Annual Report and Accounts for the year ending September 2007
Brewin Dolphin Holdings PLC Annual Report and Accounts 2007
MAC_RF63187_A  18/12/07  12:16  Page 2 Annual Report and Accounts for the year ending September 2007
Elgin
Aberdeen
Dundee
Glasgow
Edinburgh
Newcastle
Teesside
Scarborough
Dumfries
Keswick
Bradford
Leeds
York
Manchester
Llandudno
Stoke
Lincoln
Chester
Hereford
Leicester Norwich
Oxford
London
Reigate
Birmingham
Cheltenham
Marlborough
Cardiff
Swansea
Taunton
Plymouth
Dorchester
Exeter
Guernsey
New offices
Jersey
Lymington
Eastbourne
Belfast
Inverness
MAC_RF63187_IFC and IBC +Spine  18/12/07  12:21  Page 1 Brewin Dolphin Holdings PLC Page 1
Annual Report and Accounts for the year ending September 2007
Brewin Dolphin Holdings PLC Page 1
Contents
Directors, Secretary and Officers 2
Highlights 3
Executive Chairman’s Statement 4
Chief Executive’s Report 7
Financial Review 9
Directors and their Biographies 13
Directors’ Report 15
Corporate Governance 19
Directors’ Remuneration Report 22
Statement of Directors’ Responsibilities 28
Independent Auditors’ Report 29
Consolidated Income Statement 31
Consolidated Statement of Recognised
Income and Expense 32
Consolidated Balance Sheet 33
Company Balance Sheet 34
Company Statement of Recognised
Income and Expense 35
Consolidated Cash Flow Statement 36
Company Cash Flow Statement 37
Notes to the Financial Statements 38
Five Year Record 66
Funds 67
Shareholders at 8 November 2007 68
Notice of Meeting 69
Branch Address List IBC
MAC_RF63187_B  18/12/07  12:17  Page 1 Page 2 Brewin Dolphin Holdings PLC
Annual Report and Accounts for the year ending September 2007
Directors (including Committee Membership)
Executive Directors
Jamie Graham Matheson, FSI Executive Chairman
Robin Alec Bayford, FCA Finance Director
John Peirs Hall Chief Executive Until 1 October 2007
Barry Mark Howard Head of Regulation Appointed 1 October 2007
Christopher David Legge 
David William McCorkell Head of Investment Management
Sarah Jane Spencer Soar Appointed 1 October 2007
Ian Benjamin Speke
Simon Jonathan Henry Still, FInstD Chief Operating Officer
Michael John Ross Williams
Non-Executive Directors Committees
William Nicholas Hood, CBE Senior Independent Director (a) (n) (r)
and Deputy Chairman
Angela Ann Knight, CBE Appointed 31 July 2007
Vikram Lall, CBE, CA* (n)
Sir Stephen Mark Jeffrey Lamport, KCVO, DL (a) Appointed 29 March 2007
Simon Edward Callum Miller (a) (n) (r)
Francis Edward (Jock) Worsley, OBE, FCA (a) (n) (r)
(n) Member of the Nomination Committee; (r) Member of the Remuneration Committee; (a) Member of the Audit Committee; *non independent
Secretary Angela Wright, ACCA
Company Registration
Number 2685806 (England and Wales)
Registered Office 12 Smithfield Street
London EC1A 9BD
Telephone: 0845 213 1000 (UK only)
+ 44 20 7248 4400 (International)
Websites www.brewindolphin.co.uk
www.stocktrade.co.uk
Officers and Advisers Registrars Principal Bankers Stockbrokers
Equiniti Limited Bank of Scotland Landsbanki Securities (UK) Ltd
Aspect House Pentland House (2
nd
Floor) Beaufort House
Spencer Road, Lancing 8 Lochside Avenue 15 St Botolph Street
West Sussex, BN99 6ZL Edinburgh, EH12 9DJ London, EC3A 7QR
Solicitors Auditors Corporate Finance Advisers
SJ Berwin LLP Deloitte & Touche LLP West Hill Corporate Finance Ltd
10 Queen Street Place Hill House 60 Lombard Street
London 1 Little New Street London
EC4R 1BE London, EC4A 3TR EC3V 9EA
Directors, Secretary and Officers
MAC_RF63187_B  18/12/07  12:17  Page 2 Brewin Dolphin Holdings PLC Page 3
Annual Report and Accounts  for the year ending September 2007
Highlights
2007 2006 2005
6.9
8.8
10.7
Discretionary funds
2007 2006 2005
17.8
▲
24.6
41.7
32
Profit before tax
(excluding exceptional
         item where applicable)
2007 2006 2005
145
174
209
Total income
2007 2006 2005
4.5
6.25
5.25
Total dividend
2007 2006
pence
per
share
pence
per
share
£m
£m £bn
pence
per
share
2005
8.3
10.6
13.8
Diluted earnings
     (excluding exceptional
         item where applicable)
2007 2006 2005
8.7
11.1
14.5
Basic earnings 
         (excluding exceptional
         item where applicable)
6.0
▲
6.2
▲
▲ including exceptional item
✝ excluding final dividend of 3.5p per share
✝
MAC_RF63187_B  18/12/07  12:17  Page 3 Page 4 Brewin Dolphin Holdings PLC
Annual Report and Accounts for the year ending September 2007
Executive Chairman’s Statement
I am very pleased to be able to report another year of
significant progress for your Company. Market conditions
have again been favourable for the most part but this
should not disguise the underlying growth the Group has
achieved.
We have also seen the benefit of business brought in by
teams that have joined the Group in the last year or two
and new teams continue to join us. During the period, we
opened new offices in Oxford, Hereford, Plymouth,
Swansea and York. Since the year end we have opened an
office in Chester and now have a total of 39 branches.
Investment Management
There has been further growth in discretionary funds
under management as well as an increase in our client
base. Even more encouragingly we believe we are seeing
an uplift in the proportion of clients’ wealth that we are
managing. Total funds under our management have
reached £21.6 billion of which the discretionary element
has risen to £10.7 billion and we remain the largest
independent investment manager for private clients
in the UK.
Investment Banking
Our Investment Banking division had a particularly strong
year. However, we were all very saddened by the sudden
death of our Head of Corporate Broking, Frank Malcolm.
Frank was a senior Director of your Company’s main
operating Board and made a very significant contribution
during all his years with the Group. He is sadly missed.
Following Frank’s death, Graeme Summers took over
responsibility for this division and while this appointment
may not have taken place at the time originally envisaged,
it was very much in Frank’s mind that Graeme should be
his successor.
Investment Banking reached new highs not only in terms
of income and profitability but also in levels of activity. A
number of both primary and secondary issues were
successfully completed, including Superglass and our
biggest ever fund-raising, eaga plc. Brewin Dolphin
Investment Banking was voted Broker of the Year 2007 at
the Investors Chronicle AIM Investment Awards, in
association with the FT. We look forward to its continued
expansion.
New regulation
As a Group we have continued to invest significantly in
systems and infrastructure but we have also had to devote
very considerable resource in order to implement new
regulation, in particular MiFID (the European Markets in
Financial Instruments Directive). This has imposed a
significant additional burden on people all across the
Group and our clients and I must record my appreciation
of the hard work and patience that has been put into this
very onerous exercise which probably marks the biggest
regulatory change to affect our market since “Big Bang”
in 1986.
Board Changes
New Directors
During the year your Board was very pleased to be able to
accept the recommendation of the Nominations
Committee that Sir Stephen Lamport KCVO and Angela
Knight CBE be appointed as Non-Executive Directors.
Sir Stephen has served in the Diplomatic Service and The
Prince of Wales’s Household. He was appointed Private
Secretary and Treasurer to The Prince of Wales in October
1996. He has, since October 2002, been Group Director for
Public Policy and Government Affairs for The Royal Bank
of Scotland. Sir Stephen has already made a meaningful
contribution to the affairs of your company since his
appointment and I am pleased to commend his election at
the forthcoming AGM.
Angela Knight, Chief Executive of the British Bankers
Association, has also made a significant contribution to
the Board since her appointment this summer. She was
Chief Executive of our trade association APCIMS for nine
years, until December 2006 and gained an immense
knowledge of our industry. It gives me great pleasure to
commend her election at the forthcoming AGM.
Since the year end two executives of the Company have
been appointed to the Board, namely Sarah Soar and
Barry Howard. Sarah is head of our biggest branch,
London and is Regional Managing Director of our
Southern branches. She also has responsibility for
business development.
Barry Howard has held the post of Group Compliance
Director and as such has been ex-officio a member of the
MAC_RF63187_B  18/12/07  12:17  Page 4 Brewin Dolphin Holdings PLC Page 5
Annual Report and Accounts  for the year ending September 2007
Executive Chairman’s Statement
Board for a number of years. Both these individuals
exercise their duties and responsibilities with diligence,
energy and charm and make excellent additions to your
Board.
Vikram Lall
Vikram Lall joined the Board when the Group acquired
Bell Lawrie in 1993 and was responsible for our Corporate
Finance activities until becoming a Non-Executive
Director in 2003. After fifteen years service Vikram has
decided to retire from the Board at the AGM. During his
time with the Group, Vikram has made a very valuable
contribution and we shall certainly miss his incisive and
unique advice.
John Hall
Since the year end, John Hall has relinquished his
position as Chief Executive and will be retiring from the
Board at the forthcoming AGM. It is near impossible to
describe the extraordinary contribution that John Hall has
made to Brewin Dolphin. He is very much the father of the
firm and has been at the helm during the years in which it
has grown to become the United Kingdom’s largest
independent investment manager for private clients.
John has led the Group with vision, wisdom, resolve,
charm and kindness which will be impossible to replace in
any one individual. On behalf of clients, shareholders and
everyone who has or does currently work within our Group
I thank John for his inspired leadership and all he has
done for us.
While John may be retiring from the Board he does not of
course leave our industry as he continues to serve as the
Chairman of our trade association APCIMS, which plays a
vital role in representing us and our peers both in the City
and to Government at Westminster and Brussels.
New Management Structure
I now have the following five pillars of management
reporting to me:
• David McCorkell, Head of Investment Management
(as of 1 October 2007).
• Graeme Summers, Head of Investment Banking.
• Simon Still, Chief Operating Officer.
• Robin Bayford, Finance Director.
• Barry Howard, Head of Regulation.
Conclusion
The results in the year under review have been achieved
thanks to the hard work of our people and the continued
support of our clients, for which we are extremely
grateful. Against a background of a volatile market, the
new year to September 2008 has started satisfactorily. We
remain committed as ever to pursuing the Company’s
objective of achieving long-term growth and returns for
Shareholders through the provision of a high-quality
service to all our clients.
Jamie Matheson
27 November 2007
MAC_RF63187_B  18/12/07  12:17  Page 5 Annual Report and Accounts for the year ending September 2007
New Offices Opened During The Year
Page 6 Brewin Dolphin Holdings PLC
Plymouth
Oxford
Swansea
Hereford
York
MAC_RF63187_B  18/12/07  12:17  Page 6 Brewin Dolphin Holdings PLC Page 7
Annual Report and Accounts for the year ending September 2007
Chief Executive’s Report
It is an enormous pleasure to report a record year in this,
my last year as Chief Executive.
Your Company has made good progress in all aspects of
its business over the past 12 months. Overall pre-tax
profits rose to £41.7m from £32.0m, an increase of 30%
over the previous period on turnover of £209m, an
increase of 20% over the 2006 figure of £174m. Fully
diluted earnings per share at 13.8p show a rise of 30%
from the previous year’s figure of 10.6p.
On 25 October 2007 we paid a second interim dividend of
3.375p making a total of 6.25p for the year against 5.25p
for the previous year, an increase of 19%. As we
announced at our 2007 AGM, your Board are now
proposing a final dividend of 3.5p, to be approved at the
2008 AGM and will be payable on 7 April 2008.
Investment Management
Value of Funds
2007 2006
£bn £bn
Discretionary portfolio
management 10.7 8.8
Advisory portfolio
management 10.9 10.1
21.6 18.9
Whilst all parts of your Company’s business have done
well I am particularly pleased to report the outstanding
progress made by our discretionary fund managers. The
increase in these funds and the fees which they earn form
a sound foundation for the future profitability of your
Group. Total funds under discretionary management at
year-end were £10.7 billion against £8.8 billion, an
increase of 22% which compares with an increase of just
8.5% on the FTSE 100 Share Index. Over a two year period,
the increase is from £6.9 billion, no less than 55%, after
adjusting for staff incentive payments the return on our
discretionary portfolio management business would have
risen to £20m an increase of 47% over last year’s figure.
Part of the increase arose through converting from our
advisory service, but funds under advisory management
rose nonetheless to £10.9 billion, an increase of 8%, giving
us total funds under management of £21.6 billion, an
increase of 14% overall.
Financial Results
Total Operating Total Operating
Income Profit Income Profit
2007 2007 2006 2006
£m £m £m £m
Discretionary portfolio
management 110.4 15.2 84.9 12.4
Advisory portfolio
management 69.3 12.6 66.6 9.2
179.7 27.8 151.5 21.6
I am delighted to report that over the year further teams
of highly qualified fund managers have continued to join
the Group and their clients have followed them. We have
significantly extended our footprint around the country,
and were particularly glad to open an office in Plymouth,
thus extending our coverage into the South West, an area
where prosperity has been building rapidly.
Earlier in the year we opened offices in Oxford and
Hereford, both of which have made good progress and
have moved into profitability within a few months of their
opening.
More recently we have established offices in York and
Swansea which we are confident will benefit the current
year’s trading. The York office will move into new premises
early in the New Year when they will be joined by the
personnel from our Scarborough office creating a
substantial new office.
Quite apart from our new offices we have again been
fortunate in recruiting high quality client executives with
their clients, particularly in the London office. We now
have a total of 616 client advisers and investment
managers, an increase of 42 during the last year.
These excellent results have been achieved against the
considerable distraction of the implementation of new
systems and the necessity of asking our clients to
complete the new questionnaires that are required to
comply with MiFID regulations. There is of course a benefit
from all this effort in that we now have updated and more
detailed knowledge of our clients’ circumstances which will
help us to provide a more complete service in the future. In
the meantime we must again thank our clients for their
forbearance for what has been a tedious procedure.
MAC_RF63187_B  18/12/07  12:17  Page 7 Page 8 Brewin Dolphin Holdings PLC
Annual Report and Accounts for the year ending September 2007
Chief Executive’s Report
The wider aspect of tax and financial planning advice is
becoming ever more important. During the year we
recruited seven additional Financial Planners taking the
total up to 42 across the Group. We are proposing
significant further recruitment in the current year.
Turnover and profit from this area is continuing to grow
and on top of this there is considerable further added
value in the wrappers provided for the investment
management funds.
Investment Banking
The Corporate Finance and Institutional Broking Divisions
in England and Scotland have now been amalgamated
into our Investment Banking Division, a title that more
clearly reflects their function. The merger is a natural
progression for the two businesses which have been
increasingly working together on deals. As will be seen
from the following figures the Group’s Investment
Banking operations performed well during the year,
completing transactions valued at £1.4 billion and raising
equity funds of £0.5 billion for clients.
Financial Results
Total Operating Total Operating
Income Profit Income Profit
2007 2007 2006 2006
£m £m £m £m
Investment Banking 29.5 7.0 22.1 5.3
The business applied its full range of skills to a number of
high profile deals such as the Main Market flotations of
eaga plc and Superglass plc, the recommended offer for
Dobbies plc by Tesco plc and the £180 million
recommended offer by AIM-quoted Synergy Healthcare
plc for Main Market-listed Isotron plc.
This year’s success could not have been achieved without
the efforts of a very committed and experienced team of
professionals who should rightly take a great deal of
satisfaction from the 2007 outcome. The dynamism and
ongoing commitment of our clients has also been
important to our performance. Our 131 corporate clients
showed vision, skill and entrepreneurial drive in creating
new opportunities for deals. Our 100 institutional clients
continued to support the transactions worked upon.
Conclusion
This being my last annual report I would like to express
my great gratitude to all my colleagues for their hard
work, for their co-operation and for their positive attitude
to the new challenges that have confronted them and
above all for their commitment to do their very best for
our clients. Our Group has been strengthened further this
year by the arrival of new colleagues, by the introduction
of new systems and last but not least by the strengthening
of the Management Team. In Jamie Matheson and his
colleagues we have an extremely high calibre team that
enthusiastically espouses and promotes the very special
nature of the Group’s culture and ethos. That is why they
are passionate about the merits of providing individual
advice to clients and at the same time are keen to
embrace the most modern systems and research the
latest investment vehicles. They appreciate that our
greatest asset is our people and the 120,000 clients that
we serve. In their hands we can look to the future with
considerable confidence.
John Hall
27 November 2007
MAC_RF63187_B  18/12/07  12:17  Page 8 Brewin Dolphin Holdings PLC Page 9
Annual Report and Accounts for the year ending September 2007
Financial Review
Business Overview
The Brewin Dolphin Group has one principal operating
Company, Brewin Dolphin Limited (“BDL”), which is
regulated by the Financial Services Authority (“FSA”). Its
main business is that of a Investment Manager with a
strong Investment Banking arm.
Competition and Markets
BDL is the UK’s largest independent, investment manager
and one of the largest regional investment bankers.
The investment management market is a growing
sector, competition is relatively fragmented and price
competition is low.
Trading
2007 saw the continuation of the strong recovery
started in 2004.
Group
3 yr
annual
compound
growth 2007 2006 2005 2004
FTSE 100 –
average for year 12% 6,214 5,719 5,069 4,414
£’000 £’000 £’000 £’000
Total income 20% 209,279 173,638 144,660 121,404
Pre tax profit 37% 41,656 32,050 24,600 16,113
Fully diluted EPS 35% 13.8 10.6 8.3 5.6
Pre tax profits are up 30% in the year, 37% p.a. compound
growth from 2004. Fully diluted EPS has similarly
increased by 30% and 35% respectively.
The Group’s income is, in the short-term, influenced by
market movement. Our 8% p.a. out-performance of the
market reflects real growth of income over the last
four years.
Profit Dynamics
The Group has substantial operational gearing arising
from its fixed cost base which is difficult to change in the
short run; this is partially mitigated by profit share which
is correlated to revenue. The recruitment of new teams
has also improved the income to fixed cost ratio. It is
estimated that the Group would break even, other things
being equal, at an index level of 3,600, a 42% fall from last
year’s average level.
Investment Management
3 yr
annual
compound 2007 2006 2005 2004
growth £’000 £’000 £’000 £’000
Total income 18% 179,739 151,491 130,408 108,489
Operating
profit before
exceptional item 37% 27,709 21,597 17,434 10,853
The investment management division has grown its
income by 19% in 2007 and on a compound basis over
three years by 18%. Of this, discretionary income is up
28% compound over 3 years.
This success can be split into clients managed on a
discretionary basis and on an advisory basis:
Discretionary Investment Management
3 yr
annual
compound 2007 2006 2005 2004
growth £’000 £’000 £’000 £’000
Total income 28% 110,413 84,878 69,165 52,593
Operating profit 25% 15,154 12,381 9,541 7,741
On the face of it, as can be seen above, discretionary
profits have not risen in line with income, but this is
because money has been spent on a staff incentive
scheme over the last two years. Without this one off cost
which will not be repeated in 2008, profit would have been
£20,089,000 for 2007, 37% compound growth over
three years.
MAC_RF63187_B  18/12/07  12:17  Page 9 Page 10 Brewin Dolphin Holdings PLC
Annual Report and Accounts for the year ending September 2007
Financial Review
Advisory income has not kept up with market movement
partly because of conversion of advisory clients to a
discretionary basis for managing their funds.
