Business Control Solutions Group plc
145 Cannon Street, London, EC4N 5BQ, UK
Tel: +44 (0)20 7648 2050 Fax: +44 (0)20 7648 2051
Registered Office
Ground Floor, Churchgate, New Road, Peterborough, PE1 1TT, UK
Tel: +44 (0)1733 559 999 Fax: +44 (0)1733 568012
Registered Number 02089155
info@bcsplc.com
www.bcsplc.com
© BCS Group plc 2008
Business Control Solutions Group plc
Annual Report 2007
Business Control Solutions Group plc Annual Report 2007 Business Control Solutions Group is a provider of management
consultancy services and operational control software to the
financial services sector. Our people have operated at senior levels
in global organisations and this experience and domain expertise
helps our clients to fast-track solutions to difficult and complex
problems. Our commitment to sustainable delivery has resulted in
long-term, trusted relationships with our clients, who include six of
the world’s top ten banks.
Our management consultants have delivered business
transformation programs within finance, risk, IT and operations
across both the buy and sell side. Our innovative browser-based
technology solutions are designed by our industry practitioners to
embed control within operational functions and give senior
management real time transparency on issues and risks.
Business Control Solutions Group is based in London, with
development centres in Peterborough and Romania and is listed
on the Alternative Investment Market (AIM) as BCT.L.
Welcome
01 Highlights
02 Our Business at a Glance
04 Chairman’s Statement
06 Chief Executive’s Review
08 Directors and Advisors
10 Directors’ Report
12 Corporate Governance
14 Remuneration Report
17 Directors’ Responsibilities
18 Independent Auditors’ Report
Contents
www.bcsplc.com
Financials
20 Consolidated Income Statement
21 Consolidated Balance Sheet
22 Statement of Changes in Equity
23 Consolidated Cash Flow Statement
24 Consolidated Accounting Policies
27 Notes to the Consolidated Financial Statements
43 Company Balance Sheet
44 Company Accounting Policies
45 Notes to the Company Financial Statements
49 Notice of Annual General Meeting
51 Form of Proxy Financial Highlights
• Group turnover up 20%. 
• Recurring software revenues up to 25% of total software revenue from 9% in 2006.
• Software revenues up 4% despite a transition from an upfront perpetual licence
model to an annuity licence model. 
• Significantly reduced the loss before tax to £399,000.
• Strong cash position of £2.8m at year end.
Operational Highlights
• Consultancy utilisation rate consistently above 85% throughout the year as increased
demand for our domain expertise lead to a broader customer base and an increase in
the number of assignments.
• Further enhanced consulting skill base in operational risk and control and launched
BCS CTRL+ methodology, combining the Consultancy and Software expertise into a
single operational risk control offering.
• Significant software investment in 2007 culminating in the launch of our balance
sheet substantiation product, Integrity, a new release of our agent bank network
management product Arc, and a new release of our popular operational risk control
product, OCA, due in Q4 2008.
Key Objectives for 2008
• Establish BCS Integrity as the de facto software solution for effective control and
management of the balance sheet substantiation process.
• Continue to grow the consulting business as the demand increases for financial
services domain experts who can leverage their experience to deliver high-impact
projects on time, to specification and within budget.
• Leverage the current market focus on operational risk control to continue the
evolution of BCS Operational Control Architecture® (OCA).
• Increase awareness of Business Control Solutions Group’s service and product offerings.
01
Highlights Our Business at a Glance
Business Control Solutions Group plc
Annual Report 2007
02
Business Control Solutions Group supplies solutions in the form of both computer software and industry
domain expertise aimed at solving business and technology problems for financial services clients. 
Software solutions are aimed at enabling visible control monitoring of day-to-day business processes 
and the provision of accurate reporting to meet internal and regulatory compliance obligations. 
Consulting services enable clients to leverage exceptional financial services domain expertise and experience 
to implement effective, sustainable solutions to complex business and technical challenges.
