Sherwood Group plc
Annual report 
and accounts 2002
Sherwood Group plc Annual report and accounts 2002
fresh ideas Contents
01 Highlights 
02 Chairman’s report
04 Chief Executive’s statement
06 Financial review
08 Directors’ report
10 Board of Directors and advisers
11 Corporate governance report
13 Board report on Directors’ remuneration
16 Statement of Directors’ responsibility
17 Independent auditors’ report to the 
members of Sherwood Group plc 
18 Group profit and loss account
Sherwood Group plc is a leading designer and supplier
of lingerie, swimwear and nightwear to the retail clothing
market and is the UK’s principal manufacturer of lace.
19 Balance sheets
20 Statement of total recognised 
gains and losses
20 Reconciliation of movements in equity 
shareholders’ funds
21 Group cash flow statement
21 Reconciliation of net cash flow to 
movement in net funds/(debt)
22 Notes to the accounts
34 Five year summary
35 Notice of Annual General Meeting 
Group Directory
Garments
Debfor – Swimwear
Fields Farm Road
Long Eaton
Nottingham NG10 1GT
Tel: 0115 972 5501
Steve Gibbons
Sherwood – Lingerie
Fields Farm Road
Long Eaton
Nottingham NG10 1GT
Tel: 0115 972 5501
Julia Schumacher
Halle Models – Nightwear
Fields Farm Road
Long Eaton
Nottingham NG10 1GT
Tel: 01538 399 731
Dorn Rushin
Lepel – Intimate Apparel and Swimwear
Fields Farm Road
Long Eaton
Nottingham NG10 1GT
Tel: 0115 946 0027
Peter Cronin
Textiles
Birkin International Limited – Lace
Bains Drive
Borrowash
Derbyshire DE72 3ZJ
Tel: 01332 680 680
Carol Cook
Textile Finishing Group – Dyeing & Finishing
(Nottingham) Ltd
White City Trading Estate
Trent Lane
Nottingham NG2 4EJ
Tel: 0115 911 1000
Steve Collishaw
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The paper used in this report is made from pulp with low chlorine content (ECF). 
It is manufactured using environmentally friendly methods and is sourced from sustainable
forests. It is completely bio-degradable and recyclable. Sherwood Group plc
01
Annual report and accounts 2002
Highlights
Highlights
fresh 
ideas
• Market characterised by intense
competition and pressure 
on prices
• Turnover from continuing
operations £40.1m (2001: £41.4m) 
• Profit before taxation and net
exceptional income of £1.5m
(2001: £1.5m)
• Strong cash generation of £3.5m
• Proposed final dividend of 0.25p
– first payment to shareholders
since 1999
• Appointment in November 
of Carol Duncumb as 
Group Chief Executive Sherwood Group plc
02
Annual report and accounts 2002
Chairman’s report
Chairman’s report
Despite a challenging
business climate, the 
Group reported a profit in 
line with market forecasts
and a balance sheet
strengthened with strong
cash generation.
strong
relationships
The Group reports a profit before tax and net exceptional
income of £1.5m (2001: £1.5m on continuing operations);
this is in line with market forecasts. Lower garment sales
prices and reduced lace sales were responsible for the
slightly reduced turnover at £40.1m (2001: £41.4m on
continuing operations). The balance sheet strengthened
with year end cash resources of £3.8m (£0.4m net of debt
at the start of the year). 
Following the Group’s capital re-organisation scheme
approved by shareholders on 20 May 2002, the Board is
recommending a dividend of 0.25 pence per ordinary share,
to be paid on 2 June 2003 subject to shareholder approval.
The results have been achieved despite a challenging
business climate, characterised by intense retail competition
and consequent retailer pressure to reduce garment
supplier prices, together with a further fall in lace sales. 
The Group has responded to the price challenge in
partnership with its suppliers and customers, and has
broadly maintained its margins.
The Directors were pleased to announce the appointment
of Carol Duncumb as Group Chief Executive in November
2002. Carol brings with her a considerable knowledge 
of the clothing industry and is already having a positive 
impact on operations with a high level of energy and
enthusiasm. The Group’s staff have responded
magnificently to this welcome and necessary change of
style and culture. Further management changes have 
been made strengthening the Group’s design and
commercial resources in areas of growth potential.
Carol’s appointment followed the dismissal of the Group’s
former Deputy Chairman and Chief Executive, Michael
Basford, on 25 September 2002. He left with immediate
effect and no compensation of any sort was involved.  Sherwood Group plc
03
Annual report and accounts 2002
Chairman’s report
Mr Basford has not pursued any claim against the Group 
in respect of the circumstances surrounding his departure.
The Group is currently investigating a claim for damages 
as a result of Mr Basford’s actions in the Group’s Halle
division where he spent the majority of his time. Whilst in
executive control of the Group for the period before Carol
joined, I spent a great deal of time in the final quarter, 
and together with Carol after she arrived, in recovering the
situation, restoring customer confidence and establishing
new successful supply routes.
The Group is disappointed to report a further deterioration
in the deficit within the Company’s defined benefit pension
scheme, now standing at £6.8m, before related deferred
tax asset, under FRS17 at 31 December 2002 and 91% 
of Minimum Funding Requirement at 1 March 2003. The
scheme has been closed to new members. The Directors
of the Group and the trustees of the fund are seeking
advice on how to tackle this problem, common to many 
UK companies. 
The Board expects 2003 to be a year of consolidation 
in Garments and of strategic change in Textiles.
Noel Jervis
Chairman
11 April 2003
We have worked hard to develop
strong relationships with customers
and suppliers alike, and are proud
to work with some of the UK’s
leading retailers. Sherwood Group plc
04
Annual report and accounts 2002
Chief Executive’s statement
Chief Executive’s
statement
The Group’s design 
and product innovation,
quality and reliability 
keeps us at the forefront 
of retail buyer decisions.
The Group has a very
strong team supporting 
the Boards’ future
objectives.
creativity
and style
I was delighted to be offered the position of Group Chief
Executive and to re establish my partnership with Noel
Jervis having worked with him first at Courtaulds Textiles
plc and subsequently at Wolsey Ltd. Starting in mid
November 2002 my early days were spent assessing the
management structure within the Garment business and
recovering speedily the situation caused by management
disruption at Halle and the associated breakdown of the
relationship with its main supplier. 
I am pleased to report that much of the damage has now
been repaired. However, the Group’s profit before tax and 
net exceptional income of £1.5m in 2002 was achieved
after incurring £0.45m of one-off airfreight costs and
customer compensation payments in respect of the Halle
business. Furthermore, a fall in sales, albeit perhaps only
temporary, is likely to be experienced in 2003 as a result 
of a rival business set up by some of the division’s former 
employees and the supplier. 
My assessment of the management structure within the
Garment business identified a number of gaps. Each
operating activity now has a Managing or Commercial
Director, soon to be strengthened by the appointment of 
a Sourcing Director who will bring with him substantial
global sourcing experience. I now believe the Group has 
a very strong team supporting the Board’s future objectives.
The Garment operations achieved similar volumes to the
previous year but sales were reduced by continued price
deflation. More intense retailer competition, fuelled partly 
by the success of discount clothing retailers and the
supermarket chains increasing their clothing offer, remain
key factors. To this end, price negotiations are a key feature
of any buyer discussions and this puts the Group under
further pressure to source more competitively. Despite this,
the Group’s design and product innovation, quality and
reliability keeps us at the forefront of retail buyer decisions. 
Peanuts     United Feature Syndicate, Inc.
Licensed by PSL
C Sherwood Group plc
05
Annual report and accounts 2002
Chief Executive’s statement
Halle (nightwear) proved resilient and increased sales
despite management disruption. This growth was
supported by the popularity of its character-inspired offering
(Disney and Snoopy) whilst retaining a strong handwriting 
in traditional garments. In 2003 the product offering is
broader, facilitated by a move to sourcing from China. 
In addition this will enable an expansion of the customer
base, shorten lead times and improve competitiveness.
Debfor (swimwear) enjoyed a healthy summer season 
with sales in line with expectations. In 2003 swimwear
accessories will be added to the product portfolio in the
development of a ‘holiday shop’ concept. In the short-term
however the current Middle East conflict may be expected
to curtail Spring 2003 sales and a difficult period ahead 
is forecast. 
Sherwood (lingerie) has been in decline over a number of
years but is now already benefiting from a comprehensive
management restructuring. Together with the appointment
of a new Commercial Director, progress has been made 
to strengthen all other functions including design,
merchandising and new sourcing routes. It is expected 
that this re-energised team will, given time, recreate the
business that Sherwood once enjoyed in this product category. 
The Lepel intimate apparel and swimwear brand built on 
its success in 2001 to become a recognised value brand 
in High Street stores and leading independents. The new
swimwear ranges have been particularly successful and
further progress is expected in 2003 with the development
of an additional customer base.
In the Textile operations, Birkin International’s failure to win
the major Marks and Spencer lace contract in each of the
last two years had an adverse impact on lace sales and 
the associated dyeing and finishing activities. In addition 
the intimate apparel customers’ manufacturing base has
continued to migrate to lower cost countries, as a 
response to the demand for lower prices and as the textile
infrastructure in these developing countries permits more
local self-sufficiency. This has led to lower sales which 
when combined with increasingly uneconomical production
runs has meant that manufacturing capacity was not fully
utilised during the year and a trading loss was incurred. 
The Group is still actively seeking a strategic solution to
these problems. Meanwhile the Textile activities continue 
to generate a positive cash flow.
I recognise that there continues to be a climate of change
within the retail garment industry. It is the Board’s aim to
create an environment within the Sherwood Group that 
is able to respond to the ever-increasing demands upon 
the Group’s resources. I plan to spend a great deal of my
time with the Group’s customers. 