Advisory Investment Management
3 yr
annual
compound 2007 2006 2005 2004
growth £’000 £’000 £’000 £’000
Total income 7% 69,326 66,613 61,243 55,896
Operating
profit before
exceptional item 33% 12,555 9,216 7,741 5,376
However, profits have benefited from operational gearing
from the discretionary side and performed well.
Discretionary funds have substantially increased:
3 yr
annual
compound 2007 2006 2005 2004
growth £ billion £ billion £ billion £ billion
Discretionary funds 24% 10.7 8.8 6.9 5.6
Return on
discretionary funds 1.13% 1.08% 1.11% 1.00%
Of the 55% increase from 2005 to 2007, one third is due to
attracting new teams, one third from market movement
and one third comes from internal growth and the
conversion of advisory clients onto a discretionary basis,
encouraged by the staff incentive mentioned above, a cost
of 0.6%of funds.
Against this background the value of advisory funds has
been maintained, and the return on funds has held over
the last two years at 0.66%.
3 yr
annual
compound 2007 2006 2005 2004
growth £ billion £ billion £ billion £ billion
Advisory funds 5% 10.9 10.1 10.0 9.3
Return on
advisory funds 0.66% 0.66% 0.63% 0.53%
Investment Banking
Investment Banking has shown very strong growth, both
in the current year and over the last three years.
3 yr
annual
compound 2007 2006 2005 2004
growth £’000 £’000 £’000 £’000
Total income 32% 29,540 22,147 14,252 12,915
Operating
profit before
exceptional item 52% 7,047 5,254 2,865 2,026
This division has a very geared profit share arrangement
which is designed to mitigate peaks and troughs in this
potentially more volatile business. Growth has been driven
by the increasing size of the client base.
Group Costs
Front office salary costs have risen, mainly due to new
teams joining us. General front office fixed salaries have
only risen by inflation and the effect of promotions. The
important control ratio of the number of times fixed
salaries are covered by income has risen from 4.2 in 2004
to 4.9 times in 2007.
3 yr
annual
compound 2007 2006 2005 2004
growth £’000 £’000 £’000 £’000
Front office
fixed salary cost 14% 42,703 37,684 34,958 29,056
Total income/
salary cost ratio 4.9 4.6 4.1 4.2
Similarly total fixed business support costs and fixed
overheads have been restrained as income has increased:
2007 2006 2005 2004
Total business support
costs as a % income 15.6% 16.1% 18.2% 18.1%
Total fixed overheads
costs as a % income 9.6% 9.6% 10.3% 9.8%
MAC_RF63187_B  18/12/07  12:17  Page 10 Brewin Dolphin Holdings PLC Page 11
Annual Report and Accounts for the year ending September 2007
Financial Review
2007 2006 2005 2004
Profit share as a % income 22.6% 19.7% 17.2% 14.6%
Due largely to the investment banking side of the
business, profit share, excluding the incentive to
encourage discretionary clients, has powered ahead in
2007 rising by 38%, ahead of the 30% increase in EPS. A
significant proportion of the investment banking bonus is
paid in shares, purchased in the market. The shares have
to be held for two years.
Teams
The Group is broken down into small profit centres for
profit share purposes. Normally the senior members of
each team have a material shareholding, for them, so that
the long-term interest of the Group is more important
than any one year’s profit share. Individual teams’ figures,
both as to profit and return on funds, are published in the
Group Management Accounts and peer pressure helps
drive profits. It is an absolute rule that a loss in one profit
centre does not impinge on other centres; though such
losses would reduce Group Managements’ profit share.
Key Performance Indicators (KPIs)
The main KPIs used by management are: profit per team;
team return on funds under management and the front
office income to salary ratios. Management also seeks to
gain economies of scale and reduce overheads and
business support costs as a percentage of total income.
These are all shown and measured above in aggregate.
Targets
On the investment management side of the business the
principal target is to grow discretionary funds by 5% p.a.
above market movement, which has been exceeded over
the last three years with 12% compound real growth. On
the investment banking side the main aims are to
increase the average size of the mandate and grow
recurring income.
Risks
Risks to the business are reviewed and monitored day to
day by the Risk and Controls Committee; they are formally
reviewed by the Board half yearly.
At the last Board meeting in October 2007 the following
major risks were identified:
Risk Type Risk Key Controls
Strategic Business continuity Large number of 
branches.
Back up computer site.
Two networks.
Reputational risk Good in-house 
research.
Peer review.
Compliance
monitoring. 
Treating customers
fairly embedded into
the ethos of the firm.
Operational Project control Staged reviews of 
major projects.
Electronic dealing Close management
errors supervision.
Electronic solution
partially implemented.
Trading exposure Strong internal checks,
with formal sign offs
on underwritings.
The firm never
underwrites without
full sub-underwriting
in place.
Financial Liquidity Capital adequacy 
surplus maintained
above 50% of 
regulatory
requirement. Large
cash balances.
Bank default Only bank with major
UK clearers.
Regulatory Fast changing Strong compliance and
regulatory internal audit
environment functions.
leading to
breach of rules
Employees Loss of front office Wide staff 
staff shareholdings.
Contracts of
employment with
six months’ 
garden leave.
Good profit share.
Poor investment As for reputational 
performance risk plus strong 
training programme.
Expansion Strong vetting system
for new recruits.
MAC_RF63187_B  18/12/07  12:17  Page 11 Page 12 Brewin Dolphin Holdings PLC
Annual Report and Accounts for the year ending September 2007
Financial Review
Dividend
The improvement in profitability enabled the Board to
increase the total dividend paid in the year to 6.25p (2006:
5.25p) a 19% increase. The proposed final dividend of 3.5p
is 22% higher than the similar dividend paid in
April 2007.
Cash Flow and Capital Expenditure
2007 saw capital expenditure at much the same level as
2006; £6m was paid for new businesses, £1.5m on
premises related costs and £8.6m on new software and
computers. Despite this, firm’s cash has increased by
£24m to £68m.
Capital Structure, Treasury Policy and Capital
Requirement
At 30 September 2007 the Group had net assets, excluding
goodwill and shares to be issued, of £60m (2006: £43m),
approximately representing the Group’s capital for
regulatory purposes. These net assets were largely
represented by net cash and cash equivalents of £87m
(2006: £58m), including £19m (2006: £14m) of client
settlement money. At the year end there was a surplus of
net assets for regulatory purposes of approximately £24m
calculated on the basis of the new rules which will apply
from 1 January 2008.
The Group’s treasury policy has been revised during the
year to take account of events. Until the middle of the year
substantially all firms and client cash were held with the
Bank of Scotland, part of HBOS. In March 2007, £250
million of client money was moved to the Royal Bank of
Scotland to guard against the operational risk of only
having a single bank. These two banks are major UK
clearers with high credit ratings.
Within the policy of maintaining all money with these two
clearers a prudent policy of putting some money, £700m
at the year end, out on 3 months notice has been
introduced to take advantage of higher interest rates. All
other monies are held on demand. Our client money is
ring fenced under the FSA’s client money rules.
Client stock is also ring fenced in our nominee company.
Stock is settled via the Crest System which is owned by
Euroclear, another highly rated bank, or in the case of
foreign stock the Bank of New York.
Currency risk is normally insignificant with all
transactions matched on a bargain by bargain basis. At
the year end net currency exposure was £273,000 (2006:
£328,000).
Going Concern
After making appropriate enquiries, the Directors have
formed a judgement that there is a reasonable
expectation that the Company and the Group have
adequate resources to continue in operational existence
for the foreseeable future. For this reason, they continue
to adopt the going concern basis in preparing the financial
statements.
Robin Bayford
Finance Director
27 November 2007
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Annual Report and Accounts for the year ending September 2007
Directors and their Biographies
Jamie Graham Matheson, FSI (aged 53) – Executive Chairman
Jamie Matheson started his career in 1972 at Parsons & Co remaining with that firm through its various evolutionary
stages until January 1996, when he joined the Group as a Glasgow divisional director. He joined the Board of Brewin
Dolphin Holdings PLC in 2001 and was responsible at Board level for the Group’s Corporate Broking activities until
2005. He was a Non-Executive Director of Scottish Radio Holdings plc from 2000 until its takeover by EMAP and is
currently a Non-Executive Director of Bluehone AIM VCT2 plc and SMG.
William Nicholas Hood, CBE (aged 71) – Deputy Chairman and Senior Independent Director
Nick Hood was appointed to the Board in April 2000. He was Chairman of Wessex Water 1987 to 1999 and led the
privatisation. He is Chairman of Winterthur Life (UK) Ltd and a member of The Prince of Wales Council for the Duchy
of Cornwall, Chairman of Penny Brohn Cancer Care and Chairman of Walk the Walk.
John Peirs Hall (aged 67) – Chief Executive until 1 October 2007
John Hall’s career began on the Stock Exchange in 1960 and he became a partner at Wontner Renwick & Francis in 1967. In
1974 on the amalgamation of Wontner, Dolphin & Francis with Brewin & Co., he became a member of the management
committee and subsequently Chairman in 1980. In 1987 he became Managing Director and led the Buy-out in 1992. He is
Chairman of The Association of Private Client Investment Managers and Stockbrokers and a Non-Executive Director of
Robin Alec Bayford, FCA (aged 58) – Finance Director
Robin Bayford graduated from Cambridge University. He was a manager at Ernst & Young and was Group Financial
Controller at AGB Research PLC, prior to joining a subsidiary of The Scandinavian Bank in 1989. He joined the Board
of Brewin Dolphin & Co. in 1990. In 1991, he took up full time employment with Brewin Dolphin & Co. as Finance
Director and helped to organise the Buy-out in 1992.
Barry Mark Howard (aged 45) – Head of Regulation
Barry Howard is Head of Regulation of Brewin Dolphin Holdings PLC. He started his career training as a management
accountant with Flight Refuelling in 1980 and his city career with Hoare Govett in 1985. Since that time, Barry has
worked at the London Stock Exchange, the Financial Services Authority and at stockbroking and fund management
companies. He joined Brewin Dolphin in October 2002 and was made a Director of the operating company, Brewin
Dolphin Limited (formerly Brewin Dolphin Securities Limited) in September 2003.
Angela Ann Knight, CBE (aged 57)
Angela Knight from 1987 to 1992 was a Councillor and Chief Whip on Sheffield City Council. She entered Parliament in
1992 as MP for Erewash and was Economic Secretary to the Treasury between 1995 and 1997. She was Chief Executive
of The Association of Private Client Investment Managers and Stockbrokers from September 1997 to December 2006.
Angela is currently Chief Executive of the British Bankers Association, a Non-Executive Director on the Boards of
LogicaCMG and IFSL and a trust member of the Port of London Authority.
Sir Stephen Mark Jeffrey Lamport, KCVO (aged 56)
Sir Stephen served in the Diplomatic Service from 1974 to 1993. In March 1993, he joined The Prince of Wales’s
Household as Deputy Private Secretary and was appointed Private Secretary and Treasurer to The Prince of Wales in
October 1996. He has, since October 2002, been Group Director for Public Policy and Government Affairs for The Royal
Bank of Scotland. He was appointed KCVO in 2002. He is Deputy Lieutenant for Surrey and sits on a number of Boards
for charitable organisations.
Vikram Lall, CBE, CA (aged 60)
Vikram Lall joined Bell Lawrie in 1987. Prior to this he was a director of Noble Grossart before forming his own corporate
finance advisory company which he subsequently sold to Bell Lawrie. He became an Executive Director in June 1993 and
a Non-Executive Director in December 2003. He is Chairman of the Scottish Industrial Development Advisory Board and
Ryden LLP, a Non-Executive Director of ISIS Property Trust, Crown Place VCT, Ramco Holdings Limited, Corsie Group,
and a member of the governing body of Queen Margaret University College.
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Annual Report and Accounts for the year ending September 2007
Directors and their Biographies
Christopher David Legge (aged 64)
Christopher Legge joined Brewin Dolphin & Co. in 1962 and became a partner in 1968, continuing a family involvement
going back to 1929. He joined the Board upon incorporation in 1987 and has consistently been involved in portfolio
management for over 40 years.
David William McCorkell (aged 52) – Head of Investment Management
David McCorkell joined Bell Lawrie in 1986, prior to this he worked for the family grain business in Northern Ireland.
He became a Director of Bell Lawrie in 1989, Director of Brewin Dolphin Limited in 2003 and joined the Holdings Board
in 2006. David was appointed Head of Investment Management in October 2007.
Simon Edward Callum Miller (aged 55)
Simon Miller read law at Cambridge and was called to the bar in 1975. Since 1994 he has been Chairman of Dunedin
Capital Partners. He is Non-Executive Chairman of Artemis Alpha Trust and Noble AIM VCT, Deputy Chairman of
JPMorgan Elect and a Director of Dunedin Enterprise Investment Trust.
Sarah Jane Spencer Soar (aged 45)
Sarah Soar has a degree in Marine Biology and Zoology. She joined Brewin Dolphin in 1984 and in 1991 left to join
another firm but returned in 1994, bringing colleagues to form a new Marlborough branch for the Group. She is
Regional Managing Director for London and the Southern branches and Business Development Director for the Group.
Sarah became a Director of Brewin Dolphin Limited in 2003 and joined the Brewin Dolphin Holdings Board in October
2007. Sarah is Chairman of the Governors of St Francis School, Pewsey.
Ian Benjamin Speke (aged 57)
Ben Speke joined Wise Speke in 1973 continuing a long family involvement. In 1974 he joined the London jobbers
Pinchin Denny and subsequently moved to Hoare Govett. In 1980 he rejoined Wise Speke and became a Director in1987.
In 1999 after Wise Speke became part of the Group he became Managing Director of the Newcastle office, in 2001 he
joined the Brewin Dolphin Holdings Board and is a member of the Group’s Regional Managing Directors Committee.
Simon Still, FInstD (aged 58) – Chief Operating Officer
Simon Still graduated from Durham University. After 14 years executive experience in the electronics and engineering
industry, which included starting a software company, entered a City based consultancy practice in 1987. In 1991 he
became a consultant to Wise Speke. In 2001 he became Chief Operating Officer of the Group. He is a Non-Executive
Director of the Association of Private Client Investment Managers and Stockbrokers, and Chairman of Affinity Food
Holdings Ltd. He is an external member of Durham Cathedral Finance Committee.
Michael John Ross Williams (aged 60)
Michael Williams joined Brewin Dolphin & Co. in 1968 and became a partner in 1978. He has consistently been involved
in portfolio management. He joined the Board on incorporation in 1987 and is responsible for the Group’s legal matters
and for the Associates of Brewin Dolphin Limited.
Francis Edward (Jock) Worsley, OBE, FCA (aged 66)
Jock Worsley was a founder of the Financial Training Company and its Executive Chairman from 1972 until 1993. He
has been President of the Institute of Chartered Accountants of England and Wales, Deputy Chairman of Lautro, a
member of the Building Societies Commission and Independent Complaints Commissioner for SIB and the FSA. He
was Chairman of the Cancer Research Campaign from 1998 until its merger in 2002 with the Imperial Cancer Research
Fund. He is the Non-Executive Chairman of Lloyds Members Agency Services Ltd.
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Annual Report and Accounts  for the year ending September 2007
Directors’ Report
The Directors present their report and the audited accounts
for the year ended 30 September 2007. The comparative
figures are for the year ended 30 September 2006.
Principal Activity
The principal activity of the Group is that of an Investment
Manager; it also acts as an Investment Banker. The
principal activity of the Company is that of a holding
company.
Review of the Business and its Future Development
Accompanying this Directors’ Report are the Executive
Chairman’s Statement, Chief Executive’s Report,
Financial Review, Corporate Governance Report and
Directors’ Remuneration Report.
A review of the business and its future development,
including the principal risks and uncertainties facing the
Group, are set out in the Chief Executive’s Report on
page 7 and the Financial Review on page 9.
Results and Dividends
The results of the Group are set out in detail on page 31.
The Company paid two interim dividends during the year,
as detailed in note 10 to the financial statements. The
Company declared a final dividend of 3.5 pence per
ordinary share on 27 November 2007; the dividend will be
payable on 7 April 2008 to shareholders on the register on
7 March 2008.
Share Capital
Movements in the Company’s share capital are set out in
note 24 to the financial statements.
The Company has, over the last 3 year period, issued a
total of 2% of its issued share capital of ordinary shares in
relation to the acquisition of businesses.
Financial Instruments
Disclosures regarding financial instruments are provided
within the Financial Review and note 22 to the financial
statements.
Directors
The Directors are listed on page 2. Biographies of the
Directors are given on pages 13 and 14.
Directors’ Interests in Shares and Substantial
Shareholdings
The interests of the Directors in the shares of the
Company are set out on page 24 in the Directors’
Remuneration Report. The interests of substantial
shareholders and Directors are set out on page 68.
Directors’ Indemnities
The Company has made qualifying third party indemnity
provisions for the benefit of its directors which were made
during the year and remain in force at the date of this report.
Annual General Meeting
Notice of the Annual General Meeting (“AGM”) is set out
on pages 69 to 72. Information relating to certain of the
resolutions is given or referred to in the notes forming
part of the notice.
Purchase of Own Shares
At the Annual General Meeting on 23 February 2007
shareholders approved a resolution for the Company to
make purchases of its own shares to a maximum number
of 20,201,277 ordinary shares. This resolution remains
valid until the conclusion of the next Annual General
Meeting on 22 February 2008. As at 30 September 2007
the Directors had not used this authority.
Employees
The average number of persons, including Directors,
employed by the Group and their remuneration, is set out
in note 5 to the financial statements.
Employment Policies
Our employees are vital to the continued success of the
Group.
Employees are encouraged to identify with, and to become
involved with, the financial performance of the Group and
service to clients by extensive profit sharing and bonus
arrangements. In addition, the employees own over 30%
of the Group.
Communication
Communication with our employees is essential. Employees
are kept informed of and consulted regularly on key issues
affecting them, and the Group, by the intranet; Group
meetings around the country – which include question and
answer sessions and email where appropriate. In addition,
management accounts are widely distributed.
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Annual Report and Accounts for the year ending September 2007
Directors’ Report
Training and Development
Our Training department provides a consultative and
proactive approach to the training and development of our
employees. 2007 saw the launch of a Trainee Investment
Management Development Programme designed to
develop our next generation of Investment Managers. Our
Management Development Programmes for our senior
professionals and enhanced multimedia employee
Induction Programme continue to evolve with the 
Group’s needs.
We monitor all Continuing Professional Development
being undertaken and an annual Development Review is
conducted with all employees to identify any training
requirements and to assist with career progression.
Appropriate training is then made available to all who
require it. Training is both actively encouraged and
supported by the Board.
Equal Opportunities
The Group has a strong commitment to maintaining a
working environment based on equality and diversity. All
employment decisions are made irrespective of colour,
race, age, nationality, ethnic or national origin, sex,
mental or physical disabilities, marital status or sexual
preference. For employees who may have a disability, the
Group ensures that procedures and equipment are in
place to aid them.
For the purposes of training, career development and
promotion, all employees are treated in the same way.
Disabled employees
Applications for employment by disabled persons are
always fully considered, bearing in mind the aptitude of
the applicant concerned. In the event of employees
becoming disabled every effort is made to ensure that
their employment within the Group continues and that
appropriate training is arranged and suitable equipment
is supplied in order that they can continue in their role. It
is the policy of the Group that the training, career
development and promotion of disabled persons should,
as far as possible, be identical to that of other employees.
Benefits
The Group is proud of the attractive benefits available to
employees. All employees are allowed to participate in our
interest free loan facility in respect of an annual season
ticket for travelling to and from work. In addition, all staff
have the option of joining our private medical insurance
scheme.
The Group offers a flexible benefits package for senior
staff which includes permanent health insurance and a
company car facility.
The Group recognises the need for an equal work/life
balance for employees which not only improves morale
within the Group, but helps to retain employees.
We are proud to report a low employee turnover.