BCS Operational Control Architecture® (OCA™)
Captures control certifications, key
performance and risk metrics, loss events and
near misses combining this information into
departmental scorecards and dashboards that
give an intra-day measure of operational
control and regulatory compliance. OCA instils
an holistic control culture enabling real-time
optimisation of operational risk, by easily
integrating the knowledge of your people with
effective risk and control measures.
Our Market Data Analysts
Optimise both the usage and the licensing
contracts under which market data is purchased
within an organisation, with the objective of
creating a sustainable market data environment
that evolves in line with business demand.
BCS Integrity™
Provides instant visibility over the account
substantiation process across multiple regions,
business units, general ledgers and currencies,
and enables senior management to quickly
understand what balances are at risk, which
accounts have been reconciled, who owns each
account and what still needs to be done before
the financial period closes.
BCS Agent Reconciliation and Control™ (Arc)
Provides a golden source of agent bank 
fee information that is used to generate fast,
accurate, and easy to manage reconciliations of
agent bank transaction and custody charges. 
Our Management Consultants
Deliver business transformation programs
within finance, risk, IT and operations across
both the buy and sell side. Their extensive
domain expertise helps our clients to fast-track
solutions to difficult and complex problems.
BSC ResourceIT®
Provides highly skilled, motivated, professional,
technical staff to work at your offices under
your guidance and your normal working
practices. Our flexible approach allows you to
choose the engagement model and specify
whether you want to manage the resources or
set project targets and service levels that we
need to meet.  03
Our Business at a Glance
“The implementation of OCA has meant that I have
visibility across the key areas of operational risk in
AFM, yet I’m only 5 clicks away from the lowest
level of detail.”
Nathan Bostock, CFO, Abbey Group Chairman’s Statement
Business Control Solutions Group plc
Annual Report 2007
04
2007 has been a year of significant change and progress and the
business is fully focused and clear about its priorities. We have achieved
good growth in the business despite the high levels of investment in
both our Consultancy and Software businesses as we have set about
delivering on our strategy. 
Our Consulting business performed strongly, building momentum
through the year. The first half of the year saw us invest in recruiting and
retaining the necessary skills. The business won several important new
accounts and with increased revenue across more key clients and
engagements the business enters 2008 in a healthy position.
In our Software business our strategy has been to invest heavily in
building our strategic products. We made progress in improving the
quality of our sales by moving to an annuity based revenue model,
thereby reducing our reliance on non-recurring revenue. We are entering
a key phase in the Software business with the recent launch of our
Balance Sheet Integrity product. Initial interest is encouraging and our
challenge for 2008 is to translate this interest into sales. 
We have also moved to strengthen the Board in 2007 with the
appointment of Roger Shepherd as Group Finance Director, who I am
delighted to welcome to the Company. I am confident the team we now
have in place will ensure we are able to drive the Group forward in the
coming year, drawing on the strong progress achieved particularly in the
second half of 2007.
In the year ahead we expect the demand for our services and products to
remain strong as the pressure on our customers to become more
efficient grows. We have good visibility on our order book and our well
diversified client base and assignment portfolio provides us with a robust
revenue stream.
I’d like to finish by thanking all of our staff for their continued hard work
and commitment during 2007. Our foundations are well established and
we are building for the future.
Steve Russell
Chairman
28 March 2008 05
Chairman’s Statement
“We were impressed with the Business Control
Solutions product, a radical but practical approach
to provide clear visibility over the continuous
monitoring of our extensive risk based control
frameworks. Business Control Solutions will
provide IFDS with an efﬁcient and continuous
means to assess, control and mitigate its
operational and regulatory risk, while supporting
the high calibre service we offer our clients.”
Simon Hudson-Lund, 
Chief Operating Officer at International Financial Data Services UK (IFDS) Chief Executive’s Review
Business Control Solutions Group plc
Annual Report 2007
06
In 2007 we have focused our efforts on implementing the strategy we set
out at the time of our fund-raising at the end of 2006. We invested
significantly in both our Consulting and Software businesses, whilst
continuing to transition our revenues to an annuity base. The initiatives
undertaken during 2007 ensure we are well positioned for the year ahead.