I look forward immensely to the opportunities which lie
ahead and thank all the Group’s staff for the initial support
they have provided.
Carol Duncumb
Group Chief Executive
11 April 2003
Peanuts     United Feature Syndicate, Inc.
Licensed by PSL
C Peanuts     United Feature Syndicate, Inc.
Licensed by PSL
C
We are placing particular and
increasing emphasis on creativity
and style. This is strongly reflected
in our developing relationship with 
key character licensors, as well 
as our designs for Lepel lingerie
and swimwear. Sherwood Group plc
06
Annual report and accounts 2002
Financial review
Financial review
The Group’s sales fell
slightly reflecting pressure
on prices.The Group
reaped the benefits of
operating from fewer sites
and lower overheads.
efficient 
systems
Overview
Group sales on a continuing basis fell from £41.4m in 2001
to £40.1m reflecting the pressure on prices faced by the
Group in all of its markets together with a further fall in lace
sales. Included in the overall 2001 result were two months
of trading of Brunet International, a former French lace
subsidiary, prior to its sale to management in March 2001.
The Group reported a profit before tax and net exceptional
income of £1.5m (2001: profit before tax of £1.5m on
continuing operations). The Group experienced considerable
disruption in Halle resulting in one-off airfreight charges and
customer compensation payments totalling £0.45m; 
in the absence of these costs the Group’s profit could have
been much higher.
Following the restructuring programme over recent years,
the Group reaped the benefit of a full year of operating 
from fewer sites and lower overheads during 2002. This,
combined with tight cost control, helped to mitigate the
pressure on margins. Having completed the restructuring
programme at less than the original cost budget, the 
Group has been able to release certain provisions held
against subsidiaries disposed of in prior years, amounting
to £0.9m, to the profit & loss account as an exceptional 
credit. Including this release, and an impairment charge
in relation to a Textile property, the Group reports a profit
before tax of £2m (2001: loss of £9.8m including
discontinued operations).
The Group benefited from net interest receivable of £39,000
following a return to a positive cash balance throughout 
the year.
Earnings per share before net exceptional income were
1.1p (2001: 0.9p pre restructuring, and a loss of 8.9p
including discontinued operations). Sherwood Group plc
07
Annual report and accounts 2002
Financial review
Fixed assets
Capital expenditure was minimal in 2002. The Group’s
freehold premises were professionally revalued resulting 
in the property at Borrowash being valued at below net
book value. Utilising this valuation as part of an impairment 
review on the Group’s textile activities, a charge of £0.3m
has been made to the profit and loss account. The values 
of the other sites were in line with book values. 
Cash flow
The Group sustained its strong cash flow throughout 2002,
generating £3.5m from operating activities. The sale of a
surplus property in Leek yielded a further £0.5m, which
after capital expenditure of £0.6m, resulted in a closing
cash balance of £3.8m (2001: £0.4m net of debt). 
Taxation
The 2002 accounts include a deferred tax charge of £0.6m,
in line with the requirements of FRS 19 – ‘Deferred Tax’.
The Group was able to utilise brought-forward operating 
tax losses so that no tax is payable in respect of 2002. 
In 2003, the Group expects to pay tax on its profits now
that the remaining brought-forward operating tax losses
have been largely utilised (see notes 7 and 18). 
Pensions
The financial position of the defined benefit pension 
scheme has continued to be affected by the fall in the 
value of equity markets during 2002. The valuation under
FRS 17 – ‘Retirement Benefits’, shows a deficit of £6.8m,
before related deferred tax asset, at 31 December 2002
(2001: £4.2m) (see note 21). 
The Directors have monitored the position closely
throughout the year. An unscheduled Minimum Funding
Requirement calculation at 1 March 2003 revealed 
a funding level of 91%. 
Treasury activities and policies
With the exception of a small number of non-trading 
entities remaining in Europe, all of the Group’s investments
are located within the UK and consequently the Group’s
exposure to foreign currency fluctuations has been
considerably reduced. Forward currency contracts are
executed wherever appropriate.
Share capital re-organisation and dividend
On 12 June 2002 the High Court approved a share capital
re-organisation scheme incorporating a reduction in share
capital and share premium accounts. The objective was to
eliminate historic negative reserves from the balance sheet
and facilitate a possible resumption of dividend payments.
Based on a satisfactory performance in 2002 the Board is
recommending a dividend of 0.25 pence per ordinary share
to be paid, subject to shareholder approval, on 2 June
2003 to shareholders on the register on 22 April 2003.
Annual General Meeting
The meeting will be held on 28 May 2003 at Risley Hall, 
Derby Road, Risley, Derbyshire, DE72 3SS at 10.30am.
Martin Webster
Finance Director
11 April 2003
We have made good progress in
upgrading our management and
operating systems in order to
improve efficiencies. Sherwood Group plc
08
Annual report and accounts 2002
Directors’ report
Directors’ report
The Directors present their report and the Group’s audited accounts for the year ended 31 December 2002.
Principal activities
The Group’s principal activities are the design and sale of lingerie, swimwear and nightwear and the design, manufacture and 
sale of textiles. 
Business review
A review of the development of the business during the year and the prospects for the Group are given in the Chairman’s report and
the Chief Executive’s statement.
Results
The results of the Group for the year appear in detail on page 18.
Dividend
The Directors recommend the payment of a final dividend of 0.25p per share which, if approved, will be paid on 2 June 2003 
to shareholders on the register on 22 April 2003. 
Substantial shareholders
At 27 March 2003 the Directors had been notified of the following interests, which amounted to 3% or more of the issued share capital
of the Company:
No. of shares Percentage
Zoar Invest 29,300,000 26.4%
The estate of Mr D C Parker 13,083,000 11.8%
Britannic Assurance Public Limited Company 10,265,105 9.3%
Mr D C Parker n
o
1 settlement 1987 7,500,000 6.8%
Mr D C Parker n
o
2 settlement 1987 7,500,000 6.8%
ALM Brand Bank A.S. 6,220,000 5.6%
The D C Parker children’s settlement 4,651,000 4.2%
Charitable and political contributions 
During the year the Group made charitable contributions of £416. No political contributions were made.
Creditor payment policy
Each operating activity is responsible for agreeing the payment terms and conditions with their suppliers. It is Group policy that 
payments are made in accordance with these terms, provided that the supplier is also complying with the relevant terms and
conditions. The number of days purchases represented by year-end trade creditors is 40 for the Group and 24 for the Company.
Directors
The Directors at the end of the year, together with their interests in the ordinary shares of the Company, were as follows:
Ordinary shares
at 1 January 2002 Ordinary shares
or date of appointment at 31 December 2002
C A Duncumb – –
N Jervis – –
P Newbold 17,500 17,500
B J Martin 20,000 20,000
M A Webster 25,089 25,089
The mid-market price of ordinary shares on 31 December 2002 was 10p. The highest and lowest share prices during the financial 
year were 12p and 9.5p respectively.
There have been no changes in the above shareholdings between 31 December 2002 and 27 March 2003.
Mr P J L Lambert ceased to be Executive Chairman of the Company with effect from 1 March 2002. 
Mr N Jervis was appointed Non Executive Chairman on 4 March 2002.
Mr M J Basford ceased to be a Director of the Company with effect from 25 September 2002. Sherwood Group plc
09
Annual report and accounts 2002
Directors’ report
Between 25 September 2002 and 31 December 2002 Mr N Jervis assumed the role of Executive Chairman.
Mrs C A Duncumb was appointed Chief Executive on 15 November 2002.
The Director who retires by rotation is Mr M A Webster who offers himself for re-election.
In accordance with the Company’s Articles of Association Mrs C A Duncumb retires at the first Annual General Meeting following 
her appointment. Being eligible Mrs C A Duncumb offers herself for re-election.
Employee involvement
The Group’s management has an open policy on the communication of information to employees concerning factors affecting their
interests and the development of the Group.
Disabled persons
It is the Group’s policy to give full and fair consideration to suitable applications for employment from disabled persons. Once
employed, disabled persons receive equal opportunities for training, career development and promotion.
Opportunities also exist for employees of the Group who become disabled to continue in their employment or to be trained for 
other positions within the Group.
Auditor
A resolution proposing to re-appoint KPMG Audit Plc as the Group’s auditor will be put to members at the Annual General Meeting. 
By order of the Board
Martin Webster
Secretary
11 April 2003 Sherwood Group plc
10
Annual report and accounts 2002
Board of Directors and advisers
Board of Directors and advisers
Noel Jervis Non Executive Chairman
Noel Jervis, aged 57, was appointed to the Board on 4 March 2002 and was previously Chief Executive of Courtaulds Textiles Plc. 
He holds a number of other non executive directorships.
Carol Duncumb Chief Executive
Carol Duncumb, aged 40, joined the Group in 2002. She was previously Managing Director of Wolsey Limited.
Martin Webster Finance Director
Martin Webster, aged 42, joined the Group in 1992 as Group Accountant and was appointed a Director in September 2001. 
He is also the Company Secretary.
Ben Martin Non Executive Director
Ben Martin, aged 59, who joined the Group on 25 March 1994, is a former Director of Barclays de Zoete Wedd Limited. 
He holds a number of other non executive directorships.
Peter Newbold Non Executive Director
Peter Newbold, aged 43, is a Chartered Accountant and was formerly Finance Director and Company Secretary of the Group.