Employee Assistance Programme
We understand there may be times when employees need
specialist advice on employment, personal, financial or
legal matters. To support them and their immediate
families we provide them with free access to a confidential
24 hour helpline, where they can speak with specialist
information consultants and counsellors.
Pensions
The Group has a normal retirement age of 65. All
permanent employees are invited to join the senior staff
pension scheme after successful completion of their
probation period. Other than those employees
participating in our flexible benefits package, members of
the senior staff pension scheme receive an employer
contribution of 6% into the scheme.
Mrs Linda Cartwright is the Personnel Director and
reports to Robin Bayford, the Board Director with
responsibility for Human Resources.
Charitable and Political Donations
The Group made charitable donations of £42,839 during
the period (2006: £52,000). No political donations were
made (2006: £nil).
Charitable Fundraising
During the year our Branches have organised a huge
variety of fundraising events for local and national charities
raising over £132,000 between them. The Group has
contributed in cash and in kind to all these efforts, which
have included a 55 mile run through the Highlands; a 1,000
mile cycle from Lands End to John O’Groats; a 150 mile run
through the Sahara and a 500 mile walk to Santiago de
Compostela, as well as numerous other local events.
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Annual Report and Accounts for the year ending September 2007
Directors’ Report
The Company has a policy of matching the fundraising
efforts of our employees up to a specified limit and of
contributing to the appeals of our charity clients. The
Group also operates a Give As You Earn Scheme and
actively encourages employees to participate. Many of our
Divisional Directors provide pro bono director and trustee
services for charities.
Sponsorship
In addition to these fundraising activities the Group also
sponsors a number of sporting and charitable events
around the country. The Bell Lawrie division completed its
sixth year of sponsorship of the Scottish Schools cup
which encourages rugby for children in all schools
throughout Scotland and this year Bell Lawrie in Belfast
extended the association with rugby and sponsored the
IRFU Ulster Branch Youth Cups. Brewin Dolphin’s
Marlborough office sponsored a garden party to help save
the Wiltshire Air Ambulance. 
Community Policy
The Wise Speke division is involved in the Young
Professionals Forum in the North East and this year the
Teesside office initiated the founding of the Tees Valley
Young Professionals Network, recruiting 170
professionals in the area in its first year. Throughout the
Group we have a policy of providing work experience
placements for students in many branches, for a number
of weeks each, per annum.
Creditor Payment Policy
It is the Group’s policy to settle all of its trading
transactions on the agreed settlement date; this policy
extends to other trade creditors whose terms are
normally 28 days. On average, creditors were paid within
10 days in 2007 and 2006.
Environmental and Ethical Matters
The Group believes firmly in the importance of conducting
its business in a responsible and sustainable way,
sensitive to the developing needs and expectations of
society at large.
We make every effort to reduce our environmental
footprint. We have reduced the use of paper by
encouraging double sided printing, electronic shareholder
communications, electronic communication both to and
from our clients by the use of the internet and internally
by the widespread use of the intranet and email
communication. The majority of wastepaper is recycled.
This year the material for this report is made up of 50%
recycled and 50% virgin wood fibre produced in
accordance with the Forest Stewardship council. Our
printer and manufacturing mill remain environmentally
accredited ISO 14001 and our printer is now carbon
neutral.
Simon Still is the Director responsible for environmental
matters. The Group’s environmental policy is on our
website. The Board have considered areas where there
may be environmental risk from direct actions by the
Group. This risk is considered to be minimal, as in all
cases the Group’s offices are located in large towns and
its activities are desk based. Nearly all the premises are
leasehold and our landlords are encouraged, when
replacing equipment or for the services that they supply to
us, to ensure that environmental issues are considered.
The Group’s major suppliers mainly provide market data
and computer hardware and software. Simon Still
ensures that appropriate environmental considerations
are considered when a new supplier is chosen or when
equipment is replaced. Overseas call centres are
not used.
While the Group’s overall investment policy is solely
concerned with obtaining the best return for clients, it is
our policy to construct portfolios, which take into account
the personal preferences of our clients in relation to
ethical and environmental matters.
We have a specialist Ethical Investment Service. In
providing this service we have enlisted the help of EIRIS,
who since 1983 have been helping investors choose
shares on ethical grounds.
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Annual Report and Accounts for the year ending September 2007
Directors’ Report
There are three levels of service provided:
• Ethical Collective Portfolio - a fund-based approach
for investors wishing to spread their risk. In this
service the principal investments are unit or
investment trusts investing in ethical companies.
The emphasis of each may be different but we aim
to provide a balanced portfolio of investments which
complement each other and provide exposure to
different asset classes to our clients. This is a
discretionary service option.
• Brewin Dolphin Ethical Portfolio - a facility for
investors wishing to avoid the negative criteria, or
even encourage the positive ethical contribution, of
a particular sector or invest within their broader
investment portfolio, without necessarily impacting
on all of their investments - an ethical “pick and
mix”. In this service we have established a number
of benchmark criteria for measuring the positive or
negative ethical impact of specific sectors, thereby
creating a “black” or “white” list for the purposes of
investment selection. This service can either be run
on a discretionary or advisory basis.
• Individual Ethical Portfolio - a customised, in-depth
service for clients with detailed ethical
requirements and whose portfolios need to be
constructed or screened with reference to specific
and detailed ethical criteria. In this instance an in-
depth questionnaire is completed by the client at the
outset. As implied, this service allows individual
clients to effectively select their own ethical criteria,
which are then used as the focus for selecting the
individual investments in the client’s portfolio. This
option is only available as a discretionary service.
Health and Safety
The Group has a Health and Safety at Work Policy which is
reviewed annually by the Board. The Group Board
Executive Director responsible for health and safety
throughout the financial year was Ben Speke.
The Group is committed to the health and safety of its
employees, clients, sub-contractors and others who may
be affected by our work activities. The Group evaluates the
risks to health and safety in the business and manages
this through an effective Health and Safety Management
System.
The Group provides necessary information, instruction,
training and supervision to ensure that employees are
able to discharge their duties effectively. The Health and
Safety Management System used by the Group ensures
compliance with all applicable legal and regulatory
requirements and internal standards and seeks, by
continuous improvement, to develop health and safety
performance.
Auditors
In the case of each of the persons who are Directors of the
Company at the date when this report was approved:
• so far as each of the Directors is aware, there is no
relevant audit information (as defined in the
Companies Act 1985) of which the Company’s
auditors are unaware; and
• each of the Directors has taken all the steps that
they ought to have taken as a director to make them
self aware of any relevant audit information (as
defined) and to establish that the Company’s
auditors are aware of that information.
Deloitte & Touche LLP have expressed their willingness to
continue in office as auditors and a resolution to re-
appoint them will be proposed at the forthcoming Annual
General Meeting.
By order of the Board
Angela Wright
Secretary
27 November 2007
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Annual Report and Accounts for the year ending September 2007
Corporate Governance
The Directors are committed to a high standard of
corporate governance and to compliance with the best
practice provisions of the Combined Code on corporate
governance published in July 2003 by the Financial
Reporting Council (“the Combined Code”). This statement
explains how the Group has applied the principles of good
governance contained therein.
The Board 
At the end of the year the Board had fourteen members,
comprising eight Executive Directors and six
Non-Executive Directors. John Hall stepped down as
Chief Executive on 1 October 2007 and Sarah Soar and
Barry Howard joined as Executive members of the Board.
All the Non-Executive Directors are regarded as
independent, save for Vikram Lall who was an Executive
Director until December 2003. Vikram Lall has noted his
intention to retire at the next AGM. Biographies of all the
Directors are presented on page 13. One third of the Board
is re-elected each year. Sir Stephen Lamport joined the
Board as a Non-Executive Director on 29 March 2007 and
Angela Knight joined the Board as a Non-Executive
Director on 31 July 2007; all other Directors served
throughout the year.
From 1 October 2007 the Executive Chairman, Jamie
Matheson, has had five direct reports, the Chief Operating
Officer, Simon Still; Finance Director, Robin Bayford;
Head of Investment Management, David McCorkell; Head
of Regulation, Barry Howard; and Head of Investment
Banking, Graeme Summers. Graeme Summers has
recently been appointed to the Brewin Dolphin Limited
(formerly Brewin Dolphin Securities Limited) Board.
The Investment Banking Division now has its own
Divisional Board, chaired by Jamie Matheson, with Simon
Miller acting as a Non-Executive member.
The Board maintains a schedule of matters reserved for
the Board which is reviewed annually by the Company
Secretary. The specific responsibilities retained by the
Board include: establishing Group strategy and approving
the annual budget; reviewing the Group’s operational and
financial performance; approving major acquisitions,
divestments and capital expenditure; reviewing the
Group’s systems of control and risk management;
approving appointments to the Board and the Company
Secretary; approving policies relating to Directors’
remuneration and the severance of Directors’ contracts;
and ensuring that a reasonable discourse occurs with
shareholders.
The Board met ten times during the course of the year. All
meetings were attended by all eligible Directors save that
Messrs Lall, Worsley and Williams missed one Board
meeting each.
The Non-Executive Directors meet with the Executive
Chairman prior to most Board meetings. On three
occasions during the year the Non-Executive Directors
met on their own.
New Directors go through an induction process when first
joining the Board; this includes receiving details of Board
and Group policies and procedures and meeting with the
Company Secretary and senior management. At least
once a year the whole Board attends a training seminar;
in 2007 there were two training sessions covering
Directors’ Duties and MiFID. Executive members of the
Board have to date been appointed from within the Group
and have served on the Brewin Dolphin Limited (formerly
Brewin Dolphin Securities Limited) Board prior
to appointment.
There is a clear division of duties between the Executive
Chairman and the Non-Executive Deputy Chairman, with
written terms of reference, which were reviewed in August
2007. This ensures that a clear balance of power and
authority is present.
Appointment, Re-appointment and Retirement of
Executive and Non-Executive Directors
John Hall will be stepping down from the Board at the
Annual General Meeting. Jamie Matheson, Christopher
Legge, Ian Benjamin Speke and Simon Still all retire by
rotation and, being eligible, offer themselves for
re-election. Additionally, Sir Stephen Lamport, Angela
Knight, Sarah Soar and Barry Howard having been
appointed to the Board since the last AGM require election
by the members. After 15 years service, Vikram Lall has
decided to retire from the Board at the forthcoming AGM.
It is the view of the Board that all the directors continue
to perform effectively and that it is appropriate for the
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Annual Report and Accounts for the year ending September 2007
Corporate Governance
above-mentioned individuals to continue to serve as
Directors of the Company.
Committees of the Board
The Board has three standing committees: the
Nominations Committee, the Audit Committee and the
Remuneration Committee. These committees have
written terms of reference, which were last reviewed in
September 2006 and approved by the Board. Membership
of the committees is set out on page 2. The terms of
reference of the Committees can be viewed on the
Company’s website together with Committee
membership. Sight of all Director’s contracts, or, in the
case of Non-Executive Directors, letters of appointment,
can be obtained via the Company Secretary.
Remuneration Committee
The Remuneration Committee is chaired by Nick Hood.
There was one meeting of the Remuneration Committee
during the year attended by Messrs Hood and Worsley
with Simon Miller sending his apologies. The Directors’
Remuneration Report is presented on page 22, which
gives further information.
Audit Committee
The members of the Audit Committee are Jock Worsley
(Chairman), Nick Hood, Simon Miller and Sir Stephen
Lamport. The Finance Director, Chief Operating Officer,
Head of Regulation, the Head of Internal Audit and the
Company Secretary normally attend all Audit Committee
meetings at the Committee’s request; as does Vikram Lall
for those meetings where Group’s results are considered.
The Board is satisfied that at least one member of the
Audit Committee has recent and relevant financial
experience.
The Committee meets on average four times during the
year and during the period under review the Committee
met five times, all meetings fully attended by every
member.
The Committee is responsible for the monitoring of the
work of the Internal Audit department (this includes
Internal Controls & Risk Assessment) and the planning
and the setting of the internal auditors’ work programme
for the year; considering the reports received from the
Compliance Department; reviewing the scope and
findings of the reports from the external auditors and
reviewing the Group’s interim and annual financial
statements prior to their submission to the Board. The
external auditors meet privately with the Audit Committee
at least twice a year without senior management being
present.
The Committee is able to call on independent professional
advisors if it considers this necessary.
Nominations Committee
Nick Hood is the Chairman of the Nominations
Committee which is responsible for the Board’s
succession planning. The Nominations Committee met
twice during the year and both meetings were fully
attended.
The Committee is able to seek advice from independent
professional advisors if it considers this necessary.
Company Secretary
The Company Secretary is responsible for advising the
Board on all Corporate Governance matters as well as
ensuring good information flows within the Board and its
Committees. All Directors have access to the services of
the Company Secretary and may take, if necessary,
independent, professional advice at the Company’s
expense.
Insurance
The Company maintains appropriate insurance cover in
respect of litigation against the Directors.
Board Evaluation
The Board conducted its annual formal performance
evaluation during the year, with each Director expressing
their views via a confidential questionnaire to the
Executive Chairman. The Senior Independent Director
performed a formal evaluation of the Executive Chairman.
Relationship with Shareholders
The Company places a great deal of importance on
communication with shareholders and aims to keep
shareholders informed by regular communication. The
Group’s Executive Chairman, Chief Executive and Finance
Director met at least twice during the year with the
Group’s institutional investors and the Group’s website is
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Annual Report and Accounts for the year ending September 2007
Corporate Governance
kept up-to-date covering all corporate activity. Half-yearly
reports, written on the Group by Equity Development
Limited, are available to all shareholders on the Web at
www.equity-development.co.uk. The Company welcomes
all shareholders to its AGM, with the opportunity to ask
questions formally at the meeting or more informally
afterwards. The Company’s policy is to announce the
number of proxy votes cast on resolutions at the AGM. For
shareholders who are clients of Brewin Dolphin Limited
(formerly Brewin Dolphin Securities Limited) and who
hold their shares in one of our nominee accounts, we
provide an on-line voting service on the Group website for
shareholders to vote before our AGM.
Auditors’ Independence
The Board uses the auditors for audit and related
activities. An analysis of auditors’ remuneration is
provided in note 6 to the financial statements.
The majority of tax advisory and similar work is carried
out by another major accountancy firm. The auditors were
changed in 2001 and with it being the Board’s policy to
formally review the appointment of auditors every six
years, a review was carried out during the period and the
suitability of the auditors assessed. After considering the
engagement terms for 2007, the Audit Committee
recommended to the board that the reappointment of
the auditors be proposed to the shareholders at the
2008 AGM.
Internal Control
The Board undertakes a full review of all aspects of the
Group’s business, identifies the main risks to the business
and identifies the key controls to counter these risks.
Day-to-day review and monitoring has been delegated to
the Risk and Controls Committee of Brewin Dolphin
Limited (formerly Brewin Dolphin Securities Limited)
which includes the Group’s Chief Executive, the Finance
Director, the Chief Operations Officer, the Head of
Regulation and the Head of Internal Audit. This committee
meets weekly.
The Compliance Department and Internal Audit carry out
continuous reviews. The Board considers reputational
risk, portfolio performance and the added risk of taking on
new teams and business streams. The level of complaints
is carefully monitored.
The Directors are responsible for the system of internal
control established by the Group, reviewing its
effectiveness and reporting to the shareholders that they
have done so. They report as follows:
i) There is an ongoing process for identifying,
evaluating and managing the significant risks faced
by the Group as outlined above. This has been in
place for the period under review and up to the date
of approval of the annual report and accounts. It is
regularly reviewed by the Board and accords with
the revised Turnbull guidance in the Combined
Code. Any system of internal control is designed to
highlight and manage rather than to eliminate the
risk of failure to achieve business objectives and can
provide only reasonable, and not absolute,
assurance against material misstatement or loss.
ii) Financial results, key operating statistics and
controls are reported to the Board monthly, and
variances are followed up vigorously. Monthly
reports are received from the compliance and
internal audit functions.
iii) The Directors have reviewed the Group’s system of
internal controls and compliance monitoring and
believe that these provide assurance that problems
have been identified on a timely basis and dealt with
appropriately throughout the period under review
and up to the date of approval of the annual report
and accounts.
Compliance with the Combined Code
The Directors consider that they have complied with the
provisions of section 1 of the Combined Code throughout
the period ended 30 September 2007, with the exception
that the Executive Chairman did not, on appointment,
meet the independence criteria set out in the Code since
he had previously been an employee and an Executive
Director of the Company. To ensure that there is a clear
balance of power and authority an Independent Non-
Executive Deputy Chairman was appointed. There is clear
division of duties between the Executive Chairman and the
Independent Non-Executive Deputy Chairman with
written terms of reference.
Angela Wright
Secretary
27 November 2007
MAC_RF63187_C  18/12/07  12:18  Page 21 Page 22 Brewin Dolphin Holdings PLC
Annual Report and Accounts for the year ending September 2007
Directors’ Remuneration Report
The members of the Remuneration Committee are:
William Nicholas Hood, CBE (Chairman)
Francis Edward (Jock) Worsley, OBE, FCA
Simon Edward Callum Miller
The Remuneration Committee consists solely of
Independent Non-Executive Directors. None of the
Committee members has any personal financial interests
(other than as shareholders), conflicts of interest arising
from cross Directorships or day-to-day involvement in
running the business. The Chief Executive and Executive
Chairman attend part of the meetings of the Committee
but not when their own remuneration is discussed. The
Finance Director provides factual and statistical
information to the Committee, which in turn can call for
external reports and assistance.
Policy on Remuneration of Executive Directors
The remuneration of Jamie Matheson, Executive
Chairman; John Hall, Chief Executive; Robin Bayford,
Finance Director; and Simon Still, Chief Operating Officer,
is awarded by reference to the performance of the Group
and their contribution to enhancing future growth. The
Remuneration Committee reviews the basic salaries of
these Directors together with their profit participation,
based on a number of factors including work undertaken
and comparable salaries. In assessing all aspects of pay
and benefits, the Remuneration Committee compares
packages offered by similar investment management
companies. These companies are chosen having 
regard to:
i. the size of the company – its turnover and numbers
of employees; and
ii. its growth pattern.
The Remuneration Committee also compares these
salaries to the remuneration of other senior employees
within the Group including the other Executive Directors.
The working of this policy can be seen in the table below
so that all Directors are remunerated within the 
same framework.
The Committee determines the other Executive Directors’
basic salaries but their profit participation is determined
solely by reference to their own team’s performance on
strict formulae in line with other investment managers or
corporate financiers within the Group. Teams normally
share 30% to 40% of profit after paying a full contribution
to Group overheads. The members of the team, depending
on individual performance, determine the split of profit
share within the team. The profit share percentage can
rise to 45% on the margin or be as little as 20% depending
on pre-determined formulae based on total team salary.
For the Investment Banking Division profit share can
increase to 60% on the margin.
MAC_RF63187_C  18/12/07  12:18  Page 22 Brewin Dolphin Holdings PLC Page 23
Annual Report and Accounts for the year ending September 2007
Directors’ Remuneration Report
The movement in Executive Directors’ remuneration in 2007 reflects the incidence of Group and team performance and is set
out below:
Profit Basic
(Audited) Salary share pension
and Benefits Profit taken as contri- Total Total 
fees in kind share pension Total butions 2007 2006
£’000 £’000 £’000 £’000 £’000 £’000 £’000 £’000
Executives remunerated on
the results of the Group
J G Matheson 244 2 405 130 781 52 833 632
J P Hall 232 2 490 – 724 – 724 599
R A Bayford 184 1 248 200 633 24 657 521
S J H Still 177 6 181 225 589 – 589 500
Executives remunerated on
their own profit centres’ results
C D Legge 164 1 217 – 382 – 382 294
D W McCorkell 136 3 381 – 520 22 542 146
I B Speke 131 3 177 43 354 26 380 303
M J R Williams 137 1 332 – 470 20 490 513
Non-Executives
W N Hood 52 – – – 52 – 52 45
A A Knight ** 6–––6– 6 –
V Lall 32 – – – 32 – 32 30
Sir S Lamport * 17 – – – 17 – 17 –
S E C Miller 32 – – – 32 – 32 27
F E Worsley 39 – – – 39 – 39 33
Total 1,583 19 2,431 598 4,631 144 4,775 3,643
Total 2006 1,208 10 1,727 544 3,489 154 3,643
* Sir S Lamport was appointed on 29 March 2007.
