Report and Accounts 2005
Chamberlin & Hill plc
Chamberlin & Hill plc Report and Accounts 2005 Contents
Highlights 1
Activities and Markets 2
Directors and Advisors 4
Chairman’s Statement 5
Chief Executive’s Review 6
Financial Review 8
Report of the Directors 10
Corporate Governance 13
Directors’ Remuneration Report 16
Independent Auditors’ Report 20
Consolidated Profit and Loss Account 22
Consolidated Balance Sheet 23
Parent Company Balance Sheet 24
Consolidated Cash Flow Statement 25
Notes to the Accounts 26
Notice of Meeting 42
Financial History 44
CHAMBERLIN & HILL plc  Annual Report 2005
Welcome to
Chamberlin & Hill plc 1 Annual Report 2005  CHAMBERLIN & HILL plc
Year to Year to
31 March 31 March
2005 2004
£000 £000
Turnover 41,970 27,311
Operating profit 2,046 1,007
Profit before taxation 1,986 1,013
Basic earnings per share 18.0p 9.6p
Dividend per share 11.85p 11.85p
 Turnover up 54% to £42m
 Operating profit up 103% 
to £2.05 million
 Basic earnings per share up
87% to 18p
 Strong performance from
Russell Castings acquisition
 Dividend maintained at
11.85p for the year
 Dividend cover increased 
to 1.5 times
 Balance sheet remains 
strong
Highlights
for the year ended 31 March 2005
02 03 04 05
Turnover (£m) 
42.0
02 03 04 05
Operating profit (£m) 
2.05
02 03 04 05
Basic earnings per share (pence)
18.0
“The largest contributor to the Group’s welcome return to growth
was an excellent performance from Russell Castings . . . “ CHAMBERLIN & HILL plc  Annual Report 2005 2
Activities and Markets
hamberlin & Hill and its
subsidiaries, Ductile
Castings and Russell
Castings, come together to provide
a total castings capability and
market leading service to customers
throughout the UK, mainland
Europe and the rest of the World.
Based on over a century of world
class experience and expertise,
customers specialising in areas
ranging from automotive to power
generation and military to light
engineering, have come to rely 
on us to satisfy their requirements
for iron castings and fully 
finished components.
Our Light Castings Division,
comprising the Chamberlin & Hill
foundries at Walsall and Bloxwich 
in the West Midlands, specialises in
smaller castings up to approximately
30kg, often with complex shapes
and fine tolerances requiring highly
skilled manufacturing methods.
These castings and components 
are predominantly supplied into 
the automotive industry for such
applications as turbochargers,
hydraulic pumps and power steering
systems. The strong growth in the
use of turbochargers in European
vehicle manufacture in particular
has given us the opportunity to
demonstrate our industry leading
capabilities in this area. 
The Heavy Casting Division, made
up of Russell Castings in Leicester
and Ductile Castings in Scunthorpe,
produces low volume specialised
castings in a variety of iron types,
ranging from under 30kg to
5,000kg, mainly for use in industrial
applications such as power
generation, steel production,
railways and construction
throughout the World. Demand 
for machined and finished
components rather than raw
castings is becoming increasingly
prevalent, and we are responding
by broadening our capability to
provide a “one-stop shop” to
satisfy our customers’ requirements.
Chamberlin & Hill is a leading foundry and engineering group 
providing specialised castings and safety/security products to a wide 
variety of industries.
Castings
C Annual Report 2005  CHAMBERLIN & HILL plc 3
Engineering
he Engineering Division
of the Chamberlin & Hill
Group currently comprises
Fred Duncombe Limited and PFP
Electrical Products Limited.
Fred Duncombe, based in Cannock,
Staffordshire, is a long established
and leading supplier of high quality
emergency exit fittings, architectural
ironmongery and builders’ hardware
products. Its EXIDOR emergency
exit product range is a leader in the
exit and security door equipment
market with an expanding range of
equipment to satisfy a variety of
access applications. The Webb Lloyd
range of top quality door furniture
products, predominantly used in
high class office developments,
restaurants, colleges and a wide
variety of private and publicly 
used buildings, is another key 
part of the Fred Duncombe 
product portfolio.
PFP Electrical Products, based 
near the National Exhibition 
Centre to the East of Birmingham,
concentrates on the development
and production of certified lighting
and control systems for use in
hazardous environments, utilising 
its many years of experience in
manufacturing to supply high
quality, innovative lighting solutions
to the petrochemical and other
industries. The same experience 
and skill is applied to its cable
management product ranges which
are used in both domestic and
industrial environments.
T CHAMBERLIN & HILL plc  Annual Report 2005 4
Directors
Advisors
Tom Brown, MA, MBA Chairman
Aged 56, Tom joined the Board in 2003 and was appointed independent Non-Executive Chairman on 1 March
2004. He is also Chairman of Dyson Group plc, a Non-Executive Director of Northgate plc and a director of a
number of private companies. He was previously Group Chief Executive of United Industries plc and before that
Group Managing Director of Fenner plc.
Barrie Williams, MSc, CEng, MICME Chief Executive
Aged 61, he joined the Company in 1965. Having spent some years as Works Manager of the Walsall foundry, 
he was appointed a Director in 1976, becoming Chief Executive in 1995.
Simon Duckworth, BA, ACA Finance
Aged 44, he joined the Company in July 2004 and succeeded Peter Bell as Finance Director on 9 November 2004.
He was previously Finance Director of Compass Software Group plc and has held senior financial positions in a
number of engineering groups since qualifying as a Chartered Accountant with Price Waterhouse in 1984.
Adam Vicary, MSc, BEng (Hons) Foundry Operations
Aged 37, he joined the Company in 1988 and was appointed to the Board in September 2001.  Having spent three
years as Managing Director at Ductile Castings Limited, he now has board responsibility for all foundry operations.
John Bather, MICME Deputy Chairman
Aged 71, John Bather has been a Director since 1964.  He was formerly Managing Director of the group and now
serves as Non-Executive Deputy Chairman.
Nick Kuenssberg, OBE, BA, FCIS, CCMI, FIoD Non-Executive Director
Aged 62, Nick was appointed a Director in 1999. He is Chairman of Iomart Group plc, Keronite Limited and GAP
Group Ltd, and chairman or director of a number of other companies. He acts as Chairman of the Audit Committee
and is Chairman of the Trustees of the staff pension scheme. Nick is designated as the senior independent 
non-executive director.
Company Secretary Simon Duckworth BA, ACA
Registered Office Chuckery Foundry,
Walsall WS1 2DU
Registered in England No. 76928
Auditors Heathcote & Coleman,
Birmingham
Solicitors Eversheds LLP,
Birmingham
Stockbrokers Teather & Greenwood
London
Bankers HSBC Bank plc,
Birmingham
Registrars Neville Registrars Limited,
Neville House,
18 Laurel Lane,
Halesowen,
West Midlands B63 3DA 5
When I reported to shareholders in
November 2004, we expected that
the activity levels experienced in
the first half would continue to be
broadly similar for the remainder of
the year. In the event this was
indeed the case, and I am pleased
to report that, for the year ended
31 March 2005, it has allowed the
Group to record a significant
improvement over the previous
year despite the difficulties arising
from the escalating costs of raw
materials and energy. 
Turnover for the group reached
£42.0m (2004: £27.3m), a growth
of 54%. Operating profit increased
103% to £2.05m (2004: £1.01m),
while profit before tax, after
exceptional items of £325k relating
primarily to restructuring of the
foundry divisions, and a net
goodwill credit mainly arising from
the Russell acquisition of £299k,
was £1.99m (2004: £1.01m). Fully
diluted earnings per share rose to
18.0p. The balance sheet remains
strong with net debt at the year
end of £42k (2004: Net cash
£482k) after the purchase of
Russell Castings for £1.12m in
cash, and capital investment 
of £1.25m.
The Board is recommending an
unchanged final dividend of 8.0p
per share (11.85p total for the
year) payable on 29 July 2005 to
shareholders on the register as at
close of business on 8 July 2005.
The largest contributor to the
Group’s welcome return to growth
was an excellent performance from
Russell Castings, which we
acquired on 2 April 2004. Russell
has fully lived up to our initial
expectations and continues to
demonstrate it was a sound
investment. Synergy opportunities
and plans for longer term
integration of our foundry activities
continue to be developed. The
Walsall foundry and PFP Electrical
Products, our specialised lighting
business, also showed welcome
progress.
An improvement in demand was
accompanied by very substantial
increases in the costs of our raw
materials and energy. Difficulties
and delays in recovering these cost
rises have had the inevitable effect
of reducing net margins. At the
time of writing there has been a lull
in cost increases, but uncertainty
remains over their future direction.
The Group is presently operating 
at budgeted levels of sales and
profitability. We currently anticipate
activity to remain broadly similar
for the foreseeable future and if
this proves to be the case we
anticipate another year of
underlying progress. In addition,
we will continue to seek new
opportunities to use the Group’s
strong balance sheet to further
enhance earnings.
Tom Brown
Chairman
9 June 2005
Annual Report 2005  CHAMBERLIN & HILL plc
Chairman’s Statement
“
The largest contributor to 
the Group’s welcome return
to growth was an excellent
performance from Russell
Castings....
” Chief Executive’s Review
For the year ahead the
focus is to improve net
margins....
”
2004/05 was a year of strong
recovery, with turnover increasing
to £42.0m (2004: £27.3m). The
major factor was the acquisition 
of Russell Castings, although
improved demand and higher
prices in our existing foundry
businesses were also factors. The
benefits of this growth in sales
were, in part, mitigated by the
substantial price increases in new
production steel, ferrous scrap, pig
iron, energy and ferro-alloys and
the time lag in the recovery of these
increases through higher selling
prices. Not surprisingly many
customers have found this situation
equally difficult with protracted
negotiations and tough decisions
having to be faced. Without doubt,
the improvement in net operating
margins to 4.9% (2004: 3.7%)
would have been higher but for
these circumstances.
Foundries
Foundry turnover reached £34.0m
(2004: £19.0m) including turnover
at Russell Castings of £11.2m, and
foundry operating profits reached
£1.82m (2004: £0.83m), with
Russell Castings contributing
£0.78m, before exceptionals and
the release of negative goodwill.
Our decision not to move Russell
Castings immediately from its
Leicester site led to a restructuring
of our castings business. Walsall
and Bloxwich foundries were
merged to form the Light Castings
Division, while Russell combined
with Ductile Castings to form the
Heavy Castings Division.
Several factors influenced
performance levels within the
foundries in different ways:
Within the Light Castings Division,
at Walsall the integration of work
won following the closure of a
competitor, Henley Foundry, early
in 2004 raised output levels, which
after the initial learning curve
improved profitability. Walsall also
enjoyed increased demand from its
automotive customer base with
castings for hydraulic applications.
In particular the growth in demand
for turbo-charged diesel engines
has and will continue to provide
growth opportunities. The foundry
saw a significant recovery in
operating profit for the year as 
a result.
A rather different picture emerged
at Bloxwich following a decision 
by its largest customer, George
Fischer, to relocate production of
malleable fittings to Central Europe,
but the new integrated structure
enabled a rebalancing of capacity
within the Light Castings Division
so that while losses were incurred
at Bloxwich in the first half of the
year, the business was stabilised
and made a profit in the second.
Currently we are pursuing a
number of significant business
CHAMBERLIN & HILL plc  Annual Report 2005 6
“ opportunities in this division led 
by Adam Vicary as divisional
Managing Director.
The Heavy Division saw an
excellent performance from Russell
Castings as turnover benefited from
increased demand and the closure
of other foundries. Turnover
recovered to levels not seen since
2000/2001. At Ductile Castings,
despite an increase in turnover,
margins fell a little as under-
recovery of material cost increases
took its toll, resulting in 
a standstill year. Chris Binmore,
Managing Director of Russell
Castings, is now Divisional MD
under whose leadership we are
integrating and developing these
two businesses.