Audit committee
Ben Martin (Chairman)
Peter Newbold
Noel Jervis
Remuneration committee
Noel Jervis (Chairman)
Ben Martin
Peter Newbold
Secretary and registered office
M A Webster FCCA
Fields Farm Road
Long Eaton
Nottingham  NG10 1GT
Tel: 0115 946 1070
Fax: 0115 946 2720
Auditor
KPMG Audit Plc
St Nicholas House
31 Park Row
Nottingham  NG1 6FQ
Solicitors
Eversheds
1 Royal Standard Place
Nottingham  NG1 6FZ
Principal bankers
Barclays Bank PLC
PO Box 564
14 Park Row
Nottingham  NG1 6EX
Stockbrokers
KBC Peel Hunt Ltd
4th Floor 
111 Old Broad Street
London  EC2N 1PH
Registrars and transfer office
Computershare Services plc
PO Box 82
The Pavilions
Bridgewater Road
Bristol  BS99 7NH Sherwood Group plc
11
Annual report and accounts 2002
Corporate governance report
There is a commitment to high standards of corporate governance throughout the Group. The Board confirms that the Company has,
during the whole of the year ended 31 December 2002, complied with the provisions set out in Section 1 of the Combined Code 
(as appended to the Stock Exchange listing rules) except that the Audit Committee comprised two Non Executive Directors rather 
than three during the first two months of the year and the Group does not have a Nomination Committee. The Board is of the opinion
that the arrangement for the Audit Committee was appropriate given the size of the Company and that a Nomination Committee 
will be formed should a need arise.
The Board is accountable to the Company’s shareholders for good governance and the statement set out below describes how 
the principles identified in the Combined Code are applied by the Company.
Directors
The Board consists of two Executive and three Non Executive Directors and meets regularly throughout the year. Two Non Executive
Directors, Mr N Jervis and Mr B J Martin, are considered by the Board to be independent of management and free from any relationship
which could materially interfere with the exercise of their independent judgement. The third Non Executive Director, Mr P Newbold 
is a former Finance Director of the Group and would not be considered independent in accordance with the Higgs Review. However 
the Board do not consider this to materially effect the overall independence of the Non Executive Directors. Each receive a fixed fee 
for their services; none has a material interest in the shares of the Company. The senior independent Non Executive Director is 
Mr N Jervis and concerns relating to the executive and non executive management of the Company can be raised with him.
Details of the Board members appear on page 10.
The Board meets at least eight times each year and more frequently where business needs require. A formal schedule of matters
reserved for the decision of the Board covers key areas of the Group’s affairs. This is communicated throughout the senior
management of the Group. Procedures have been established to enable Directors to obtain independent professional advice, where
necessary, at the Company’s expense. In addition, every Director has access to the Company Secretary, who is charged by the Board
with ensuring that Board procedures are followed.
To enable the Board to function effectively and allow Directors to discharge their responsibilities, full and timely access is given to all
relevant information. In the case of Board meetings, this consists of a comprehensive set of papers, including regular operating and
progress reports and discussion documents regarding specific matters.
Appointments to the Board
Appointments to the Board of Executive and Non Executive Directors are considered by the full Board of Directors.
Any Director appointed during the year is required, under the provisions of the Company’s articles of association, to retire and seek
election by the shareholders at the next Annual General Meeting. The articles also require that one third of the Directors retire by
rotation each year and seek re-election at the Annual General Meeting, with the exception of the Group’s Chairman. 
On appointment to the Board, there are procedures to allow for appropriate training in respect of the role and duties as a public
Company Director.
Details of the Directors’ service contracts are given in the Board’s report on Directors’ remuneration on page 13.
Committees of the Board
The Board has two standing committees, each of which has terms of reference setting out their authority and duties, including 
the following:
The Audit Committee comprises Mr B J Martin as Chairman, Mr N Jervis and Mr P Newbold. The Audit Committee meets as required,
but not less than twice each year, and considers reports from senior management and the external auditors. In addition to reviewing
the report and accounts and the interim statement (including the Board’s statement on internal control in the annual report) prior 
to their submission to the Board for approval, it keeps the scope, cost-effectiveness, independence and objectivity of the external
auditors under review; this includes monitoring the level of non-audit fees. These are disclosed on page 24 and in the opinion of the
Audit Committee do not affect either independence or objectivity.
Although the Group’s Finance Director attends the Audit Committee meetings, the Committee can meet for private discussion with 
the external auditors, who attend its meetings, as required. The Company Secretary acts as Secretary to the Committee.
The Remuneration Committee comprises Mr N Jervis as Chairman, Mr B J Martin and Mr P Newbold. The Board’s Report 
on Directors’ remuneration, which includes details of the Remuneration Committee, is set out on pages 13 to 15.
Corporate governance report Sherwood Group plc
12
Annual report and accounts 2002
Corporate governance report
Corporate governance report continued
Audit and internal control
The respective responsibilities of the Directors and the auditors in connection with the financial statements are explained on pages 16
and 17.
The Board confirms that there is an ongoing process for identifying, evaluating and managing the significant risks faced by the Group,
which complies with the guidance “Internal Control: Guidance for Directors on the Combined Code”. This process was in place
throughout the year and is regularly reviewed by the Board.
The Directors acknowledge their responsibility for the Group’s systems of internal control and place considerable importance on
maintaining a strong control environment. It should be noted that internal control can only provide reasonable assurance and not
absolute certainty against material errors, losses or fraud.
The key procedures that the Directors have established to ensure internal controls are effective are as follows:
• Risk identification: The Board has undertaken a review of the risks affecting the Group. The review resulted in the identification 
of the Group’s significant risks. 
• Risk committees: Two sub committees consisting of senior operational managers from each of the Group’s two principal Divisions
have been established. In addition to considering the significant risks identified by the Board they review the risk management 
and control process in their area of business and consider whether the control systems are appropriate. They consult with experts
on environmental, insurance, legal and health and safety compliance. The committees report to the Board at six monthly intervals. 
The Board has reviewed the need for an internal audit function but, given the reduction in size of the Group, does not consider that 
it is appropriate at this time.
Going concern
The Group had cash resources at 31 December 2002 of £3.8m and was not utilising any of its negotiated facilities. After making
enquiries, the Directors have a reasonable expectation that the Group has adequate resources to continue in operational existence 
for the foreseeable future. For this reason, the going concern basis has been adopted in preparing the accounts.
Communication
The Company places a great deal of importance on communication with its shareholders. The Board maintains a dialogue with
individual institutional shareholders as well as general presentations after the interim and preliminary results. The Chairman of the Board,
Audit and Remuneration Committees attend the Annual General Meeting and all shareholders have the opportunity to ask questions.
Resolutions are proposed on each substantially separate issue. The Company indicates the level of proxies lodged on each resolution
and the balance for and against the resolution.
The policies in place comply with the provisions of the Combined Code on Internal Control in the course of the financial year ended 
31 December 2002. Sherwood Group plc
13
Annual report and accounts 2002
Board report on Directors’ remuneration
Consideration of matters relating to Directors’ remuneration
The remuneration policy is set by the Board and is described below. Individual remuneration packages are determined by the
remuneration committee within the framework of this policy. 
Directors who were members of the remuneration committee during the year ending 31 December 2002 were Mr N Jervis, 
Mr B J Martin and Mr P Newbold, the Group’s three Non Executive Directors. Mr N Jervis assumed the Executive Chairman’s role
during the period 25 September 2002 to 31 December 2002.
The committee, under the chairmanship of Mr N Jervis makes recommendations to the Board on the broad policy framework 
and overall costs of the remuneration of Executive Directors and Senior Executives and determines the pay, incentives and benefits 
of individual Directors.
The remuneration committee has access to independent advice where it considers it appropriate.
The committee is directly accountable to shareholders. As Chairman of the committee, Mr N Jervis will be available at the Annual
General Meeting to answer questions about the remuneration of Executive Directors.
Remuneration policy
The policy in respect of Directors’ remuneration for the forthcoming years is:
Executive Directors
The policy on remuneration is to provide a competitive level of reward relevant to the Group’s business and the individuals concerned.
The principal factors considered in applying the policy are the nature of responsibility carried, individual performance and relevant
external comparisons.
The main elements of remuneration are:
Base salary and benefits
Base salaries are reviewed at the end of each financial year. Benefits include private health insurance and the provision of a fully
expensed motor vehicle or cash equivalent. Life assurance cover is four times salary.
Performance related bonus scheme
The Executive Directors may receive an annual bonus awarded at the discretion of the Remuneration Committee on the basis 
of targets set by the Board.
Mr M J Basford had a contractual performance related bonus scheme. No bonus was paid to Mr M J Basford in respect of the 
year ended 31 December 2002.
The current policy does not provide for any entitlements under share options or long-term incentive plans.
Non Executive Directors
The remuneration of Non Executive Directors is determined by the Executive Directors.
Service contracts
The Company has service contracts with its Directors. It is Company policy that such contracts should contain notice periods 
of not more than 12 months. Provision for compensation for loss of office is not included in the contracts. 
Details of the contracts currently in place for Directors who have served during the year are as follows:
Date of Unexpired Notice 
contract term period
Executive
C A Duncumb 15 November 2002 12 months 12 months
M A Webster 1 September 2001 12 months 12 months
Non Executive
N Jervis 4 March 2002 12 months 6 months
P Newbold 5 September 2001 5 months 1 month
B J Martin 1 April 2003 12 months 1 month
The contracts of the Executive Directors and Mr N Jervis are 12 month rolling arrangements.
The Group’s policy is not to allow Executive Directors to accept Non Executive appointments outside the Group.
Board report on Directors’ remuneration Sherwood Group plc
14
Annual report and accounts 2002
Board report on Directors’ remuneration
Board report on Directors’ remuneration continued
Total shareholder return
The following graph charts the total cumulative shareholder return of the Group in comparison with the FTSE All Share Index from 
1 January 1998. The FTSE All Share Index was selected to enable Shareholders to view the returns achieveable against the wider market.
Changes in the Group’s business operations and significant restructuring over the last five years have led to an underperformance
when compared to the FTSE All Share Index. However, since 2000 the effects of management actions have led to improving returns
and a resilient position against falling equity markets.
The auditors are required to report on the financial information contained in the following sections of this report.