** A Knight was appointed on 31 July 2007.
Executive Directors’ main pension entitlement is via a defined contribution scheme. The following Directors were also in the
Brewin Dolphin Limited (formerly Brewin Dolphin Securities Limited) Staff Scheme, their entitlement under the scheme
being as follows:
(Audited) Transfer value Transfer value
of increase of increase
Transfer Change in accrued in accrued
Transfer value of in transfer pension pension less
Accrued value accrued value over entitlement at members’
pension Increase in of accrued pension year less 30 September contributions
entitlement at accrued pension at entitlement at members’ 2007 over year to
30 September pension in 30 September 30 September contributions less members’ 30 September
2007* period* 2007 2006 made contributions** 2006
£’000 £’000 £’000 £’000 £’000 £’000 £’000
J G Matheson 4 – 52 43 9 – –
J P Hall 12 1 193 167 26 1 13
R A Bayford 3 – 38 32 6 – –
C D Legge 12 1 189 153 34 – 8
D W McCorkell 7 – 72 59 13 – –
S J H Still 2 – 24 20 4 – –
I B Speke 13 – 171 141 31 – –
M J R Williams 12 1 158 127 29 – 7
V Lall 7 – 107 88 19 – -
* including and excluding inflation.
** excluding inflation.
MAC_RF63187_C  18/12/07  12:18  Page 23 Page 24 Brewin Dolphin Holdings PLC
Annual Report and Accounts for the year ending September 2007
Shareholder information
Directors’ shareholdings are as follows as at 30 September 2007 and 30 September 2006:
(see also page 68)
2007 2006
Directors Fully paid Fully paid
J G Matheson 462,640 460,029
J P Hall 3,361,543 3,358,932
R A Bayford 785,706 783,095
W N Hood 25,000 25,000
V Lall 552,347 552,347
Sir S Lamport ––
C D Legge 2,592,678 2,567,948
A A Knight ––
D W McCorkell 638,058 635,447
S E C Miller 7,500 7,500
I B Speke 352,622 352,622
S J H Still 114,028 25,912*
M J R Williams 952,153 1,452,153
F E Worsley 10,000 10,000
9,854,275 10,230,985
*In addition S J H Still held 60,753 nil paid shares issued at 82.3 pence per share with a latest repayment date of December
2010 and 24,752 nil paid shares issued at 101 pence per share with a latest repayment date of May 2012, both issued under
the senior employee matching share purchase scheme (see below for details of scheme) as at 30 September 2006. He has
paid them in full during the period.
Share options (Audited)
The Directors’ options under the Group approved share save scheme are set out below:
March 2004 March 2003
@ 81.6p @ 30p
exercisable up to exercisable up to
September 2008 September 2008
J G Matheson 2,229 1,752
J P Hall 2,229 –
D W McCorkell 2,229 1,752
S J H Still 2,229 –
I B Speke – 7,665
M J R Williams 2,229 –
Directors’ Remuneration Report
MAC_RF63187_C  18/12/07  12:18  Page 24 Brewin Dolphin Holdings PLC Page 25
Annual Report and Accounts for the year ending September 2007
Directors’ Remuneration Report
The values over exercise price for the above Group approved share save scheme options are as follows:
Value over Value over
exercise exercise
price price
at end at start
Exercise No. of period of period
Price of Options £ £
March 2004 exercisable up to September 2008 81.6p 2,229 2,277 1,853
March 2003 exercisable up to September 2008 30.0p 1,752 2,694 2,361
March 2003 exercisable up to September 2008 30.0p 7,665 11,785 10,328
During the year the following Directors exercised their options in the Group approved share scheme as follows:
Value over Value over
exercise exercise
price price
when at start
Exercise No. exercised of period
Price of Options £ £
J P Hall 66.4p 2,611 3,482 2,567
J G Matheson 66.4p 2,611 3,482 2,567
R A Bayford 66.4p 2,611 3,482 2,567
D W McCorkell 66.4p 2,611 3,482 2,567
S J H Still 66.4p 2,611 3,482 2,567
C D Legge 134.0p 1,755 1,110 540
S J H Still also has the following options:
Value over Value over
exercise exercise
price price
at end at start
Exercise No. of period of period
Exercise period Price of Options £ £
The senior employee matching December 2007 to 82.3p 60,753 61,634 50,091
share purchase scheme December 2010
May 2009 to 101.0p 24,752 20,482 15,779
May 2012
The unapproved share option scheme March 2008 to 33.5p 100,000 150,250 131,250
March 2013
All the above options were held throughout the year.
MAC_RF63187_C  18/12/07  12:18  Page 25 Page 26 Brewin Dolphin Holdings PLC
Annual Report and Accounts for the year ending September 2007
Directors’ Remuneration Report
I B Speke has 17,500 options exercisable under the
Group’s approved option scheme at 167.5p (2007: £2,844
value over exercise price at year end and at the start of the
period: £nil), these options may be exercised at any time
up to June 2010. J G Matheson has 4,000 options
exercisable under the Group’s approved option scheme at
81.3p (2007: £4,098 value over exercise price at year end
and £3,338 at the start of the period).
I B Speke has an interest free loan under the Company’s
share purchase schemes, amounting to £29,000. This loan
was granted prior to his becoming a Director of the
Company and is secured on the Company’s shares.
Terms of the option schemes (Audited)
The Group’s two approved employee option schemes were
adopted in 1994 and 2004 respectively and the Share-save
Scheme in April 1998. An unapproved option scheme was
adopted in 2000 though to date only 100,000 options have
been granted under this scheme. The approved and
unapproved option schemes have the same performance
criteria, namely that the year on year growth in annual fee
income charged on portfolios shall not be less than 10%
per annum compound or a 33% increase in annual fees
over a three year period. Under the above schemes the
number of options over ordinary shares may not exceed
10% of the Company’s ordinary share capital over a ten
year period. The approved and unapproved options are
exercisable from five to ten years from grant. The 
Share-save Scheme options are exercisable from three to
five years of grant. It is the current intention of the Directors
not to issue more shares under the Share-save Scheme
thus reducing the limit to 5% over ten years, over time.
The senior employee matching share purchase scheme is
additional to the above schemes and allows a further 5%
issue of options over a ten year period, provided that a
similar number of shares are subscribed for by senior
executives at the price the options are issued at. These
shares are issued nil paid but have to be subscribed for at
the earlier of the exercise of the matching option, the sale
of the shares, the employee leaving the Group, or after
seven years. The options can be exercised within four to
seven years.
There are two strict performance criteria for the options
to be exercised involving both the executive team’s
profitability and Group earnings per share exceeding the
growth in the retail price index by 4% compound and 2%
compound respectively. This is a criteria thought to be
realistic but not easy to achieve. The Group operates in a
cyclical business, and over a seven year period there will
be downturns, but the compound rate of return means
that the hurdle increases over time. The incentive is
designed to be long term and is matched by an equal
commitment by the employee.
Policy on external appointments
The Group encourages external appointments at a senior
level. Directors’ fees arising from external appointments
are either paid to the Group or taken into account in
assessing the overall executives’ remuneration package.
J G Matheson is a Non-Executive Director of Bluehone
AIM VCT2 plc and during 2006 received remuneration of
£11,000 for the financial period ended 30 November 2006
(2005: £11,000). J G Matheson was appointed 
Non-Executive Director of SMG in March 2007; his
remuneration for this Company is not yet a matter of
public record. J P Hall is a Non-Executive Director of
Mountview Estates PLC and received remuneration of
£24,000 for the financial period ended 31 March 2007
(2006: £24,000). S J H Still is a Non-Executive Director of
Affinity Food Holdings Ltd and received remuneration of
£15,000 for the financial period ended 30 April 2007 (2006:
£15,000). The remuneration for those above was paid
directly to the individual directors.
Group policy on contracts of service
All senior executives including Executive Directors have
substantially identical six-month rolling contracts. There
are no exceptional termination provisions for either senior
executives or Executive Directors. All contracts include
six-month garden leave clauses, which are vigorously
enforced. If Directors were allowed to leave without going
on garden leave within the six-month notice period the
normal policy would be to only pay them for the period
worked. Profit share is never paid to any employee who
MAC_RF63187_C  18/12/07  12:18  Page 26 Brewin Dolphin Holdings PLC Page 27
Annual Report and Accounts for the year ending September 2007
Directors’ Remuneration Report
has indicated that they will be leaving except in the case of
ill health or retirement when exceptions can be made.
The commencement dates of the executive contracts are
as follows:
J P Hall January 2000
R A Bayford January 2000
C D Legge January 2000
J G Matheson May 2005
D W McCorkell January 2000
I B Speke August 1998
S J H Still January 2001
M J R Williams March 2000
Non-Executive Directors’ remuneration
The Board determines the level of non-executive fees.
Non-Executive Directors have three year letters of
appointment.
Material contracts with Directors
Other than the loan set out above, there were no material
contracts between the Group and the Directors. The
Directors undertake transactions in stocks and shares in
the ordinary course of the Group’s business for their own
account. The transactions are not material to the Group in
the context of its operations. £Nil was outstanding in
respect of these transactions at 30 September 2007 and
30 September 2006.
Policy on remuneration of other senior executives
The Remuneration Committee approves any change to
profit share schemes throughout the Group. These
schemes are progressively geared on set formulae
depending on the nature of the business undertaken.
Performance Graph
The Graph below shows the Company’s total shareholder
return (TSR) against that of the FTSE 350 Speciality and
Other Finance Index; the sector in which the Company is
included. TSR is calculated assuming dividends are
reinvested on receipt.
Source: Datastream
Share price
At 30 September 2007 the Company’s share price was
183.75p (2006: 164.75p). The highest price in the year was
228p and the lowest 157.25p. 
Information subject to audit
The information on pages 22 to 27 has been subject to
audit as indicated, and as required by The Directors’
Remuneration Report Regulations 2002.
Annual General Meeting (AGM)
The Board will move at the AGM an ordinary resolution
seeking approval of the Directors’ Remuneration Report
for 2007. Notice of the AGM is on pages 69 to 72.
Nick Hood
27 November 2007 
2002 2003 2004 2005 2006 2007
0
50
100
150
200
250
300
350
400
450
500
550
23/10/07
BREWIN DOLPHIN - TOT RETURN IND
FTSE 350 GENERAL FIN £ - TOT RETURN IND
MAC_RF63187_C  18/12/07  12:18  Page 27 Page 28 Brewin Dolphin Holdings PLC
Annual Report and Accounts for the year ending September 2007
Statement of Directors’ Responsibilities
The Directors are responsible for preparing the Annual
Report and the financial statements. The Directors are
required to prepare financial statements for the Group in
accordance with International Financial Reporting
Standards (IFRS) and have also elected to prepare
financial statements for the Company in accordance with
IFRS. Company law requires the Directors to prepare such
financial statements in accordance with IFRS, the
Companies Act 1985 and Article 4 of the lAS Regulation. 
International Accounting Standard 1 requires that
financial statements present fairly for each financial year
the Company’s financial position, financial performance
and cash flows. This requires the faithful representation of
the effects of transactions, other events and conditions in
accordance with the definitions and recognition criteria
for assets, liabilities, income and expenses set out in the
International Accounting Standards Board’s ‘Framework
for the Preparation and Presentation of Financial
Statements’. In virtually all circumstances, a fair
presentation will be achieved by compliance with all
applicable International Financial Reporting Standards.
Directors are also required to:
• properly select and apply accounting policies;
• present information, including accounting policies,
in a manner that provides relevant, reliable,
comparable and understandable information; and
• provide additional disclosures when compliance
with the specific requirements in IFRS is insufficient
to enable users to understand the impact of
particular transactions, other events and conditions
on the entity’s financial position and financial
performance.
The Directors are responsible for keeping proper
accounting records which disclose with reasonable
accuracy at any time the financial position of the Company,
for safeguarding the assets, for taking reasonable steps
for the prevention and detection of fraud and other
irregularities and for the preparation of a Directors’
Report and Directors’ Remuneration Report which comply
with the requirements of the Companies Act 1985.
The Directors are responsible for the maintenance and
integrity of the Company website. Legislation in the United
Kingdom governing the preparation and dissemination of
financial statements may differ from legislation in other
jurisdictions.
MAC_RF63187_D  18/12/07  12:19  Page 28 Brewin Dolphin Holdings PLC Page 29
Annual Report and Accounts for the year ending September 2007
Independent Auditors’ Report
Independent Auditors’ Report to the members of
Brewin Dolphin Holdings PLC
We have audited the group and parent company financial
statements (the “financial statements”) of Brewin Dolphin
Holdings PLC for the 52 week period ended 30 September
2007, which comprise the Consolidated Income
Statement, the Consolidated and Parent Company
Statements of Recognised Income and Expense, the
Consolidated and Parent Company Balance Sheets, the
Consolidated and Parent Company Cash Flow Statements
and the related notes 1 to 31. These financial statements
have been prepared under the accounting policies set out
therein. 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’ responsibilities for preparing the Annual
Report, the Directors’ Remuneration Report and the
financial statements in accordance with applicable law
and International Financial Reporting Standards (IFRSs)
as adopted by the European Union are set out in the
Statement of Directors’ Responsibilities.
Our responsibility is to audit the financial statements and
the part of the Directors’ Remuneration Report to be
audited in accordance with relevant legal and regulatory
requirements and International Standards on Auditing
(UK and Ireland).
We report to you our opinion as to whether the financial
statements give a true and fair view and whether the
financial statements and the part of the Directors’
Remuneration Report to be audited have been properly
prepared in accordance with the Companies Act 1985 and,
as regards the group financial statements, Article 4 of the
IAS Regulation. We also report to you whether in our
opinion the information given in the Directors’ Report is
consistent with the financial statements. The information
given in the Directors’ Report includes the specific
information presented in the Chief Executive’s Report and
the Financial Review that is cross referenced from the
Review of the Business and its Future Development
section of the Directors’ Report.
In addition we report to you if, in our opinion, the company
has not kept proper accounting records, if we have
not received all the information and explanations we
require for our audit, or if information specified by law
regarding directors’ remuneration and other transactions
is not disclosed.
We review whether the Corporate Governance Statement
reflects the company’s compliance with the nine
provisions of the 2003 Combined Code specified for our
review by the Listing Rules of the Financial Services
Authority, 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 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 as described in the contents section 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.
Our responsibilities do not extend to any further
information outside the Annual Report.
Basis of audit opinion
We conducted our audit in accordance with International
Standards on Auditing (UK and Ireland) issued by the
Auditing Practices Board. An audit includes examination,
on a test basis, of evidence relevant to the amounts and
disclosures in the 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 and company’s
circumstances, consistently applied and adequately
disclosed.
MAC_RF63187_D  18/12/07  12:19  Page 29 Page 30 Brewin Dolphin Holdings PLC
Annual Report and Accounts for the year ending September 2007
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 group financial statements give a true and fair
view, in accordance with IFRSs as adopted by the
European Union, of the state of the group’s affairs as
at 30 September 2007 and of its profit for the
52 week period then ended;
• the parent company financial statements give a true
and fair view, in accordance with IFRSs as adopted
by the European Union as applied in accordance
with the provisions of the Companies Act 1985, of
the state of the parent company’s affairs as at
30 September 2007;
• 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 and, as regards the group
financial statements, Article 4 of the IAS Regulation;
and
• the information given in the Directors’ Report is
consistent with the financial statements.
Separate opinion in relation to IFRSs
As explained in Note 1 to the group financial statements,
the group in addition to complying with its legal obligation
to comply with IFRSs as adopted by the European Union,
has also complied with the IFRSs as issued by the
International Accounting Standards Board.
In our opinion the group financial statements give a true
and fair view, in accordance with IFRSs, of the state of the
group’s affairs as at 30 September 2007 and of its profit
for the 52 week period then ended.
Deloitte & Touche LLP
Chartered Accountants and Registered Auditors 
London, United Kingdom
27 November 2007
Notes:
An audit does not provide assurance on the maintenance and integrity of
the Group’s website, including controls used to achieve this, and in
particular on whether any changes may have occurred to the financial
statements since first published. These matters are the responsibility of
the directors but no control procedures can provide absolute assurance in
this area.
Legislation in the United Kingdom governing the preparation and
dissemination of financial statements differs from legislation in other
jurisdictions.
Independent Auditors’ Report
MAC_RF63187_D  18/12/07  12:19  Page 30 The notes on pages 38 to 65 form an integral part of these financial statements.
Brewin Dolphin Holdings PLC Page 31
Annual Report and Accounts for the year ending September 2007
Consolidated Income Statement
Year ended 30 September 2007
Year to 52 weeks to
30 September 30 September
2007 2006 
Note £’000 £’000 
Continuing operations
Revenue 198,032 164,594
Other operating income 11,247 9,044
Total income 4 209,279 173,638
Staff costs 5 (117,641) (91,621)
Other operating costs (56,882) (55,166)
(174,523) (146,787)
Operating profit 34,756 26,851
Other gains and losses 58 –
Finance income 7 7,406 5,235
Finance costs 7 (564) (36)
Profit before tax 4 & 6 41,656 32,050
Tax 8 (12,708) (10,045)
Profit attributable to equity shareholders of
the parent from continuing operations 28,948 22,005
Earnings per share
From continuing operations
Basic 11 14.5p 11.1p
Diluted 11 13.8p 10.6p
MAC_RF63187_D  18/12/07  12:19  Page 31 The notes on pages 38 to 65 form an integral part of these financial statements.
Page 32 Brewin Dolphin Holdings PLC
Annual Report and Accounts for the year ending September 2007
Year to 52 weeks to
30 September 30 September
2007 2006 
£’000 £’000
Gain on revaluation of available-for-sale investments 816 1,509
Tax on revaluation of available-for-sale investments (41) (453)
Actuarial gain/(loss) on defined benefit pension scheme 1,420 (3,251)
Tax on actuarial (gain)/loss on defined benefit pension scheme (620) 975
Deferred tax on share based payments 439 720
Net income/(expense) recognised directly in equity 2,014 (500)
Transfers
Transfer gain on revaluation on sale of available-for-sale investments (54) –
Transfer tax on revaluation on sale of available-for-sale investments 18 –
Transfer to profit or loss on sale of available-for-sale investments (36) –
1,978 (500)
Profit for period 28,948 22,005
Total recognised income and expense for the period
attributable to equity shareholders of the parent 30,926 21,505
Consolidated Statement of Recognised 
Income and Expense
Year ended 30 September 2007
MAC_RF63187_D  18/12/07  12:19  Page 32 The notes on pages 38 to 65 form an integral part of these financial statements.