For the year ahead the focus is 
to improve net margins and to
consolidate our preparations for
rationalisation as and when market
conditions are favourable. We 
will be seeking to maximise the
cross selling opportunities created
by the acquisition of Russell, the
potential of which is already 
being developed.
Engineering
Turnover in the engineering 
division fell slightly in the year 
to £8.0m (2004: £8.3m) as we
sought to grow attractive niches
while accepting the inevitable
decline in commodity products 
as customers moved to off-shore
sourcing. Despite this, higher
margins led to slightly increased
operating profits for the division
overall.
At PFP Electrical Products 
we concentrated on further
development of “EX” certified
lighting for use in hazardous areas
following an expansion in the
product range, and a new sales and
marketing director has been
appointed. Our objective now is 
to expand sales both for existing
products and through further
broadening of the range that we
offer within this specialised area.
PFP enjoyed increased operating
profit in the year and was ahead 
of its budget. 
A new operations director was
appointed at Fred Duncombe, our
door fittings and security company,
to reduce cost of manufacture and
to review sourcing opportunities.
The new product development
programme has been rigorous with
exciting extensions to the EXIDOR
Slimline and Security ranges of
emergency exit fittings. Further
new products in the Webb Lloyd
range of high quality door handles
will be launched in the summer.
Although 2004/05 has been a year
of high activity, overall sales and
operating profit both declined
slightly on the previous year as a
result of the continued expected
decline in the traditional hardware
element of the business. We seek a
reversal of the overall trend this
year as a result of the foundations
laid down.
The Future
The year just ended has been one
of consolidation following the
acquisition of Russell and of
planting seed corn for the future.
Our aim is to capitalise on these
actions by improving net margins,
while investment plans include the
provision of capacity for the longer
term integration of foundry
activities. We will also continue to
seek growth through manageable
and strategically driven business
acquisition opportunities. 
Our greatest investment remains in
our people. Combining with Russell
Castings has strengthened our
management capability and we will
continue to recruit the best possible
skills to add to an already excellent
team. I would like to thank all our
employees for their continued
support. We look forward together
to further progress in the year
ahead.
Barrie Williams
Chief Executive
Chief Executive’s Review
Continued
Annual Report 2005  CHAMBERLIN & HILL plc 7 Financial Review
The overall financial health of the
group has become more robust 
in the year, the key factors being
the improved performance of
existing operations, the successful
acquisition of the business and
assets of Russell Castings and its
subsequent improved profitability.
Results
Group turnover increased strongly
in the year ended 31 March 2005,
the main factor being the inclusion
of the £11.2m sales of Russell
Castings, acquired on 2 April 2004.
Russell performed at the upper 
end of expectations in the year in
terms of turnover, profitability and
cash generation, and is confidently
expected to have cumulatively
recovered its full acquisition cost
during 2005/06.
Existing foundry businesses also did
well, increasing turnover by 20%.
Roughly half of this increase related
to selling price rises in response to
the huge increases in both raw
material and energy costs during
the year. The remainder was due to
increased demand, but also to a
change in the mix of output,
especially at our Bloxwich foundry
following the loss of a major
customer and the gain of additional
business as a result of the demise of
a competitor.
Our engineering businesses
suffered a slight decline in overall
turnover but growth of the core
niches continued and helped to
generate a small increase in margin.
Group operating profit before
goodwill and exceptional costs,
relating mainly to the restructuring
of the foundry divisions following
the acquisition of Russell Castings,
also grew strongly, a large part of
the increase again coming from
Russell which contributed £0.78m
in the year. Existing foundries’
profits were favourably affected by
the increased volume of output,
but this was partly offset by the
time lag in achieving selling price
increases to cover the higher raw
material and energy costs. The
engineering division more than
matched last year’s profit despite
the reduction in turnover.
Net interest payable of £60k 
(2004: receivable £6k) was incurred
due to the group running an
overdraft during the year, partly as
a result of the Russell acquisition
cost. 
The tax charge for the year was
significantly higher than in previous
years as a percentage of profit
before tax. This is predominantly
due to a large timing difference
between Russell Castings’ reported
profit and its taxable profit, relating
to a deficit in capital allowances
compared to depreciation. This
situation is unlikely to reverse given
the requirement for relocation of
the Russell business, and so, as we
do not recognise the deferred tax
asset in Russell’s accounts, a higher
tax charge results. 
As a result of all of the above
factors, earnings per share increased
significantly during the year. Basic
EPS increased from 9.6p to 18.0p,
whilst adjusted EPS (after restating
the prior year to add back
amortised goodwill) rose from 9.8p
to 18.5p. Adjustments to earnings 
are explained below and in 
note 10 to the financial statements.
18,750 shares were issued at 160p 
in the year in relation to exercise 
of share options. The dilutive effect of
outstanding share options is minimal. 
With the proposed dividend for 
the year remaining unchanged at
11.85p we are beginning to return
to a more acceptable level of
dividend cover.
The balance sheet remains strong
with net assets, net current assets
and distributable reserves all
increasing. Cash reduced initially
due to the acquisition of Russell
Castings and the additional
working capital necessitated by the
increases in costs and revenues, but
improved through operational cash
generation and ended the year at a
small overdraft.
Presentation of financial statements
We have adopted a columnar
presentation for the profit and 
loss account this year to 
highlight certain large operating
exceptionals, the reasons for which
are explained below. The definition
adopted for adjusted earnings,
used in the earnings per share
calculation, has been modified to
arrive at a figure before such
exceptionals and before the effect
of goodwill amortisation or release.
The acquisition of Russell gave rise
to £417k of negative goodwill, the
consideration paid having been 
less than the fair value of assets
acquired. One of the reasons for
this was that, in due course, further
CHAMBERLIN & HILL plc  Annual Report 2005 8 significant restructuring costs will
have to be incurred to relocate
Russell’s output to our other sites.
The Russell site in Leicester was
sold to a property developer by
Russell’s previous owners and we
now occupy it on a five year lease.
The relocation is not expected to
occur during the current financial
year to 31 March 2006 and, under
accounting rules, no provision for
this future cost may be made in
these accounts. The negative
goodwill is, however, required to 
be released to the profit and 
loss account in accordance with
accounting standards and this has
resulted in a credit of £312k 
in the year. Positive goodwill from
earlier acquisitions continues to be
amortised at between £13k and
£14k per year and this has also
been shown in the goodwill
column. Prior year operating profit
before exceptionals and the
corresponding adjusted earnings
per share figure have been 
restated to add back this goodwill
amortisation.
In connection with the restructuring
of foundry operations, reorganisation
of management structures and
operational activities has been
undertaken resulting in exceptional
severance costs. These costs were
mainly incurred within Chamberlin
& Hill plc, which contains the
Walsall and Bloxwich foundries.
Termination costs relating to the
former Finance Director, Peter Bell,
are also included in the total.
Further details of this are given in
the Directors’ Remuneration Report.
Pension schemes
We continue to account for 
our main defined benefit 
pension scheme under SSAP24
with the additional disclosures 
required by the FRS 17 transitional
arrangements. 
The reported FRS 17 deficit (see
note 22 to the accounts) has
increased slightly in the year from
£3.05m to £3.32m (£2.00m to
£2.32m net of deferred tax) despite
the group making agreed 
“catch-up” contributions, the
improvement in equity asset values
in the year, and the early retirement
of a number of higher paid active
members. This is due mainly to the
use of a lower discount rate in the
calculation of the scheme’s future
liabilities. There is a possibility that
the reported deficit will be
increased further in coming 
years by the use of new mortality
tables if life expectancies 
continue to increase. The Board is
actively considering methods of
accelerating the return of the
scheme to a higher level of funding.
Foreign currency transactions
In terms of financial risk, the group
has little exposure to interest rates,
but does have some exposure to
certain foreign currencies, primarily
the Euro. Sales denominated in
Euros in 2004/05 amounted to
£4.4m (2003/04: £3.3m). The level
of Euro trading is relatively
predictable and the group currently
reduces its exposure to fluctuations
in rate by selling forward between
50% and 80% of the expected
Euro receipts, usually on 12 month
contracts. The remainder is dealt
with on shorter forward contracts
or on the spot market depending
on the level of Euro balances held
and an assessment of the market at
that time. 
A retranslation of Euro balances
and forward contracts at the 
31 March 2005 year end exchange
rate generated a small net profit.
International Financial Reporting
Standards
The Company will be adopting
International Financial Reporting
Standards in its 2005/06 accounts,
and an internal assessment has
been made of the likely effects.
With the exception of full provision
being anticipated for the pension
scheme deficit, non accrual of
dividend, and various adjustments
for deferred tax, the effect on
reported net assets is not expected
to be significant. Preparation and
audit of restated numbers from 
31 March 2004 onwards is in
progress and further details will be
given in the Interim Report for the
six months to 30 September 2005.
Simon Duckworth
Finance Director
Financial Review
Continued
Annual Report 2005  CHAMBERLIN & HILL plc 9 Report of the Directors
The Directors present their Annual Report and Accounts for the year ended 31 March 2005.
Principal activities
The principal activities of the Group are the production and sale of iron castings in a wide variety of sizes and 
metal grades, and the manufacture and sale of light engineering products, predominantly into safety and 
security markets.
Review of the business
A review of the Group’s activities, its development and future prospects is included in the Chairman’s Statement
and Chief Executive’s Review on pages 5 to 7.
Financial results
The consolidated profit and loss account is shown on page 22. Group profit after taxation amounted to £1,321,000
(2004: £707,000). After dividends paid and proposed, the surplus transferred to reserves is £449,000 
(2004: deficit of £164,000). Movements in reserves are shown in Note 18 to the accounts.
Dividends
The Directors recommend the payment of a final dividend of 8.0p per share payable on 29 July 2005 
which, together with the interim dividend of 3.85p per share paid on 20 December 2004, totals 11.85p for the 
year (2004: 11.85p).
Directors
The directors of the Company during the year and their interests in the shares of the Company are shown below.
The interests of directors in share options are shown in the Directors’ Remuneration Report on pages 16 to 19.
All Directors held office throughout the year, except Simon Duckworth who was appointed as a director on 
9 November 2004, John Eccles who retired on 30 July 2004 and Peter Bell who retired on 9 November 2004.
At the Annual General Meeting, Simon Duckworth, having been appointed in the year, retires under Article 112 of
the Company’s Articles of Association, and, being eligible, offers himself for re-election. He has a service agreement
which provides for termination by the Company on not less than one year’s notice. John Bather, the non-executive
Deputy Chairman, retires as a Director by rotation in accordance with Article 108 having been re-elected following
his retirement on reaching the age of 70 under Article 105 last year, and, being eligible, offers himself for 
re-election. Non-executive directors, with the exception of the Chairman, do not have service contracts. Mr Bather
has expressed his intention to retire at the end of the calendar year.
No Director had a material interest during the year in any significant contract with the Company or with any
subsidiary undertaking.
Directors’ shareholdings
Beneficial interests of the Directors in the shares of the Company, including those of their immediate 
families were:-
31 March 2005 31 March 2004
or on appointment
John Bather 771,018 771,018
Barrie Williams 50,000 50,000
Nick Kuenssberg 35,000 25,000
Tom Brown 20,000 –
Adam Vicary 2,000 1,100
Simon Duckworth (appointed 9/11/04) – –
John Eccles (resigned 30/7/04) – 220,750
Peter Bell (resigned 9/11/04) – 18,000
CHAMBERLIN & HILL plc  Annual Report 2005 10 John Bather had a non-beneficial interest in the share capital of the Company at 31 March 2005 of 25,000 shares
(2004: 25,000). There have been no changes in the interests set out above between 1 April 2005 and 9 June 2005.