Details of individual emoluments and compensation
The emoluments in respect of qualifying services and compensation of each person who served as a Director during the year were as follows:
Salary Compensation2002 2001
£’000 and fees Bonus Benefits for loss of office Total Total
Executive
M J Basford 112 –– 2 – 114 207
M A Webster 75 20 10 – 105 28
P J L Lambert 16 –– – 75 91 34
N Jervis 37 –– 1 – 38 –
C A Duncumb 13 –– 1 – 14 –
D C Parker – –– – – – 82
P Newbold – –– – – – 171
Non Executive
N Jervis 33 –– – – 33 –
B J Martin 20 –– – – 20 17
P J L Lambert – –– – – – 8
P Newbold 16 –– – – 16 5
Total 322 20 14 75 431 552
Aggregate emoluments in respect of qualifying services amounted to £356,000 (2001: £449,000).
Benefits receivable consist primarily of fully expensed motor car and private medical insurance.
Mr N Jervis received fees as an Executive Director for the period 25 September 2002 to 31 December 2002 reflecting the extra
demands on his time following the dismissal of Mr M J Basford. These additional fees were approved by the other two members 
of the Remuneration Committee and approved by the Board. Mr N Jervis took no part in these discussions.
Mr PJ L Lambert received payments under the terms of a compromise agreement, made on 17 May 2002 totalling £75,000.
Quilmaster Limited make available Mr N Jervis to act as a Non Executive Director. During the year Quilmaster Limited received £71,000
in respect of Mr Jervis’ services which also include additional fees paid for services as an Executive Director.
Lefktron Limited make available Mr B J Martin to act as a Non Executive Director. During the year Lefktron Limited received £20,000 
in respect of Mr Martin’s services.
In the year ended 31 December 2001, Mr P Newbold received payments under the terms of a compromise agreement, made 
on 31 August 2001 totalling £129,988 and included £27,600 contribution to Mr Newbold’s defined contribution pension scheme.
1998 1999 2000 2001 2002
0
20
40
60
80
120
100
140
FTSE All Share Source: DATASTREAM Sherwood Group
Index Sherwood Group plc
15
Annual report and accounts 2002
Board report on Directors’ remuneration
Pensions
The Company provides pension entitlements to certain Directors that are defined benefit in nature. Details of the entitlements of those
who served as Directors during the year are as follows:
Increase in Increase in Transfer value Transfer value Transfer value Increase in 
accrued benefits accrued benefits of (A) less of accrued of accrued transfer value
Accrued benefit excluding including Directors’ benefits benefits less Directors’
at 31 Dec 2002 inflation (A) inflation contributions at 1 Jan 2002 at 31Dec 2002 contributions
M A Webster £12,500 £3,744 £3,301 £10,333 £44,096 £51,497 £3,651
Mr M A Webster is a member of the Group’s contributory Retirement Benefits Scheme which provides, at normal retirement age and
subject to length of service, a pension of up to two thirds of final salary subject to Inland Revenue limits.
At 31 December 2002 Mr M A Webster was 42 years old and had been a member of the scheme for 10 years. Under the scheme 
rules the normal retirement age is 65, and during the period he made total contributions of £3,750 to the scheme. A widow’s pension
equivalent to 50% of a member’s entitlement is payable, together with a death-in-service benefit of four times pensionable salary, 
if applicable.
The scheme’s rules do not include any early retirement rights, nor are there any guaranteed pension increases after retirement other
than in respect of the guaranteed minimum pension element.
Details of pension schemes are provided on pages 31 and 32.
Certain Directors are members of money purchase schemes. During the year contributions were made as follows: 
2002 2001
£’000 £’000
D C Parker – 38
M J Basford 21 25
P Newbold – 12
P J L Lambert 4 8
C A Duncumb 2 –
Total 27 83
Mrs C A Duncumb has an individual money purchase pension arrangement, funding for which is based on a percentage of current
base salary. 
Mr M J Basford had an individual money purchase pension arrangement, funding for which was based on a percentage of current 
base salary. 
There have been no changes in the Directors’ pension rights during the year. 
Share options
The Group’s share option scheme lapsed in October 2001, no new arrangements have been put in place during 2002. No share
options were exercised in 2001.
Noel Jervis
Chairman
Remuneration Committee Sherwood Group plc
16
Annual report and accounts 2002
Statement of Directors’ responsibility
Statement of Directors’ responsibility
Company law requires the Directors to prepare financial statements for each financial year which give a true and fair view of the state 
of affairs of the Company and Group and of the profit or loss for that period. In preparing those financial statements, the Directors are
required to:
• select suitable accounting policies and then apply them consistently;
• make judgements and estimates that are reasonable and prudent;
• state whether applicable accounting standards have been followed, subject to any material departures disclosed and explained 
in the financial statements;
• prepare the financial statements on a going concern basis unless it is inappropriate to presume that the Group will continue 
in business.
The Directors are responsible for keeping proper accounting records which disclose with reasonable accuracy at any time the financial
position of the Group and to enable them to ensure that the financial statements comply with the Companies Act 1985. They have
general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the Group and to prevent and
detect fraud and other irregularities. Sherwood Group plc
17
Annual report and accounts 2002
Independent auditors’ report to the members of Sherwood Group plc
We have audited the financial statements on pages 18 to 33. We have also audited the information in the Board report on Directors’
remuneration that is described as having been audited. 
This report is made solely to the Company’s members, as a body, in accordance with section 235 of the Companies Act 1985. Our
audit work has been undertaken so that we might state to the Company’s members those matters we are required to state to them 
in an auditors’ report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility 
to anyone other than the Company and the Company’s members as a body, for our audit work, for this report, or for the opinions 
we have formed. 
Respective responsibilities of Directors and Auditors
The Directors are responsible for preparing the Annual Report and the Directors’ remuneration report. As described on page 16, 
this includes responsibility for preparing the financial statements in accordance with applicable United Kingdom law and accounting
standards. Our responsibilities, as independent auditors, are established in the United Kingdom by statute, the Auditing Practices
Board, the Listing Rules of the Financial Services Authority, and by our profession’s ethical guidance. 
We report to you our opinion as to whether the financial statements give a true and fair view and whether the financial statements and
the part of the Directors’ remuneration report to be audited have been properly prepared in accordance with the Companies Act 1985.
We also report to you if, in our opinion, the Directors’ report is not consistent with the financial statements, if the Company has not
kept proper accounting records, if we have not received all the information and explanations we require for our audit, or if information
specified by law regarding Directors’ remuneration and transactions with the Group is not disclosed. 
We review whether the statement on pages 11 to 12 reflects the Company’s compliance with the seven provisions of the Combined
Code specified for our review by the Listing Rules, and we report if it does not. We are not required to consider whether the Board’s
statements on internal control cover all risks and controls, or form an opinion on the effectiveness of the Group’s corporate
governance procedures or its risk and control procedures.
We read the other information contained in the Annual Report, including the corporate governance statement and the unaudited part
of the Directors’ remuneration report, and consider whether it is consistent with the audited financial statements. We consider the
implications for our report if we become aware of any apparent misstatements or material inconsistencies with the financial
statements. 
Basis of audit opinion
We conducted our audit in accordance with Auditing Standards issued by the Auditing Practices Board. An audit includes examination,
on a test basis, of evidence relevant to the amounts and disclosures in the financial statements and the part of the Directors’
remuneration report to be audited. It also includes an assessment of the significant estimates and judgements made by the Directors 
in the preparation of the financial statements, and of whether the accounting policies are appropriate to the Group’s circumstances,
consistently applied and adequately disclosed. 
We planned and performed our audit so as to obtain all the information and explanations which we considered necessary in order to
provide us with sufficient evidence to give reasonable assurance that the financial statements and the part of the Directors’ remuneration
report to be audited are free from material misstatement, whether caused by fraud or other irregularity or error. In forming our opinion
we also evaluated the overall adequacy of the presentation of information in the financial statements and the part of the Directors’
remuneration report to be audited.
Opinion
In our opinion:
• the financial statements give a true and fair view of the state of affairs of the Company and the Group as at 31 December 2002. 
and of the profit of the Group for the year then ended; and 
• the financial statements and the part of the Directors’ remuneration report to be audited have been properly prepared in accordance
with the Companies Act 1985.
