shares in issue during the year. 
The diluted earnings per share is based on attributable profit for the year of £1,723,000 (FY2008: £1,976,000) and on 32,740,597 
shares (FY2008: 32,976,779) calculated as follows:
 2009 2008 
 ’000 ’000
Basic weighted average number of Ordinary Shares 29,463 29,416
Dilutive potential Ordinary Shares: 
Share options 3,278 3,561
 32,741 32,977
As a result of the recognition of a deferred tax asset, the Directors consider that it is appropriate to provide information on a 
pre-deferred tax fully diluted earnings per share basis.
Pre-deferred tax adjusted basic earnings per share is based on the pre-deferred tax attributable profit for the year of £1,777,000 
(FY2008: £1,400,000) and on 29,462,933 Ordinary Shares (FY2008: 29,416,007) being the weighted average number of 
Ordinary Shares in issue during the year.  35
focus solutions group plc  
annual report & accounts 2009
11  Earnings per ordinary share (continued)
The pre-deferred tax adjusted fully diluted earnings per share is based on the pre-deferred tax attributable profit for the year of 
£1,777,000 (FY2008: £1,400,000) and on 32,740,597 shares (FY2008: 32,976,779) calculated as follows:
       2009 2008 
       ’000 ’000
Basic weighted average number of Ordinary Shares 29,463 29,416
Dilutive potential Ordinary Shares: 
Share options 3,278 3,561
 32,741 32,977
        2009 2008 
       Pence Pence
Basic earnings per share       5.85 6.71
Adjusted basic earnings per share       6.03 4.75
Diluted earnings per share       5.26 5.99
Adjusted diluted earnings per share       5.43 4.24
12  Intangible assets 
  Acquired 
  Customer 
 Goodwill Contracts Software Other T otal 
  £’000 £’000 £’000 £’000 £’000
At 1 April 2007 
Cost – – 428 – 428
Accumulated amortisation – – (370) – (370)
Net book amount – – 58 – 58
Year ended 31 March 2008 
Opening net book amount – – 58 – 58
Additions – – 132 602 734
Disposals – – (1) – (1)
Amortisation charge – – (45) – (45)
Closing net book amount  – – 144 602 746
At 31 March 2008 
Cost – – 426 602 1,028
Accumulated amortisation – – (282) – (282)
Net book amount  – – 144 602 746
Year ended 31 March 2009 
Opening net book amount – – 144 602 746
Additions – – 39 1,155 1,194
Acquisitions 83 187 – 86 356
Amortisation charge – – (67) (146) (213)
Closing net book amount 83 187 116 1,697 2,083
At 31 March 2009 
Cost 83 187 465 1,843 2,578
Accumulated amortisation – – (349) (146) (495)
Net book amount 83 187 116 1,697 2,083
Goodwill is not amortised but is tested for impairment on an annual basis or more frequently if there are indications that the value 
of the goodwill might be impaired.
Other intangibles include internally generated software development costs and other internally generated costs that meet the 
definition of an intangible asset. financial statements
36
focus solutions group plc  
annual report & accounts 2009
notes to the consolidated financial statements (continued)
for the year ended 31 March 2009
13  Acquisitions
On 22 December 2008, the Group acquired 100% of the issued share capital of The Coaching Platform Limited. The principal 
activities of the Company are the provision of training, consultancy and business solutions including telecommunications, 
e-commerce and world-wide intranet services.  
The book and provisional fair values of the assets acquired and the goodwill arising on acquisition are calculated as follows:
      Accounting Fair Provisional 
      Book policy value fair 
     value alignment adjustment  value 
       £’000 £’000 £’000 £’000
Non-current assets:      
Intangible assets     – – 275 275
Property, plant and equipment     1 – –   1
     1 – 275 276
Current assets:    
Stock and WIP      2 – (2) –
Trade and other receivables     62 52 – 114
Cash and cash equivalents      5 – – 5
     69 52 (2) 119
Current liabilities:     
Trade and other payables     (122) – – (122)
Net assets acquired     (52) 52 273 273
Satisfied by:  
Cash        100
Acquisition costs          5
Deferred consideration        251
Total consideration        356
Goodwill arising         83
An initial cash payment of £100,000 was made on acquisition. The total consideration payable is dependent on the achievement 
of targets for the profit of The Coaching Platform Limited. An additional deferred earn-out consideration may be payable in a 
mixture of shares and cash of between £nil and £251,000 dependent upon the achievement of these targets in respect of the 
period to 22 June 2010.