Special business
Directors’ authority to allot shares
Approval will be sought for a special resolution to renew the authority given to the Directors to allot shares in the
Company. Authority will also be sought from shareholders to allow the Directors to issue new shares for cash to
persons other than to existing members up a maximum nominal amount of £91,995.50. This sum represents
367,982 ordinary shares of 25 pence each, being equivalent to 5% of the issued share capital of the Company at
9 June 2005.
Both authorities are to be for the period commencing on the date of passing of the Resolution until the next Annual
General Meeting. The proposed Resolution is set out as item 7 in the Notice of Meeting on pages 42 and 43.
Authority to purchase own shares
At the Annual General Meeting in 2004, the Board was given authority to purchase and cancel up to 730,000 of
its own shares representing just under 10% of the Company’s then existing issued share capital, through market
purchases on The London Stock Exchange. The maximum price to be paid on any exercise of the authority was
restricted to 105% of the average of the middle market quotation for the shares for the five dealing days
immediately preceding the day of a purchase. The minimum price which may be paid for each share is 25 pence.
No purchases have been made.
The current authority to make market purchases expires at the forthcoming Annual General Meeting. The Directors
have resolved, if the right circumstances exist, to exercise the current authority which remains valid until the Annual
General Meeting, and will continue to consider circumstances in which they may exercise this authority. They are
now seeking the approval of shareholders for the renewal of this authority upon the same terms, save that the
authority is now sought to allow the Company to purchase and cancel up to 735,000 of its own shares, again
representing just under 10% of its issued share capital at 9 June 2005. The authority is sought by way of a special
resolution, details of which are also included at item 8 in the Notice of Meeting. This authority will only be exercised
if the Directors, in the light of market conditions prevailing at the time, expect it to result in an increase in earnings
per share, and if it is in the best interests of the shareholders generally. Account will also be taken of the effect on
gearing and the overall position of the Company.
Substantial shareholders
At 9 June 2005 the Company was aware of the following interests of 3% or more of the Company’s share capital,
other than those of directors:
Number of % of Issued 
shares Share Capital
Rights and Issues Investment Trust PLC 1,000,000 13.59%
Mrs A. C. Thorburn 640,000 8.70%
Schroder Institutional UK Smaller Companies Fund 571,889 7.77%
Discretionary Unit Fund 500,000 6.79%
Perfecta Assets Ltd 270,000 3.67%
Mr M. E. Love & Mrs J. M. Love 243,158 3.30%
Statement of Directors’ responsibilities
The Directors are required by law to prepare financial statements for each year which give a true and fair view of
the state of affairs of the Company and of the Group as at the end of the financial year and of the profit or loss for
the year and comply with the Companies Act 1985. They are responsible for maintaining adequate accounting
records, for safeguarding the assets of the Company and of the Group and for taking reasonable steps to prevent
and detect fraud and other irregularities.
Report of the Directors
Continued
Annual Report 2005  CHAMBERLIN & HILL plc 11 Report of the Directors
Continued
The Directors confirm that applicable accounting standards have been followed and that suitable accounting
policies have been consistently applied and that reasonable and prudent judgements and estimates have been used
in the preparation of the financial statements which have been prepared on a going concern basis.
Charitable and political donations
Donations to UK charitable organisations amount to £2,010 (2004: £1,000). There were no political donations in
the year (2004: £nil).
Employee involvement
Arrangements which existed in the year under review, and for many years past, for the involvement of employees
have included management/employee briefings, union meetings and health and safety committee meetings. 
Policy on payments to creditors
The Group has a variety of payment terms with its suppliers. These are either negotiated along with other contract
terms or conform to standard terms applied either by the relevant Group Company or by the supplier. In respect of
all its suppliers it is the Group’s policy to settle the terms of payment when entering a business relationship with a
supplier, to ensure suppliers are aware of the terms of payment, and to abide by the terms of payment.
The Group’s average creditor payment period at 31 March 2005 was 53 days (2004: 50 days) and that of the
Company was 47 days (2004: 46 days).
Employment of disabled people
The Group supports the employment of disabled people wherever possible, through recruitment and by retention
of those who become disabled during their employment. It is Group policy that disabled people should, as far as
possible, have identical training, career development and promotion to those who do not suffer from disabilities.
Research and Development
The Group’s research and development activities in the year, as in previous years, consist primarily of devising
methods for achieving the casting of complex shaped and/or multi-cored products in the foundry businesses and
the design and development of new products in our engineering businesses, principally hazardous area lighting and
emergency exit hardware products. The Board views such activities as key to the future prosperity of the business.
Auditors
During the year, the Board has carried out a review of audit firms and has decided that Ernst & Young LLP should
be appointed as auditors to succeed Heathcote & Coleman who have been the auditors of the Company for many
years. Heathcote & Coleman have agreed to step down at the forthcoming Annual General Meeting and a
resolution will be proposed to appoint Ernst & Young LLP as auditors and to authorise the directors to determine
their remuneration.
By order of the Board
Simon Duckworth
Secretary
9 June 2005
CHAMBERLIN & HILL plc  Annual Report 2005 12 Principles of good governance
The Financial Services Authority’s Listing Rules incorporate the Combined Code of Corporate Governance 
(“the Code”) applicable to companies with reporting periods commencing on or after 1 November 2003. 
The Company is committed to high standards of corporate governance and has applied the principles set out in
Section 1 of the Code as described below and in the Directors’ Remuneration Report. 
The Group complied with the provisions set out in Section 1 of the Code throughout the year except for 
the following matters, none of which is considered by the Board to be inappropriate given the size and nature of
the Group:
 The Chief Executive, Barrie Williams, has a notice period in his service agreement which exceeds 12 months
as explained in the Directors’ Remuneration Report. Mr Williams is currently 61 and has a normal retirement
date of his 63rd birthday. The Board does not propose to change this arrangement.
 One of the non-executive directors, John Bather, although considered independent in judgement, does not
qualify as an independent director under the definition in the Combined Code on two counts; he has been a
member of the Board for many years, both as a non-executive director and formerly as Managing Director of
the Group, and he and various members of his family own approximately 20% of the Company’s issued share
capital. Mr Bather has expressed his intention to retire at the end of the calendar year.
 The Board did not have in place during the year a formal and rigorous process of evaluation of its own
performance and that of its committees. Rigorous but informal evaluation has historically been carried out by
the Chairman and Chief Executive, and evaluation of the performance of individual directors has also been
carried out by the Remuneration Committee. The introduction of a more formal evaluation process is currently
under consideration.
 There is no separate Nominations Committee to assess and recommend new directors. Instead, the Board 
as a whole considers these areas following initial scrutiny and recommendations by the Chief Executive and
the Chairman. 
 The Audit Committee, which has been established for many years and has complied with corporate
governance guidelines throughout that time, did not until recently have written terms of reference. These
have now been put in place. 
Chamberlin & Hill corporate governance:
(a) The Board
The Board currently comprises a Non-Executive Chairman, two other Non-Executive Directors and three
Executive Directors. The Directors (including Non-Executive Directors) have a range of experience and are of
sufficient calibre to bring independent judgement to bear on issues of strategy, performance, resources and
standards of conduct, which is vital to the success of the Company. The Board meets at least eight times a
year and additionally when necessary. At each scheduled meeting of the Board, the Chief Executive reports
on the Company’s operations and the Finance Director reports on the financial position of the Company. To
enable the Board to discharge its duties, all Directors receive appropriate and timely information. Briefing
papers are distributed by the Company Secretary to all Directors in advance of Board meetings. In addition
the Board has adopted standard procedures and practices whereby significant issues affecting the Company
are reviewed on a regular basis. Nick Kuenssberg is the senior independent Non-Executive Director and 
Tom Brown is the independent Non-Executive Chairman.
If appropriate, all Directors have the authority to take independent legal advice and have direct access to the
Company Secretary.
(b) Chairman and Chief Executive
The Chairman of the Company is a Non-Executive Director who is responsible for the running of the Board.
The Board is responsible to shareholders for the overall direction and control of the Company, and the Chief
Executive is responsible to the Board for management of the Company within parameters set by the Board.
Corporate Governance
Annual Report 2005  CHAMBERLIN & HILL plc 13 Corporate Governance
Continued
(c) Service Contracts
See Page 17 in the Directors’ Remuneration Report.
(d) Supply of information
The Board is satisfied that it is provided with information in an appropriate form and quality to enable it to
discharge its duties. 
(e) Appointments to the Board
The Board as a whole acts as the Nomination Committee for the purpose of considering new Board
appointments.
(f) Re-election
All Directors submit themselves for re-election at least once every three years.
(g) Directors’ Remuneration
The statement of the Company’s policy on Executive Directors’ Remuneration and details of Directors’
Emoluments are contained on pages 16 to 19.
(h) Relations with Shareholders
Members of the Board hold meetings from time to time with major shareholders to discuss the Company’s
strategy and financial performance.
The Board uses the Annual General Meeting to communicate with all private and institutional investors and
welcomes their participation.
(i) Audit Committee
The Audit Committee, which consists of the three Non-Executive Directors - Nick Kuenssberg (Chairman),
Tom Brown and John Bather, meets at least twice a year with the external auditors in attendance when
required. It assists the Board in ensuring that appropriate accounting policies, financial systems, internal
controls and compliance procedures are in place. The auditors have direct access to the Chairman of the Audit
Committee and an “open-door” policy has also been adopted in relation to any concerns staff may have
concerning the propriety of group operations and activities. No issues or incidents have come to light as a
result of this policy.
The Audit Committee also keeps under review the cost effectiveness, independence and objectivity of the
external auditors, and advises the Board on the appointment of external auditors. During the year a review
of the long-standing relationship with the existing auditors, Heathcote and Coleman, was carried out and 
it was concluded that a change in auditors should be made. Following an assessment of a number of
appropriate firms, the Audit Committee recommended that Ernst & Young LLP replace Heathcote & Coleman
as auditors at the 2005 Annual General Meeting.
(j) Remuneration Committee
The Remuneration Committee comprises the three Non-Executive Directors. Further details are shown in the
Directors’ Remuneration Report.
(k) Annual General Meeting
All Directors attend the Annual General Meeting and are available to answer questions put to them by
shareholders.
CHAMBERLIN & HILL plc  Annual Report 2005 14 (l) Internal Control
The Board is responsible for the Group’s system of internal control and for reviewing its effectiveness in
accordance with the guidance set out in “Internal Control: Guidance for Directors on the Combined Code”
(the Turnbull Guidance). However, such a system is designed to manage rather than eliminate the risk of
failure to achieve business objectives and can provide only reasonable and not absolute assurance against
material misstatement or loss.
The Code has a requirement that the Directors review the effectiveness of the Group’s system of internal
controls. This includes internal financial controls and controls over financial, operational, compliance and risk
management. The Board confirms that regular reviews were carried out and there was full compliance
throughout the year. The Board confirms that there is an ongoing process for identifying, evaluating and
managing the significant risks affecting the Group and its business and the financial implications of these risks.
Procedures are in place to monitor and manage such risks. The Group operates a risk management process
whereby each business identifies its key risks, the probability of those risks occurring, their potential impact,
and action needed to manage them.
The Group has established procedures for planning and budgeting and monitoring the operational and
financial performance of all businesses in the Group, as well as their compliance with applicable laws and
regulations. These procedures include:
 Clear responsibilities on the part of line and financial management for good financial controls in the
production of accurate and timely financial management information.
 The control of key financial risks through clearly laid down authorisation levels and proper segregation
of accounting duties.
 Detailed monthly budgeting and reporting of trading results, balance sheets and cash flows with regular
reviews of variances from budgets by management and the Board.
 Reporting on compliance with the internal financial controls and procedures by the Group Finance
Director and at the year end by external auditors. Interim and Annual Reports are reviewed by the Audit
Committee prior to issue.
The Board has undertaken an assessment of the need for a Group internal audit function. 