Brewin Dolphin Holdings PLC Page 33
Annual Report and Accounts for the year ending September 2007
Consolidated Balance Sheet
As at 30 September 2007
As at As at
30 September 30 September 
2007 2006
Note £’000 £’000 ASSETS 
Non-current assets 
Goodwill 12 65,767 66,846
Property, plant and equipment 13 20,949 16,920
Available-for-sale investments 15 11,526 10,463
Other receivables 17 2,059 1,988
Deferred tax asset 16 542 2,473
100,843 98,690
Current assets
Trading investments 15 1,251 2,470
Trade and other receivables 17 356,385 251,437
Cash and cash equivalents 18 87,946 61,576
445,582 315,483
Total assets 546,425 414,173
LIABILITIES
Current liabilities
Bank overdrafts 19 543 3,197
Trade and other payables 20 404,873 279,148
Current tax liabilities 4,965 3,256
Shares to be issued including premium 21 4,504 1,000
414,885 286,601
Net current assets 30,697 28,882
Non-current liabilities
Retirement benefit obligation 23 9,735 15,422
Deferred purchase consideration 21 664 3,444
Shares to be issued including premium 21 5,809 16,500
16,208 35,366
Total liabilities 431,093 321,967
Net assets 115,332 92,206
EQUITY
Called up share capital 24 2,035 1,995
Share premium account 26 86,968 82,755
Revaluation reserve 26 7,544 6,805
Merger reserve 26 4,562 4,562
Profit and loss account 26 14,223 (3,911)
Equity attributable to equity holders of the parent 26 115,332 92,206
Approved by the Board of Directors and authorised for issue on 27 November 2007.
Signed on its behalf by
J P Hall Directors
R A Bayford
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Page 34 Brewin Dolphin Holdings PLC
Annual Report and Accounts for the year ending September 2007
As at As at
30 September 30 September 
2007 2006
Note £’000 £’000 
ASSETS
Non-current assets
Investment in subsidiaries 14 125,160 123,958
Available-for-sale investments 15 – 9,500
Other receivables 17 430 430
125,590 133,888
Current assets
Trade and other receivables 17 11,327 6,603
Cash and cash equivalents 18 182 21
11,509 6,624
Total assets 137,099 140,512
LIABILITIES
Current liabilities
Trade and other payables 20 14,222 12,841
Shares to be issued including premium 21 4,504 1,000
18,726 13,841
Net current liabilities (7,217) (7,217)
Non-current liabilities
Shares to be issued including premium 21 5,809 16,500
Deferred tax liability 16 – 2,720
5,809 19,220
Total liabilities 24,535 33,061
Net assets 112,564 107,451
EQUITY
Called up share capital 24 2,035 1,995
Share premium account 26 86,968 82,755
Revaluation reserve 26 – 700
Merger reserve 26 4,847 4,847
Profit and loss account 26 18,714 17,154
Equity attributable to equity holders 26 112,564 107,451
Approved by the Board of Directors and authorised for issue on 27 November 2007.
Signed on its behalf by
J P Hall Directors 
R A Bayford
Company Balance Sheet
As at 30 September 2007
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Brewin Dolphin Holdings PLC Page 35
Annual Report and Accounts for the year ending September 2007
Company Statement of Recognised Income and Expense
Year ended 30 September 2007
Year to 52 weeks to
30 September 30 September
2007 2006
£’000 £’000  
Gain on revaluation of available-for-sale investments – 1,000
Tax on revaluation of available-for-sale investments – (300)
Net income recognised directly in equity – 700
Transfers
Transfer to profit or loss on sale of available-for-sale investments (700) –
Profit for period 13,613 15,421
Total recognised income and expense for the
period attributable to equity shareholders 12,913 16,121
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Page 36 Brewin Dolphin Holdings PLC
Annual Report and Accounts for the year ending September 2007
Year to 52 weeks to
30 September 30 September
2007 2006
Note £’000 £’000 
Net cash flow from operating activities 30 54,183 34,442
Cash flows from investing activities
Purchase of goodwill 12 (6,114) (6,289)
Purchases of property, plant and equipment 13 (10,106) (11,523)
Proceeds from sale of available-for-sale investments 159 –
Purchases of available-for-sale investments (400) –
Dividend received from available-for-sale investments 322 249
Net cash used in investing activities (16,139) (17,563)
Cash flows from financing activities
Dividends paid to equity shareholders (11,279) (9,884)
Proceeds on issue of shares 2,259 1,156
Net cash used in financing activities (9,020) (8,728)
Net increase in cash and cash equivalents 29,024 8,151
Cash and cash equivalents at the start of period 58,379 50,228
Cash and cash equivalents at the end of period 87,403 58,379
Firm’s cash 68,960 47,832
Firm’s overdraft (543) (3,197)
Firm’s net cash 68,417 44,635
Client settlement cash 18,986 13,744
Net cash and cash equivalents 87,403 58,379
Cash and cash equivalents shown in current assets 87,946 61,576
Bank overdrafts (543) (3,197)
Net cash and cash equivalents 87,403 58,379
Consolidated Cash Flow Statement
Year ended 30 September 2007
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Brewin Dolphin Holdings PLC Page 37
Annual Report and Accounts for the year ending September 2007
Company Cash Flow Statement
Year ended 30 September 2007
Year to 52 weeks to
30 September 30 September
2007 2006
Note £’000 £’000 
Net cash flow from operating activities 30 9,181 14,810
Cash flows from investing activities
Purchase of available-for-sale investments – (6,080)
– (6,080)
Cash flows from financing activities
Dividends paid to equity shareholders (11,279) (9,884)
Proceeds on issue of shares 2,259 1,156
Net cash used in financing activities (9,020) (8,728)
Net increase in cash and cash equivalents 161 2
Cash and cash equivalents at the start of period 21 19
Cash and cash equivalents at the end of period 182 21
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Annual Report and Accounts for the year ending September 2007
1. General information
Brewin Dolphin Holdings PLC is a Company incorporated in the United Kingdom under the Companies Act 1985. The
address of the registered office is given on page 2. The nature of the Group’s operations and its principal activities are set
out in the Directors’ Report. The Company is registered in England and Wales.
The consolidated financial statements of Brewin Dolphin Holdings PLC have been prepared in accordance with
International Financial Reporting Standards adopted by the International Accounting Standards Board (“IASB”) and
interpretations issued by the International Financial Reporting Interpretations Committee of the IASB (together “IFRS”) as
endorsed by the European Union. The EU has not endorsed the complete text of IAS 39 “Financial Instruments: recognition
and measurement”. However, the effect of this departure relating to hedging requirements has no impact for the Group’s
financial statements and thus the financial statements have also been prepared in accordance with IFRS as issued by
the IASB.
At the date of authorisation of these financial statements, the following Standards and Interpretations (relevant to the
Group’s activities) which have not been applied in these financial statements were in issue and endorsed by the European
Union but not yet effective:
IFRS 7 Financial Instruments: Disclosures; and the related amendment to IAS 1 on capital disclosures.
IFRIC 11 Group and Treasury Share Transactions
The Directors anticipate that the adoption of IFRS 7 and IFRIC 11 in the future will have no material impact on the financial
statements of the Group except for additional disclosures on capital and financial instruments when the IFRS 7 comes into
effect for periods commencing on or after 1 January 2007.
2. Significant accounting policies
a. Basis of accounting
The financial statements of the Group have been prepared in accordance with International Financial Reporting Standards
(IFRSs). The financial statements have also been prepared in accordance with IFRSs adopted by the European Union and
therefore the Group financial statements comply with Article 4 of the EU IAS Regulation.
The financial statements of Brewin Dolphin Holdings PLC (the “Company”) have also been prepared in accordance with
International Financial Reporting Standards (IFRSs).
The financial statements have been prepared on the historical cost basis, except for the revaluation of certain financial
instruments. The principal accounting policies adopted are set out below.
b. Basis of consolidation
The Group accounts consolidate the accounts of Brewin Dolphin Holdings PLC and all its subsidiary undertakings.
The acquisition method of accounting has been adopted. Under this method, the results of subsidiary undertakings
acquired during the period are included in the consolidated income statement from the date of acquisition to the date
of disposal.
Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used
into line with those used by the Group.
Notes to the Financial Statements
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Annual Report and Accounts for the year ending September 2007
Notes to the Financial Statements
All intra-group transactions, balances, income and expenses are eliminated on consolidation.
In the Company’s accounts investments in subsidiary undertakings are stated at cost less any provision for impairment.
Dividends received and receivable are credited to the income statement to the extent that they represent a realised profit
and loss for the Company.
In accordance with Section 230 of the Companies Act 1985 Brewin Dolphin Holdings PLC has taken advantage of the legal
dispensation not to present its own income statement. The amount of the profit for the financial period dealt with in the
financial statements of the Company is disclosed in note 9 to the financial statements.
c. Transaction date accounting
All securities transactions entered into on behalf of clients are recorded in the accounts on the date of the transaction.
d. Foreign currencies
The Group’s functional currency is Sterling. Foreign currency monetary assets and liabilities have been translated into
Sterling at the exchange rates ruling at the balance sheet date. Non-monetary assets and liabilities carried at fair value
that are denominated in foreign currencies are translated at the rates prevailing at the date when the fair value
was determined.
Transactions during the period have been translated into Sterling at the rates ruling at the time the transactions
were executed.
All exchange differences are reflected in the income statement, except for any exchange differences arising on any
non-monetary assets and liabilities where the changes in fair value are recognised directly in equity.
e. Revenue recognition
Revenue is measured at the fair value of the consideration received or receivable and represents gross commission,
management fees and other income, excluding VAT, receivable in respect of the period.
Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate
applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial
asset to that asset’s net carrying amount.
Dividend income from investments is recognised when the shareholders’ rights to receive payment have been established.
Other fees are taken to the income statement when payment is contractually due.
f. Operating profit
Operating profit is stated as being profit before finance income, finance costs and tax.
g. Other operating income
Interest receivable and payable on client free money balances is netted to calculate the Group’s share of interest receivable
and included under the heading other operating income.
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Annual Report and Accounts for the year ending September 2007
h. Leases
Annual rentals on operating leases are charged to the income statement on a straight-line basis over the lease term.
Benefits received and receivable as an incentive to enter into an operating lease are also spread on a straight-line basis
over the lease term.
i. Share based payments
The Group has applied the requirements of IFRS 2 “Share-based payments”. In accordance with the transitional
provisions, IFRS 2 has been applied to all grants of equity instruments made after 7 November 2002 that were unvested
as of 1 January 2005.
The Group issues equity-settled share-based payments to certain employees. Equity-settled share-based payments are
measured at fair value at the date of grant. The fair value determined at the grant date of the equity-settled share-based
payments is expensed on a straight-line basis over the vesting period, based on the Group’s estimate of shares that will
eventually vest.
Fair value is measured by use of a Black-Scholes option pricing model. The expected life used in the model has been
adjusted, based on management’s best estimate, for the effects of non-transferability, exercise restrictions, and
behavioural considerations.
j. Taxation
The tax expense represents the sum of the tax currently payable and deferred tax.
The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the
income statement because it excludes items of income or expenses that are taxable or deductible in other years and it
further excludes items that are never taxable or deductible. The Group’s liability for current tax is calculated using tax
rates that have been enacted or substantively enacted by the balance sheet date.
Deferred tax is the tax expected to be payable or recoverable on differences between the carrying amounts of assets and
liabilities in the financial statements and the corresponding tax bases used in the computation of taxable profit, and is
accounted for using the balance sheet liability method. Deferred tax liabilities are generally recognised for all taxable
temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be
available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if
the temporary difference arises from goodwill or from the initial recognition (other than in a business combination) of
other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.
The carrying amount of deferred tax assets is reviewed at each balance sheet date and reduced to the extent that it is no
longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.
Deferred tax is calculated at the tax rates that are expected to apply in the period when the liability is settled or the asset
is realised. Deferred tax is charged or credited in the income statement, except when it relates to items charged or
credited directly to equity, in which case the deferred tax is also dealt with in equity.
k. Goodwill
Goodwill represents the excess of the cost of acquisition over the Group’s interest in the fair value of the identifiable assets
and liabilities at the date of acquisition.
Notes to the Financial Statements
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Annual Report and Accounts for the year ending September 2007
Notes to the Financial Statements
Goodwill is recognised as an asset and reviewed for impairment at least annually. Any impairment is recognised
immediately in the income statement and is not subsequently reversed.
On disposal the attributable amount of goodwill is included in the determination of the profit or loss.
Goodwill arising on acquisitions before the date of transition to IFRS has been retained at the previous UK GAAP amounts
subject to being tested for impairment at that date. Goodwill written off to reserves under UK GAAP prior to 1998 has not
been reinstated and is not included in determining any subsequent profit or loss on disposal.
Future anticipated payments in respect of earnouts are based on the directors’ best estimate of the obligations, which are
dependent on future performance of the interests acquired. When earnouts are to be settled in cash or share
consideration, the fair value of the consideration is obtained by discounting to present value the amounts expected to be
payable in the future. The resulting interest charge is included within finance costs.
l. Property, plant and equipment
Property, plant and equipment is stated at cost less accumulated depreciation and any recognised impairment.
Depreciation has been provided on the basis of equal annual instalments to write off the cost less estimated residual
values of tangible fixed assets over their estimated useful lives as follows:
Computer equipment 3 to 4 years
Office equipment 4 to 10 years
Leasehold improvements over 5 years
m. Investments
Investments are recognised and derecognised on trade date, where a purchase or sale of an investment is under a
contract whose terms require delivery of the investment within the timeframe established by the market concerned, and
are initially measured at cost.
Investments are classified as either held-for-trading or available-for-sale and are measured at subsequent dates at fair
value. Where investments are held for trading, gains or losses arising from changes in fair value are recognised through
profit and loss.
For available-for-sale investments, gains and losses arising from changes in fair value are recognised directly in equity
via the revaluation reserve until the security is disposed of or is determined to be impaired, at which time the cumulative
gain or loss is recognised and is included in the income statement for the period, the revaluation reserve having first been
reversed. Any loss is limited to amounts written off below original cost, the revaluation reserve having first been reversed.
n. Netting of balances
Amounts due to and from counterparties due to settle on balance are shown net where there is a currently enforceable
legal right to set off the recognised amounts. Amounts due to and from counterparties due to settle against delivery of
stock are shown gross.
o. Trade receivables
Trade receivables are measured at initial recognition at fair value. Appropriate allowances for estimated irrecoverable
amounts are recognised in the profit or loss when there is objective evidence that the asset is impaired.
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Annual Report and Accounts for the year ending September 2007
p. Retirement benefit costs
Payments to defined contribution retirement benefit schemes are charged as an expense as they fall due. Payments made
to state-managed retirement benefit schemes are dealt with as payments to defined contribution schemes where
the Group’s obligations under the schemes are equivalent to those arising in a defined contribution retirement
benefit scheme.
For defined benefit retirement benefit schemes, the cost of providing benefits is determined using the Projected Unit
Credit Method, with actuarial valuations being carried out at each balance sheet date. Actuarial gains and losses are
recognised in full in the period in which they occur. They are recognised outside the profit or loss and presented in the
statement of recognised income and expense (“SORIE”).
Past service cost is recognised immediately to the extent that the benefits are already vested, and otherwise is amortised
on a straight-line basis over the average period until the benefits become vested.
The retirement benefit obligation recognised in the balance sheet represents the present value of the defined benefit
obligation, as adjusted for unrecognised past service cost, and as reduced by the fair value of scheme assets. Any asset
resulting from this calculation is limited to past service cost, plus the present value of available refunds and reductions in
future contributions to the scheme.
q. Impairment of tangible and intangible assets excluding goodwill
At each balance sheet date, the Group reviews the carrying amounts of its tangible and intangible assets to determine
whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the
recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where the
asset does not generate cash flows that are independent from other assets, the Group estimates the recoverable amount
of the cash-generating unit to which the asset belongs.
The recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the
estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current
market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash
flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the
carrying amount of the asset (cash-generating unit) is reduced to its recoverable amount. An impairment loss is
recognised as an expense immediately, unless the relevant asset is carried at a revalued amount, in which case the
impairment loss is treated as a revaluation decrease.
r. Equity instruments
Equity instruments issued by the Company are recorded at the proceeds received, net of direct issue costs.
s. Shares to be issued including premium
Shares to be issued represent the Company’s best estimate of the amount of ordinary shares in the Company, which are
likely to be issued on the successful completion of acquisitions which involve deferred payments in the Company’s shares.
The sum is discounted to present value and revised annually in the light of actual results. Where shares are due to be issued
within a year then the sum is included in current liabilities. Where the team involved has not yet joined the resultant liability
is shown as an amount contracted for but not provided in the accounts.
Notes to the Financial Statements
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Annual Report and Accounts for the year ending September 2007
Notes to the Financial Statements
3. Critical accounting judgements and key sources of estimation uncertainty
The Group makes estimates and assumptions that affect the reported amounts of assets and liabilities and profits and
losses. Evaluation takes into account historical experience as well as future expectations.
Retirement benefit obligation
In conjunction with the Group Actuary, the Group makes estimates about a range of long-term trends, including life
expectancy. These estimates are governed by the rules set out in IAS 19 which inevitably lead to significant swings in the
pension deficit from year to year, as long-term interest rates change and short-term market movements impact. The
detailed assumptions are set out in note 23.
Shares to be issued including premium and deferred purchase consideration
The Group includes within these headings its best estimate of the ultimate sum which will be paid for goodwill under
deferred purchase agreements discounted to present value. This is inevitably judgemental and depends on events which
transpire over periods up to five years. Market conditions are an important factor.
Impairment of goodwill
The Group values goodwill based on the valuation of individual units making up the total goodwill. For the investment
management business this is normally based on the value of funds under management at the period end, the percentages
of funds being used depending on values attributed in recent public transactions for the purchase of advisory and
discretionary funds. A price earnings basis is used where appropriate. For corporate broking and other units a similar
basis is used normally based on turnover but again a price earnings ratio is used where appropriate.
Insurance reimbursements
Insurance debtors are only recognised if the claim has been accepted by insurers and the amount to be received can be
reliably estimated. If the related liability is carried as a creditor or provision, an insurance debtor is only recognised if
recovery is virtually certain and the amount can be reliably estimated.
Valuation of investment in Euroclear plc
The fair valuation of the Group’s investment in Euroclear plc is based upon the Group’s share of net assets, dividend yield
and the prices of similar quoted companies discounted for marketability. This calculation inevitably includes a number of
areas of judgement.
Provisions
Details of the judgements and estimates made by the Directors are set out in note 29 to the financial statements.
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Annual Report and Accounts for the year ending September 2007
4. Revenue and segmental information
For management purposes, the Group is divided into two business streams: Investment Management and Investment
Banking. These form the basis for the primary segment information reported below. All operations are carried out in the
United Kingdom and the Channel Islands.
2007 2006
Year 52 weeks
£’000 £’000
Total income
Investment management
Discretionary portfolio management 110,413 84,878
Advisory portfolio management 69,326 66,613
179,739 151,491
Investment banking 29,540 22,147
209,279 173,638
Profit before tax
Investment management
Discretionary portfolio management 15,154 12,381
Advisory portfolio management 12,555 9,216
27,709 21,597
Investment banking 7,047 5,254
34,756 26,851
Other gains and losses and finance income (net) 6,900 5,199
41,656 32,050
Segment assets
Investment management 398,112 319,654
Investment banking 148,313 94,519
546,425 414,173
Segment liabilities
Investment management 282,780 227,448
Investment banking 148,313 94,519
431,093 321,967
Notes to the Financial Statements
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Annual Report and Accounts for the year ending September 2007
Notes to the Financial Statements
5. Staff costs and related party transactions
2007 2006
Year 52 weeks
No. No.
The average monthly number of employees (including Directors) was: 1,494 1,425
£’000 £’000
The aggregate payroll costs were as follows:
Wages and salaries 92,064 72,729
Social security costs 11,186 8,872
Share based payments 607 613
Other pension costs 13,784 9,407
117,641 91,621
Remuneration of key management personnel
The remuneration of the Directors, who are the key management personnel of the Group, is set out in the Directors’
Remuneration Report on pages 22 to 27.
Directors’ transactions
Material contracts with Directors and loans to Directors are shown in the Directors’ Remuneration Report on pages 22 to
27; there are no other related party transactions with Directors.