The Directors consider that the goodwill is attributable to the business undertaking and market presence of the acquired business.
Intangible assets in the books of The Coaching Platform Limited include £52,000 in respect of accrued licence income and 
£187,000 in respect of customer contracts. Accrued licence income has been reclassified under trade and other receivables,  
in line with the Group’s revenue recognition policy. The Coaching Platform Limited’s existing customer contracts have been 
valued at £187,000 and will be amortised over their economic lives.
The acquired business contributed £18,000 of revenues and a loss of £50,000 for the year ended 31 March 2009. If the 
acquisition had occurred on 1 April 2008, the acquired business would have contributed £172,000 of revenues and a profit 
before taxation of £25,000. 37
focus solutions group plc  
annual report & accounts 2009
14  Property, plant and equipment  
 Fixtures & Computer  
 fittings equipment T otal 
 £’000 £’000 £’000
At 1 April 2007 
Cost  333 710 1,043
Accumulated depreciation (297) (586) (883)
Net book amount 36 124 160
Year ended 31 March 2008 
Opening net book amount 36 124 160
Additions 3 116 119
Depreciation charge (10) (71) (81)
Closing net book amount 29 169 198
At 31 March 2008 
Cost 303 601 904
Accumulated depreciation (274) (432) (706)
Net book amount 29 169 198
Year ended 31 March 2009 
Opening net book amount 29 169 198
Additions 30 63 93
Disposals – (1) (1)
Depreciation charge (16) (72) (88)
Closing net book amount 43 159 202
At 31 March 2009 
Cost 333 664 997
Accumulated depreciation (290) (505) (795)
Net book amount 43 159 202
15  Group investments
The Company owns 49% of Focus Solutions Holdings Inc, a dormant holding Company registered in Delaware, USA which 
holds 100% of Focus Solutions Inc, a dormant Company registered in Pennsylvania, USA. The Company directly holds more 
than 20% of the share capital of the following companies which are included in the consolidated results of the Group:
 Country of  Proportion  
Name incorporation held Nature of business
Focus Business Solutions Limited England 100%  Provision of business solutions in life and pensions and 
financial services markets
Focus Software Limited England 100% Development and distribution of software
Focus Holdings Limited England 100% Holding Company
Focus Solutions EBT Trustee Limited England 100% Management of Employee Benefit Trust
The Coaching Platform Limited England 100%  Provision of training, consultancy and business solutions 
in the financial services market
16  Deferred income tax 
(a) Movement in the year
 2009 2008  
 £’000 £’000
Deferred tax asset 
Balance at 1 April 2008 1,026 450
Decrease in tax rate – (30)
Recognition of deferred tax asset       – 606
Utilisation of deferred tax asset       (54) –
At 31 March 2009 972  1,026 financial statements
38
focus solutions group plc  
annual report & accounts 2009
notes to the consolidated financial statements (continued)
for the year ended 31 March 2009
16  Deferred income tax (continued)
(b) Balances at year end 
Deferred taxation balances consist of the following amounts:
 2009 2008  
 £’000 £’000
Assets
Temporary differences relating to:
– tax losses carried forward 972 1,026
 972 1,026
Deferred tax assets have been recognised in respect of certain temporary differences, some of which occurred in the current  
or previous year. These assets have only been recognised to the extent that their recovery is probable during the foreseeable 
future.
17  Trade and other receivables  
 2009 2008  
 £’000 £’000
Non-current assets: 
Trade receivables       345 609
 345 609
Current assets: 
Trade receivables 964 2,589
Other receivables 28 54
Prepayments and accrued income 275 134
Amounts recoverable on contracts       1,402 1,575
       2,669 4,352
Total trade and other receivables       3,014 4,961
Trade receivables are stated net of an impairment for estimated irrecoverable amounts of £108,000 (FY2008: £33,000). 
The carrying amount of trade and other receivables approximates to fair value. The fair values of trade receivables due after 
more than one year are based on cash flows discounted using a rate of 10% per annum (FY2008: 10%). The discount rate is 
based on borrowing rates plus an appropriate adjustment for credit risk. 