Financial Performance
The Group had revenues of £9.7m for the year showing a 20% increase
on 2006. The Consulting division grew at 26% whilst the Software
division was up by 4%, despite significant investment in the year and the
transition of our revenues to an annuity based revenue model.
Contracted annuity income within the software business at 31 December
2007 was £776,000 compared to £413,000 at the end of 2006, a rise of
88%. Deferred income as at 31 December 2007 was £298,000, a 4%
increase on 2006.
Gross margin for the Group was unchanged at 38% for the year despite
the stronger sales performance from the Consulting division where gross
margins are typically lower than those achieved in the Software division.
An improvement in the Consulting gross margin compensated for the
adverse shift in the sales mix away from the Software division. The
Consulting margin benefited from improved rates of utilisation, with the
utilisation rate being maintained consistently above 85% throughout 
the year.
The Group continues to invest in building its strategic software products
with development effort having been focused on the three strategic
products of Agent Reconciliation and Control (Arc), Balance Sheet
Integrity (Integrity), and our Operational Control Architecture (OCA). In
the year to 31 December 2007 £552,000 (2006: £35,000) of
development costs have been capitalised under IFRS where the Directors
consider the recognition criteria to have been met.
Our operating expenses continue to be largely personnel-related and
have risen 12% on 2006. Removing the impact of development cost
capitalisation, operating expenses would have risen by 26%. This rise has
been driven by an increase in the average number of heads employed
during the year in the Group by 37% to 93 as we have added to our
development capability and increased our Consulting labour pool, in line
with the rise in the demand for our services.
The loss before tax for the year was £237,000 (2006: £516,000) before
allowing for a charge for share options of £162,000 (2006: £168,000).
Taking into account the share options charge then the loss before tax
was £399,000 (2006: £684,000).
Trade debtors have risen commensurately with sales. Debtor days
outstanding have improved slightly to 61 (2006: 62.5).
The Group used £906,000 of cash during the year as we invested in our
new strategic products and grew our Consulting capability. Much of this
investment occurred in the first half of the year with the second half 
of the year seeing the Group return a positive cash flow. As at 
31 December 2007 the Group had £2.8m in cash.
The Directors do not recommend the payment of a final dividend for the
period ended 31 December 2007 (2006: nil).
Consulting Division
The division has enjoyed a strong year with revenues up 26% on 2006.
This growth has been experienced across all areas of our service offering.
The division is now significantly more robust with revenue now being
shared more evenly across engagements and clients. I am particularly
encouraged that this broadening of our customer base has been achieved
by continuing to focus our offering on the financial services sector.
Achieving significant growth in our Consulting business is reliant on our
ability to grow our headcount. In line with our stated intentions, the year
saw us increase our Consulting headcount by ten, incurring significant
recruitment fees as we sought to add to our consulting skill set and
establish ourselves as a leading provider of management consultancy
within the European financial services market. Despite this high level of
recruitment we were able to maintain our utilisation rates consistently
above 85% throughout the year ensuring strong revenue growth was
achieved whilst at the same time protecting our gross margin. 
During the year the Group launched its CTRL+ methodology specifically
targeting the areas of operational risk management and control. This
newly defined approach will enable clients to successfully diagnose
operational risk, implement changes and achieve continuous
improvement through having real time visibility over the status of their
risks and controls. This solution combines the Group’s Consultancy and
Software expertise to deliver best practice in operational control and
operational risk management and will allow the Group to exploit any
cross-selling opportunities.  07
Chief Executive’s Review
Employees and Board Changes
The year has seen key changes at Board level including Steve Russell’s
appointment as Chairman following Mitchel Lenson’s departure. Steve’s
contribution has been significant in ensuring we remain focused on our
strategic goals. During the period, we also saw the addition to the Board
of Roger Shepherd, our new Group Finance Director. I am confident we
have the right team in place to deliver on our strategy.