The Board considers:
i) that the control systems and procedures currently undertaken by the Group are adequately performed
by the management; and
ii) that the Group has not yet reached a size where a separate internal audit function would be an
appropriate or cost effective method of ensuring compliance with group policies,
and therefore does not currently propose to introduce a Group internal audit function. This area will be kept
under review as part of the Board’s assessment of the Group’s systems of internal control.
(m) Going Concern
After making appropriate enquiries, the Directors consider that the Group has adequate resources to continue
in operation for the foreseeable future. In forming this view the Directors have reviewed budgets and other
financial information. For this reason, they continue to adopt the “Going Concern” basis in preparing the
accounts.
By order of the Board
Simon Duckworth
Secretary
9 June 2005
Corporate Governance
Continued
Annual Report 2005  CHAMBERLIN & HILL plc 15 Directors’ Remuneration Report
Remuneration Committee
The Remuneration Committee comprises the three Non-Executive Directors; Tom Brown (Chairman), Nick
Kuenssberg and John Bather. The Committee meets when necessary, usually twice per year, and is responsible for
determining the remuneration packages of the Executive Directors and of the Chairman.
Policy on remuneration of Executive Directors and Senior Executives
The Committee aims to ensure that remuneration packages offered are designed to attract, maintain and motivate
high calibre Directors and senior executives. The remuneration policy attempts to match the interests of the
executives with those of shareholders by providing:-
(a) Basic salary and benefits
Executive Directors’ basic salaries are reviewed each year, taking into account the performance of the
individual and rates of salary for similar jobs in companies of comparable size. The main benefits provided are
company cars and health insurance.
The Company operates defined benefit and defined contribution pension schemes for the majority of its
employees, including Executive Directors. No performance related bonuses nor benefits in kind are included
in pensionable salary.
(b) Annual performance related bonus scheme
Barrie Williams and Simon Duckworth receive annual bonus payments dependent on improvement in group
profit before tax, adjusted for exceptional items and goodwill. The maximum amount of bonus payable is
50% of basic salary in each case.
Adam Vicary’s annual bonus for the year to 31 March 2005 was on the same basis as that for Barrie Williams
and Simon Duckworth. For 2005/06 it will be dependent on the annual profit targets of the foundry divisions.
The maximum amount payable is 50% of his basic salary. 
(c) Share options
An incentive to achieve longer-term improvements in shareholder value is afforded through share options. 
An Approved Scheme and an Unapproved Scheme for Senior Executives were established in 1997. 
Options granted are exercisable only upon the achievement of performance targets to be determined by the
Committee at the time that options are granted. Currently, performance targets are that growth in the
normalised earnings per share over a period of three consecutive financial years of the company (commencing
no earlier than the financial year in which the option is granted) shall exceed the growth in the Retail Prices
Index for the same period by at least 6%.
Performance Graph
The following graph shows the Company’s performance compared to the performance of the FTSE engineering and
machinery index over a five year period, measured by total shareholder return. This index has been selected as an
appropriate benchmark because it represents the market sector in which the Company operates.
Total shareholder return is calculated to show the theoretical growth in the value of a shareholding over a specified
period, assuming that dividends are re-invested to purchase additional shares.
CHAMBERLIN & HILL plc  Annual Report 2005 16
40 
60 
80 
100 
120 
140 
160 
180 
FTSE Engineering & Machinery Index Chamberlin & Hill
Value £
Apr 00 Oct 00 Apr 01 Oct 01 Apr 02 Oct 02 Apr 03 Oct 03 Apr 04 Oct 04 Apr 05 Service contracts
Barrie Williams has (and prior to his retirement during the year, Peter Bell had) a written service contract dated 
25 April 1996 containing provision for termination on giving 2 years notice, or such shorter period beyond his 
61st birthday as would coincide with his normal retirement date of his 63rd birthday. This does not comply with
Provision B.1.7 of the Combined Code which states that there is a strong case that notice periods should be one
year or less. The Board however notes that this agreement was freely negotiated at a time when 2 year notice
periods were not in breach of any stated principles of corporate governance, and believe it would be inappropriate
to seek now to remove such terms for the following reasons:
 Barrie Williams’ contract is due to terminate on his normal retirement date of 20 September 2006. This means
that the notice period is now progressively reducing 
 Peter Bell resigned as a director on 9 November 2004 and retired at the end of December 2004.
All new executive directors are expected to have rolling service contracts terminable on no more than 1 year’s
notice. Simon Duckworth, who was appointed during the year, has such a rolling 1 year contract, as does 
Adam Vicary, whose contract was updated and re-signed on 31 March 2005.
Non-Executive Directors
Remuneration of the Non-Executive Directors, apart from the Chairman, is approved from time to time by the
Chairman and the Executive Directors.
Tom Brown has entered into a letter of engagement with the Company, and Tom Brown & Company Limited 
has entered into a service agreement with the Company both originally dated 12 September 2003 and updated 
on 27 January 2005. The terms of the letter state that the term of his appointment by the Company will be 
three years from the date of the letter unless terminated by either party giving to the other three months notice 
or one year in the event of a change in control of the Company. The other Non-Executive Directors do not have
formal contracts.
Directors’ remuneration and pension entitlements
The auditors have reported on the information contained in this section of the report.
Directors’ emoluments
Total emoluments
Basic Annual excluding pensions
salary Fees Benefits bonus 2005 2004
£000 £000 £000 £000 £000 £000
Executive
Barrie Williams 129 25 50 204 144
Peter Bell (to 9 November 2004) 57 6 63 103
Simon Duckworth (from 9 Nov. 2004) 34 25 59 – 
Adam Vicary 75 13 30 118 84
Non-Executive
Tom Brown * 37 37 14
John Eccles (to 30 July 2004) 7 1 8 34
John Bather 19 2 21 20
Nick Kuenssberg * 21 21 21
Total 295 84 47 105 531 420
Total 2003/2004 273 83 49 15 420
* Includes consultancy fees in respect of services provided to the Company.
Directors’ Remuneration Report
Continued
Annual Report 2005  CHAMBERLIN & HILL plc 17 Directors’ Remuneration Report
Continued
In addition to the above, Peter Bell received a compensation payment of £30,000 on retiring before the end of his
notice period, and an amount of £55,000 has been charged in the accounts in respect of pension augmentation
costs such that his pension entitlement will be as if he had continued to work to the end of his notice period. 
Benefits include all assessable tax benefits arising from employment by the Company, and relate mainly to the
provision of company cars and private medical insurance. The figures above represent emoluments earned as
Directors during the relevant financial year. Such emoluments are paid in the same financial year with the exception
of bonuses which are paid in the year following that in which they are earned.
Directors’ pensions
Retirement benefits accrued during the year to three Directors under the Chamberlin & Hill Staff Pension and Life
Assurance Scheme (2004: three directors) which is a defined benefit scheme:-
Increase
Change in in transfer
Change in accrued Accrued value 
Age Accrued accrued benefit benefit at Transfer Directors’ net of Transfer
at benefit at benefit due to 31 March value at contribu- directors’ value at
year 31 March due to other 2005 31 March tions contribu- 31 March
end 2004 inflation factors (Note 3) 2004 (note 4) tions 2005
£000 £000 £000 £000 £000 £000 £000 £000
N. B. Williams 61 73 2 1 76 1,039 9 113 1,161
P. Bell (note 1) 54 50 1 1 52 493 6 244 743
A. Vicary (note 2) 37 10 1 – 11 45 3 5 53
1. Peter Bell retired as a director on 9 November 2004 and from the pension scheme on 31 December 2004. 
His pre-commutation early retirement pension at 31 December 2004 was £36,538 per annum. The transfer
value shown above is based on his full early retirement pension at that date and market conditions as at 
31 March 2005.
2. Adam Vicary left the scheme on 31 October 2004. The figures above are based on benefits accrued to that
date. The Company now pays a contribution equivalent to 8% of Mr Vicary’s basic salary into his personal
pension scheme. Contributions in the year amounted to £2,600.
3. The pension entitlement shown above is that paid annually at normal retirement age of 63, based on service
to 31 March 2005 or the date of leaving the scheme, whichever is earlier.
4. Contributions shown above were paid in the year by the Directors under the terms of the scheme.
5. Transfer values have been calculated on the basis of actuarial advice in accordance with Actuarial Guidance
Note GN11 and, with the exception of Peter Bell, on the assumption that all Directors will retire at 63. The
transfer values disclosed above do not represent a sum paid or payable to the individual director. Instead they
represent a potential liability of the pension scheme.
Additional information:-
(a) On death before retirement, in addition to life assurance benefits, a lump sum is payable equal to the
Director’s accumulated contributions together with a spouse’s pension of 50% of the Director’s expected
pension. On death after retirement, a spouse’s pension is payable of 55% of the Director’s pension at the date
of death.
(b) The early retirement equivalent of the accrued pension can be taken from age 50, with the consent of the
Company.
(c) Pension increases will be in line with statutory requirements and the ordinary provisions of the scheme before
and after retirement.
(d) There are no discretionary benefits.
CHAMBERLIN & HILL plc  Annual Report 2005 18 The Company pays contributions into a personal pension plan in respect of Simon Duckworth equivalent to 15%
of his basic salary, amounting to £5,000 from the date he became a director to 31 March 2005.
Directors’ options
Exercised Lapsed or
31 March Granted in surrendered 31 March Option 
2004 in year year in year 2005 price Exercisable between
Barrie Williams 26,250 –– 26,250 – 160p
30,000 –– – 30,000 185p 16.11.2003-15.11.2007
10,000 –– – 10,000 157.5p 01.08.2005-31.07.2009
Peter Bell * 18,750 – 18,750 –– 160p
16,250 –– 16,250 – 160p
25,000 –– 25,000 – 185p
8,000 –– 8,000 – 157.5p
Simon Duckworth – 14,575 –– 14,575 205.5p 10.12.2007-9.12.2014
– 35,425 –– 35,425 205.5p 10.12.2007-9.12.2011
Adam Vicary 16,000 –– – 16,000 185p 16.11.2003-15.11.2010
4,000 –– – 4,000 185p 16.11.2003-15.11.2007
8,000 –– – 8,000 157.5p 01.08.2005-31.07.2009
– 10,000 –– 10,000 155.5p 04.06.2007-03.06.2011 
162,250 60,000 18,750 75,500 128,000
* Peter Bell resigned as a director of the Company on 9 November 2004. His option over 16,250 shares lapsed at
the end of the allowed exercise period on 9 September 2004. His other options were exercised or surrendered
after he had resigned as a director under the rules of the relevant option schemes. The unrealised gain on exercise
of his options on 25 November 2004 amounted to £8,812 at a share price of 207p.
Option grants are exercisable only upon the achievement of the performance targets explained on page 16.
No consideration is payable for the grant of an option, which is exercisable at a price to be determined by the
Committee at the time when the option is granted. This price may not be less than the greater of the market price
on the day on which the option is granted and the nominal value of an ordinary share.
There have been no changes in the interests set out above between 1 April 2005 and 9 June 2005. 
Gains made by Directors, other than Peter Bell, on the exercise of share options amounted to £nil (2004: £nil). 
The mid-market price of the shares at 31 March 2005 was 211.5p and ranged between 155p and 230p during 
the year.
On behalf of the Board.
Tom Brown
Chairman, Remuneration Committee
9 June 2005
Directors’ Remuneration Report
Continued
Annual Report 2005  CHAMBERLIN & HILL plc 19 Independent Auditors’ Report
to the members of Chamberlin & Hill plc
We have audited the financial statements on pages 22 to 41. We have also audited the information in the Directors’
Remuneration Report that is described as having been audited. This report is made solely to the Company’s
members, as a body, in accordance with Section 235 of the Companies Act 1985. Our audit work has been
undertaken so that we might state to the Company’s members those matters we are required to state to them in
an auditors’ report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume
responsibility to anyone other than the Company and the Company’s members as a body for our audit work, for
this report, or for the opinions we have formed.