Movements on the allowance for irrecoverable amounts on trade receivables are as follows:
 2009 2008  
 £’000 £’000
As at 1 April 2008 33 37
Provision for impairment of trade receivables 108 33
Amounts written off as irrecoverable  – (6)
Unused amounts reversed (33) (31)
  108 33
The Group’s main credit risk relates to trade receivables which are stated net of the provisions above. No collateral is held as 
security against these debtors and the carrying value represents the fair value. 39
focus solutions group plc  
annual report & accounts 2009
18  Trade and other payables 
 2009 2008  
 £’000 £’000
Current liabilties: 
Trade creditors 439 593
Other taxation and social security costs 647 514
Accruals and deferred income 929 597
Contingent consideration 95 –
Payments on account 37 113
 2,147 1,817
Non-current liabilties: 
Contingent consideration 156 –
 156 –
Total trade and other payables 2,303 1,817
19  Financial instruments and financial risk management
The accounting policies include an explanation of the role that financial instruments have in creating or changing the risks  
the Group faces in its activities. The disclosure in this note deals with the Group’s financial assets and liabilities.
Financial instruments
The Group’s financial instruments comprise cash, bank overdrafts, provisions and various other items, including accounts 
receivable and accounts payable that arise directly from its operations.
The Group recognises financial instruments in its accounts when it enters into a binding agreement to receive cash or other 
economic benefits and derecognises them once all parties to the agreements have discharged all their obligations.
Financial assets comprise cash and trade debtors. Interest income and expenses are recognised in the income statement on  
an accruals basis. Realised gains and losses upon expiry of derivative financial instruments are recognised on settlement of  
the underlying contract.
Financial assets
The Group’s financial assets at the year-end are analysed as follows:
 2009 2008  
 £’000 £’000
Trade receivables 1,309 3,198
Cash and cash equivalents 4,004 1,027 
 5,313 4,225
The ageing of the Group’s trade receivables as at 31 March 2009 is analysed as follows:
 2009 2008  
 £’000 £’000
Less than 3 months overdue, not impaired 944 3,042
Less than 3 months overdue, impaired 20 20
More than 3 months overdue, not impaired 345 123
More than 3 months overdue, impaired – 13
 1,309 3,198
Movements in the provision for impairment of trade receivables are analysed in note 17.
Credit risk
The Group reviews the level of exposure to individual receivables and imposes appropriate credit limits and payment terms.  
No collateral is held in regard to these amounts and these amounts represent the Group’s total credit risk. The customer 
population is homogenous and comprises “blue-chip” companies. Accordingly, no further provision against impairment  
is considered necessary. financial statements
40
focus solutions group plc  
annual report & accounts 2009
notes to the consolidated financial statements (continued)
for the year ended 31 March 2009
19  Financial instruments and financial risk management (continued)
Financial liabilities
The Group has a £0.75 million bank overdraft facility, which is secured over the Group’s assets. At 31 March 2009, the Group  
had not drawn down that facility. The facility is renewable annually and incurs interest at a rate of 3% above HSBC’s base rate. 
All creditors other than the contingent consideration on the acquisition of The Coaching Platform will be settled in less than  
three months. Cash and money market deposits are carried at face value.
Interest rate risk
The Group continues to finance its operations from the original issue of new equity. Accordingly borrowings are insignificant. 
Surplus cash balances are held on the money market in the short term at fixed rates of interest. All financial assets earn interest 
at floating rates based on LIBOR. Total cash is £4,003,649 (FY2008: £1,027,277).
Sensitivities of movements in interest rates have been considered by the Directors and reasonable movements in interest rates 
are not considered to have a material impact on Group profits or equity.
Liquidity risk
Surplus cash is invested so as to achieve a market rate of return. These investments are held to ensure the Group remains 
sufficiently liquid to meet its requirements.
Foreign currency and price risk
The Group has minimal exposure to foreign currency and price risks.
Capital risk management
The Group’s objectives when managing capital (when representing the net assets of the Group) are to safeguard the Group’s 
ability to continue as a going concern, so that it can continue to provide returns for shareholders and benefits for other 
stakeholders, and to provide an adequate return to shareholders by pricing products and services commensurately with  
the level of risk.
The Group sets the amount of capital in proportion to risk. The Group manages the capital structure and makes adjustments to it 
in the light of changes in economic conditions and the risk characteristics of the underlying assets. In order to maintain or adjust 
the capital structure, the Group may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue 
new shares, or sell assets to reduce debt. 
The Group currently has no debt.