Group headcount grew by 10 to 102 as at 31 December 2007, of which
83 were permanent employees up from 78 on 31 December 2006. This
increase in headcount can be attributed to the growth in the Consulting
division which has been the primary driver behind our strong sales
growth. Our future growth prospects in the Consulting division are
rooted in our ability to recruit and retain talented individuals with the
appropriate level of skills and experience.
Strategy
Our strategy remains unchanged. The Consulting division now has the
necessary cash flow and processes in place to support the continued
investment in recruiting and training our Consulting personnel. 
In the Software division we will be investing in sales and marketing
activities in 2008 as we seek to establish Integrity, OCA and Arc as
industry leading products.
We continue to see opportunities internationally and as such continue to
look for international partners to accelerate our growth.
Current Trading and Outlook 
The Consulting division has begun 2008 in the same vein as it finished
2007 enjoying strong growth across our client base and our range of
services. We are entering an important phase for the Software division
with the recent launches of Integrity and Arc and the continued
investment in OCA. Levels of interest in the products are high and we
remain confident in their future success. We will be investing in sales and
marketing activities in 2008 as we seek to establish Integrity, OCA and
Arc as industry leading products. 
Although we remain mindful of the broader economic environment, to
date we have not seen any indication of a slowdown requiring us to alter
our positive view of our prospects for the year ahead. If anything, the
current environment has heightened the awareness of control related
issues within the financial service marketplace. 
We have greater visibility on our forward revenues than at any time in
the past and our well diversified client base and assignment portfolio
provides us with a robust revenue stream and gives us confidence in
achieving another successful year.
N D Walder
Chief Executive
28 March 2008
Software Division
The division has had a demanding year as it has sought to manage the
needs of its existing clients whilst at the same time focusing its efforts on
building the Group’s new strategic products. The transitioning of the
business into an annuity revenue model has gained traction with a near
doubling to 40% of 2008’s target now contracted. Going forward we
will be looking to accelerate the growth of this number as we focus on
selling new products on an annuity basis.
The investment in new staff with the necessary skills to design, build,
market and sell our new products, which we began in 2006, carried
forward into 2007. Average headcount employed in the division during
the year rose to 38 from 23 in 2006 as we deliberately ring-fenced our
strategic development activity to ensure the quality of the delivered
product is at its highest. £552,000 of internal development labour costs
were capitalised during the year.
We continue to focus on our three strategic products: 
1. Integrity. The product provides senior management of our client
organisations with transparency and enables greater control over the
balance sheet substantiation process. It provides management with
confidence that the assets and liabilities held on the Company’s
balance sheet are accurately stated. 
2. Operational Control Architecture (OCA). OCA gives senior
management visibility over their business processes identifying and
prioritising any risk areas. The product is currently operational in five
leading banking groups. An updated version with enhanced
functionality will be available in quarter four 2008.
3. Agent Reconciliation & Control (Arc). Arc is the next generation
of our existing product (Network Management). The product
validates agent banks’ invoices against system generated expected
fees and highlights any discrepancies for investigation.
The first quarter of 2008 has seen the focus of the division shift into
sales and marketing, primarily on these three core products. For
example, our ‘Integrity’ product carried out its formal product launch on
25 February. Marketing efforts have been enhanced significantly raising
the awareness of both the Company and our products. These include a
Company event held at the Tower of London on 28 February, where
senior financial managers attended a panel discussion by leading
industry experts on control around the balance sheet substantiation
process. Directors and Advisors
Business Control Solutions Group plc
Annual Report 2007
08
Steve Russell #*
Non-Executive Chairman (63)
Steve Russell has spent the last 20 years
managing change at some of the largest and
best known British companies, including
serving on the Boards of two FTSE 100
companies. He was Chief Executive of Boots
Group plc from 2000 until 2003 and currently
holds a Non-Executive Directorship with
Barclays Bank plc, where he joined in October
2000 on completion of the acquisition of
Woolwich plc, where he had been a Non-
Executive Director since 1998. At Barclays Bank
plc, Steve is Chairman of the Board Audit
Committee and Board Risk Committee and is a
member of the Board Corporate Governance
and Nominations Committee. Steve is
additionally a Non-Executive Director of
Network Rail Limited.