Respective responsibilities of Directors and Auditors
The Directors are responsible for preparing the Annual Report and the Directors’ Remuneration Report. As
described on page 11 this includes responsibility for preparing the financial statements in accordance with applicable
United Kingdom law and accounting standards. Our responsibilities, as independent auditors, are established in the
United Kingdom by statute, the Auditing Practices Board, the Listing Rules of the Financial Services Authority and
by our profession’s ethical guidance.
We report to you our opinion as to whether the financial statements give a true and fair view and whether the
financial statements and the part of the Directors’ Remuneration Report to be audited are properly prepared in
accordance with the Companies Act 1985. We also report to you if, in our opinion, the Directors’ Report is not
consistent with the financial statements, if the Company has not kept proper accounting records, if we have not
received all the information and explanations we require for our audit, or if information specified by law regarding
Directors’ remuneration and transactions with the Group is not disclosed.
We review whether the statement on pages 13 to 15 reflects the Company’s compliance with the nine provisions
of the Combined Code specified for our review by the Listing Rules, and we report if it does not. We are not
required to consider whether the Board’s statements on internal control cover all risks and controls, or to form an
opinion on the effectiveness of the Group’s corporate governance procedures, or its risk and control procedures.
We read the other information contained in the Annual Report, including the Corporate Governance statement 
and the unaudited part of the Directors’ Remuneration Report, and consider whether it is consistent with the
audited financial statements. We consider the implications for our report if we become aware of any apparent
misstatements or material inconsistencies with the financial statements.
Basis of Audit Opinion
We conducted our audit in accordance with Auditing Standards issued by the Auditing Practices Board. An audit
includes examination, on a test basis, of evidence relevant to the amounts and disclosures in the financial
statements and the part of the Directors’ Remuneration Report to be audited. It also includes an assessment of 
the significant estimates and judgements made by the Directors in the preparation of the financial statements, 
and of whether the accounting policies are appropriate to the Group’s circumstances, consistently applied and
adequately disclosed.
CHAMBERLIN & HILL plc  Annual Report 2005 20 We planned and performed our audit so as to obtain all the information and explanations which we considered
necessary in order to provide us with sufficient evidence to give reasonable assurance that the financial statements
and the part of the Directors’ Remuneration Report to be audited are free from material misstatement, whether
caused by fraud or other irregularity or error. In forming our opinion we also evaluated the overall adequacy of 
the presentation of information in the financial statements and the part of the Directors’ Remuneration Report 
to be audited.
Opinion
In our opinion:
 The financial statements give a true and fair view of the state of affairs of the Company and the Group as at
31 March 2005 and of the profit of the Group for the year then ended; and
 The financial statements and the part of the Directors’ Remuneration Report to be audited have been properly
prepared in accordance with the Companies Act 1985.
Heathcote & Coleman
Chartered Accountants and Registered Auditor
Birmingham
9 June 2005
Independent Auditors’ Report
Continued
Annual Report 2005  CHAMBERLIN & HILL plc 21 Consolidated Profit and Loss Account
for the year ended 31 March 2005
Goodwill
Before amortisation
goodwill and Total
and other negative Other Year ended Year ended
exceptional goodwill exceptional 31 March 31 March
Notes items released items 2005 2004
(see note 11) (see note 6)
£000 £000 £000 £000 £000
Turnover 2
– continuing activities 30,788 30,788 27,311
– acquisition 11,182 11,182 –
41,970 41,970 27,311
Cost of sales (34,831) (34,831) (22,526)
Gross profit 7,139 7,139 4,785
Other operating expenses 3 (5,067) 299 (325) (5,093) (3,778)
Operating profit 
– continuing activities 1,290 (13) (325) 952 1,007
– acquisition 782 312 1,094 –
Total operating profit 2,072 299 (325) 2,046 1,007
Interest (payable)/receivable 5 (60) (60) 6
Profit on ordinary activities 
before taxation 6 2,012 299 (325) 1,986 1,013
Taxation 7 (656) (106) 97 (665) (306)
Profit on ordinary activities
after taxation 1,356 193 (228) 1,321 707
Dividends 8 (872) (871)
Transfer to/(from) reserves 18 449 (164)
Earnings per share: 
basic 10 18.0p 9.6p
adjusted 10 18.5p 9.8p
diluted 10 18.0p 9.6p
adjusted diluted 10 18.4p 9.8p
Dividend per share 11.85p 11.85p
Dividend cover 1.52 0.81
All items dealt with in arriving at the operating profit for both 2005 and 2004 relate to continuing activities.
The group has no material recognised gains or losses other than the profit for the year as disclosed.
CHAMBERLIN & HILL plc  Annual Report 2005 22 Notes 2005 2004
£000 £000 £000 £000
Fixed assets  
Intangible assets
– goodwill 11 188 201
– negative goodwill 11 (105) –
83 201
Tangible assets 12 9,042 8,770
9,125 8,971
Current assets
Stocks 13 5,055 3,496
Debtors 14 9,325 6,656
Cash at bank and in hand 1 482
14,381 10,634
Creditors: amounts falling due
within one year 15 (8,819) (5,389)
Net current assets 5,562 5,245
Total assets less current liabilities 14,687 14,216
Provisions 17 (726) (734)
Net assets 13,961 13,482
Capital and reserves 
Called up share capital 18 1,840 1,835
Share premium account 18 743 718
Capital redemption reserve 18 109 109
Revaluation reserve 18 575 583
Profit and loss account 18 10,694 10,237
Equity shareholders’ funds 13,961 13,482
Tom Brown 
Simon Duckworth    
} 
Directors
The Accounts were approved by the Board of Directors on 9 June 2005
Consolidated Balance Sheet
at 31 March 2005
Annual Report 2005  CHAMBERLIN & HILL plc 23 Parent Company Balance Sheet
at 31 March 2005
Notes 2005 2004
£000 £000 £000 £000
Fixed assets  
Tangible assets 12 4,661 5,012
Investments 20 7,159 7,159
11,820 12,171
Current assets
Stocks 13 1,319 1,038
Debtors 14 5,951 4,338
Cash at bank and in hand 1 1
7,271 5,377
Creditors: amounts falling due 
within one year 15 (6,838) (4,177)
Net current assets 433 1,200
Total assets less current liabilities 12,253 13,371
Creditors: amounts falling due 
after more than one year 16 (66) (120)
Provisions 17 (574) (594)
Net assets 11,613 12,657
Capital and reserves  
Called up share capital 18 1,840 1,835
Share premium account 18 743 718
Capital redemption reserve 18 109 109
Revaluation reserve 18 575 583
Profit and loss account 18 8,346 9,412
Equity shareholders’ funds 11,613 12,657
Tom Brown
Simon Duckworth
}
Directors
The Accounts were approved by the Board of Directors on 9 June 2005
CHAMBERLIN & HILL plc  Annual Report 2005 24 Notes 2005 2004
£000 £000 £000 £000
Net cash inflow from operating activities 2,942 2,001
Return on investments and
servicing of finance 
Interest paid (70) (8)
Interest received 10 14
Net cash (outflow)/inflow from returns on
investments and servicing of finance (60) 6
Taxation
UK Corporation Tax paid (278) (247)
Acquisition of business and assets 
of Russell Castings (1,116) –
Capital expenditure and financial investment
Purchase of fixed assets 12 (1,248) (1,147)
Disposal of fixed assets 76 49
Net cash outflow from capital expenditure
and financial investment (1,172) (1,098)
Equity dividends paid (870) (871)
Net cash flow before financing (554) (209)
Financing  
Issue of shares (including premium) 30 –
Net cash inflow from financing 30 –
Decrease in cash and 
bank balances 25 (524) (209)
Reconciliation of operating profit to
net cashflow from operating activities
Operating profit 2,046 1,007
Depreciation 12 1,654 1,377
Amortisation 11 (299) 14
Profit on disposal of fixed assets (1) (4)
Government grants credited – (3)
(Increase)/Decrease in stocks (674) (214)
(Increase)/Decrease in debtors (950) (1,033)
Increase/(Decrease) in creditors 1,116 857
Increase/(Decrease) in provisions 50 –
2,942 2,001
There were no activities which would fall under the heading of “management of liquid resources” during 
the year.
Consolidated Cash Flow Statement
for the year ended 31 March 2005
Annual Report 2005  CHAMBERLIN & HILL plc 25 Notes to the Accounts
1 ACCOUNTING POLICIES
Basis of accounting and consolidation
The accounts have been prepared in accordance with applicable United Kingdom Accounting Standards and
under the historical cost convention. Certain assets included at revalued amounts, prior to the implementation
of FRS 15 “Tangible Fixed Assets” continue to be carried at those revalued amounts less depreciation. The
last valuation was carried out in 1980. The principal accounting policies have been applied consistently. The
consolidated accounts incorporate the accounts of Chamberlin & Hill plc and subsidiary undertakings made
up to 31 March each year. As provided by Section 230 of the Companies Act 1985 no separate profit and
loss account is included for the Parent Company. 
Turnover
Turnover is the total amount receivable for goods and services supplied to external customers of the Group
and excludes value added tax.
Depreciation
Depreciation is calculated on a straight-line basis to write off the cost of each asset over its estimated useful
life. The principal rates used were as follows:-
Freehold buildings 2%
Plant and machinery general plant 10%-20%
fixtures and fittings 10%-33%
patterns and tools 20%-50%
Motor vehicles 20%-33%
Freehold land is not depreciated.
Leasehold Buildings are depreciated over a period not longer than the unexpired period of the lease.
Stock and work in progress
Stock is stated at the lower of cost and net realisable value. In the case of work in progress and finished goods,
cost consists of selling price less appropriate deductions for margin and stage of production reached, such
basis being consistent with that of previous years.
Deferred taxation
Provision is made under the liability method to take account of timing differences between the treatment of
certain items for accounts purposes and their treatment for tax purposes, except any liability arising on a
taxable gain which has been “rolled over”. Deferred tax liabilities are not discounted. 
Pensions
Pension schemes are operated by the Company and subsidiary undertakings employing the majority of Group
employees. Contributions to the schemes are charged to the profit and loss account so as to spread the
expected cost of pensions, calculated in accordance with actuarial advice, on a systematic basis over
employees’ working lives.
Leased assets
Assets acquired under finance leases have been recorded in the balance sheet as fixed tangible assets at their
equivalent capital value and are depreciated over the expected useful life of the asset. The corresponding
liability has been recorded as a creditor and the interest element of the lease payments is charged to the profit
and loss account over the period of the lease. Operating lease rentals are charged to the profit and loss
account as incurred.
CHAMBERLIN & HILL plc  Annual Report 2005 26 1 ACCOUNTING POLICIES (continued)
Government grants
Capital based grants are credited to a deferred income account and released to the profit and loss account
over the useful life of the assets to which they relate. Revenue based grants are credited to the profit and loss
account in the year in which they are receivable.
Financial Instruments
All short-term debtors and creditors are excluded from the disclosures of FRS 13 “Derivatives and other
financial instruments” other than currency risk disclosures. The Group uses foreign currency bank accounts
and forward currency contracts for hedging purposes in line with its risk management policy and no other
trading in financial instruments is undertaken. Forward contracts and outstanding currency balances are
restated at the market rate ruling at the year end.
Foreign exchange
Transactions denominated in foreign currencies are translated into sterling and recorded at the rate of
exchange ruling at the date of the transaction. Balances at the year end denominated in a foreign currency
are translated into sterling at the rate of exchange ruling at the balance sheet date.
Goodwill
Purchased goodwill prior to 31 March 1998, representing the difference between the consideration and the
fair value of net assets acquired, was immediately set off against reserves. On disposal of businesses, goodwill
previously written off under this policy is written back through the profit and loss account. Goodwill
previously eliminated against reserves has not been reinstated on implementation of FRS10. Positive goodwill
arising on acquisitions since 31 March 1998 is capitalised and amortised on a straight line basis over its useful
economic life up to a presumed maximum of 20 years. It is reviewed for impairment at the end of the first
full financial year following the acquisition and in other periods if events or changes in circumstances indicate
that the carrying value may not be recoverable. Negative goodwill is identified as a negative intangible fixed
asset on the balance sheet. It is allocated to fixed assets and stocks acquired, and is released to the Profit and
Loss Account as the value of those assets is realised, either by trading in the case of stock, or by depreciation
in the case of fixed assets.