20  Share capital
 2009 2008  
 £’000 £’000
Authorised 
40,000,000 Ordinary Shares of 10p each 4,000 4,000 
Share capital brought forward 2,946 2,930
Issued on exercise of options 1 16
Allotted, issued and fully paid carried forward 
29,471,152 Ordinary Shares of 10p each (FY2008: 29,461,152) 2,947 2,946
On 26 January 2009, 10,000 Ordinary Shares of 10p each were issued pursuant to the exercise of share options by an 
employee of the Company, as a result of which the Company raised £1,500. The shares ranked pari passu with the existing 
Ordinary Shares in the Company. 41
focus solutions group plc  
annual report & accounts 2009
21  Share options 
Details of the number of share options and the weighted average exercise price (WAEP) outstanding during the year are  
as follows:
 31 March 2009
   WAEP  
 Number (pence)
Outstanding at beginning of the year 4,971,765 0.14
Granted during the year 3,671,919 0.00
Exercised during the year (10,000) 0.15
Lapsing during the year (643,562) 0.45
Cancelled during the year  (3,187,675) 0.02
Outstanding at the end of the year 4,802,447 0.08
Exercisable at the end of the year 460,842 0.88
The options outstanding at 31 March 2009 had an exercise price of between nil pence and 89.00 pence, and a weighted 
average remaining contractual life of 8 years 6 months.
During the year, the Company issued 10,000 Ordinary 10 pence Shares in respect of share options exercised for a net 
consideration of £1,500, including share premium of £500.
At 31 March 2009 the Company had the following outstanding share options.
 Exercise price  
Number (pence) Notes Scheme Exercise period
160,000 20.00  The Unapproved Scheme 20.01.2003 – 19.01.2010
48,000 89.00  The Approved Scheme 25.07.2004 – 24.07.2011
9,500 89.00  The Approved Scheme 14.11.2004 – 13.11.2011
15,200 48.50  The Approved Scheme 02.05.2005 – 01.05.2012
73,250 25.00  The Approved Scheme 16.06.2006 – 15.06.2013
53,090 35.00  The Approved Scheme 06.01.2007 – 05.01.2014
16,088 35.00 A The EMI Scheme 06.01.2007 – 05.01.2014
85,714 35.00  The Approved Scheme 14.01.2007 – 13.01.2014
329,500 48.50 B The EMI Scheme 04.01.2010 – 03.01.2017
169,164 48.50 B The Unapproved Scheme 04.01.2010 – 03.01.2017
251,022 0.00 B The Unapproved Scheme 04.01.2010 – 03.01.2017
393,442 0.00 C The EMI Scheme 29.09.2011 – 28.09.2018
614,483 30.50 C The EMI Scheme 29.09.2011 – 28.09.2018
2,583,994 0.00 D LTIP 29.09.2011 – 28.09.2018
Since the year-end no options have lapsed.
Notes
The following options have performance conditions requiring Basic Earnings Per Share (EPS) to reach the amount stated within 
5 years of grant:
 No of  EPS Additional 
Note options (pence) performance conditions
A 16,088 12 None
The following options have performance conditions requiring the average mid-market price of the Company’s shares to exceed 
the amount stated for any three-month period during the period from the date of grant to 91 days after the announcement of the 
Company’s annual results for the financial year ending 31 March 2010:
 No of Mid-market price Additional 
Note options (pence) performance conditions
B 329,500 63.05 None
B 169,164 63.05 None
B 251,022 63.05 None financial statements
42
focus solutions group plc  
annual report & accounts 2009
notes to the consolidated financial statements (continued)
for the year ended 31 March 2009
21  Share options (continued)
The following options have performance conditions requiring the average mid-market price of the Company’s shares to exceed 
the amount stated for any 90 day period during the period from date of grant to 30 September 2011:
 No of Mid-market price Additional 
Note options (pence) performance conditions
C 393,442 60.00 None
C 614,483 60.00 None
The following options have performance conditions requiring the average mid-market price of the Company’s shares to exceed 
the amount stated for any 90 day period during the period from date of grant to 30 September 2011:
 No of  Mid-market Additional 
Note options price (pence) performance conditions
D 2,583,994 170.00  50% may be exercised if the average mid-market price of the 
Company’s shares exceed 60 pence for any 90 day period during  
the period from the date of grant to 30
 
September 2011
    75% may be exercised if the average mid-market price of the 
Company’s shares exceed 110 pence for any 90 day period during  
the period from the date of grant to 30
 
September 2011
The significant assumptions input into the QCA IRS option pricing valuation model used by the Group to determine the fair value 