6. Profit for the period
Profit for the period has been arrived at after charging / (crediting):
2007 2006
Year 52 weeks
£’000 £’000
Net foreign exchange gains (407) (423)
Depreciation of property, plant and equipment (note 13) 6,057 3,771
Staff costs (see note 5) 117,641 91,621
Other pension costs (note 5)
Defined benefit scheme - including death in service contributions 2,041 1,019
Defined contribution scheme 11,743 8,388
Auditors’ remuneration* (see analysis below) 432 448
* includes a fee of £18,000 that has been charged to share premium during the period in relation to acquisition costs.
Analysis of auditors’ remuneration
Fees payable to the Company’s auditors for the audit of the Company’s annual accounts 55 50
Fees payable to the Company’s auditors and their associates for other services to the
Group: the audit of the Company’s subsidiaries pursuant to legislation 180 165
Other services pursuant to legislation 65 60
Tax services - advisory (VAT and EU Savings Directive) 2 58
Corporate finance services 18 15
Other services
Assurance services for external parties 42 28
AAF 01/06 / FRAG 21 70 40
IFRS assurance service – 32
112 100
432 448
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Annual Report and Accounts for the year ending September 2007
7. Finance income and finance costs
2007 2006
Year 52 weeks
£’000 £’000
Finance income
Interest income on pension plan assets 60 77
Dividends from equity investments 322 249
Interest on bank deposits 7,024 4,909
7,406 5,235
Finance costs
Finance cost of deferred consideration 515 –
Interest on bank overdrafts 49 36
564 36
8. Taxation
2007 2006
Year 52 weeks
£’000 £’000
United Kingdom
Current tax 10,247 7,723
Prior year 430 415
Overseas tax
Current tax 297 230
Prior year 5 –
10,979 8,368
United Kingdom deferred tax
Current year 2,207 2,040
Prior year (398) (363)
Impact of change in tax rate (80) –
12,708 10,045
United Kingdom corporation tax is calculated at 30% (2006: 30%) of the estimated assessable taxable profit for the period.
Taxation for other jurisdictions is calculated at the rates prevailing in the respective jurisdictions.
Notes to the Financial Statements
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Annual Report and Accounts for the year ending September 2007
Notes to the Financial Statements
8. Taxation (continued)
The charge for the year can be reconciled to the profit per the income statement as follows:
2007 2006
Year 52 weeks
£’000 £’000
Profit before tax 41,656 32,050
Tax at the UK corporation tax rate of 30% (2006: 30%) 12,497 9,615
Tax effect of expenses that are not deductible in determining taxable profit 395 285
Tax effect of prior year tax 435 415
Tax effect of prior year deferred tax (398) (363)
Tax effect of options pre November 2002 (259) (88)
Tax effect of deferred tax timing differences (4) (1)
Tax effect of leasehold property depreciation 122 182
Tax effect of change in tax rate on deferred tax (80) –
Tax expense 12,708 10,045
Effective tax rate for the year 31% 31%
In addition to the amount charged to the income statement, deferred tax relating to the revaluation of the Group’s
available-for-sale investments amounting to £41,000 (2006: £453,000) has been charged directly to equity and deferred tax
relating to the actuarial gain/(loss) in the defined benefit pension scheme amounting to £620,000 (2006: £(975,000)) has
been debited/(credited) directly to equity.
9. Profit attributable to equity shareholders of the parent
2007 2006
Year 52 weeks
£’000 £’000
Profits after taxation dealt with in the accounts of the Company 13,613 15,421
10. Dividends
2007 2006
Year 52 weeks
£’000 £’000
Amounts recognised as distributions to equity holders in the period:
First interim dividend paid 10 April 2007, 2.875p per share (2006: 2.5p) 5,791 4,970
Second interim dividend paid 25 October 2007, 3.375p per share (2006: 2.75p) 6,869 5,488
12,660 10,458
A final dividend has been declared for the year ended 30 September 2007 of 3.5p per share, it is subject to approval by
shareholders at the Annual General Meeting and has not been included as a liability in these financial statements.
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Annual Report and Accounts for the year ending September 2007
11. Earnings per share
The calculation of the basic and diluted earnings per share is based on the following data:
2007 2006
‘000 ‘000
Number of shares
Basic
Weighted average number of shares in issue in the period 201,438 198,025
Diluted
Weighted average number of options outstanding for the period 5,135 4,985
Estimated weighted average number of shares earned under deferred
consideration arrangements 4,712 4,106
Diluted weighted average number of options and shares for the period 211,285 207,116
Earnings attributable to ordinary shareholders
£’000 £’000
Profit attributable to equity shareholders of the parent from continuing operations 28,948 22,005
Finance costs of deferred consideration (note a) 311 –
less tax (93) –
Adjusted basic profit for the period and attributable earnings 29,166 22,005
From continuing operations
Basic 14.5p 11.1p
Diluted 13.8p 10.6p
a) Finance costs of deferred consideration are added back where the issue of shares is more dilutive than the interest
cost saved.
Notes to the Financial Statements
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Annual Report and Accounts for the year ending September 2007
Notes to the Financial Statements
12. Goodwill
Group £’000
At 1 October 2006 66,846
Revaluations (note 21) (9,788)
Additions 8,709
At 30 September 2007 65,767
There are no accumulated impairment losses. The net downward revaluation in goodwill results from changes in
estimates of amounts of shares to be issued and other deferred purchase considerations (note 21).
Additions relate to:
Acquisitions in the period
Cash 3,955
Deferred purchase liability 297
Value of shares to be issued 1,804
Shares issued in period 994
7,050
Acquisitions in prior periods
Cash 1,659
Additions in period 8,709
Shares purchased instead of issuing shares 500
Issue of shares and change in shares to be issued (2,798)
Deferred purchase liability (297)
Net cash movement shown in the cash flow statement 6,114
Acquisitions comprise of the purchase of investment management businesses and consist entirely of goodwill.
Acquisitions during the year increased profits for the period by £0.1 million and revenue by £1.9 million. If the acquisitions
had been effected at the start of the year profits would have increased by a further £0.5 million and revenue by a further
£1 million. It has been estimated that acquisitions since the balance sheet date will increase profits by £0.4 million and
revenue by £3.3 million over the next reporting period.
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Annual Report and Accounts for the year ending September 2007
13. Property, plant and equipment
Group
Leasehold Office Computer
Improvements Equipment Equipment Total
£’000 £’000 £’000 £’000
Cost
At 1 October 2006 3,053 5,591 45,444 54,088
Additions 1,141 371 8,594 10,106
Disposals (17) (23) (18) (58)
At 30 September 2007 4,177 5,939 54,020 64,136
Depreciation
At 1 October 2006 1,593 2,871 32,704 37,168
Charge for the period 405 823 4,829 6,057
Eliminated on disposal (9) (16) (13) (38)
At 30 September 2007 1,989 3,678 37,520 43,187
Net book value
At 30 September 2007 2,188 2,261 16,500 20,949
At 1 October 2006 1,460 2,720 12,740 16,920
14. Subsidiaries
The following are the principal subsidiary undertakings:
Country of Percentage of 
Name registration Trade voting rights held
Brewin Dolphin Limited England & Wales Investment manager 100%
(formerly Brewin Dolphin Securities Limited)
Brewin Nominees Limited England & Wales Nominee company 100%
North Castle Street (Nominees) Limited Scotland Nominee company 100%
Company
2007 2006
£’000 £’000
At start of period 123,958 109,547
Liquidation of subsidiary – (102)
Net additional investment in Brewin Dolphin Limited 595 13,900
Capital contribution to Brewin Dolphin Limited re share-based payment 607 613
At end of period 125,160 123,958
Notes to the Financial Statements
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Annual Report and Accounts for the year ending September 2007
Notes to the Financial Statements
15. Investments
Available-for-sale investments
Listed Unlisted
investments investments Total
£’000 £’000 £’000
Group
Fair value
1 October 2006 963 9,500 10,463
30 September 2007 1,526 10,000 11,526
Listed Unlisted
investments investments Total
£’000 £’000 £’000
Company
Fair value
1 October 2006 – 9,500 9,500
30 September 2007 – – –
Unlisted available-for-sale investments represent the Group’s holding of 19,899 ordinary shares in Euroclear plc. This
holding represents 0.52% of Euroclear plc’s shares. As at 30 September 2007 the Directors updated their valuation of the
Group’s holding in Euroclear plc to £10m. This valuation took into account the Group’s share of net assets, dividend yield
and the prices of similar quoted Companies discounted for marketability.
Trading investments
Listed Unlisted
investments investments Total
£’000 £’000 £’000
Group
Fair value
1 October 2006 1,693 777 2,470
30 September 2007 1,251 – 1,251
Investments are measured at fair value which is determined directly by reference to published prices in an active market
where available.
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Annual Report and Accounts for the year ending September 2007
16. Deferred tax asset / (liability)
Other short Retirement
Capital term timing Benefit Share-based Goodwill
Allowances Revaluation differences Obligation payments Amortisation Total
£’000 £’000 £’000 £’000 £’000 £’000 £’000
Group
1 October 2006 304 (2,917) 1,939 4,626 1,604 (3,083) 2,473
Credit/(charge) in the period to the income statement (239) – 1,012 (1,280) (172) (1,050) (1,729)
Credit/(charge) in the period to the statement of recognised
income and expense – (21) – (620) 439 – (202)
30 September 2007 65 (2,938) 2,951 2,726 1,871 (4,133) 542
Company
1 October 2006 – (2,720) –––– (2,720)
Credit/(charge) in the period to the income statement – 2,720 –––– 2,720
Credit/(charge) in the period to the statement of recognised
income and expense –––––––
30 September 2007 –––––––
17. Trade and other receivables
2007 2006
Group £’000 £’000
Non-current: other receivables
Loans – see (i) below 2,059 1,988
2,059 1,988
Current: trade and other receivables
Trade debtors 319,703 228,362
Other debtors 10,119 6,593
Prepayments and accrued income 26,563 16,482
356,385 251,437
(i) £2,059,000 (2006: £1,988,000) represents loans to staff under the Group share schemes which are repayable in more than
one year. The loans are secured on the Company’s shares. The Directors believe that these balances are fully recoverable.
2007 2006
Company £’000 £’000
Non-current: other receivables
Loans 430 430
430 430
Current: trade and other receivables
Prepayments and accrued income 6 4
Amounts due from subsidiary undertakings 11,321 6,599
11,327 6,603
Credit risk
The Group’s principal financial assets are bank balances and cash, trade and other receivables.
The Group has no significant concentration of credit risk, with exposure spread over a large number of counterparties and
customers, with collateral held, in the main, in Group nominee companies.
Notes to the Financial Statements
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Annual Report and Accounts for the year ending September 2007
Notes to the Financial Statements
18. Cash and cash equivalents
2007 2006
£’000 £’000
Group
Firm’s cash 68,960 47,832
Client settlement cash 18,986 13,744
87,946 61,576
Company
Firm’s cash 182 21
182 21
Client settlement cash is held in segregated client accounts and is not available for use in the business. Cash and cash
equivalents comprises cash at banks and bank overdrafts.
At the balance sheet date there were also deposits for clients, not included in the consolidated balance sheet, which were
held in segregated client bank accounts amounting to £1,397,264,692 (2006: £1,107,393,000).
19. Bank overdrafts
2007 2006
£’000 £’000
Group
Bank overdrafts 543 3,197
543 3,197
Bank overdrafts are unsecured and repayable on demand.
20. Trade and other payables
2007 2006
£’000 £’000
Current
Group
Trade creditors 305,681 211,644
Other creditors 11,939 7,459
Other taxes and social security 4,644 3,738
Accruals and deferred income 75,323 50,634
Deferred purchase consideration (note 21) 417 185
Dividend payable 6,869 5,488
404,873 279,148
Company
Other creditors 17 17
Dividend 6,869 5,488
Amounts payable to subsidiary undertakings 7,336 7,336
14,222 12,841
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Annual Report and Accounts for the year ending September 2007
21. Shares to be issued including premium and other deferred purchase liabilities
The Group acquires businesses on deferred purchase terms based on the value of income introduced over normally a
three year period. The payment is normally made in ordinary shares and these shares have to be held typically for a further
three years. At the discretion of the Board these shares can be purchased in the market rather than issued. The estimated
likely cost of these shares is reassessed annually, see note 1s.
Each individual transaction has a cap as to the maximum value that could be paid out. The value of the cap is always set
at a value substantially above what it is expected will be paid out. The total value of these caps is £6m for shares to be
issued within in one year, £33m for shares to be issued from one to five years, with a further potential of £44m in relation
to expenditure contracted for but not provided in the accounts payable in 2011 or later.
As at 30 September 2007 Shares to be Deferred
issued purchase
inc.premium consideration Total
(Group & (Group 
Company) only)
2007 2007 2007
£’000 £’000 £’000
Acquisitions
Current liability
Hill Osborne 200 – 200
Other 4,304 417 4,721
4,504 417 4,921
Non-current liability
Various 2008/9 1,921 257 2,178
Various 2009/10 3,043 324 3,367
Various 2010/11 845 83 928
5,809 664 6,473
Expenditure contracted for but not provided in the accounts
Due within one year – 3,800 3,800
Due within more than one year 2011/2013 3,000 – 3,000
Reconciliation of movement in total of current and non-current liabilities
Balance as at 1 October 2006 17,500 3,629 21,129
On acquisitions 1,804 297 2,101
Adjustment to prior year acquisitions (note 12) (7,991) (1,797) (9,788)
Discounting charged to the income statement 500 15 515
Payments made (1,500) (1,063) (2,563)
Balance as at 30 September 2007 10,313 1,081 11,394
Notes to the Financial Statements
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Annual Report and Accounts for the year ending September 2007
Notes to the Financial Statements
21. Shares to be issued including premium and other deferred purchase liabilities (continued)
As at 30 September 2006 Shares to be Deferred
issued purchase
inc.premium consideration Total
(Group & (Group
Company) only)
2006 2006 2006
£’000 £’000 £’000
Acquisitions
Current liability
Hill Osborne 1,000 – 1,000
Other – 185 185
1,000 185 1,185
Non-current liability
Various 2007/8 500 – 500
Various 2008/9 1,000 728 1,728
Various 2009/10 13,000 2,460 15,460
Various 2010/11 2,000 256 2,256
16,500 3,444 19,944
22. Derivatives and other financial instruments
The Group acts as an Investment Manager and agency stockbroker and very rarely undertakes trading on its own behalf.
Therefore the Group does not hold derivatives or other financial instruments other than cash and securities.
All cash is normally repayable on demand and is held mainly at the Bank of Scotland and the Royal Bank of Scotland in
the UK. This in turn means that the Group’s credit risk is deemed to be minimal. At the year end £700 million of client
money was held on three month deposit with the two banks at 90 basis points above the rate normally earned. Base rate
would have to rise by more than 1% before there was an adverse interest rate effect on future profitability. The Group
carries out at least an annual review of all its banks’ and custodians’ credit ratings.
The Group deals in foreign currencies on a matched basis on behalf of clients, limiting foreign exchange exposure. The
total net foreign exchange exposure at the year end was £273,000 (2006: £328,000).
Loans to clients are repayable on demand and are secured against marketable securities. Loans to employees are
repayable over 5 to 10 years and are secured against the Company’s shares (note 17).
The Group faces minimal liquidity risk with nearly all trades matched in the market.
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Annual Report and Accounts for the year ending September 2007
23. Retirement benefit obligation
The Group operates a registered Defined Contribution Scheme (the Brewin Dolphin Senior Staff Pension Fund) and a
registered Defined Benefit Scheme (the Brewin Dolphin Limited RBS) in the UK which both offer pensions in retirement
and death benefits to members. The disclosures provided are in respect of the Defined Benefit Scheme only.
Pension benefits are related to the members final salary at retirement and their length of service. Since 1 April 2003 the
scheme has been closed to new members. Members under age 55 at 1 April 2004 ceased to accrue further service in the
BDS RBS from that date. Contributions to the plan for the year beginning 1 October 2007 are expected to be £2.5m plus
the member contributions for those members still accruing service.
The current service cost shown in the disclosure is calculated using the projected unit method, and the cost as a
percentage of pensionable salaries will, all other things being equal, increase over time as the active membership of the
Scheme ages. (However, since the members still accruing are already over age 55, this will be limited to some extent.)
The Company has opted to recognise all actuarial gains and losses immediately via the Statement of Recognised Income
and Expenditure (SORIE). A full actuarial valuation was carried out as at 31 December 2005, which has been updated to
30 September 2007 by a qualified independent actuary. The major assumptions used by the actuary were (in nominal
terms) as follows:
As at As at
30 September 30 September
2007 2006
Discount rate 5.80% 5.10%
Rate of salary increase 3.20% 2.90%
Rate of increase to pensions in payment 3.20% 2.90%
Rate of inflation 3.20% 2.90%
Average assumed life expectancies for members on retirement at age 65.
Existing pensioners
Males 86.2 years 84.6 years
Females 89.1 years 87.7 years
Future pensioners
Males 87.3 years 85.9 years
Females 90.1 years 88.9 years
The assumptions used in determining the overall expected return of the scheme have been set with reference to yields
available on government bonds and appropriate risk margins.
Notes to the Financial Statements
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Annual Report and Accounts for the year ending September 2007
Notes to the Financial Statements
23. Retirement benefit obligation (continued)
The assets in the Brewin Dolphin Limited RBS scheme and the expected rates of return were:
Long-term rate Long-term rate
of return of return
expected at Value at expected at Value at
30 September 30 September 30 September 30 September
2007 2007 2006 2006
£’000 £’000
Equities 7.60% 35,753 7.60% 30,351
Bonds 5.20% 11,863 4.60% 10,366
Other 5.75% 333 4.80% 176
47,949 40,893
The actual return on assets over the period was: 2,806 3,845
Present value of defined obligation:
Funded plans 57,684 56,315
Unfunded plans – –
Total 57,684 56,315
Present value of unfunded obligations 9,735 15,422
Net liability in balance sheet 9,735 15,422
Reconciliation of opening and closing balances of the present value of the defined benefit obligation
2007 2006
£’000 £’000
Benefit obligation at beginning of period 56,315 49,158
Service cost 540 570
Interest cost 2,868 2,461
Contributions by scheme participants 197 207
Actuarial (gain)/loss (1,542) 4,558
Benefits paid (694) (639)
Benefit obligation at end of period 57,684 56,315
Reconciliation of opening and closing balances of the fair value of scheme assets
Fair value of scheme assets at beginning of period 40,893 36,221
Expected return on scheme assets 2,928 2,538
Actuarial (loss)/gain (122) 1,307
Contributions by employers 4,747 1,259
Contributions by scheme participants 197 207
Benefits paid (694) (639)
Fair value of scheme assets at end of period 47,949 40,893
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Annual Report and Accounts for the year ending September 2007
23. Retirement benefit obligation (continued)
The amounts recognised in the income statement are:
2007 2006
£’000 £’000
Current service cost 540 570
Interest on obligation 2,868 2,461
Expected return on scheme assets (2,928) (2,538)
Total expense 480 493
Actuarial gains and (losses) to be shown in SORIE:
Actuarial gains/(losses) 1,420 (3,251)
1,420 (3,251)
History of scheme assets, obligations and experience adjustments
As at As at As at
30 September 30 September 30 September
2007 2006 2005
£’000 £’000 £’000
Present value of defined benefit obligation 57,684 56,315 49,158
Fair value of scheme assets 47,949 40,893 36,221
Deficit in the scheme (9,735) (15,422) (12,937)
Experience adjustments arising on scheme liabilities (1,542) 4,558 4,332
Experience item as a percentage of scheme liabilities –3% 8% 9%
Experience adjustments arising on scheme assets (122) 1,307 3,666
Experience item as a percentage of scheme assets 0% 3% 10%
24. Called up share capital
Group and Company
2007 2006 2007 2006
No. No. £’000 £’000
Authorised:
Ordinary shares of 1p each 225,928,700 225,928,700 2,259 2,259
Ordinary shares of 1p each
Allotted, issued and fully paid 203,538,486 199,546,838 2,035 1,995
Allotted, issued Dec 2003 at 82.3p,
nil paid last subscription date Dec 2010 814,075 899,128 – –
Allotted, issued Dec 2004 at 103.3p,
nil paid last subscription date Dec 2011 745,374 871,218 – –
Allotted, issued May 2005 at 101p,
nil paid last subscription date May 2012 59,404 84,156 – –
Allotted, issued Dec 2005 at 157p,
nil paid last subscription date Dec 2012 541,370 611,431 – –
Allotted, issued Dec 2006 at 185.5p,
nil paid last subscription date Dec 2013 520,320 – – –
Allotted, issued June 2007 at 217.5p,
nil paid last subscription date June 2014 485,006 – – –
206,704,035 202,012,771 2,035 1,995
Notes to the Financial Statements
MAC_RF63187_E  18/12/07  12:19  Page 58 Brewin Dolphin Holdings PLC Page 59
Annual Report and Accounts for the year ending September 2007
Notes to the Financial Statements
24. Called up share capital (continued)
During the period the following shares were issued:
No. of 
shares Nominal Share
Date Price £ Reason issued value premium Total
£’000 £’000 £’000
January 2007 1.857 Purchase of 
Associate business 534,906 5 989 994
May 2007 0.845 Further payment 
Hill Osborne acquisition 1,183,432 12 988 1,000
Various 0.30 to 1.675 Options 1,940,500 19 1,886 1,905
332,810 previously nil paid shares now paid up 0.823 to 1.845 Now paid up – 4 382 386
December 2006 1.855 Nil paid under 
matching share
purchase scheme 547,420 – – –
June 2007 2.175 Nil paid under 
matching share
purchase scheme 485,006 – – –
Costs of issue – – (32) (32)
4,691,264 40 4,213 4,253
The following options have been granted and remain outstanding at 30 September 2007:
Exercise 2007 2006
Grant date price No. No.