KPMG Audit Plc
Chartered Accountants
Registered Auditor St Nicholas House
11 April 2003 31 Park Row
Nottingham
NG1 6FQ
Independent auditors’ report to the members 
of Sherwood Group Plc Sherwood Group plc
18
Annual report and accounts 2002
Group profit and loss account
Group profit and loss account
Year ended 31 December 2002
Before
exceptional Exceptional Continuing Discontinued
items items Total operations operations Total
2002 2002 2002 2001 2001 2001
Note £’000 £’000 £’000 £’000 £’000 £’000
Turnover 2 40,084 – 40,084 41,438 2,508 43,946
Cost of sales (31,303) – (31,303) (32,273) (1,898) (34,171)
Gross profit 8,781 – 8,781 9,165 610 9,775
Distribution costs (4,423) – (4,423) (4,293) (575) (4,868)
Administrative expenses (2,934) (343) (3,277) (3,130) (377) (3,507)
Operating profit/(loss) 3 1,424 (343) 1,081 1,742 (342) 1,400
Loss on sale of operations 
before goodwill write-off ––– – (8,316) (8,316)
Goodwill previously written-off ––– – (2,563) (2,563)
Release of provisions in respect of 
discontinued activities and restructuring – 853 853 –– –
Profit/(loss) on ordinary activities 
before interest 1,424 510 1,934 1,742 (11,221) (9,479)
Other interest receivable and similar income 5 57 – 57 16 – 16
Interest payable and similar charges 6 (18) – (18) (273) (61) (334)
Profit/(loss) on ordinary activities 
before taxation 1,463 510 1,973 1,485 (11,282) (9,797)
Tax on profit/(loss) on ordinary activities 7 (289) (270) (559) (257) 142 (115)
Profit/(loss) on ordinary activities after taxation 1,174 240 1,414 1,228 (11,140) (9,912)
Minority interests – – (15) (15)
Profit/(loss) for the year 1,414 1,228 (11,155) (9,927)
Dividend 8 (277) –
Amount transferred to/(from) reserves 20 1,137 1,228 (11,155) (9,927)
Basic and diluted earnings/(loss) per share 9 1.1p 0.2p 1.3p (8.9)p
Pre-restructuring earnings per share 9 1.1p 0.2p 1.3p 0.9p
In 2002 all operating results related to continuing operations. Sherwood Group plc
19
Annual report and accounts 2002
Balance sheets
Balance sheets
31 December 2002
Group Company Group Company
2002 2002 2001 2001
Note £’000 £’000 £’000 £’000
Fixed assets
Tangible assets 10 10,274 3,523 12,952 3,950
Investments 11 – 55,000 – 54,575
10,274 58,523 12,952 58,525
Current assets
Stock 12 6,910 – 5,970 –
Debtors 13 8,003 357 8,181 281
Cash at bank and in hand 3,810 4,468 1,482 –
18,723 4,825 15,633 281
Creditors: amounts falling due within 
one year 14 7,090 42,910 7,549 38,616
Net current assets/(liabilities) 11,633 (38,085) 8,084 (38,335)
Total assets less current liabilities 21,907 20,438 21,036 20,190
Creditors: amounts falling due after
more than one year 15 –– 625 –
Provisions for liabilities and charges 18 559 – 292 –
Net assets 21,348 20,438 20,119 20,190
Capital and reserves
Called up share capital 19 5,547 5,547 11,094 11,094
Share premium account 20 89 89 10,579 10,579
Capital redemption reserve 20 138 138 138 138
Merger reserve 20 – 10,201 – 10,201
Special reserve 20 4,215 4,215 ––
Profit and loss account 20 11,359 248 (1,692) (11,822)
Equity shareholders’ funds 21,348 20,438 20,119 20,190
These accounts were approved by the Board on 11 April 2003 and signed on its behalf by:
N Jervis
M A Webster
Directors Statement of total recognised gains and losses
Year ended 31 December 2002
Sherwood Group plc
20
Annual report and accounts 2002
Statement of total recognised gains and losses
Reconciliation of movements in equity shareholders’ funds
2002 2001
£’000 £’000
Profit/(loss) for the year 1,414 (9,927)
Currency translation differences on overseas net investments 92 32
Total gains and losses recognised in the year 1,506 (9,895)
Reconciliation of movements in equity
shareholders’ funds
Year ended 31 December 2002
2002 2001
Group £’000 £’000
Profit/(loss) for the year 1,414 (9,927)
Dividend (277) –
1,137 (9,927)
Other recognised gains and losses 92 32
Goodwill previously written-off – 2,563
Net increase/(decrease) in equity shareholders’ funds 1,229 (7,332)
Equity shareholders’ funds at 1 January 20,119 27,451
Equity shareholders’ funds at 31 December 21,348 20,119
2002 2001
Company £’000 £’000
Profit/(loss) for the year and net increase/(decrease) in equity shareholders’ funds 248 (5,557)
Equity shareholders’ funds at 1 January 20,190 25,747
Equity shareholders’ funds at 31 December 20,438 20,190 Group cash flow statement
Year ended 31 December 2002
Sherwood Group plc
21
Annual report and accounts 2002
Group cash flow statement
Reconciliation of net cash flow to movement in net funds/(debt)
2002 2002 2001 2001
Note £’000 £’000 £’000 £’000
Net cash inflow from operating activities 22a 3,488 7,104
Returns on investments and 
servicing of finance
Net interest received/(paid) 39 (300)
Interest elements of finance lease rental payments – (18)
Net cash inflow/(outflow) from returns 
on investments and servicing of finance 39 (318)
Taxation
UK corporation tax – 8
Overseas tax – 704
Net cash inflow from taxation – 712
Capital expenditure and financial investment
Purchase of tangible fixed assets (600) (1,817)
Sale of tangible fixed assets 527 2,378
Net cash (outflow)/inflow from capital expenditure 
and financial investment (73) 561
Acquisitions and disposals
Disposal of subsidiary undertakings and businesses – 1,038
Borrowings of businesses sold – 7,600
Net cash inflow from acquisitions and disposals – 8,638
Net cash inflow before financing 3,454 16,697
Financing
Decrease in debt 22b (1,130) (8,144)
Increase in cash 2,324 8,553
Reconciliation of net cash flow to movement 
in net funds/(debt)
Year ended 31 December 2002
2002 2001
Note £’000 £’000
Increase in cash in the year 2,324 8,553
Cash outflow from decrease in 
debt and lease financing 1,130 8,144
Change in net funds/(debt) resulting 
from cash flows 3,454 16,697
Exchange adjustments 4 203
Movement in net funds/(debt) in the year 3,458 16,900
Net funds/(debt) at 1 January 352 (16,548)
Net funds at 31 December 22c 3,810 352 Notes to the accounts
Sherwood Group plc
22
Annual report and accounts 2002
Notes to the accounts
1. Accounting policies
The following accounting policies have been applied consistently in dealing with items which are considered material in relation to 
the Group’s financial statements except as noted below. The Group has adopted FRS 19 ‘Deferred Tax’ in these financial statements. 
The comparative figures did not require restatement. The Group has followed the transitional arrangements of FRS 17 ‘Retirement
Benefits’ in these financial statements.
Basis of accounting
The financial statements have been prepared under the historical cost convention and in accordance with applicable accounting
standards. 
(a) Basis of consolidation
The Group accounts incorporate the accounts of Sherwood Group plc and its subsidiary undertakings.
Acquisitions are included from the date of acquisition. Goodwill, being the excess of purchase consideration over the fair value of the
underlying net assets in respect of acquisitions before 1 January 1998, when FRS 10 ‘Goodwill and Intangible Assets’ was adopted,
was eliminated against reserves on acquisition. Goodwill arising on any subsequent acquisitions is capitalised and amortised in
accordance with FRS 10: ‘Goodwill and Intangible Assets’.
As permitted by section 230 of the Companies Act 1985, a separate profit and loss account dealing with the results of the Parent
Company only has not been presented.
(b) Turnover
Turnover, which is stated net of value added tax, represents amounts invoiced to third parties.
(c) Foreign currencies
Profit and loss accounts of overseas subsidiary undertakings are translated into sterling at average rates of exchange prevailing 
during the year. Their net assets are translated at year-end rates, the difference on exchange being recorded as a reserve movement.
Transactions in foreign currencies are recorded using the rate of exchange ruling at the date of the transaction.
Other monetary assets and liabilities denominated in foreign currencies are translated at year-end rates, the exchange differences
arising are taken to the profit and loss account.
(d) Depreciation
Depreciation is provided to write off the cost, less estimated residual values, of all tangible fixed assets except freehold land, over their
expected useful lives.
The lives of each major asset category are:
Freehold buildings – between 25 and 50 years
Plant and machinery – between 5 and 20 years
Fixtures and fittings – between 3 and 10 years
Motor vehicles – between 3 and 5 years
(e) Pension costs
The pension costs for defined contribution schemes are the contributions payable in the year.
For defined benefit schemes the costs are the amounts which, based on current actuarial assumptions, will provide for expected
pension costs over the service lives of the members at a level percentage of the pensionable payroll.
(f) Leasing
Assets acquired under finance leases are capitalised in the balance sheet and depreciated over their expected useful lives. The interest
element is charged to the profit and loss account on a sum of digits basis over the term of the agreement.
Rentals in respect of operating leases are charged to the profit and loss account on a straight line basis over the term of the agreement. Sherwood Group plc
23
Annual report and accounts 2002
Notes to the accounts
(g) Investments
Investments held as fixed assets are valued at cost, less any provision for impairment in value.
(h) Stock
Stock is valued at the lower of cost and net realisable value.
Cost is calculated as follows:
• Raw materials: cost of purchase on a first in, first out basis.
• Work in progress and finished goods: cost of raw materials and labour together with appropriate overheads. Net realisable value 
is based on estimated selling price, less further costs to completion and disposal.
(i) Deferred tax
The charge for taxation is based on the profit or loss for the year and takes into account taxation deferred because of timing differences
between the treatment of certain items for taxation and accounting purposes. Deferred tax is recognised, without discounting, in
respect of all timing differences between the treatment of certain items for taxation and accounting purposes which have arisen but 
not reversed by the balance sheet date, except as otherwise required by FRS 19. 
Deferred tax assets are recognised only to the extent that they are considered to be recoverable in the foreseeable future.
2. Segment analysis
(a) Business activity
Following the recent restructuring of the Group, the Directors believe that activities are now confined to one class of business -
the design and sale of lingerie, swimwear and nightwear and the design, manufacture and sale of textiles. 
(b) Geographical area of operation
United EU and
Kingdom other Total
2002 2001 2001 2001
£’000 £’000 £’000 £’000
Turnover 40,084 41,438 2,508 43,946
Operating profit/(loss) 1,081 1,742 (342) 1,400
Loss on sale of operations before goodwill write-off – (8,316)
Goodwill previously written-off – (2,563)
Release of provisions in respect of discontinued activities and restructuring 853 –
Interest receivable/(payable) 39 (318)
Profit/(loss) on ordinary activities before taxation 1,973 (9,797)
Net assets excluding net funds/(debt) 17,538 19,767 – 19,767
Net funds/(debt) 3,810 352
Equity shareholders’ funds 21,348 20,119
In 2002 all activities are in the United Kingdom.