of options granted to employees are set out below:
Grant Date   16-Jun -03 06-Jan -04 06-Jan-04 14-Jan-04 04-Jan-07 04-Jan-07
Number of options originally granted   137,250 90,092 40,219 85,714 963,138 169,194
Assumptions 
Share price at grant date   £0.250 £0.350 £0.350 £0.350 £0.485 £0.485
Exercise price   £0.250 £0.350 £0.350 £0.350 £0.485 £0.485
Vesting period   4 4 4 4 4 4
Option life (years)   5 5 5 5 5 5
Risk free rate   4.30% 4.30% 4.30% 4.30% 4.30% 4.30%
Likelihood of remaining employed at exercise date   66.0% 66.0% 66.0% 66.0% 66.0% 66.0%
Expectations of meeting performance criteria   0.0% 0.0% 60.0% 0.0% 50.0% 50.0%
Calculated fair value per option   £0.09 £0.13 £0.13 £0.13 £0.03 £0.03
Grant Date     04-Jan-07  29-Sep-08 29-Sep-08 29-Sept -08
Number of options originally granted     251,022 393,442 614,483 2,583,994
Assumptions 
Share price at grant date     £0.485 £0.305 £0.305 £0.305
Exercise price     £0.000 £0.000 £0.000 £0.000
Vesting period     4 4 4 4
Option life (years)     5 5 5 5
Risk free rate     4.30% 4.30% 4.30% 4.30%
Likelihood of remaining employed at exercise date     66.0% 66.0% 66.0% 66.0%
Expectations of meeting performance criteria     50.0% 50.0% 50.0% 50.0%
Calculated fair value per option     £0.13 £0.08 £0.08 £0.08
The total charge in the year in relation to employee share based payments was £106,000 (FY2008: £87,000). 43
focus solutions group plc  
annual report & accounts 2009
22  Share capital and reserves
    Share Profit
 Share Share Merger option and loss 
 capital premium reserve reserve reserve T otal 
 £’000 £’000 £’000 £’000 £’000 £’000
At 1 April 2007 2,930 9,881 220 62 (9,049) 4,044
Share capital issued 16 18 – – – 34
Share based payments – – – 87 – 87
Profit for the year – – – – 1,976 1,976
Balance at 31 March 2008 2,946 9,899 220 149 (7,073) 6,141
Share capital issued 1 1 – – – 2
Share based payments – – – 106 – 106
Profit for the year – – – – 1,723 1,723
At 31 March 2009 2,947 9,900 220 255 (5,350) 7,972
23  Cash flow statement
Cash generated/(absorbed) from operations
 2009 2008 
 £’000 £’000
Profit before income tax 1,777 1,400
Adjustments for:  
Share based payment expense 106 87
Depreciation and amortisation 301 126
Net finance income (177) (209) 
Changes in working capital:  
Trade and other receivables 1,947 (1,114)
Trade and other payables 235 (1,658)
Cash generated/(absorbed) from operations 4,189 (1,368)
24  Commitments under operating leases
The Group leases certain offices under non-cancellable operating leases, with varying terms, escalation clauses and renewal 
rights. The Group also leases various motor vehicles under non-cancellable operating leases. The lease expenditure charged  
to the income statement is disclosed in note 4. 
The total value of minimum lease payments under non-cancellable operating leases for each of the following periods is  
as follows:
 2009 2008 
 £’000 £’000
Not later than one year  276 303
Later than one year and not later than five years  280 301
 556 604
25  Pension commitments
The Group has defined contribution pension schemes for certain Directors and employees. The assets of the schemes are  
held separately from those of the Group in independently administered funds. Total contributions payable in the statutory year to 
31 March 2009, amounted to £161,000 (FY2008: £223,000). As at 31 March 2009, contributions amounting to £nil (FY2008: £nil) 
had been prepaid.
26  Related parties
The Group has taken advantage of the exemption under IAS 24 allowing details of related party transactions with subsidiary 
Companies not to be disclosed in the consolidated financial statements. 
During the year, Azini Capital Partners LLP, invoiced the Group £9,000 in respect of N J Habgood’s services as a consultant 
from November 2008 and then as Non-Executive Director, following his appointment in January 2009. At the year-end an 
amount of £3,000 remained unpaid in respect of an invoice received in March 2009 for N J Habgood’s services for the months 
of March and April 2009. This invoice was settled in full in April 2009.
The Directors do not consider the Company to have an ultimate controlling party.  financial statements
44
focus solutions group plc  
annual report & accounts 2009
Holding Company financial statements
We have audited the parent Company financial statements of 
Focus Solutions Group plc for the year ended 31 March 2009 
which comprise the balance sheet and the related notes. 
We have reported separately on the Group financial 
statements of Focus Solutions Group plc for the year  
ended 31 March 2009.