Nigel Walder
Chief Executive Officer (45)
Nigel Walder was senior IT manager at Bankers
Trust between 1990 and 1995, before moving
to take up the position of Head of Technical
Infrastructure and then CIO for NatWest Global
Financial Markets. In 2000, Nigel left NatWest
to join Moneyline, as Managing Director for
Europe. He then left Moneyline to establish The
Buttonwood-Tree Group consultancy practice.
Roger Shepherd
Finance Director (42)
Roger Shepherd qualified as a Chartered
Accountant with KPMG in 1991. Between
1993 and 2001 Roger worked for
Electrocomponents plc where he held a
number of senior financial roles including that
of Finance and Operations Director for Pact
International Limited, a subsidiary of
Electrocomponents, until 2002 when he was
appointed CFO for Tomo Limited. Roger then
joined Barbox Limited in 2004, initially as
Finance Director, before being promoted to
Finance and Operations Director. 09
Directors and Advisors
Sandy Anderson
Non-Executive Director (53)
Alexander Anderson is a financier and
entrepreneur with particular experience in asset
finance and extensive interests in the leisure
sector. Other than Business Control Solutions
Group plc, the principal businesses in which
Sandy Anderson is currently interested are
Honeycombe Leisure plc, Springhealth Leisure
plc, Wineworld London plc, TSS&P Limited,
Thistledown Investments Limited, Thistledown
Developments Limited, Thistledown Farms
Limited, Thistledown Properties Limited,
Metano Limited, Cains Beer Company plc and
Grandstand Group Limited.
Simon Gulliford #*
Non-Executive Director (49)
Simon Gulliford brings many years experience
in marketing and brand strategy having held
senior positions in a number of large
organisations such as Sears plc, EMAP plc and
Barclays Bank plc.
In 1992 he set up Simon Gulliford Limited, a
consultancy business specialising in advising
companies on matters relating to strategy,
marketing and branding. Since that date he has
undertaken consultancy projects for a number
of leading companies including Boots, Forte,
Mars, Dresdner Kleinwort Wasserstein, Marks &
Spencer, BAA, HSBC and Deloitte Touche.
In 1994 Simon was appointed Marketing
Director of Sears, following which he was
appointed Marketing Director at EMAP plc in
1997. From 2001 to 2004 he was Group
Marketing Director of Barclays Bank plc. He is
currently a Non-Executive Director of William S
Jackson Limited, Archant Limited and
Development Hell Limited.
# Audit Committee
* Remuneration Committee
Registered Office
Ground Floor
Churchgate
New Road
Peterborough
Cambridgeshire
PE1 1TT
Auditors
Baker Tilly UK Audit LLP
Chartered Accountants
Garrick House
76–80 High Street
Old Fletton
Peterborough
PE2 8ST
Nominated Advisor & Broker
Arbuthnot Securities Limited
Arbuthnot House
20 Ropemaker Street
London
EC2Y 9AR
Financial PR Advisor
Financial Dynamics
Holborn Gate
26 Southampton Buildings
London
WC2A 1PB
Registrars
Capita Registrars
The Registry
34 Beckenham Road
Beckenham
Kent
BR3 4TU
Legal Advisor
HBJ Gateley Wareing LLP
One Eleven Edmund Street
Birmingham
B3 2HJ Directors’ Report
Business Control Solutions Group plc
Annual Report 2007
10
The Directors present their report and the audited financial statements
for the year ended 31 December 2007.
Principal activities
Business Control Solutions Group plc provides management consultancy
services and operational control software to financial institutions. Our
people have operated at senior levels in global organisations and use this
experience to help our clients fast-track solutions to complex problems.
Our commitment to sustainable delivery has resulted in long-term,
trusted relationships with our clients, who include six of the world’s top
ten banks. 