(c) Geographical analysis of turnover by destination
2002 2001
£’000 £’000
Turnover to:
United Kingdom 33,494 35,033
France 896 2,054
Italy 807 476
Spain 280 392
Other European Countries 1,396 2,219
Far East 2,771 3,015
Middle East 145 438
The Americas 117 98
Australasia 102 112
Africa 76 109
40,084 43,946 Sherwood Group plc
24
Annual report and accounts 2002
Notes to the accounts
Notes to the accounts continued
3 Operating profit/(loss)
Operating profit/(loss) is stated after charging/(crediting):
2002 2001
£’000 £’000
Depreciation
Owned assets 2,050 2,194
Assets held under finance leases – 102
Provision for impairment (Note 10) 343 –
Profit on asset disposals (12) (151)
Auditors’ remuneration – audit services 32 24
– other services 23 13
Operating lease rentals
Plant and machinery 134 141
Other 21 22
The audit fee in respect of the Company was £14,000 (2001: £10,000)
4 Employees
Staff costs including Directors:
2002 2001
£’000 £’000
Wages and salaries 7,424 8,795 
Social security costs 664 945 
Pension costs 290 578 
8,378 10,318 
The average number of employees of the Group during the year was as follows:
2002 2001
Number Number
Manufacturing 242 248 
Selling and distribution 116 124 
Administration and management 51 64 
409 436  Sherwood Group plc
25
Annual report and accounts 2002
Notes to the accounts
4 Employees continued
The remuneration of Directors was as follows:
2002 2001
£’000 £’000
Directors’ emoluments 265 432
Company contributions to money purchase pension schemes 27 83
Compensation for loss of office 75 130
Amounts paid to third parties in respect of Directors’ services 91 17
458 662
The aggregate emoluments of the highest paid Director were £114,000 (2001: £207,000), and Company pension contributions of
£21,000 (2001: £25,000) were made to a money purchase scheme on his behalf.
Retirement benefits are accruing to the following number of Directors under:
2002 2001
Number Number
Money purchase schemes 3 4
Defined benefit schemes 1 1
4 5
The Group’s share option scheme lapsed in October 2001; no further share option arrangements have been put in place during 2002.
No share options were exercised during 2001.
The Group did not have any long-term incentive schemes in 2002 or 2001.
5 Other interest receivable and similar income
2002 2001
£’000 £’000
Interest receivable on bank balances 57 16
6 Interest payable and similar charges
2002 2001
£’000 £’000
Interest on bank and other borrowings fully repayable within 5 years (18) (316)
Interest on finance leases – (18)
(18) (334) Notes to the accounts continued
Sherwood Group plc
26
Annual report and accounts 2002
Notes to the accounts
7 Tax on profit/(loss) on ordinary activities
(a) Analysis of charge in the year
2002 2001
£000 £000
Current tax:
UK corporation tax on profits/(losses) for the year – – 
Adjustments in respect of previous years – 257 
Total current tax – 257 
Deferred tax:
Origination and reversal of timing differences 559 (142)
Tax on profit/(loss) on ordinary activities 559 115 
The release of various provisions as exceptional income resulted in an increase in the tax charge of £270,000.
(b) Factors affecting tax charge for the year
The tax charge for the year is lower than the standard rate of corporation tax in the UK (30%). The differences are assessed below.
2002 2001
£000 £000
Profit/(loss) on ordinary activities before taxation 1,973 (9,797)
Profit/(loss) on ordinary activities multiplied by standard rate of corporation tax 
in the UK of 30% (2001: 30%) 592 (2,939)
Effects of:
Expenses not deductible for tax purposes 172 3,508
Depreciation for year in excess of capital allowances 223 158
Other timing differences (280) 110 
Utilisation of tax losses (707) (837)
Adjustments to tax charge in respect of previous years – 257
Current tax charge for the year – 257
(c) Factors that may affect future tax charges
Group:
The Group expects to use the remaining tax losses in the main operating subsidiary during 2003.
These tax losses have reduced taxable profits to nil in recent years.
Company:
The tax losses carried forward in the Company of £5.5 million have not been recognised as a deferred tax asset as there is currently
insufficient evidence that there will be suitable taxable profits against which the losses can be relieved.
8 Dividend
2002 2001
£000 £000
Proposed final dividend of 0.25p per ordinary share 277 – Sherwood Group plc
27
Annual report and accounts 2002
Notes to the accounts
9 Earnings/(loss) per share
2002 2001
£’000 £’000
Earnings for basic earnings/(loss) per share 1,414 (9,927)
Loss on sale of operations before goodwill write-off – 8,316
Goodwill previously written-off – 2,563
Earnings for pre-restructuring earnings per share 1,414 952
Weighted average number of ordinary shares in issue 110,941,178 110,941,178
There is no difference between basic earnings/(loss) per share and diluted earnings/(loss) per share as there are no outstanding 
share options.
10 Tangible assets
Freehold land Plant and Fixtures Motor 
and buildings machinery and fittings vehicles Total
Group £’000 £’000 £’000 £’000 £’000
Cost
At 1 January 2002 6,603 25,136 4,324 128 36,191
Additions – 157 73 – 230
Disposals (834) (499) (356) (71) (1,760)
At 31 December 2002 5,769 24,794 4,041 57 34,661
Depreciation
At 1 January 2002 2,179 17,445 3,531 84 23,239
Impairment 343––– 343
Charge for the year 84 1,652 314 – 2,050
Disposals (360) (499) (356) (30) (1,245)
At 31 December 2002 2,246 18,598 3,489 54 24,387
Net book value
At 31 December 2002 3,523 6,196 552 3 10,274
At 31 December 2001 4,424 7,691 793 44 12,952
The value of land included in freehold land and buildings is £142,000.
Freehold land 
and buildings
Company £’000
Cost
At 1 January and 31 December 2002 3,950
Depreciation
At 1 January 2002 –
Impairment 343
Charge for the year 84
At 31 December 2002 427
Net book value
At 31 December 2002 3,523
At 31 December 2001 3,950
The Directors instructed an independent firm of Chartered Surveyors, DTZ Debenham Tie Leung, to conduct a current use valuation 
on the Group’s three freehold properties. The valuation was carried out on 6 February 2003 in accordance with RICS appraisal and
valuation manual. As set out in the financial review on page 7, the Directors have carried out an impairment review of the textile
activities and, utilising the above valuations, identified an impairment charge of £343,000, in respect of its Borrowash site which has
been recognised in accordance with FRS11. Notes to the accounts continued
Sherwood Group plc
28
Annual report and accounts 2002
Notes to the accounts
11 Investments
At 31 December 2002 the principal subsidiaries were:
Country of incorporation All ordinary shares
& principal country proportion
Company of operation Nature of business held
Sherwood Group (Trading) Limited UK Textile Trading 100%
Comprising the divisionalised operations of:
Debfor Limited UK Lingerie and Swimwear 100%
Halle Models Limited UK Nightwear 100%
Lepel UK Limited UK Lingerie and Swimwear 100%
Birkin International Limited UK Apparel Lace 100%
The Textile Finishing Group (Nottingham) Limited UK Dyers and Finishers 100%
Sherwood Group (Europe) Limited UK Non Trading 100%
£’000
Cost
At 1 January 2002 and 31 December 2002 70,591
Provisions
At 1 January 2002 16,016
Reversal of past impairment (425)
At 31 December 2002 15,591
Net book value
At 31 December 2002 55,000
At 31 December 2001 54,575
12 Stock
2002 2001
Group £’000 £’000
Raw materials 1,000 1,138
Work in progress 543 571
Finished goods 5,367 4,261
6,910 5,970
13 Debtors
Group Company Group Company
2002 2002 2001 2001
£’000 £’000 £’000 £’000
Due within one year:
Trade debtors 6,141 – 6,124 –
Other debtors 1,431 – 1,435 –
Prepayments and accrued income 431 357 622 281
8,003 357 8,181 281
14 Creditors: amounts falling due within one year
Group Company Group Company
2002 2002 2001 2001
£’000 £’000 £’000 £’000
Bank overdrafts –– – 6,614
Bank and other loans (note 16) –– 505 –
Trade creditors 2,946 13 1,366 27
Amount owed to subsidiary undertakings – 42,603 – 31,810
Other taxes and social security 700 – 1,244 –
Other creditors 993 – 1,152 –
Accruals 2,174 17 3,282 165
Proposed dividend 277 277 ––
7,090 42,910 7,549 38,616 Sherwood Group plc
29
Annual report and accounts 2002
Notes to the accounts
15. Creditors: amounts falling due after more than one year
2002 2001
Group £’000 £’000
Bank and other loans (note 16) – 625 
The loans were secured on certain fixed assets.
16 Financial Instruments 
The Group’s financial instruments comprise cash and various items such as trade debtors and trade creditors.
The Group does not trade in financial instruments.
As permitted by FRS 13 – ‘Derivatives and other Financial Instruments: Disclosures’, short-term debtors and creditors have been
excluded from all FRS 13 disclosures.
The main risks arising from the Group’s financial instruments are interest rate risk and currency risk. The Group’s policies in respect 
of the management of these risks is as follows:
Interest rate risk:
The Group finances its operations through retained profits. Financial assets are placed with banks at floating rates on periods ranging
from overnight to monthly depending on forecast cash flow requirements and earn interest at prevailing rates in the money market.
Currency risk:
Following the disposal of the Group’s overseas trading businesses, the Group’s currency exposure on the translation of profits and 
net assets of those businesses has been significantly reduced.
Currency exchange risk on trading transactions is not significant. 
(a) Interest rate and currency of cash balances
Financial assets of £3,810,000 (2001: £1,482,000) invested at floating rates comprise Sterling, Euro and US Dollar deposits. There are
no fixed rate financial assets.