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 responsibility is to audit the parent Company financial 
statements in accordance with relevant legal and regulatory 
requirements and International Standards on Auditing (UK and 
Ireland). This report, including the opinion, has been prepared 
for and only for the Company’s members as a body in 
accordance with Section 235 of the Companies Act 1985 and 
for no other purpose. We do not, in giving this opinion, accept 
or assume responsibility for any other purpose or to any other 
person to whom this report is shown or into whose hands it 
may come save where expressly agreed by our prior consent 
in writing.
We report to you our opinion as to whether the 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 
information given in the Directors’ report is consistent with  
the parent Company financial statements. The information 
given in the Directors’ report includes that specific information 
presented in the Chairman’s statement, the Chief Executive’s 
report and the Finance Director’s report, that is cross referred 
from the business review section of the Directors’ 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 other information contained in the Annual Report  
and consider whether it is consistent with the audited parent 
Company financial statements. The other information 
comprises the Highlights of FY2009, the Chairman’s 
statement, the Chief Executive’s report, the Finance Director’s 
report, the Directors’ Statement of Corporate Governance,  
the Directors’ report, the Remuneration and Nomination 
Committee’s report and all of the other information listed on the 
contents page. We consider the implications for our report if 
we become aware of any apparent misstatements or material 
inconsistencies with the parent Company financial statements. 
Our responsibilities do not extend to any other information.
Basis of audit opinion
We conducted our audit in accordance with International 
Standards on Auditing (UK and Ireland) issued by the Auditing 
Practices Board. An audit includes examination, on a test 
basis, of evidence relevant to the amounts and disclosures in 
the parent Company financial statements. It also includes an 
assessment of the significant estimates and judgments made 
by the Directors in the preparation of the parent 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 parent Company financial statements give a true and •	
fair view, in accordance with United Kingdom Generally 
Accepted Accounting Practice, of the state of the 
Company’s affairs as at 31 March 2009;
the parent Company financial statements have been •	
properly prepared in accordance with the Companies Act 
1985; and
the information given in the Directors’ report is consistent •	
with the parent Company financial statements.
PricewaterhouseCoopers LLP
Chartered Accountants and Registered Auditors 
Birmingham 
9 June 2009
Independent auditor’s report to the members of Focus Solutions Group plc 45
focus solutions group plc  
annual report & accounts 2009
  2009 2008 
 Notes £’000 £’000
Fixed assets 
Tangible fixed assets 4 175 184
Investments 5 2,316 1,960
       2,491 2,144
Current assets   
Debtors – due within one year 6 231 164
Debtors – due after more than one year 6 5,295 8,673
Cash at bank and in hand  4,150 989
  9,676 9,826
Creditors: amounts falling due within one year 7 (344) (421)
Net current assets  9,332 9,405
Total assets less current liabilities  11,823 11,549
Creditors: amounts falling due after more than one year 8 (156) –
Net assets  11,667 11,549
Capital and reserves   
Called up share capital 9 & 10 2,947 2,946
Share premium 10 9,900 9,899
Share option reserve 10 255 149
Profit and loss account 10 (1,435) (1,445)
Total shareholders’ funds – equity interests 10 11,667 11,549
The financial statements on pages 45 to 49 were approved and authorised by the Board on 9 June 2009 and were signed on its 
behalf by:
R J Stevenson M J Clements
Director Director
The accompanying accounting policies and notes form an integral part of these financial statements.
holding company balance sheet
as at 31 March 2009 financial statements
46
focus solutions group plc  
annual report & accounts 2009
1  Accounting policies
Basis of accounting
The financial statements present financial information for 
Focus Solutions Group plc as a separate entity and have been 
prepared under the historical cost convention, in accordance 
with the Companies Act 1985 and UK Generally Accepted 
Accounting Standards. The Company’s consolidated financial 
statements, prepared in accordance with International 
Financial Reporting Standards as adopted by the European 
Union, are separately presented. The principal accounting 
policies adopted in these Company financial statements are 
set out below and, unless otherwise indicated, have been 
consistently applied for all periods presented. 
Tangible fixed assets
Fixed assets are stated at historical cost less accumulated 
depreciation.
Depreciation is provided on all tangible fixed assets at rates 
calculated to write off the cost evenly over its expected useful 
life as follows:
Software Between 2 and 4 years 
Fixtures and fittings Between 3 and 4 years 
Computer equipment Between 2 and 4 years
Deferred taxation
Deferred taxation is provided in full on timing differences that 
result in an obligation at the balance sheet date to pay more 
tax, or a right to pay less tax at a future date at rates expected 
to apply when they crystallise based on current tax rates and 
law. Timing differences arise from the inclusion of items of 
income and expenditure in taxation computations in periods 
different from those in which they are included in financial 
statements. Deferred tax assets are recognised to the  
extent that it is regarded as more likely than not that they  
will be recovered. Deferred tax assets and liabilities are  
not discounted.