Business review and future developments
The Chairman’s Statement and Chief Executive’s Review on pages 4 to 7
contain a review of the Group’s performance during the year and its
likely future development.
Principal risks and uncertainties
The management of the business and the execution of the Company’s
strategy are subject to a number of risks.
Risks are formally reviewed by the Board and appropriate processes put
in place to monitor and mitigate them.
The key business risks affecting the Company are set out below:
Competition
The Group operates in a highly competitive and dynamic market. This
could result in not only downward pressure on our margins but also that
we may not meet all our customers’ expectations. In order to mitigate
this risk, our managers work closely with our clients to fully understand
their existing and future requirements and to ensure that we have the
products and skill sets that meet these requirements.
Products and Services
Although the Group’s software products are not involved in our clients’
transactional business, they do nonetheless provide an active tool in
ensuring their operations are managed effectively and remain under
control. The Group looks to manage the reputational risk of our products
failing to provide ongoing functionality as installed by investing in the
recruitment and retention of highly experienced programmers, effective
Quality Assurance and Delivery teams. 
Some of the Group’s products provide clients with a tool to help them
comply with UK and other national government legislation such as
Sarbanes Oxley, Basle II and MiFID. There is the risk that such products
could fail to ensure compliance in an ever changing and demanding
regulatory environment which in turn would put the products’ longer
term viability at risk and cause associated risk to our reputation. The
Group looks to mitigate this risk by employing managers who are well
versed in the regulatory requirements. In turn, they are supported on the
consultancy side by relevant subject matter experts.
Similarly, the Group offers a range of consultancy services to clients to
assist them in managing projects, introducing cost control programmes,
technological change and high level business consultancy. There is a risk
that the Group could fail to provide the appropriate resources to meet its
clients’ requirements and ultimately fail to meet the pre-determined
project deliverables. The Group looks to mitigate this risk by not only
employing staff who are suitably qualified and experienced but also by
ensuring the contract deliverables are clearly defined, achievable and
agreed between the contracting parties.
Employees
The Group’s staff is vital to the success of our business. If the Group were
to lose key managerial, technical or sales staff then this could have a
serious impact on the business. The Group’s future success depends
largely upon its ability to retain and recruit appropriately qualified staff to
ensure it can meet the requirements of its clients and also to ensure its
products remain at the forefront technologically and functionally. To
mitigate these issues the Group looks to ensure it provides its employees
with a competitive remuneration package and constantly monitors the
market for potential new recruits across all its office locations. The Group
looks to retain the services of its employees through ensuring they
remain motivated by the demands of the Group’s businesses and the
work they carry out as employees. All our employees are regularly
appraised and are encouraged to develop their skills and where
appropriate are promoted in line with their potential.
Intellectual property
The Group’s software business could suffer should third parties infringe
the Group’s intellectual property rights. The Group has taken reasonable
steps to ensure its intellectual property rights are protected by law.
The Group’s management team is experienced in managing the risks
identified above. The Group has a strong balance sheet with significant
cash and trade debtor balances derived from the Group transacting
business with well rated customers and as such does not consider the
Group is subject to undue financial risk.
Dividends
In the light of the retained loss for the year, the Directors do not
recommend the payment of a dividend.
Directors and their Interests
The Directors who held office in the year were as follows:
Mitchel Lenson (Resigned 28/9/07) Non-Executive Chairman
Nigel Walder Chief Executive
Martin Preen (Resigned 10/8/07) Sales Director
Mark Moore (Resigned 19/7/07) Finance Director
Roger Shepherd (Appointed 19/7/07) Finance Director
Steve Russell Non-Executive Director and Chairman since 28/09/07
Simon Gulliford Non-Executive Director
Alexander Anderson Non-Executive Director
Details of the Directors’ service agreements and interests (including those
of family members) in the ordinary share capital of the Company are
provided within the Remuneration Report. 11
Directors’ Report
Donations
During the year to 31 December 2007, the Group made no charitable
donations (2006: nil).