Research and Development
Expenditure on research and development is written off in the year in which it is incurred.
Notes to the Accounts
(continued)
Annual Report 2005  CHAMBERLIN & HILL plc 27 Notes to the Accounts
(continued)
2 SEGMENTAL ANALYSIS
(i) By class of business
Ironfounding Light Engineering Total
2005 2004 2005 2004 2005 2004
£000 £000 £000 £000 £000 £000
Turnover
Total sales 34,040 19,075 7,969 8,315 42,009 27,390
Intra-segment sales (39) (79) – – (39) (79)
Sales to third parties 34,001 18,996 7,969 8,315 41,970 27,311
Profit
Trading profit 1,821 833 694 684 2,515 1,517
Common costs (443) (496)
2,072 1,021
Goodwill and exceptional items (26) (14)
Net interest (payable)/receivable (60) 6
Group profit before taxation 1,986 1,013
Net assets
Segmental net assets 11,489 10,005 4,212 4,271 15,701 14,276
Unallocated net liabilities (1,740) (794)
Total net assets 13,961 13,482
Unallocated net liabilities comprise cash/overdraft, taxation, dividend and deferred tax balances.
(ii) By geographical destination
2005 2004
£000 £000
Turnover
United Kingdom 35,052 22,574
Europe 5,469 3,797
Other countries 1,449 940
41,970 27,311
3 OTHER OPERATING EXPENSES
2005 2004
£000 £000
Distribution costs 1,290 734
Administration and selling expenses 3,777 3,030
5,067 3,764
Release of negative goodwill re Russell Castings (312) –
Amortisation of goodwill 13 14
Restructuring and severance costs 325 –
5,093 3,778
CHAMBERLIN & HILL plc  Annual Report 2005 28 4 STAFF NUMBERS AND COSTS
The average number of people employed by the Group during the year was:
2005 2004
Management and administration 97 77
Production 476 355
Total employees 573 432
The aggregate employment costs of these employees excluding severance and 
related costs of £325,000 (2004: £23,000) were as follows:-
2005 2004
£000 £000
Wages and salaries 13,283 8,672
Social security costs 1,260 822
Other pension costs (note 22) 621 454
15,164 9,948
Details of Directors’ remuneration, share options and pension entitlements are included within the
Directors’ Remuneration Report on pages 16 to 19.
5 INTEREST (PAYABLE)/RECEIVABLE 2005 2004
£000 £000
Bank interest receivable 10 14
Bank overdraft interest payable (70) (8)
(60) 6
6 PROFIT ON ORDINARY ACTIVITIES BEFORE TAXATION
2005 2004
£000 £000
This is stated after charging/(crediting):
Profit on disposal of fixed assets (1) (4)
Government grants – (3)
Depreciation of owned assets 1,654 1,377
Amortisation of goodwill 13 14
Release of negative goodwill (312) –
Exceptional severance payments and related costs 325 –
Other severance payments and related costs – 23
Auditors’ remuneration (Company £14,000 (2004: £12,000)) 40 31
Research and Development expenditure 108 120
Rentals under operating leases: 
Hire of plant and equipment 28 7
Other 96 96
In addition to the above, the auditors received £61,000 (2004: £30,000) in the year for other services, which
included £38,000 in relation to the acquisition of Russell Castings.
Severance payments and related costs in the year relate predominantly to restructuring of foundry operations.
Compensation for loss of office and augmentation costs of a former director, Peter Bell are also included,
amounting to £85,000 as described in the Directors’ Remuneration Report. The total amount has been
presented as a separate column on the face of the profit and loss account.
Notes to the Accounts
(continued)
Annual Report 2005  CHAMBERLIN & HILL plc 29 Notes to the Accounts
(continued)
7 TAXATION
2005 2004
Current tax: £000 £000
U.K. Corporation tax at 30% (2004: 30%)
based on taxable profit for the year 727 346
Prior year adjustment (4) (12)
723 334
Deferred Taxation:
Movement in the year (note 17) (58) (28)
665 306
Reconciliation of current tax charge
Profit on ordinary activities before tax 1,986 1,013
Corporation tax at standard rate of 30% (2004: 30%) on profit before tax 596 304
Adjusted by the effects of:-
Expenses not deductible for tax purposes 16 5
Depreciation in excess of capital allowances 58 28
Deferred tax asset not provided 50 –
Other movements 3 (3)
723 334
8 DIVIDENDS
2005 2004
£000 £000
Paid:
Interim dividend of 3.85p per share (2004: 3.85p) 284 284
Proposed:
Final dividend of 8.00p per share (2004: 8.00p) 588 587
872 871
9 TRANSFER FROM RESERVES
The loss dealt with in the accounts of the parent company was £202,000 (2004: £170,000). After dividends,
the deficit transferred from reserves was £1,074,000 (2004: £1,041,000).
10 EARNINGS PER SHARE
The calculation of basic earnings per share is based on the profit attributable to shareholders and the weighted
average number of ordinary shares in issue. In calculating the diluted earnings per share, adjustment has been
made for the dilutive effect of outstanding share options. Adjusted earnings per share, excluding exceptional
items and goodwill, as analysed below, has also been disclosed as the Directors believe this allows a better
assessment of the underlying trading performance of the Group. Goodwill did not form part of the calculation
of adjusted profit in 2004 and prior years as it was not material to the profit figure in those years. 2004 figures
below, and prior years’ figures in the five year trading summary on page 44 have been restated on a
consistent basis to the 2005 adjustment.
2005 2004
£000 £000
Earnings for basic earnings per share 1,321 707
Goodwill (release)/amortisation (299) 14
Taxation effect of goodwill (release)/amortisation 106 –
Exceptional item 325 –
Taxation effect of exceptional item (97) –
Earnings for adjusted earnings per share 1,356 721
CHAMBERLIN & HILL plc  Annual Report 2005 30 10 EARNINGS PER SHARE (continued)
2005 2004
‘000 ‘000
Weighted average number of ordinary shares 7,347 7,341
Adjustment to reflect shares under options 7 –
Weighted average number of ordinary shares – fully diluted 7,354 7,341
11 INTANGIBLE FIXED ASSETS - GOODWILL
Positive Negative
Group goodwill goodwill Total
£000 £000 £000
Cost
At 1 April 2004 271 – 271 
On acquisition of Russell Castings assets – (417) (417)
At 31 March 2005 271 (417) (146)
Amortisation
At 1 April 2004 70 – 70 
Charge/(credit) for year 13 (312) (299)
At 31 March 2005 83 (312) (229)
Net Book Value
At 31 March 2005 188 (105) 83
At 31 March 2004 201 – 201
12 TANGIBLE FIXED ASSETS
Land and Plant and Motor
Group buildings machinery vehicles Total
£000 £000 £000 £000
Cost or valuation
At 1 April 2004 4,928 22,303 559 27,790 
Acquisition of Russell Castings assets – 753 – 753 
Additions 375 684 189 1,248 
Disposals – (748) (210) (958)
At 31 March 2005 5,303 22,992 538 28,833 
At cost 3,961 22,992 538 27,491 
At valuation 1980 1,342 –– 1,342 
5,303 22,992 538 28,833 
Depreciation
At 1 April 2004 1,200 17,511 309 19,020 
Charge for year 101 1,435 118 1,654 
Disposals – (731) (152) (883)
At 31 March 2005 1,301 18,215 275 19,791 
Net book value
At 31 March 2005 4,002 4,777 263 9,042 
At 31 March 2004 3,728 4,792 250 8,770 
Notes to the Accounts
(continued)
Annual Report 2005  CHAMBERLIN & HILL plc 31 Notes to the Accounts
(continued)
12 TANGIBLE FIXED ASSETS (continued)
Net book value of land and buildings comprises:- 2005 2004
£000 £000
Freehold 3,950 3,663
Short leasehold 52 65
4,002 3,728
Land and Plant and Motor
Company buildings machinery Vehicles Total
£000 £000 £000 £000
Cost or valuation
At 1 April 2004 2,512 14,689 327 17,528
Additions – 439 64 503
Disposals – (731) (128) (859)
At 31 March 2005 2,512 14,397 263 17,172
At cost 1,170 14,397 263 15,830
At valuation 1980 1,342 –– 1,342
2,512 14,397 263 17,172
Depreciation
At 1 April 2004 795 11,560 161 12,516
Charge for year 44 696 65 805
Disposals (720) (90) (810)
At 31 March 2005 839 11,536 136 12,511
Net book value
At 31 March 2005 1,673 2,861 127 4,661
At 31 March 2004 1,717 3,129 166 5,012
Group Company
£000 £000
Freehold land included above not subject to depreciation amounted to: 708 408 
The amount of freehold land and buildings determined according to the historical cost accounting rules is 
as follows:
Group Company
2005 2004 2005 2004
£000 £000 £000 £000
Cost 4,606 4,231 1,775 1,775
Depreciation (1,192) (1,099) (757) (721)
Net book value 3,414 3,132 1,018 1,054
CHAMBERLIN & HILL plc  Annual Report 2005 32 13 STOCKS
Group Company
2005 2004 2005 2004
£000 £000 £000 £000
Raw materials 1,625 1,224 237 198
Work in progress 1,075 637 223 204
Finished goods 2,355 1,635 859 636
5,055 3,496 1,319 1,038
The difference between purchase price or production cost and replacement cost is not material.
14 DEBTORS
Group Company
2005 2004 2005 2004
£000 £000 £000 £000
Trade Debtors 8,922 6,359 3,834 3,468
Amounts due from subsidiary undertakings – – 1,841 724
Other debtors 22 17 – 1
Prepayments 381 280 276 145
9,325 6,656 5,951 4,338
15 CREDITORS
Group Company
2005 2004 2005 2004
£000 £000 £000 £000
Amounts falling due within one year
Bank overdraft (repayable on demand) 43 – 2,026 262
Trade creditors 5,141 3,235 2,037 1,679
Amounts owed to subsidiary undertakings – – 1,264 849
Corporation tax 638 194 1 44
Other taxation and social security 1,045 546 425 248
Other creditors 284 148 121 108
Accruals 1,080 679 376 400
Proposed dividend 588 587 588 587
8,819 5,389 6,838 4,177
16 CREDITORS
Group Company
2005 2004 2005 2004
£000 £000 £000 £000
Amounts falling due after more than one year
Amounts owed to subsidiary undertakings – – 66 120
The amount owed by the Company to non-trading subsidiary undertakings is a non-interest bearing loan, and
is repayable in more than five years.
Notes to the Accounts
(continued)
Annual Report 2005  CHAMBERLIN & HILL plc 33 Notes to the Accounts
(continued)
17 PROVISION FOR LIABILITIES AND CHARGES
Group Company
2005 2004 2005 2004
£000 £000 £000 £000
Deferred taxation 676 734 524 594 
SSAP24 pension provision 50 – 50 –
726 734 574 594 
Deferred taxation
Movement in Deferred Taxation during the year
Group Company
2005 2004 2005 2004
£000 £000 £000 £000
Balance brought forward 734 762 594 647
Credit for the year (58) (28) (70) (53)
676 734 524 594
2005 2004
Amount not Amount Amount not Amount
provided provided provided provided
£000 £000 £000 £000
Group
Timing differences re capital allowances (50) 676 – 734
Revaluation of property –– ––
Capital gains rolled over 475 – 475 –
425 676 475 734
Company
Timing differences re capital allowances – 524 – 594
Revaluation of property –– ––
Capital gains rolled over 392 – 392 –
392 524 392 594
Certain timing differences relating to capital allowances at Russell Castings Limited would give rise to a
deferred tax asset, which has not been recognised as it is unlikely that the differences will reverse.