Leased assets and obligations
Assets obtained under hire purchase contracts or finance 
leases, which are those where substantially all the risks and 
rewards of ownership of the asset have passed to the 
Company, are capitalised in the balance sheet. Those held 
under hire purchase contracts are depreciated over their 
estimated useful lives. Those held under finance leases are 
depreciated over their estimated useful lives or the lease term, 
whichever is the shorter.
The interest element of these obligations is charged to the 
profit and loss account over the relevant period. The capital 
element of the future payments is treated as a liability.
Rentals paid under operating leases are charged to the profit 
and loss account on a straight-line basis over the term of  
the lease.
Foreign currency
Foreign currency transactions are converted to sterling during 
the year at the rates ruling at the time of the transaction. Any 
monetary amounts outstanding at the year-end are translated 
at the rate of exchange ruling at the balance sheet date and 
the gains and losses on translation are included in the profit 
and loss account.
Pension contributions
The Company makes contributions to defined contribution 
pension schemes that have been set up for and independently 
administered on behalf of certain Directors and employees. 
Contributions payable for the period are charged in the profit  
and loss account as incurred. 
Investments
In the Company’s balance sheet, investments in subsidiary 
undertakings are stated at cost less any provision for 
impairment. Where the consideration for the acquisition of a 
subsidiary undertaking includes shares in the Company to 
which the provisions of section 131 of the Companies Act 1985 
apply, cost represents the nominal value of shares issued 
together with the fair value of any additional consideration 
given and acquisition costs.
Share based payments
The Company has adopted the provisions of FRS20, Share 
Based Payments. The standard requires the Company to 
reflect in its profit and loss account the effects of share based 
payments such as employee share options. The fair value of 
options granted after 7 November 2002, which had not vested 
at 1 April 2005, is calculated at the grant date using the QCA 
IRS share option valuation model. In accordance with FRS 20, 
the resulting cost is charged to the profit and loss account 
over the vesting period.
Exceptional items
The Company classifies items of income and expenditure as 
exceptional items, where the nature of the item, or its size, is 
likely to be material so as to assist the reader of the financial 
statements to better understand the results of the operations 
of the Company.
Turnover
Turnover represents the invoiced value, net of Value Added 
Tax, of goods sold and services provided to customers during 
the period. 
Research and development expenditure
Research and development expenditure is written off in the 
year during which it is incurred.
notes to the company financial statements
for the year ended 31 March 2009 47
focus solutions group plc  
annual report & accounts 2009
2  Staff costs 
 2009 2008 
 No No
The average monthly number of persons (including Directors)  
employed by the Company during the year was: 
Office and management 14 14
 £’000 £’000
Staff costs for the above persons: 
Wages and salaries 915 713
Social security costs 88 55
Other pension costs 46 41
Cost of employee share option schemes 106 87
 1,155 896
Information in respect of Directors’ emoluments, share options and pensions is given in the Remuneration and Nomination 
Committee’s report on pages 20 to 22. 
3  Auditors’ remuneration  
 2009 2008  
 £’000 £’000
During the year the Company obtained the following services from the  
Company’s auditor at cost as stated below: 
Audit services: 
Fees payable to the Company’s auditor for the audit of the parent Company and consolidated accounts 47 32
IFRS opening balance sheet and related work – 14
Non audit services: 
Fees payable to the Company’s auditor and its associates for other services: 
The audit of the Company’s subsidiaries pursuant to legislation 20 20
Tax services  27 9 
Total 94 75
4  Tangible fixed assets
  
  Fixtures & Computer 
 Software fittings equipment T otal 
 £’000 £’000 £’000 £’000
Cost 
1 April 2008 86 40 149 275
Additions 7 30 26 63
At 31 March 2009 93 70 175 338
Depreciation 
1 April 2008 25 11 55 91
Charge for the year 22 16 34 72
At 31 March 2009 47 27 89 163
Net book amount 
31 March 2009 46 43 86 175
31 March 2008 61 29 94 184 financial statements
48
focus solutions group plc  
annual report & accounts 2009
notes to the company financial statements (continued)
for the year ended 31 March 2009
5  Investments
The Company Shares in 
 Group undertakings
 2009 2008 
 £’000 £’000
Cost and net book amount 2,316 1,960
On 22 December 2008, the Company acquired 100% of the issued share capital of The Coaching Platform Limited for a total 
potential consideration of £356,000, of which £251,000 is deferred.