Approved share option April 1997 37.3p – 140,000
Approved share option April 1998 71.5p 192,500 345,000
Approved share option June 2000 167.5p 718,900 1,060,500
Share save scheme June 2000 134p 1,755 44,865
Approved share option June 2001 139p 601,000 976,500
Approved share option December 2002 37.5p 790,915 824,062
Share save scheme January 2003 30p 897,462 934,722
Unapproved share option March 2003 33.5p 100,000 100,000
Approved share option December 2003 81.3p 844,590 906,590
Share save scheme December 2003 66.4p 2,611 858,257
Unapproved share option
#
December 2003 82.3p 929,506 953,806
Approved share option December 2004 98p 778,708 836,708
Share save scheme December 2004 81.6p 879,612 922,842
Unapproved share option
#
December 2004 103.3p 837,337 905,099
Unapproved share option
#
May 2006 101p 84,156 84,156
Approved share option December 2006 145p 851,544 911,405
Unapproved share option
#
December 2006 157p 611,431 611,431
Unapproved share option
#
May 2007 179.8p 16,689 16,689
Approved share option November 2006 175.25p 1,003,679 –
Unapproved share option
#
December 2006 184.5p 520,320 –
Unapproved share option
#
June 2007 217.5p 485,006 –
Total options outstanding 11,147,721 11,432,632
#
Under the senior employee matching share purchase scheme.
Certain options lapsed during the year on personnel leaving the Group.
Further details of the terms of the options and the senior employee matching share purchase scheme are given in the
Directors’ Remuneration Report.
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Annual Report and Accounts for the year ending September 2007
25. Share-based payments
The Group has a number of share incentive plans for the granting of non-transferable options to employees.
The details of the plans are as follows:
Exercise Price Vesting Period Exercisable Expiry Date
2004 Approved Share Option Plan
The mid market average on After the third anniversary of the date of grant 5 to 10 years from date The tenth anniversary of the
the dealing day immediately provided the performance condition has been met with of grant date of grant
preceding date of grant an opportunity for retesting after one further year
1994 Approved Executive Share Option Scheme
The mid market average on From the fifth anniversary of the date of grant subject 5 to 10 years from date The tenth anniversary of the
the 3 dealing days immediately to the performance conditions being met of grant date of grant
preceding date of grant
1998 Approved Savings Related Share Option Scheme
80% of market value of share Usually on third anniversary of the date of grant, 3, 5 or 7 years from date The expiry of 6 months after
on day invitation was issued except where option holder ceases to be an employee of grant option becomes exercisable
or on day employees notified by reason of disability, retirement or redundancy
2002 Senior Employee Matching Share Scheme 
The average closing mid market Matching Option: From the fourth anniversary of 4 to 7 years from date of The seventh anniversary of
price on the 3 dealing days the date of grant, upon the payment in full for the grant the date of grant
immediately preceding date of grant Purchased Shares to which the Matching Option relates
and subject to satisfaction of performance conditions 
determined prior to the date of grant
2000 Unapproved Executive Share Option Scheme
The average closing mid market From the fifth anniversary of the date of grant 5 to 10 years from date of The tenth anniversary of the
price on the 3 dealing days subject to the performance conditions being met grant date of grant
immediately preceding date of grant
Details of the share options outstanding during the year are as follows:
2002 Senior
Weighted Weighted Weighted Weighted Employee Weighted
1994 Average 2004 Average Average 2000 Average Matching Average
Approved Exercise Approved Exercise 1998 Exercise Unapproved Exercise Purchase Exercise
Option Price Option Price SAYE Price Option Price Share Price
Scheme (pence) Scheme (pence) Scheme (pence) Scheme (pence) Scheme (pence)
Outstanding at the
beginning of the period 1,730,652 60.44 1,764,802 123.05 2,715,821 59.04 100,000 33.50 2,554,492 108.24
Granted during the period – – 1,063,765 175.25 –––– 1,032,426 197.97
Forfeited during the period (84,000) 65.66 (159,447) 141.22 (69,993) 60.29 – – (119,162) 116.92
Exercised during the period (11,147) 68.93 (18,500) 128.49 (866,143) 66.09 – – – –
Expired during the period – –––––––– –
Outstanding at the end of
the period 1,635,505 60.12 2,650,620 142.87 1,779,685 55.56 100,000 33.50 3,467,756 134.65
Exercisable at the end of
the period – – – – 2,611 –––– –
The table above and the one following exclude all options issued prior to November 2002.
Notes to the Financial Statements
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Annual Report and Accounts for the year ending September 2007
Notes to the Financial Statements
25. Share-based payments (continued)
Details of the share options outstanding during the year ended 30 September 2006 were as follows:
2002 Senior
Weighted Weighted Weighted Weighted Employee Weighted
1994 Average 2004 Average Average 2000 Average Matching Average
Approved Exercise Approved Exercise 1998 Exercise Unapproved Exercise Purchase Exercise
Option Price Option Price SAYE Price Option Price Share Price
Scheme (pence) Scheme (pence) Scheme (pence) Scheme (pence) Scheme (pence)
Outstanding at the
beginning of the period 1,856,652 60.59 918,633 98.00 3,511,405 53.60 100,000 33.50 1,977,041 92.81
Granted during the period – – 954,094 145.61 –––– 611,431 157.00
Forfeited during the period (121,500) 62.73 (102,925) 109.87 (112,396) 60.69 – – (33,980) 88.28
Exercised during the period (4,500) 56.97 (5,000) 98.00 (683,188) 30.81 – – – –
Expired during the period – –––––––– –
Outstanding at the end of
the period 1,730,652 60.44 1,764,802 123.05 2,715,821 59.04 100,000 33.50 2,554,492 108.24
Exercisable at the end of
the period – –––––––– –
The weighted average share price at the date of exercise for share options exercised during the period was 203p (2006: 182p).
The options outstanding at 30 September 2007 had a weighted average exercise price of 109p (2006: 91p) and a weighted
average remaining contractual life of 1.7 years (2006: 2.2 years). During the 12 months to 30 September 2007 options were
granted on 30 November 2006, 18 December 2006 and 11 June 2007. The aggregate of the estimated fair value of the options
granted on these dates is £1,022,792. In 2006 options were granted on 5 and 19 December 2005 and 25 May 2006. The
aggregate of the estimated fair value of the options granted on those dates was £570,461.
The inputs into the Black-Scholes model used for the purposes of determining fair value of options were as follows:
2002 Senior 
2000 Employee Matching 
1994 Approved 2004 Approved 1998 SAYE Unapproved Purchase Share 
Option Scheme Option Scheme Scheme Option Scheme  Scheme 
Weighted average share price 59.40 149.50 74.17 33.50 140.27
Weighted average exercise price 59.40 149.50 59.33 33.50 140.93
Expected volatility 52% 33% 46% 58% 35%
Expected life (yrs) 5.00 5.00 3.67 5.00 4.00
Risk free rate 4.5% 4.6% 4.5% 4.5% 4.7%
Expected dividend yield 1.2% 3.3% 5.1% 5.2%
3.1%
Expected volatility was determined by calculating the historical volatility of the Group’s share price over the previous year.
The Group recognised total expenses of £607,000 (2006: £613,000) related to equity-settled share-based payment
transactions.
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Annual Report and Accounts for the year ending September 2007
26. Reserves and reconciliation of changes in equity
Called up Share
share premium Revaluation Merger Profit and
capital account reserve reserve loss account Total
£’000 £’000 £’000 £’000 £’000 £’000
Group
30 September 2005 1,965 79,287 5,749 4,562 (14,515) 77,048
Profit for the period –––– 22,005 22,005
Dividends –––– (10,458) (10,458)
Issue of shares 30 3,468 – – – 3,498
Revaluation – – 1,509 – – 1,509
Deferred tax on items taken directly to equity – – (453) – 1,695 1,242
Share-based payments –––– 613 613
Actuarial loss on defined benefit pension scheme–––– (3,251) (3,251)
30 September 2006 1,995 82,755 6,805 4,562 (3,911) 92,206
Profit for the period –––– 28,948 28,948
Dividends –––– (12,660) (12,660)
Issue of shares 40 4,213 – – – 4,253
Revaluation – – 816 – – 816
Deferred tax on items taken directly to equity – – (41) – (181) (222)
Released on sale of available-for-sale investments – – (36) – – (36)
Share-based payments –––– 607 607
Actuarial gain on defined benefit pension scheme–––– 1,420 1,420
30 September 2007 2,035 86,968 7,544 4,562 14,223 115,332
Called up Share
share premium Revaluation Merger Profit and
capital account reserve reserve loss account Total
£’000 £’000 £’000 £’000 £’000 £’000
Company
30 September 2005 1,965 79,287 – 4,847 11,578 97,677
Profit for the period –––– 15,421 15,421
Dividends –––– (10,458) (10,458)
Share-based payments –––– 613 613
Issue of shares 30 3,468 – – – 3,498
Revaluation – – 1,000 – – 1,000
Deferred tax on items taken directly to equity – – (300) – – (300)
30 September 2006 1,995 82,755 700 4,847 17,154 107,451
Profit for the period –––– 13,613 13,613
Dividends –––– (12,660) (12,660)
Share-based payments –––– 607 607
Issue of shares 40 4,213 – – – 4,253
Released on sale of available-for-sale investments – – (700) – – (700)
30 September 2007 2,035 86,968 – 4,847 18,714 112,564
Notes to the Financial Statements
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Annual Report and Accounts for the year ending September 2007
27. Financial commitments
The Group had annual commitments under non cancellable operating leases as follows:
2007 2006 
Land and Hire of Land and Hire of
buildings equipment buildings equipment
£’000 £’000 £’000 £’000
Operating leases which expire:
Within one year 672 – 107 –
Between one and five years 531 1,339 1,825 569
After five years 1,805 – 1,490 –
3,008 1,339 3,422 569
28. Capital commitments
2007 2006
£’000 £’000
Expenditure contracted for but not provided in these accounts 2,828 2,000
Expenditure authorised by the Directors but not contracted for 10,072 –
Notes to the Financial Statements
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Annual Report and Accounts for the year ending September 2007
Notes to the Financial Statements
29. Provisions
Recent legal actions in relation to split capital trusts have largely been concluded and the debtor included in the 2006
accounts has been recovered from insurers. Where there are remaining legal actions the estimated liability has been
included in other creditors with the insurance debtor included in other debtors. These amounts have not been separately
disclosed as the disclosure would be seriously prejudicial to the Group. The net effect of the above matters on the Income
Statement for the year ended 30 September 2007 is not material.
30. Notes to the cash flow statement
2007 2006
Year 52 weeks
£’000 £’000 
Group
Operating profit 34,756 26,851
Adjustments for:
Depreciation of property, plant and equipment 6,057 3,771
Retirement benefit obligation (4,267) (766)
Share-based payment cost 607 613
Interest income 6,779 4,987
Interest expense (564) (36)
Operating cash flows before movements in working capital 43,368 35,420
Increase in receivables and trading investments (104,674) (21,014)
Increase in payables 124,647 27,407
Cash generated by operating activities 63,341 41,813
Tax paid (9,158) (7,371)
Net cash flow from operating activities 54,183 34,442
Company
Operating profit 13,613 15,421
Operating cash flows before movements in working capital 13,613 15,421
Increase in receivables and trading investments (4,432) (514)
Increase in payables – (97)
Cash generated by operating activities 9,181 14,810
Tax paid – –
Net cash flow from operating activities 9,181 14,810
Cash and cash equivalents comprise cash at bank and bank overdrafts.
MAC_RF63187_F  18/12/07  12:20  Page 64 Brewin Dolphin Holdings PLC Page 65
Annual Report and Accounts for the year ending September 2007
31. Related party transactions
Transactions between the Company and its subsidiaries, which are related parties, have been eliminated on consolidation
and are accordingly not disclosed.
The captions in the primary financial statements of the parent company include amounts attributable to subsidiaries.
These amounts have been disclosed in aggregate in the relevant notes to the financial statements and in detail in the
following table:
Amounts owed by related parties Amounts owed to related parties
2007 2006 2007 2006
£’000 £’000 £’000 £’000 
Bell Lawrie White & Co. Limited – – 2,436 2,436
Brewin Dolphin Limited (formerly Brewin Dolphin
Securities Limited) 11,321 6,599 – –
Stocktrade Broking Limited – – 4,900 4,900
11,321 6,599 7,336 7,336
The only effect of related party transactions on the income statement was in respect of dividends. The parent company
received dividends of £13,000,000 (2006: £15,500,000) from Brewin Dolphin Limited (formerly Brewin Dolphin Securities
Limited) and £nil (2006: £7,666) from Clausemexico Limited.
The Group companies did not enter into any transactions with related parties who are not members of the Group during
the year, save as disclosed elsewhere in these financial statements.
On 8 December 2006, the Company sold to Brewin Dolphin Limited (formerly Brewin Dolphin Securities Limited) its
holding in Euroclear plc shares, at the then net book cost of £9.5 million less notional taxation, a net payment of
£6,780,000.
Notes to the Financial Statements
MAC_RF63187_F  18/12/07  12:20  Page 65 Page 66 Brewin Dolphin Holdings PLC
Annual Report and Accounts for the year ending September 2007
Five Year Record
IFRS UK GAAP
Note (i) Note (ii)
2007 2006 2005 2004 2003 
£’000 £’000  £’000  £’000  £’000  
Continuing operations
Revenue 198,032 164,594 136,563 113,007 93,533
Other operating income 11,247 9,044 8,097 8,397 7,512
Total income 209,279 173,638 144,660 121,404 101,045
Costs (174,523) (146,787) (131,192) (113,364) (102,594)
Operating profit/(loss) 34,756 26,851 13,468 8,040 (1,549)
Net finance income 6,900 5,199 4,301 3,234 1,624
Profit on ordinary activities before goodwill
amortisation and exceptional items 41,656 32,050 24,600 16,113 4,354
Goodwill amortisation – – – (4,839) (4,279)
Exceptional items net – – (6,831) – –
Profit before tax 41,656 32,050 17,769 11,274 75
Tax (12,708) (10,045) (5,555) (4,510) (1,034)
Profit attributable to equity shareholders of the
parent from continuing operations 28,948 22,005 12,214 6,764 (959)
Dividends (12,660) (10,458) (8,841) (6,843) (3,825)
Earnings per share
UK GAAP
Diluted earnings per share excluding goodwill
amortisation 5.6p 1.4p
IFRS
From continuing operations excluding exceptional items
Basic 14.5p 11.1p 8.7p
Diluted 13.8p 10.6p 8.3p
Note (i) : Restated for effect of IFRS which was adopted from 25 September 2004; the principal differences between UK GAAP and IFRSs
were explained in note 34 to the financial statements in the Annual Report and Accounts for the year ended 30 September 2006.
Note (ii) : The amounts disclosed for 2004 and earlier periods are stated on the basis of UK GAAP because it is not practicable to restate
amounts for periods prior to the date of transition to IFRSs.
MAC_RF63187_F  18/12/07  12:20  Page 66 Brewin Dolphin Holdings PLC Page 67
Annual Report and Accounts for the year ending September 2007
At At
30 September 30 September 
2007 2006 
£ billion £ billion 
In Group’s nominee or sponsored member 10.4 8.6
Stock not held in Group’s nominee 0.3 0.2
Discretionary funds under management 10.7 8.8
In Group’s nominee or sponsored member 8.2 7.2
Other funds where valuations are carried out but where the stock is not under
the Group’s control 2.7 2.9
Advisory funds under management 10.9 10.1
Managed funds 21.6 18.9
In Group’s nominee or sponsored member 3.2 2.4
Stock not held in Group’s nominee 0.3 0.3
Execution only stock 3.5 2.7
Total funds 25.1 21.6
Stock
In Group’s nominee or sponsored member 21.8 18.2
Stock not held in Group’s nominee 3.3 3.4
25.1 21.6
Funds
MAC_RF63187_F  18/12/07  12:20  Page 67 Page 68 Brewin Dolphin Holdings PLC
Annual Report and Accounts for the year ending September 2007
Shareholders at 8 November 2007
There were no changes in Directors’ shareholdings between 30 September 2007 and 8 November 2007
% Voting % Voting
Number of equity equity 
ordinary  after Number of prior to 
shares exercise of ordinary exercise of 
Directors and options options shares options 
J G Matheson 470,621 462,640
J P Hall 3,363,772 3,361,543
R A Bayford * 785,706 785,706
W N Hood 25,000 25,000
A A Knight – –
V Lall 552,347 552,347
Sir S Lamport – –
C D Legge 2,592,678 2,592,678
D W McCorkell 642,039 638,058
S E C Miller 7,500 7,500
I B Speke 377,787 352,622
S J H Still 301,762 114,028
M J R Williams 954,382 952,153
F E Worsley 10,000 10,000
B M Howard 231,300 109,591
S J S Soar 316,078 242,167
10,630,972 4.9% 10,206,033 4.9%
Other employees of the Group 55,589,136 25.5% 44,866,354 21.7%
Employee Ownership 66,220,108 30.4% 55,072,387 26.6%
Institutions
BlackRock Investment Management 17,954,343 8.2% 17,954,343 8.7%
Aberforth Partners 13,646,971 6.3% 13,646,971 6.6%
JP Morgan Asset Management 10,501,354 4.8% 10,501,354 5.1%
Schroder Investment Management 9,465,867 4.4% 9,465,867 4.6%
Legal & General Investment Management 9,093,061 4.2% 9,093,061 4.4%
Aegon Asset Management 7,462,966 3.4% 7,462,966 3.6%
Other 83,509,017 38.3% 83,509,017 40.4%
Total 217,853,687 100.0% 206,705,966 100.0%
* Includes 12,198 non beneficial
At 30 September 2007 the Company’s share price was 183.75p (30 September 2006: 164.75p). The highest price in the
period was 228p and the lowest 157.25p.