Revaluations of property are not expected to give rise to future taxable gains due to indexation allowances.
No provision has been made for deferred tax on the surplus on rolled-over gains, as it is anticipated that such
potential liabilities will be deferred indefinitely.
18 SHARE CAPITAL AND RESERVES
2005 2004
£000 £000
Authorised Share Capital
9,000,000 (2004: 9,000,000) Ordinary shares of 25p 2,250 2,250
Allotted, called up and fully paid 
7,359,658 (2004: 7,340,908) Ordinary shares of 25p 1,840 1,835
During the year 18,750 shares were issued to satisfy the exercise of options under the executive share option
scheme. In the previous year no shares were issued. 82,500 share options lapsed (2004: nil), 60,000 options
were granted (2004: nil) and 49,000 options were surrendered. (2004: nil).
CHAMBERLIN & HILL plc  Annual Report 2005 34 18 SHARE CAPITAL AND RESERVES (continued)
Options outstanding at 31 March 2005 were:
No. of shares Price payable Exercisable between
36,000 185p 16.11.2003 - 15.11.2010
34,000 185p 16.11.2003 - 15.11.2007
12,000 157.5p 01.08.2005 - 30.07.2009
18,000 157.5p 01.08.2005 - 31.07.2012
10,000 155.5p 03.06.2007 - 02.06.2011
14,575 205.5p 10.12.2007 - 09.12.2014
35,425 205.5p 10.12.2007 - 09.12.2011
160,000
Movements in the year comprise: Capital Share Profit
Share redemption premium Revaluation and loss
capital reserve account reserve account
£000 £000 £000 £000 £000
Group
At 1 April 2004 1,835 109 718 583 10,237 
Shares issued and allotted 5 25 
Profit for the year 1,321
Dividend (872)
Transfer between reserves (8) 8 
At 31 March 2005 1,840 109 743 575 10,694
Company
At 1 April 2004 1,835 109 718 583 9,412 
Shares issued and allotted 5 25 
Loss for the year (202)
Dividend (872)
Transfer between reserves (8) 8 
At 31 March 2005 1,840 109 743 575 8,346
The cumulative amount of goodwill previously written off against reserves is £3,663,000 (2004: £3,663,000).
19 RECONCILIATION OF MOVEMENT IN SHAREHOLDERS’ FUNDS
2005 2004
£000 £000
Profit for the year 1,321 707
Dividends (872) (871)
Issue of share capital 30 –
Net movement in the year 479 (164)
Shareholders’ funds at 31 March 2004 13,482 13,646
Shareholders’ funds at 31 March 2005 13,961 13,482
Notes to the Accounts
(continued)
Annual Report 2005  CHAMBERLIN & HILL plc 35 Notes to the Accounts
(continued)
20 FIXED ASSET INVESTMENTS 2005 2004
£000 £000
Shares in subsidiary undertakings
At cost less amounts written off 7,159 7,159
Wholly owned operating Principal activity
subsidiaries
Fred Duncombe Ltd Manufacture and sale of architectural hardware
Ductile Castings Ltd Manufacture and sale of large engineering castings
PFP Electrical Products Ltd Manufacture and sale of lighting, switchgear and electrical installation products
Russell Castings Ltd* Manufacture and sale of engineering castings
The Company owns 100% of the issued ordinary share capital of the above companies, all of whom operate
principally in England and Wales.
* Russell Castings Ltd (formerly Platt Malleable Castings Limited - a dormant company at 31 March 2004).
was utilised to acquire the business and assets of Russell Castings on 2nd April 2004.
21 ACQUISITION OF THE BUSINESS AND ASSETS OF RUSSELL CASTINGS
On 2 April 2004, the Group, through its subsidiary company, Platt Malleable Castings Limited acquired 
the business and certain assets of Russell Castings, a foundry business based in Leicester. Platt Malleable
Castings Limited then changed its name to Russell Castings Limited.
Details of assets acquired and consideration paid are given below:
Fair Fair value
Book value of assets
value adjustment acquired
£000 £000 £000
Tangible fixed assets (see note (a) below) 1,275 (522) 753
Stocks (see note (b) below) 1,075 (190) 885
Debtors 1,718 1,718
Cash 1 1
Creditors (1,823) (1,823)
2,246 (712) 1,534
Negative goodwill (417)
1,117
Consideration paid:
– initial cash payment 500
– acquisition expenses 146
– deferred payment (paid 1 October 2004) 471
1,117
The fair values, which may be reviewed in accordance with FRS 7 as further information becomes available,
represent the directors’ current estimate of the net assets acquired.
(a) Tangible fixed assets were recalculated to reduce their fair value to an amount equal to their normal
depreciation rate times their estimated remaining useful lives.
(b) Stocks were revalued on a basis consistent with Company policy.
Negative goodwill of £312,000 has been released to the profit and loss account during the year.
Details of prior year trading results have not been given as Russell Castings formed part of the Elliott Group 
of companies and the extraction of consistent prior year comparatives has not been practical.
Russell Casting contributed £1,512,000 to the Group’s net operating cash flows and utilised £91,000 for
capital expenditure during the year.
CHAMBERLIN & HILL plc  Annual Report 2005 36 22 PENSION ARRANGEMENTS
During the year, the Group operated funded defined benefit and defined contribution pension schemes for
the majority of its employees, these being established under trusts with the assets held separately from those
of the Group. The pension cost for the Group for 2005 was £621,000 (2004: £454,000). The defined benefit
scheme is closed to new members.
The major scheme is the staff scheme, which is a defined benefits scheme providing benefits based on final
salary. Contributions for the scheme are charged to the profit and loss account so as to spread the cost of
pensions over members’ working lives with the Group. The pension cost charged to the profit and loss
account is calculated by a qualified actuary and is determined as a substantially level percentage of the current
and expected future pensionable payroll. The pension cost has been projected from the results of an actuarial
valuation carried out as at 1 April 2004 using the projected unit method. The market value of the schemes
assets on that date was £9,718,000 and the value of these assets represented 76% of the benefits that 
had accrued to members allowing for expected future increases in salaries (which from 1 April 2002 
are limited to inflation).
The assumptions having the greatest effect on the pension costs are those relating to the rate of return 
on the scheme investments and the rate of increase in salaries. In calculating the pension cost it was 
assumed that over the long-term the yield earned on investments would exceed the rate of salary increases
by 3.95% per annum and the statutory "LPI" rate of increase to pensions in payment (other than GMPs) 
by 2.95% per annum.
The other schemes are defined contribution schemes and the pension cost represents contributions payable.
SSAP24 AND FRS17
The financial statements have, as last year, been prepared in accordance with SSAP24 with the additional
disclosures required in respect of defined benefit schemes under the transitional arrangements established 
by FRS 17.
An actuarial valuation of the defined benefit scheme was carried out on 1 April 2004 and has been updated
to 31 March 2005. The service cost has been calculated using the Projected Unit method. As a result of the
Scheme being closed to new entrants, the service cost, expressed as a percentage of pensionable payroll, will
increase as the members of the Scheme approach retirement. The major assumptions used by the actuary
were (in nominal terms):-
At 31 March At 31 March At 31 March
2005 2004 2003
Rate of increase in salaries 2.9% 2.9% 2.6%
Rate of increase of pensions in payment- post 1997 accrual only 2.9% 2.9% 2.6% 
Discount rate 5.4% 5.5% 5.4%
Inflation assumption 2.9% 2.9% 2.6%
In 2004/05 members’ contributions increased from 7% to 8% and from 1 April 2004 the future accrual rate
reduced from 1/60th to 1/80th. The Company contributed to the Scheme at an average rate of 17.1% in 
the year to 31 March 2005. Due to the closure of the scheme to new members and the resulting 
ongoing reduction in members’ pensionable salaries, the Company has agreed to contribute at the rate of
9.1% of members’ pensionable salaries going forward to cover members’ benefits accruing, plus a past
service “catch-up” contribution of £23,900 per month designed to return the scheme to a fully funded
position over a 20 year period.
Notes to the Accounts
(continued)
Annual Report 2005  CHAMBERLIN & HILL plc 37 Notes to the Accounts
(continued)
22 PENSION ARRANGEMENTS (continued)
The assets in the scheme and the expected rate of return* were:
As at 31 March 2005 As at 31 March 2004 As at 31 March 2003
Rate of Asset Rate of Asset Rate of Assets
return Value return Value Return Value
% £000 % £000 % £000
Equities 7.25 6,945 7.25 6,603 7.00 4,977
Gilts 4.25 1,354 4.25 1,200 4.00 1,093
Bonds 5.00 1,952 5.00 1,676 4.90 1,672
Cash 4.00 83 4.00 52 3.50 198
–––––––– –––––––– ––––––––
Total market value of assets 10,334 9,531 7,940 
Actuarial value of liability (13,654) (12,582) (12,180)
–––––––– –––––––– ––––––––
Recoverable deficit in scheme (3,320) (3,051) (4,240)
Related deferred tax asset 996 1,050 1,272 
–––––––– –––––––– ––––––––
Net pension liability (2,324) (2,001) (2,968)
–––––––– –––––––– ––––––––
–––––––– –––––––– ––––––––
* The rates quoted above are the expected net rates of return after allowance for expenses.
The effect this would have on the net assets of the group at 31 March 2005 is as follows:
31 March 31 March 31 March
2005 2004 2003
£000 £000 £000
Net assets excluding pension liability 13,961 13,482 13,646 
Net pension liability (2,324) (2,001) (2,968)
Net assets including pension liability 11,637 11,481 10,678 
Profit and loss account excluding pension reserve 10,694 10,237 10,393 
Pension reserve (2,324) (2,001) (2,968)
Profit and loss account including pension reserve 8,370 8,236 7,425 
Analysis of the amount chargeable to operating profit
Year to Year to
31 March 31 March 
2005 2004
£000 £000
Current service cost 240 334 
Past service cost 65 –
Total operating charge 305 334 
Analysis of net return on pension scheme
Year to Year to
31 March 31 March 
2005 2004
£000 £000
Expected return on pension scheme assets 581 474 
Interest on pension liabilities (692) (657)
Net return (111) (183)
CHAMBERLIN & HILL plc  Annual Report 2005 38 22 PENSION ARRANGEMENTS (continued)
Analysis of amount to be recognised in statement of total recognised gains and losses (STRGL)
Year to Year to
31 March 31 March 
2005 2004
£000 £000
Actual return less expected return on assets 210 1,088 
Experience gain/(loss) on liabilities (145) 456 
Changes in assumptions (247) (153)
Actuarial (loss)/gain to be recognised in STRGL (182) 1,391 
Movement in deficit during the year
Year to Year to
31 March 31 March 
2005 2004
£000 £000
Deficit in scheme at beginning of year (3,051) (4,240)
Movement in year:
Current service cost (240) (334)
Contributions 329 315
Past service costs (65) –
Net return on assets (111) (183)
Actuarial loss (182) 1,391 
Deficit in scheme at end of year (3,320) (3,051)
History of experienced gains and losses
Year to Year to Year to
31 March 31 March 31 March
2005 2004 2003
Difference between expected and actual return on scheme assets:
amounts (£000) 210 1,088 (2,307)
percentage of scheme assets 2% 11% –29%
Experience gain/(loss) on scheme liabilities:
amounts (£000) (145) 456 –
percentage of scheme liabilities –1% 3% –
Total amount to be recognised in statement of total recognised 
gains and losses: 
amounts (£000) (182) 1,391 (3,074)
percentage of scheme liabilities –1% 11% –25%
Notes to the Accounts
(continued)
Annual Report 2005  CHAMBERLIN & HILL plc 39 Notes to the Accounts
(continued)
23 CONTINGENT LIABILITIES
Cross guarantees exist between the Company and its subsidiary undertakings in respect of the Group’s bank
overdrafts. The borrowings of the subsidiaries at 31 March 2005 amounted to £134,000 (2004: £nil).