The Company directly holds more than 20% of the share capital of the following companies which are included in the 
consolidated results of the Group:
 Country of  Proportion  
Name incorporation held Nature of business
Focus Business Solutions Limited England 100%  Provision of business solutions in life and 
pensions and financial services markets 
Focus Software Limited England 100% Development and distribution of software
Focus Holdings Limited England 100% Holding Company
Focus Solutions Employee Benefit Trust Limited England 100% Management of Employee Benefit Trust
The Coaching Platform Limited England 100%  Provision of training, consultancy and business 
solutions in the financial services market
6  Debtors
 2009 2008 
 £’000 £’000 
Amounts falling due within one year: 
Other debtors 8 48
Prepayments and accrued income 223 116
 231 164
Amounts falling due after more than one year: 
Amounts due from Group undertakings       5,295 8,673
Total debtors 5,525 8,837
7  Creditors: amounts falling due within one year 
 2009 2008 
 £’000 £’000 
Trade creditors 132 241
Other taxation and social security costs 11 107
Accruals and deferred income       106 73
Contingent consideration 95 –
 344 421
8  Creditors: amounts falling due after more than one year 
 2009 2008 
 £’000 £’000 
Contingent consideration 156 – 49
focus solutions group plc  
annual report & accounts 2009
9  Share capital  
 2009 2008 
 £’000 £’000 
Authorised 
40,000,000 Ordinary Shares of 10p each 4,000 4,000 
Allotted, issued and fully paid  
Share capital brought forward 2,946 2,930
Issued on exercise of options 1 16
29,471,152 Ordinary Shares of 10p each (FY2008: 29,461,152) 2,947 2,946
10  Share capital, reserves and reconciliation of movement in total shareholders’ funds
    Share Profit 
  Share Share option and loss 
  capital premium reserve reserve T otal 
  £’000 £’000 £’000 £’000 £’000
At 1 April 2008  2,946 9,899 149 (1,445) 11,549
Share capital issued  1 1 – – 2
Employee share based payments charge  – – 106 – 106
Profit for the year  – – – 10 10
At 31 March 2009    2,947 9,900 255 (1,435) 11,667
As permitted by Section 230 of the Companies Act 1985, the profit and loss account of the parent Company is not presented  
as part of these accounts. The parent Company’s profit for the financial year amounted to £10,000 (FY2008: £40,000 loss).
11  Commitments under operating leases
At 31 March 2009, annual commitments under non-cancellable operating leases were as follows: 
 2009 2008 
 £’000 £’000 
Land and buildings:  
Expiring within one year 12 –
Expiring between 2 and 5 years  263 234
Other:  
Expiring within one year 7 33
Expiring between 2 and 5 years – 10
 282 277
 
  50
focus solutions group plc  
annual report & accounts 2009
    
Directors
A M Taylor, Non-Executive Chairman 
R J Stevenson, Chief Executive 
M J Clements ACA, Finance Director 
F Murray, Chief Technology Officer 
M G Fiennes, Non-Executive Director
N J Habgood, Non-Executive Director 
J B Street Non-Executive Director
Secretary
M J Clements ACA
Nominated advisor and broker 
Daniel Stewart  
Registrars 
Capita Registrars
Solicitors
Wragge & Co LLP
Hammonds
Harrison Clark 
Principal bankers
HSBC plc
Independent auditors 
PricewaterhouseCoopers LLP
Website
www.focus-solutions.co.uk
Stock Exchange symbol 
fsg
Registered office 
Cranford House  
Kenilworth Road 
Leamington Spa 
Warwickshire  
CV32 6RQ 
Financial calendar
Annual General Meeting 6 August 2009  
Announcement of Interim Results 2009/2010 November 2009 
Announcement of Results 2009/2010 June 2010
directors, advisors and shareholder information
   51
focus solutions group plc  
annual report & accounts 2009
notes
   financial statements
52
focus solutions group plc  
annual report & accounts 2009
notes  focus solutions group plc 
cranford house, kenilworth road, leamington spa, warwickshire, cv32 6rq, united kingdom
t. +44 (0)1926 468300  f. +44 (0)1926 468400 
w. www.focus-solutions.co.uk
focus solutions group plc    annual report and accounts 09