(b) Interest rate and currency of cash borrowings
There were no cash borrowings in the year ended 31 December 2002. At 31 December 2001 the Group had Sterling floating
borrowings of £1,130,000. These floating rate financial liabilities comprised bank borrowings bearing interest rates based upon LIBOR
and EURIBOR.
(c) Currency exposure
The Group’s currency exposure, i.e. those exposures arising from transactions, being the net currency gains and losses that are
recognised in the profit and loss account, is not material.
(d) Fair values of financial instruments
Set out below is a year-end comparison of current and book values of all the Group’s financial instruments by category.
Book value Fair value Book value Fair value
2002 2002 2001 2001
£’000 £’000 £’000 £’000
Cash 3,810 3,810 1,482 1,482
Short-term debt and current portion of long-term debt – – (505) (505)
Long-term debt – – (625) (625)
(e) Maturity profile of the Group’s financial liabilities
The repayment of bank loans fall due as follows:
2002 2001
£’000 £’000
Within one year – 505
Between one and two years – 500
Between two and five years – 125
– 1,130
There are no loans outstanding in 2002. Sherwood Group plc
30
Annual report and accounts 2002
Notes to the accounts
Notes to the accounts continued
17 Operating leases
Annual commitments under non-cancellable operating leases are as follows:
Land and Land and 
buildings Other buildings Other
2002 2002 2001 2001
£’000 £’000 £’000 £’000
Operating leases which expire:
Within one year –24 95 19
Between one and five years 30 115 – 114
30 139 95 133
18 Provisions for liabilities and charges
Restructuring Deferred
costs tax Total
Group £’000 £’000 £’000
At 1 January 2002 292 – 292
Profit and loss account (168) 559 391
Paid during the year (124) – (124)
At 31 December 2002 – 559 559
Deferred tax:
2002 2001
Group £000 £000
Accelerated capital allowances 809 1,570
Tax losses carried forward (130) (1,170)
Other timing differences (120) (400)
Provision for deferred tax 559 –
19 Share capital
Number of shares £’000
Allotted, called up and fully paid shares 
Ordinary shares of 10p each at 31 December 2001 110,941,178 11,094 
Reduction of share capital from 10p shares to 5p shares – (5,547)
Ordinary shares of 5p each at 31 December 2002 110,941,178 5,547
Unissued shares 29,058,822 1,453 
Authorised share capital at 31 December 2002 140,000,000 7,000 
Authorised share capital at 31 December 2001 140,000,000 14,000 
On 12 June 2002 the High Court approved a scheme for the reduction of share capital through the sub-division of every issued
Ordinary Share of 10p each into one New Ordinary Share of 5p each and one Deferred Share of 5p each. The Deferred Shares carried
no rights and were subsequently cancelled. The reserve created was applied, in line with Court approval, in eliminating a deficit on 
the profit and loss account. Sherwood Group plc
31
Annual report and accounts 2002
Notes to the accounts
20 Reserves
Share Capital Profit
premium redemption Special and loss
account reserve reserve account
Group £’000 £’000 £’000 £’000
At 1 January 2002 10,579 138 – (1,692)
Profit for the year – – – 1,137
Share capital reorganisation – – – 5,547
Share premium reduction (10,490) – 4,215 6,275
Currency translation difference on overseas net investments – – – 92
At 31 December 2002 89 138 4,215 11,359
Share Capital Profit
premium redemption Merger Special and loss
account reserve reserve reserve account
Company £’000 £’000 £’000 £’000 £’000
At 1 January 2002 10,579 138 10,201 – (11,822)
Profit for the year –––– 248
Share capital reorganisation –––– 5,547
Share premium reduction (10,490) – – 4,215 6,275
At 31 December 2002 89 138 10,201 4,215 248
The share capital reorganisation scheme referred to above also included a reduction in the share premium account. The amount of 
the reduction was also partly applied, in line with Court approval, in eliminating the deficit on the profit and loss account. 
The special reserve was created, in line with the Court approval, by a reduction in the share premium account. The reserve is not
distributable but may be used to offset any future deficit on the profit and loss account.
At 31 December 2002 the cumulative amount of goodwill eliminated against the profit and loss account reserve in respect of continuing
operations was £7,829,000 (2001: £7,829,000).
The Company profit for the year was £525,000.
21 Pension schemes
The total pension cost for the Group was £290,000 (2001: £578,000) 
Within the UK the Group operates defined benefit and defined contribution pension schemes. The assets of all the Group schemes 
are held separately from those of the Group in independently administered funds.
The cost for the defined contribution schemes represents contributions paid by the Group to the funds and amounted to £27,000
(2001: £83,000).
The Group operates a defined benefit scheme, the Sherwood Group plc Retirement Benefits Scheme. The pension cost relating 
to this service is assessed in accordance with the advice of a qualified actuary using the projected unit method.
The latest actuarial valuation of the fund was carried out by independent qualified actuaries at 1 January 2001.
The market value of the funds’ assets at this date were £13.8 million. The present value of the scheme’s liabilities at this date were
£13.7 million, hence there was a surplus of £0.1 million.
The pension cost charge for the year in respect of this scheme was £263,000 (2001: £453,000).
The pension accrual at the year end was £150,000.
The method of calculating the employers’ contribution rate is known as the ‘Projected Unit Method’. The key feature of this method 
is that it requires that the average age of the workforce will remain constant if a stable contribution rate is to be achieved. Notes to the accounts continued
Sherwood Group plc
32
Annual report and accounts 2002
Notes to the accounts
21 Pension schemes continued
The following assumptions were made in reaching the valuation at 1 January 2001
Rate of inflation 2.5% per annum
Rate of return on investments 6.8% per annum
Rate of increase in salaries 3.7% per annum
Rate of increase in pensions nil% per annum
Additional FRS 17 Disclosures
Whilst the Group continues to account for pension costs in accordance with SSAP 24 ‘Accounting for Pension Costs’ , under FRS17
‘Retirement Benefits’, the following transitional disclosures are required.
In accordance with the transitional arrangements of FRS 17, the actuaries have undertaken a valuation of the assets and liabilities 
of the Scheme at 31 December 2002. Pension scheme assets are measured using market values. Pension scheme liabilities are
measured using a projected unit method. The “present value of scheme liabilities” has been arrived at by projecting the results of 
the last full valuation as at 1 January 2001 forward to 31 December 2001 and 31 December 2002.
The following assumptions were made in reaching the valuation at 31 December: 
2002 2001
Rate of inflation 2.2% per annum 2.7% per annum
Rate of increase in salaries 2.5% per annum 4.7% per annum
Rate of increase in pensions 2.2% per annum 2.7% per annum
Rate used to discount scheme liabilities 5.8% per annum 5.7% per annum
The fair value of the scheme assets and the present value of the scheme liabilities at 31 December 2002 and 31 December 2001 were
as follows:
Valuation Valuation
2002 Expected rate 2001 Expected rate
£’000 of return £’000 of return
Equities 7,119 8.3% 9,650 8.2%
Bonds 1,222 5.1% 1,142 5.2%
Other 620 5.1% 750 5.2%
Assets 8,961 11,542 
Liabilities (15,789) (15,757)
Deficit (6,828) (4,215)
Related deferred tax asset 2,048 1,265
Net pension deficit (4,780) (2,950)
If the Group had adopted the full requirements of FRS17 the following entries would have been made.
a) Analysis of amount charged to operating profit
2002
£’000
Current service cost 336
b) Analysis of the amount credited to other finance income
Expected return on assets 882
Interest on liabilities (874)
Net return 8
c) Movement in surplus during the year
Deficit at beginning of year (4,215)
Movement in the year:
Current service costs (336)
Contributions 299
Net return from other finance income 8
Actuarial loss in statement of total recognised gains and losses (STRGL) (2,584)
Deficit at end of the year (6,828) Sherwood Group plc
33
Annual report and accounts 2002
Notes to the accounts
21 Pension schemes continued
d) Analysis of the amount recognised in STRGL
2002
£’000
Actual return less expected return on assets (2,052)
Experience losses on liabilities (21)
Change in assumptions (511)
Actuarial loss recognised in STRGL (2,584)
e) History of experience gains and losses
Difference between the actual and expected return on assets (2,052)
– as a % of scheme assets (23)%
Experience losses on liabilities (21)
– as a % of liabilities –
Total amount recognised in STRGL (2,584)
– as a % of liabilities (16)%
22 Group cash flow statement
(a) Reconciliation of operating profit/(loss) to net cash inflow/(outflow) from operating activities
2002 2001 2001 2001
Continued Discontinued Total
£’000 £’000 £’000 £’000
Operating profit/(loss) 1,081 1,742 (342) 1,400
Depreciation 2,050 2,081 215 2,296
Impairment 343 –– –
Profit on disposal of fixed assets (12) (80) (71) (151)
(Increase)/decrease in stock (940) 3,278 (260) 3,018
Decrease in debtors 178 1,886 1,255 3,141
Increase/(decrease) in creditors 1,122 (688) (597) (1,285)
Decrease in restructuring provision (292) (1,056) – (1,056)
Exchange adjustments (42) – (259) (259)
Net cash inflow/(outflow) from operating activities 3,488 7,163 (59) 7,104
(b) Analysis of financing
2002 2001
£000 £000
Debt due within one year
Repayment of loans (505) (7,189)
Debt due after more than one year
Repayment of loans (625) 148
Capital element of finance lease rental payments – (1,103)
(1,130) (8,144)
(c) Analysis of net funds/(debt)
At At
1 January Cash Exchange 31 December
2002 flow movement 2002
£’000 £’000 £’000 £’000
Cash at bank and in hand 1,482 2,324 4 3,810
Debt due within one year (505) 505 – –
Debt due after one year (625) 625 – –
(1,130) 1,130 – -
Net funds 352 3,454 4 3,810 Five year summary
Sherwood Group plc
34
Annual report and accounts 2002
Five year summary
Profit and loss account
2002 2001 2000 1999 1998
£’000 £’000 £’000 £’000 £’000
Turnover 40,084 41,438 49,312 48,505 152,150
Profit/(loss) on ordinary activities before interest 1,934 1,742 (4,227) (5,381) (4,005)
Interest receivable/(payable) 39 (257) (1,276) (1,946) (2,553)
Profit/(loss) on ordinary activities before taxation 1,973 1,485 (5,503) (7,327) (6,558)
Tax (559) (257) 564 1,412 (2,651)
Minority interests – – – – (651)
Profit/(loss) for the year 1,414 1,228 (4,939) (5,915) (9,860)
Pre-restructuring earnings/(loss) per share 1.3p 0.9p (1.1p) (2.3p) 2.1p
Dividends per share 0.25p – – – 3.60p
Balance sheet
2002 2001 2000 1999 1998
£’000 £’000 £’000 £’000 £’000
Net assets 21,348 20,119 27,672 46,700 63,296
Net funds/(debt) 3,810 352 (16,548) (32,039) (34,423)
Gearing percentage – – 59.8% 68.6% 54.4%
Equity shareholders’ funds per share 19.2p 18.1p 24.7p 39.5p 52.8p
The profit and loss account figures represent the Group’s continuing operations after charging their restructuring costs.