24 FINANCIAL COMMITMENTS
Group Company
2005 2004 2005 2004
£000 £000 £000 £000
Capital expenditure
Contracted for but not provided in the accounts – 46 – –
Lease commitments
The Group had annual commitments under operating leases as follows:
Land and Other
buildings
2005 2004 2005 2004
£000 £000 £000 £000
Leases terminating:
within one year – – – 1
between two and five years 296 – 9 –
after more than five years – 96 – –
The £200,000 increase in commitments relating to land and buildings relates to the lease to occupy the Russell
Castings premises in Leicester. This runs for five years from 1 April 2005 but was signed before the year end.
This commitment resides within Chamberlin & Hill plc.
25 RECONCILIATION OF NET CASHFLOW TO MOVEMENT IN NET (DEBT)/FUNDS
2005 2004
£000 £000
(Decrease)/increase in cash in the year (524) (210)
Change in net funds arising from cashflows (524) (210)
Net funds at 31 March 2004 482 692
Net (debt)/funds at 31 March 2005 (42) 482
CHAMBERLIN & HILL plc  Annual Report 2005 40 26 DERIVATIVES AND OTHER FINANCIAL INSTRUMENTS
The Group has no material interest rate exposure.
The Group’s functional currency is sterling. At the year end it had net monetary assets denominated in 
Euros of £1,422,000 (2004: £854,000) translated at the year end rate. During the year the Group has used
forward contracts to reduce its exposure to currency exchange risk, selling forward approximately 50% of
anticipated annual Euro revenues on 12 month forward currency contracts. The balance of Euro receipts are
dealt with by selling on shorter forward currency contracts or on the spot market depending on the level of
Euros held and an assessment of the currency markets at that time. 
12 month forward currency contracts for the sale of Euros, outstanding at the year end have been retranslated
at year end rates as follows:
Maturity Value Contract Value Exchange rate Restated Profit/(loss)
date (Euros ’000) rate £’000 at year end £’000 £’000
6/5/05 750 1.4561 515 1.4528 516 (1)
25/7/05 750 1.4641 512 1.4528 516 (4)
17/10/05 750 1.4242 527 1.4528 516 11
6/1/06 750 1.3860 541 1.4528 516 25
–––––––––– –––––––––– –––––––– ––––––––––
3,000 2,095 2,064 31
–––––––––– –––––––––– –––––––– ––––––––––
–––––––––– –––––––––– –––––––– ––––––––––
27 POST BALANCE SHEET EVENTS
There have been no significant post balance sheet events.
Notes to the Accounts
(continued)
Annual Report 2005  CHAMBERLIN & HILL plc 41 Notice of Meeting
Notice is hereby given that the Annual General Meeting of the Company will be held on Friday 29 July 2005 at
the Registered Office, Chuckery Foundry, Walsall at 12.30 p.m. for the following purposes.
Ordinary business
1. To receive and adopt the Report of the Directors, Statement of Accounts
and Report of the Auditors for the year ended 31 March 2005. (Resolution 1)
2. To declare a Final Dividend for the year ended 31 March 2005 of 
8.0 pence per Ordinary Share to be paid to members whose names appear 
on the register of members at the close of business on 8 July 2005. (Resolution 2)
3. To re-elect as a Director John Bather who is retiring by rotation 
pursuant to Article 108 of the Company’s Articles of Association. (Resolution 3)
4. To re-appoint as a Director Simon Duckworth who is retiring pursuant to
Article 112 of the Company’s Articles of Association having been appointed
by the directors during the year. (Resolution 4)
5. To approve the Directors’ Remuneration Report for the year ended 31 March 2005. (Resolution 5)
6. To appoint Ernst & Young LLP as Auditors of the Company and to authorise 
the Directors to fix their remuneration. Ernst & Young LLP will succeed 
Heathcote & Coleman who have been the auditors to the Company for many years. (Resolution 6)
Special business
7. To consider and, if thought fit, pass the following as a special resolution. 
That:
7.1 the Directors be and are hereby generally and unconditionally authorised in accordance with Section 80 of
the Companies Act 1985 (in substitution for any existing power to allot relevant securities) to exercise all the
powers of the Company to allot relevant securities (within the meaning of the said Section 80) up to an
aggregate nominal amount of £410,085.50 provided that such authority shall expire at the earlier of the
conclusion of the next Annual General Meeting of the Company or 31 October 2006, but so that this
authority shall allow the Company to make, before the expiry of this authority, offers or agreements which
would or might require relevant securities to be allotted after such expiry and notwithstanding such expiry
the Directors may allot relevant securities in pursuance to such offers or agreements; and
7.2 pursuant to and in accordance with the provisions of Article 18 of the Company’s Articles of Association the
Directors be empowered (in substitution for any existing authority to allot relevant securities) to allot equity
securities (as defined in Section 94 of the Companies Act 1985) for cash pursuant to the general authority
given to them for the purposes of Section 80 of the Act as if Section 89(1) of the Companies Act 1985 did
not apply to such allotment:
(i) up to an aggregate nominal amount of £91,995.50; and
(ii) such authority to expire at the earlier of the conclusion of the next Annual General Meeting of the
Company or 31 October 2006, but so that this authority shall allow the Company to make, before 
the expiry of this authority, offers or agreements which would or might require relevant securities 
to be allotted after such expiry and notwithstanding such expiry the Directors may allot relevant
securities in pursuance of such offers or agreements. (Resolution 7)
CHAMBERLIN & HILL plc  Annual Report 2005 42 8. To consider and, if thought fit, pass the following as a special resolution:
That the Company be and hereby is generally and unconditionally authorised pursuant to Article 12 of the
Articles of Association of the Company and pursuant to section 166 of the Companies Act 1985 to make
market purchases (within the meaning of section 163(3) of the Companies Act 1985) of Ordinary Shares of
25p each in the capital of the Company (“Ordinary Shares”) on such terms and in such manner as the
Directors may from time to time determine provided that:-
(i) the maximum number of Ordinary Shares which may be purchased is 735,000;
(ii) the minimum price which may be paid for each Ordinary Share is 25 pence;
(iii) the maximum price which may be paid for each Ordinary Share is an amount equivalent to 105 per
cent. of the average of the middle market quotations for an Ordinary Share as derived from the Daily
Official List of the London Stock Exchange Plc for the five dealing days immediately preceding the day
on which the Ordinary share in question is purchased; and
(iv) the authority hereby conferred shall expire at the earlier of the conclusion of the next Annual General
Meeting of the Company or 31 October 2006 (except in relation to the purchase of Ordinary Shares
the contract for which remains wholly or partly executory at that time) unless such authority is renewed
prior to that time. (Resolution 8)
By order of the Board
Simon Duckworth Chuckery Foundry
Company Secretary Walsall
9 June 2005 WS1 2DU
General Information
Any member of the Company entitled to attend and vote may appoint another person (whether a member or not)
as his proxy to attend and vote on a poll instead of him, for which purpose a form of proxy is enclosed. Proxies
must be lodged at the office of the Company’s Registrars, Neville Registrars Ltd, 18 Laurel Lane, Halesowen, West
Midlands B63 3BR, not later than 48 hours before the time of the Meeting. Completion and return of the form of
proxy in accordance with its instructions will not prevent a member from attending and voting at the Meeting
instead of their proxy if they wish.
Warrants for the final dividend, if approved at the Meeting, will be posted on 29 July 2005 to shareholders on the
register as at the close of business on 8 July 2005.
There will be available for inspection at the Registered Office of the Company during normal business hours
(Saturdays and Public Holidays excepted) from the date of this notice until the conclusion of the Annual 
General Meeting:-
(a) the register of Directors’ interests in shares of the Company kept pursuant to Section 325 of the Companies
Act 1985; and
(b) copies of contracts of service of Directors with the Company or with any of its subsidiary undertakings.
An explanation of Resolutions 7 and 8 is set out in the Report of the Directors on pages 10 to 12.
Members should notify the Registrars without delay of any change of address.
Notice of Meeting
Annual Report 2005  CHAMBERLIN & HILL plc 43 Financial History
2005 2004 2003 2002 2001
£000 £000 £000 £000 £000
Turnover 41,970 27,311 27,027 30,548 32,521 
Operating Profit before goodwill
and exceptional items 2,072 1,021 1,387 2,559 2,979 
Goodwill released/(amortised) 299 (14) (14) (14) (14)
Exceptional items (325) – (451) – (340)
Interest (payable)/receivable (60) 6 (14) (19) (32)
Profit before taxation 1,986 1,013 908 2,526 2,593 
Taxation (665) (306) (250) (778) (783)
Profit after taxation 1,321 707 658 1,748 1,810 
Dividends (872) (871) (871) (866) (836)
Transfer to reserves 449 (164) (213) 882 974 
Operating profit as a percentage 
of turnover 4.9% 3.7% 5.1% 8.4% 9.2%
Effective rate of corporation tax 33.5% 30.2% 27.5% 30.8% 30.2%
Basic earnings per share (pence) 18.0 9.6 9.0 24.0 24.9
Adjusted earnings per share (pence) 
(excluding exceptional item) 18.5 9.8 13.5 24.2 29.1
Dividend per share (pence) 11.85 11.85 11.85 11.85 11.50
£000 £000 £000 £000 £000
Funds Employed 13,961 13,482 13,646 13,829 12,867 
Percentage of operating profits 
to funds employed 14.8% 7.6% 10.2% 18.5% 23.2%
CHAMBERLIN & HILL plc  Annual Report 2005 44 Manufacturing Units
Principal activities and markets
WALSALL FOUNDRY
Chuckery Road
Walsall, WS1 2DU
Tel: 01922 721411   Fax: 01922 638370
Small repetition grey iron castings, principally for the automotive
sector and hydraulic applications.
BLOXWICH FOUNDRY
Reeves Street,
Bloxwich, WS3 2DW
Tel: 01922 49200   Fax: 01922 710791
Small castings in malleable and SG iron, mainly associated with the
automotive, construction and transport industries.
DUCTILE CASTINGS LTD
Trent Foundry, Dawes Lane
Scunthorpe DN15 6UW
Tel: 01724 862152   Fax: 01724 280461
Castings from 300kg to 5 tonnes in grey, ductile, alloyed irons and
steel for a range of applications including power generation, bearing
housings, steelworks, construction and compressors.
RUSSELL CASTINGS LTD
Bonchurch Street
Leicester LE3 5EP
Tel: 0116 299 2000   Fax: 0116 299 8844
Castings from 1kg to 500kg in ductile, ADI and grey iron
principally for use in commercial vehicles, materials handling,
hydraulic and railway applications.
PFP ELECTRICAL PRODUCTS LTD
Fortnum Close, Mackadown Lane
Kitts Green, Birmingham B33 0LB
Tel: 0121 783 7161   Fax: 0121 783 5717
Products associated with cable management. Lighting and switchgear
associated with petrochemicals and construction applications.
FRED DUNCOMBE LTD
Progress Drive
Cannock, WS11 0JE
Tel: 01543 578661   Fax: 01543 570050
Emergency exit equipment and traditional architectural hardware
directed mainly at the DIY and construction markets.
Foundries
Grey Iron
Malleable Iron
Ductile Iron
Austempered Ductile Iron
Ni Hard
Ni Resist
Stainless Steel
Carbon Steel
Alloy Steel
Alloyed Irons
Walsall Foundry
Bloxwich Foundry
Ductile Castings Ltd
Preferred supplier
of castings in: Chamberlin & Hill plc     Report and Accounts 2005
Chamberlin & Hill plc
Chuckery Foundry, Walsall, West Midlands WS1 2DU
Tel: 01922 721411   Fax: 01922 638370
website: www.chamberlin.co.uk
email: plc@chamberlin.co.uk