MAC_RF63187_F  18/12/07  12:20  Page 68 Brewin Dolphin Holdings PLC Page 69
Annual Report and Accounts for the year ending September 2007
Notice is hereby given that the Annual General Meeting of Brewin Dolphin Holdings PLC will be held at Merchant Taylors’
Hall, 30 Threadneedle Street, London EC2R 8JB on Friday 22 February 2008 at 12 noon for the following purposes
As ordinary business
1. To receive the Accounts and the Reports of the Directors and Auditors for the financial year ended 30 September
2007.
2. To re-elect as a Director Mr Jamie Graham Matheson who retires by rotation.
3. To re-elect as a Director Mr Christopher David Legge who retires by rotation.
4. To re-elect as a Director Mr Ian Benjamin Speke who retires by rotation.
5. To re-elect as a Director Mr Simon Jonathan Henry Still who retires by rotation.
6. To elect as a Director Sir Stephen Mark Jeffrey Lamport.
7. To elect as a Director Ms Angela Ann Knight.
8. To elect as a Director Ms Sarah Jane Spencer Soar.
9. To elect as a Director Mr Barry Mark Howard.
10. To approve the Directors’ Remuneration Report for the financial year ended 30 September 2007.
11. To re-appoint Deloitte & Touche LLP as Auditors of the Company.
12. To authorise the Directors to determine the remuneration of the Auditors.
13. To approve the payment by the Company of a final dividend of 3.5 pence per ordinary share.
As special business, to consider and, if thought fit, pass the following resolutions, in the case of resolutions 14, 15 and
17 as ordinary resolutions and in the case of resolutions 16 and 18 as special resolutions.
14. That the authorised share capital of the Company be and is hereby increased to 275,000,000 ordinary shares of
1 pence each.
15. That, in substitution for all subsisting authorities to the extent unused, the Directors be and they are hereby
generally and unconditionally authorised in accordance with Section 80 of the Companies Act 1985, to exercise all
the powers of the Company to allot relevant securities (as defined in Section 80(2) of that Act) up to an aggregate
nominal amount of £688,330.87 (representing 33.3% of the issued share capital of the Company as at 8 November
2007 provided that this authority shall expire on 21 May 2009 or, if earlier, at the conclusion of the next Annual
General Meeting of the Company after the passing of this resolution, save that the Company may before such expiry
make an offer or agreement which would or might require relevant securities to be allotted after such expiry and the
Directors may allot relevant securities in pursuance of such an offer or agreement as if the authority conferred
hereby had not expired.
16. That, subject to the passing of resolution 15 above and in substitution for all subsisting authorities to the extent
unused, the Directors be and they are hereby empowered pursuant to Section 95 of the Companies Act 1985 to allot
or make offers or agreements to allot for equity securities (as defined in Section 94 of that Act) for cash pursuant to
the authority conferred by resolution 15 above and/or where such allotment constitutes an allotment of equity
securities by virtue of Section 94(3A) of that Act as if Section 89(1) of that Act did not apply to any such allotment
provided that such power being limited to:
(a) the allotment or sale of equity securities up to the aggregate nominal amount of £688,220.87 in connection with
an issue of shares to holders of relevant shares or relevant employee shares, or in connection with any other
form of issue of such securities in which such holders are offered the right to participate, in proportion (as
nearly as may be) to their respective holdings, but subject to such exclusions or other arrangements as the
Directors consider necessary or expedient to deal with any fractional entitlements or any legal or practical
problems under the laws of any territory or the requirements of any stock exchange or regulatory authority; and
Notice of Meeting
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Annual Report and Accounts for the year ending September 2007
Notice of Meeting
(b) the allotment or sale (otherwise than pursuant to sub-paragraph (a) above) of equity securities up to an
aggregate nominal amount of £103,352.98 (being 5% of the issued share capital of the Company as at
8 November 2007),
and this authority shall expire on 21 May 2009 or, if earlier, at the conclusion of the next Annual General Meeting of the
Company after the passing of this resolution, save that the Company may before such expiry make an offer or
agreement which would or might require relevant securities to be allotted after such expiry and the Directors may allot
relevant securities in pursuance of such an offer or agreement as if the authority conferred hereby had not expired.
17. That:
(a) the Company be authorised to:
(i) make donations to EU political organisations not exceeding £5,000; and
(ii) incur EU political expenditure not exceeding £5,000.
(b) Brewin Dolphin Limited, a wholly owned subsidiary of the Company, be authorised to:
(i) make donations to EU political organisations not exceeding £20,000; and
(ii) incur EU political expenditure not exceeding £20,000.
during the period beginning on the date of the passing of this resolution and ending on 21 May 2009 or, if earlier, at
the conclusion of the Annual General Meeting of the Company to be held in 2009. For the purposes of this resolution,
the expressions “donations”, “EU political organisations” and “EU political expenditure” have the meanings set out in
Part XA of the Companies Act 1985 (as amended by the Political Partners, Elections and Referendums Act 2000).
18. That the Company be generally and unconditionally authorised to make market purchases (as defined in Section 163
of the Companies Act 1985) of ordinary shares of 1p each in the capital of the Company (“ordinary shares”) provided
that:
(a) the maximum number of ordinary shares hereby authorised to be purchased shall be 20,670,597;
(b) the minimum price which may be paid for an ordinary share shall be 1p;
(c) the maximum price which may be paid for an ordinary share shall be the higher of (1) 5% above the average
market value of the Company’s shares for the 5 business days prior to the day the purchase is made and (2) the
higher of the price of the last independent trade on the trading venues where the purchase is carried out and
the highest current independent bid on the trading venues where the purchase is carried out;
(d) the authority hereby conferred shall expire on 21 May 2009 or, if earlier, at the conclusion of the next Annual
General Meeting of the Company after the passing of this resolution, unless such authority is renewed prior to
such time; and
(e) the Company may enter into contracts to purchase ordinary shares under the authority hereby conferred prior
to the expiry of such authority, which contracts will or may be executed wholly or partly after the expiry of such
authority, and may make purchases of ordinary shares pursuant to any such contracts.
By order of the Board
Angela Wright
27 November 2007
MAC_RF63187_F  18/12/07  12:20  Page 70 Brewin Dolphin Holdings PLC Page 71
Annual Report and Accounts for the year ending September 2007
Notes to Resolutions:
1. Brief biographies of the Directors are set out on pages 13 and 14. Further information on the proposed re-election of Mr Jamie Graham Matheson,
Mr Christopher David Legge, Mr Ian Benjamin Speke and Mr Simon Jonathan Henry Still and the proposed election of Sir Stephen Mark Jeffrey
Lamport, Ms Angela Ann Knight, Ms Sarah Jane Spencer Soar and Mr Barry Mark Howard, can be found on pages 4 and 5.
2. As at 8 November 2007, the authorised share capital of the Company is £2,259,287.00 and the issued share capital is £2,067,059.66. The proposed
increase in the authorised share capital of the Company referred to in resolution 14 reflects a 21% increase from the authorised share capital of the
Company as at 8 November 2007. Subject to authority being given pursuant to resolution 15, the increase in the authorised share capital of the
Company is intended to enable the Company to issue shares as part of any consideration payable by the Company or its wholly owned subsidiary
Brewin Dolphin Limited in connection with any acquisitions made or to be made by the Company or Brewin Dolphin Limited.
3. Under Section 80 of the Companies Act 1985, the Directors are, subject to certain exceptions, unable to allot relevant securities without the authority
of shareholders in a general meeting. Relevant securities are defined in that Act to include the Company’s ordinary shares or securities convertible
into the Company’s ordinary shares. Resolution 15 empowers the Directors to allot shares with an aggregate nominal value of up to £668,330.87, being
approximately one third of the issued share capital of the Company as at 8 November 2007. The Directors have no present intention of exercising the
authority to allot relevant securities pursuant to resolution 15. This authority would last until the earlier of the conclusion of the Annual General
Meeting to be held in 2009 and 21 May 2009. As at 8 November 2007, the Company did not hold any shares in treasury.
4. Resolution 16 empowers the Directors to allot shares for cash other than in accordance with Section 89 of the Companies Act 1985. The Directors
consider the authority referred to in resolution 16 desirable in order to have the flexibility to issue shares, for example to finance business
opportunities. The authority sought under this resolution would last until the earlier of the Annual General Meeting to be held in 2009 and 21 May 2009.
5. The Company has no intention of changing its current policy of not making political donations to political parties or campaigns. However, it is noted
that the Companies Act 1985 (as amended by the Political Parties, Elections and Referendums Act 2000) includes very broad definitions of political
donations and political expenditure which may have the effect of covering a number of normal business activities that would not be thought to be
donations to political parties. These could include support for bodies engaged in law reform or governmental policy review, involvement in seminars
and functions that may be attended by politicians and job exchanges between industry and government. Accordingly, the Directors consider that it
would be prudent to obtain shareholder approval at resolution 17 to incur total expenditure of £50,000 to cover all these activities. The authority, which
applies for the Company and its wholly owned subsidiary Brewin Dolphin Limited, will last until the earlier of the conclusion of the Annual General
Meeting to be held in 2009 and 21 May 2009.
6. The Directors have no present intention of exercising the authority to make purchases of the Company’s shares pursuant to resolution 18. If exercised
the shares would be held in treasury. If granted, the authority would only be exercised if it was expected that an improvement in earnings per share
would result and that the purchase would be in the best interests of shareholders generally. As at 8 November 2007 (the latest practicable date prior
to publication of this Notice), there were outstanding options to subscribe for a total of 11,147,721 ordinary shares of 1p each in the Company. These
options represent 5.4% of the Company’s issued share capital as at 8 November 2007. If the authority under resolution 18 to make market purchases
is granted and then exercised in full, the options would represent 6% of the Company’s issued share capital as at 8 November 2007. The authority
sought under this resolution would last until the earlier of the conclusion of the Annual General Meeting to be held in 2009 and 21 May 2009.
Procedure Notes:
1. Members are entitled to appoint a proxy to exercise all or any of their rights to attend and to speak and vote on their behalf at the meeting.
A shareholder may appoint more than one proxy in relation to the Annual General Meeting provided that each proxy is appointed to exercise the rights
attached to a different share or shares held by that shareholder. A proxy need not be a shareholder of the Company.
2. A form of proxy is enclosed and, to be valid, must be lodged with the Company’s Registrars, Equiniti Limited, Aspect House, Spencer Road, Lancing,
West Sussex, BN99 6ZL, not less than 48 hours before the time appointed for the holding of the meeting. Submitting a completed form of proxy, or
such other instrument or any CREST Proxy Instruction (as described in paragraph 7 below), does not prevent a member from attending the meeting
and voting in person.
3. Any person to whom this Notice is sent who is a person nominated under Section 146 of the Companies Act 2006 to enjoy information rights
(a “Nominated Person”) may, under an agreement between him/her and the shareholder by whom he/she was nominated, have a right to be appointed
(or to have someone else appointed) as a proxy for the Annual General Meeting. If a Nominated Person has no such proxy appointment right or does
not wish to exercise it, he/she may, under any such agreement, have a right to give instructions to the shareholder as to the exercise of voting rights.
4. The statement of the rights of shareholders in relation to the appointment of proxies in paragraphs 1 and 2 above does not apply to Nominated
Persons. The rights described in these paragraphs can only be exercised by shareholders of the Company.
5. Under Regulation 41 of the Uncertificated Securities Regulations 2001, only those members who are registered on the Company’s share register at
6pm on Wednesday 20 February 2008 are entitled to attend the meeting and to vote in respect of the number of shares registered in their names at
that time. Changes to entries on the share register after 6pm on Wednesday 20 February 2008 shall be disregarded in determining the rights of any
person to attend and/or vote at the meeting.
6. As at 8 November 2007 (being the latest practicable date prior to publication of this Notice) the Company’s issued share capital consists of 206,705,966
ordinary shares, carrying one vote each. Therefore, the total voting rights in the Company as at 8 November 2007 are 206,705,966.
7. Electronic Proxy Appointment through CREST
CREST members who wish to appoint a proxy or proxies through the CREST electronic proxy appointment service may do so for the Annual General
Meeting to be held on 22 February 2008 and any adjournments thereof by using the procedures described in the CREST Manual. CREST personal
members or other CREST sponsored members, and those CREST members who have appointed a voting service provider(s), should refer to their
CREST sponsor or voting service provider(s), who will be able to take the appropriate action on their behalf.
In order for a proxy appointment or instruction made using the CREST service to be valid, the appropriate CREST message (a “CREST Proxy
Instruction”) must be properly authenticated in accordance with the specifications of Euroclear UK & Ireland Limited, and must contain the information
Notice of Meeting
MAC_RF63187_F  18/12/07  12:20  Page 71 Page 72 Brewin Dolphin Holdings PLC
Annual Report and Accounts for the year ending September 2007
required for such instruction, as described in the CREST Manual. The message, regardless of whether it constitutes the appointment of a proxy or is
an amendment to the instruction given to a previously appointed proxy must, in order to be valid, be transmitted so as to be received by the issuer’s
agent (ID 7RA01) by 12 noon on 20 February 2008. For this purpose, the time of receipt will be taken to be the time (as determined by the timestamp
applied to the message by the CREST Application Host) from which the issuer’s agent is able to retrieve the message by enquiry to CREST in the
manner prescribed by CREST. After this time, any change of instructions to proxies appointed through CREST should be communicated to the
appointee through other means.
CREST members and, where applicable, their CREST sponsors, or voting service providers should note that Euroclear UK & Ireland Limited does not
make available special procedures in CREST for any particular messages. Normal system timings and limitations will, therefore, apply in relation to
the input of CREST Proxy Instructions. It is the responsibility of the CREST member concerned to take (or, if the CREST member is a CREST personal
member, or sponsored member, or has appointed a voting service provider, to procure that his/her CREST sponsor or voting service provider(s) take(s))
such action as shall be necessary to ensure that a message is transmitted by means of the CREST system by any particular time. In this connection,
CREST members and, where applicable, their CREST sponsors or voting service providers are referred, in particular, to those sections of the CREST
Manual concerning practical limitations of the CREST system and timings.
The Company may treat as invalid a CREST Proxy Instruction in the circumstances set out in Regulation 35(5)(a) of the Uncertificated Securities
Regulations 2001.
Notice of Meeting
MAC_RF63187_F  18/12/07  12:20  Page 72 Branch Address List
Aberdeen
2nd Floor
Blenheim House
Fountainhall Road
Aberdeen, AB15 4DT
Telephone: 01224 267900
Belfast
6th Floor, Waterfront Plaza
8 Laganbank Road
Belfast
BT1 3LY
Telephone: 028 9044 6000
Birmingham
Edmund House
12-22 Newhall Street
Birmingham
B3 3DB
Telephone: 0121 236 7000
Bradford
Auburn House
8 Upper Piccadilly
Bradford
BD1 3NU
Telephone: 01274 728866
Cardiff
Sutherland House
Castlebridge
Cowbridge Road East
Cardiff, CF11 9BB
Telephone: 029 2034 0100
Cheltenham
The Lypiatts
Lansdown Road
Cheltenham
GL50 2JA
Telephone: 01242 577677
Chester
Liverpool House
47 Lower Bridge Street
Chester
CH1 1RS
Telephone: 01244 353900
Dorchester
Hamilton House
6 Nantillo Street
Poundbury, Dorchester
Dorset, DT1 3WN
Telephone: 01305 215770
Dumfries
43 Buccleuch Street
Dumfries
DG1 2AB
Telephone: 01387 252361
Dundee
1 Courthouse Square
Dundee
DD1 1NH
Telephone: 01382 317200
Eastbourne 
Compton Place Road
Eastbourne
BN21 1EB
Telephone: 01323 437570
Edinburgh
PO Box No. 8
7 Drumsheugh Gardens
Edinburgh
EH3 7QH
Telephone: 0131 225 2566
Elgin
26 Hay Street
Elgin
IV30 1NQ
Telephone: 01343 548344
Exeter
11-15 Dix’s Field
Exeter
EX1 1QA
Telephone: 01392 848788
Glasgow
48 St Vincent Street
Glasgow
G2 5TS
Telephone: 0141 221 7733
Guernsey
Suite B, St Peter Port House
Saumarez Street, St Peter Port
Guernsey, GY1 2PT
Telephone: 01481 736682
Hereford
36 Bridge Street
Hereford
HR4 9DG
Telephone: 01492 364300
Inverness
Kintail House
Beechwood Business Park
Inverness
IV2 3BW
Telephone: 01463 225888
Jersey
27 Charing Cross
St Helier
Jersey
JE2 3RP
Telephone: 01534 703000
Keswick
42 St John Street
Keswick, Cumbria
CA12 5AF
Telephone: 01768 781960
Leeds
34 Lisbon Street
Leeds
LS1 4LX
Telephone: 0113 245 9341
Leicester
Permanent House
Horsefair Street
Leicester, LE1 5BU
Telephone: 0116 242 0700
Lincoln
Olympic House
Doddington Road
Lincoln
LN6 3SE
Telephone: 01522 503000
Llandudno
59 Madoc Street
Llandudno
North Wales
LL30 2TW
Telephone: 01492 874391
London
12 Smithfield Street
London
EC1A 9BD
Telephone: 0207 248 4400
Lymington
98 High Street
Lymington
Hampshire, SO41 9AP
Telephone: 01590 674288
Manchester
PO Box 512
National House
36 St Ann Street
Manchester, M60 2EP
Telephone: 0161 839 4222
Marlborough
Cross Keys House
The Parade
Marlborough
Wiltshire, SN8 1NE
Telephone: 01672 519600
Newcastle
Commercial Union House
39 Pilgrim Street
Newcastle upon Tyne
NE1 6RQ
Telephone: 0191 279 7300
Norwich
Jacquard House
Old Bank of England Court
Queen Street
Norwich, NR2 4SX
Telephone: 01603 767776
Oxford
4 King Edward Street
Oxford
OX1 4HS
Telephone: 0845 213 1510
Plymouth
Ashleigh Court
Ashleigh Way
Langage Business Park
Plymouth, PL7 5JX
Telephone: 01752 334650
Reigate
Park House
77 Bell Street
Reigate
Surrey, RH2 7AN
Telephone: 01737 223722
Scarborough
5 Alma Square
Scarborough
YO11 1JR
Telephone: 01723 372478
Stoke
1st Floor
10 Town Road, Hanley
Stoke-on-Trent
Staffordshire
ST1 2QG
Telephone: 01782 764000
Swansea
Axis 6
Axis Court
Mallard Way
Swansea Vale
Swansea, SA7 0AJ
Telephone: 01792 763960
Taunton
2 Mendip House
High Street
Taunton
Somerset
TA1 3SX
Telephone: 01823 340320
Teesside
Progress House
Fudan Way
Teesdale
Stockton-on-Tees
TS17 6EN
Telephone: 01642 608855
Execution Only – On-Line Broker
Stocktrade
81 George Street
Edinburgh
EH2 3ES
Telephone: 0131 240 0400
Web: www.stocktrade.co.uk
York
Temporary Office Address
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MAC_RF63187_IFC and IBC +Spine  18/12/07  12:21  Page 2 Aberdeen Belfast Birmingham Bradford Cardiff Cheltenham Chester Dorchester Dumfries Dundee Eastbourne Edinburgh Elgin Exeter
Glasgow Guernsey Hereford Inverness Jersey Keswick Leeds Leicester Lincoln Llandudno London Lymington Manchester Marlborough
Newcastle Norwich Oxford Plymouth Reigate Scarborough Stocktrade Stoke-on-Trent Swansea Taunton Teesside York
Brewin Dolphin Holdings PLC
12 Smithfield Street
London, 
EC1A 9BD. 
T: 0845 2131000
F: 0845 2131001
E: info@brewin.co.uk
W: www.brewindolphin.co.uk
Brewin Dolphin Holdings PLC Annual Report and Accounts 2007
MAC_RF63187_A  18/12/07  12:16  Page 1