Website
The Report and Accounts will be available on the Group’s website www.sherwoodgroup.co.uk along with access to the current 
share price. Sherwood Group plc
35
Annual report and accounts 2002
Notice of Annual General Meeting
Notice is hereby given that the seventeenth Annual General Meeting of the Company will be held at The Risley Hall Hotel, Derby Road,
Risley, Derbyshire DE72 3SS on 28 May 2003 at 10.30 am for the purposes of considering and, if thought fit, passing the following
resolutions:
Ordinary Resolutions
1. To receive the Directors’ Report and Audited Accounts for the year ended 31 December 2002.
2. To declare a final dividend of 0.25p per Ordinary Share for the year ended 31 December 2002.
3. To re-elect C A Duncumb as a Director.
4. To re-elect as a Director M A Webster who retires by rotation in accordance with Article 93 of the Company’s Articles of Association.
5. To re-appoint KPMG Audit Plc as Auditors and to authorise the Directors to fix their remuneration.
6. To approve the Directors’ remuneration report for the year ended 31 December 2002.
Special Resolutions
7. THAT, the Directors be generally and unconditionally authorised in accordance with section 80 of the Companies Act 1985
(“Companies Act”) (in substitution for any existing authority to allot relevant securities) to exercise all the powers of the Company 
to allot relevant securities up to a maximum nominal amount of £1,840,019 provided that such authority shall expire on the
conclusion of the Annual General Meeting of the Company to be held in 2004 or on 31 July 2004 whichever is earlier, but so that
the Company may before such expiry make an offer or agreement which would or might require equity securities to be allotted
after such expiry, and the Directors may allot equity securities in pursuance of such offer or agreement as if the authority conferred
by this resolution had not expired.
8. THAT, subject to the passing of resolution 7 above, the Directors be empowered to allot equity securities of the Company, pursuant
to Section 95 of the Companies Act 1985 (the “Act”) as if Section 89 (1) of the Act did not apply to such allotment, provided that
such power shall be limited to the allotment of equity securities:
(i) in connection with a rights issue of such securities to the holders of relevant shares and relevant employees’ shares of the
Company in proportion (as nearly as may be) to their respective holdings and, if the terms of any equity securities so provide, 
in favour of the holders of those equity securities in accordance with the terms thereof, subject to such exclusions or other
arrangements as the Directors consider necessary or expedient in connection with shares representing fractional entitlements 
or on account of either legal or practical problems arising in connection with the laws of any territory or of the requirements 
of any relevant regulatory body or stock exchange in any territory;
(ii) (otherwise than under sub-paragraph 8(i) above) having an aggregate nominal value of £277,353 and such power shall expire
on the conclusion of the Annual General Meeting of the Company to be held in 2004 or on 31 July 2004, whichever is earlier,
but so that the Company may before such expiry make an offer or agreement which would or might require equity securities to
be allotted after such expiry, and the Directors may allot equity securities in pursuance of such offer or agreement as if the
power conferred by this resolution had not expired.
Such power shall permit and enable the Directors to make an offer or agreement, before the expiry of such power, which would 
or might require equity securities to be allotted after such expiry.
Words and expression defined in or for the purposes of Part IV of the Act  shall bear the same meanings in this resolution.
9. THAT, the Company be and is hereby generally and unconditionally authorised for the purpose of section 166 of the Act to make
one or more market purchases (within the meaning of section 163(3) of the Act) on the London Stock Exchange Limited of ordinary
shares of 5p each in the capital of the Company (“ordinary shares”) provided that:-
(i) the maximum aggregate number of ordinary shares hereby authorised to be purchased is 11,094,118 (representing 10 per cent
of the Company’s issued ordinary share capital);
(ii) the minimum price which may be paid for such shares is 5p per share (exclusive of expenses);
(iii) the maximum price (exclusive of expenses) which may be paid for an ordinary share shall be not more than 5 per cent above
the average of the market values for an ordinary share as derived from Stock Exchange Daily Official List for the 5 business days
immediately preceding the date on which the ordinary share is purchased;
Notice of Annual General Meeting Sherwood Group plc
36
Annual report and accounts 2002
Notice of Annual General Meeting
Notice of Annual General Meeting continued
(iv)unless previously renewed, varied or revoked, the authority hereby conferred shall expire at the conclusion of the Annual General
Meeting of the Company to be held in 2004 or within 12 months from the date of passing this resolution whichever shall be the
earlier;
(v) the Company may make a contract or contracts to purchase ordinary shares under the authority hereby conferred prior to the
expiry of such authority which will or may be executed wholly or partly after the expiry of such authority and may make a
purchase of ordinary shares in pursuance of any such contract or contracts.
By order of the Board
Martin Webster Registered Office:
Secretary Fields Farm Road
Long Eaton
25 April 2003 Nottingham NG10 1GT
Notes
1. A member is not entitled to attend and vote at the Annual General Meeting unless their name is entered in the register of members
48 hours before the date of the meeting.
2. Any member entitled to attend and vote at the Annual General Meeting is entitled to appoint one or more proxies to attend and
vote in their stead. A proxy need not be a member of the Company. A proxy form is enclosed for your use.
3. To be valid, the Form of Proxy, together with the power of attorney or other authority (if any) under which it is signed or a notarially
certified copy of such power of authority must be deposited at the offices of the Company’s Registrar, Computershare Services
plc, PO Box 1075, Bristol BS99 3FA not later than 48 hours before the time fixed for the meeting, or any adjournment thereof.
4. Completion of a Form of Proxy will not preclude a member who is entitled to attend and vote from attending and voting in person
at the meeting should they so wish.
5. Copies of Directors’ service contracts and the register of Directors’ interests in shares of the Company under section 325 of the
Companies Act 1985 will be available for inspection at the Registered Office of the Company during normal business hours on any
weekday from the date of this Notice until the close of the Annual General Meeting. Copies will also be available for inspection from
9.45am at the Annual General Meeting until the conclusion thereof.
6. Pursuant to Regulation 41 of The Uncertificated Securities Regulations 2001 only those members registered in the Register of
Members of the Company as at 10.30 am on 26 May 2003  being not more than 48 hours before the time fixed for the meeting
are entitled to attend or vote at this meeting in respect of the number of shares registered in their name at 9.00 am on 26 May
2003. Changes to entries in the Register after 9.00 am on 26 May 2003 shall be disregarded in determining the right to attend or
vote at the meeting. Contents
01 Highlights 
02 Chairman’s report
04 Chief Executive’s statement
06 Financial review
08 Directors’ report
10 Board of Directors and advisers
11 Corporate governance report
13 Board report on Directors’ remuneration
16 Statement of Directors’ responsibility
17 Independent auditors’ report to the 
members of Sherwood Group plc 
18 Group profit and loss account
Sherwood Group plc is a leading designer and supplier
of lingerie, swimwear and nightwear to the retail clothing
market and is the UK’s principal manufacturer of lace.
19 Balance sheets
20 Statement of total recognised 
gains and losses
20 Reconciliation of movements in equity 
shareholders’ funds
21 Group cash flow statement
21 Reconciliation of net cash flow to 
movement in net funds/(debt)
22 Notes to the accounts
34 Five year summary
35 Notice of Annual General Meeting 
Group Directory
Garments
Debfor – Swimwear
Fields Farm Road
Long Eaton
Nottingham NG10 1GT
Tel: 0115 972 5501
Steve Gibbons
Sherwood – Lingerie
Fields Farm Road
Long Eaton
Nottingham NG10 1GT
Tel: 0115 972 5501
Julia Schumacher
Halle Models – Nightwear
Fields Farm Road
Long Eaton
Nottingham NG10 1GT
Tel: 01538 399 731
Dorn Rushin
Lepel – Intimate Apparel and Swimwear
Fields Farm Road
Long Eaton
Nottingham NG10 1GT
Tel: 0115 946 0027
Peter Cronin
Textiles
Birkin International Limited – Lace
Bains Drive
Borrowash
Derbyshire DE72 3ZJ
Tel: 01332 680 680
Carol Cook
Textile Finishing Group – Dyeing & Finishing
(Nottingham) Ltd
White City Trading Estate
Trent Lane
Nottingham NG2 4EJ
Tel: 0115 911 1000
Steve Collishaw
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forests. It is completely bio-degradable and recyclable. Sherwood Group plc
Annual report 
and accounts 2002
Sherwood Group plc Annual report and accounts 2002
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