The Company made no political donations in the year (2006: nil).
Share capital
Details of the Company’s authorised share capital are set out in note 17
to the financial statements.
Employees
Business Control Solutions Group plc is an equal opportunities employer.
Applications for employment are fully considered irrespective of age,
gender, ethnic origin, race, religion, or sexual orientation. The Group
recognises its obligations towards disabled people and gives full and fair
consideration to the employment of applicants who were disabled,
bearing in mind their aptitude and abilities of each person in relation to
the requirements of the job.
The health and safety of the Group’s employees and any visitors to the
Group’s offices is critically important. The Group is committed to
ensuring our offices have a safe and healthy working environment by
managing its activities to safeguard against any unacceptable or
unnecessary risks.
The Group believes effective communication between employees and
management is important. The Group actively promotes employee
participation in setting the businesses objectives and awareness of the
Group’s performance. The Group uses its intranet, product briefings and
regular team meetings to cascade information through the business.
Any employee with concerns surrounding discrimination, unacceptable
behaviour or business practice is encouraged to bring such issues to the
attention of their line manager or a Director if appropriate. Any concerns
will be investigated promptly with any findings and action taken being
fed back to the employee concerned. 
Creditors’ payment policy
The Company policy for all suppliers is to fix terms of payments when
agreeing terms of each business transaction to ensure the supplier is
aware of the terms and to abide by the agreed terms of payment. The
trade creditor payment days outstanding for the Company as at 
31 December 2007 were 22 days (2006: 38 days).
Research and development policy
The Group has maintained its commitment to research and development
during the year. In the opinion of the Directors, continuity of investment
in this area is essential for the maintenance of the Group’s market
position and for its future growth.
Environmental policy
The Group aims to apply good environmental practices throughout its
business operations. The Group endeavours to recycle waste products
and seeks to minimise its impact by promoting the use of electronic
communications. 
Annual General Meeting
The Group’s annual general meeting will be held at the offices of
Arbuthnot Securities Limited, Arbuthnot House, 20 Ropemaker Street,
London, EC2Y 9AR on 5 June 2008 at 11 a.m. A notice of the Annual
General Meeting and form of proxy is enclosed.
Auditors
A resolution for the reappointment of Baker Tilly UK Audit LLP as
Auditors of the Company is to be proposed at the forthcoming Annual
General Meeting.
On behalf of the Board
R A Shepherd
Secretary
28 March 2008 Corporate Governance
Business Control Solutions Group plc
Annual Report 2007
12
Board committees
The Board meets formally on a regular basis to discuss issues relating to
strategy, trading performance and forecasts, resources, standards of
conduct and risk. The number of full Board meetings and Committee
meetings attended by each Director during the year is presented in the
table below. The number in brackets in the table is the maximum
number of meetings that each Director could have attended.
Audit Remuneration
Board Committee Committee
meetings meetings meetings
Sandy Anderson 8 (9)
Simon Gulliford 7 (9) 2 (2) 1 (1)
Mitchel Lenson 4 (6)
Mark Moore 5 (5)
Martin Preen 5 (5)
Steve Russell 9 (9) 2 (2) 1 (1)
Roger Shepherd 4 (4)
Nigel Walder 9 (9)
Audit Committee
The Company’s Audit Committee is chaired by Steve Russell, who as
Chairman of the Audit and Risk Committee at Barclays Bank plc has
appropriate and recent experience, and Simon Gulliford. It met two
times during the year with the external Auditors present to review the
scope of the external audit and any reports from the external Auditors
together with the interim and annual reports. The Committee is
responsible for monitoring the controls which are in force to ensure the
integrity of the information reported to Shareholders. The Committee
discusses any internal control issues and contributes to the Board’s
review of the effectiveness of the Company’s internal control and risk
management systems and processes.
Remuneration Committee
The Remuneration Committee is responsible for making
recommendations to the Board on the Company’s framework of
Executive remuneration and its cost. Details of its activities are included
in the Remuneration Report.
Principles of corporate governance
The Board is committed to high standards of corporate governance. 
The Company’s shares are traded on AIM (the Alternative Investment
Market of the London Stock Exchange) and the Company is not required
to comply with the provisions of the Combined Code. The Board
continues to support the principles of the Combined Code and confirms
that the Company seeks to comply with the Code so far as is practical
given the size of the Group, the nature of its operations and its stage 
of development.
The Board
The Company is controlled through the Board, which at 31 December
2007 comprised the Chairman, two Executive Directors and two Non-
Executive Directors. The Directors’ respective Committee responsibilities
are set out in the table below:
Audit Remuneration
Committee Committee
Steve Russell Non-Executive Chairman Chairman Member
Nigel Walder Chief Executive ——
Roger Shepherd Finance Director ——
Simon Gulliford Non-Executive Director Member Chairman
Sandy Anderson Non-Executive Director ——
The Board has concluded that Steve Russell and Simon Gulliford are
independent of management and free from any business or other
relationship which could materially interfere with the exercise of their
independent judgment.
Simon Gulliford is the Senior Non-Executive Director.
The Board is responsible for the Group’s system of corporate governance.
Operational control is delegated by the Board to the Executive Directors.
There is a formal schedule of matters reserved for the Board’s attention.
The schedule includes activities such as acquisitions and disposals,
material capital expenditure projects and the release of price sensitive
information. The schedule of matters reserved for the Board is reviewed
annually. To enable the Board to discharge its duties, all Directors have
full and timely access to all relevant information and if required all
Directors may take independent professional advice at the expense of
the Group. 13
Corporate Governance
Going concern
Having reviewed the future plans and projections for the business, the
Directors believe that the Group has sufficient resources to continue
operating for the foreseeable future — a period of not less than 12
months from the date of this report. For this reason, they continue to
adopt the going concern basis in preparing the financial statements.
Auditor independence
The Board has considered the independence of the external Auditors and
has reviewed the work undertaken and fees charged. For details of the
Auditors’ fees charged see note 3 to the financial statements. The Board
receives written confirmation from the Auditors of any relationships they
have which may cause a conflict of interest together with a declaration
from the Auditors that they consider themselves to be independent.
Nominations Committee
Currently there is no Nominations Committee and therefore the Group
does not comply with the Combined Code in this respect. The Group
does not feel given its size, that there is a need for a Nominations
Committee currently but will review the situation periodically. Matters
relating to succession planning, Board appointments, Non-Executive
Director commitments and Board composition are considered by 
the Board.
Performance evaluation
During the year the Chairman carried out a review of each Director’s
performance in their role using feedback given by fellow Directors. The
Senior Independent Director will review the Chairman’s performance in
his role. 
Internal control and risk management
The Board is ultimately responsible for the Group’s system of internal
control and for reviewing its effectiveness. The Group’s system of internal
control includes operational and compliance controls together with
financial controls. The Board is of the view that there is an ongoing
process in place for identifying evaluating and managing the Group’s
significant risks. There are no significant issues disclosed in the report
and financial statements for the year ended 31 December 2007 and up
to the date of approval of the report and financial statements, that have
required the Board to deal with any material internal control issues.
In line with many companies of its size, the Group does not have an
internal audit function. The Board consider that given the size of the
Group and the active day-to-day management of the Executive Directors,
such a function would not add sufficient value.
Relations with shareholders
The Company values the views of its Shareholders and recognises their
interest in the Company’s strategy and performance. The Chief Executive
and Finance Director hold briefing meetings with institutional
Shareholders and analysts primarily following on from both the interim
and full year results announcements. Feedback from these meetings is
presented to the Board. 
Communication with private Shareholders is carried out through the
annual report, interim announcement, the Company’s website
www.bcsplc.com and the AGM. This year’s AGM will be held on 
5 June 2008. Remuneration Report
Business Control Solutions Group plc
Annual Report 2007
14
Remuneration components
Basic salary
Basic salary is reviewed annually in December with increases taking effect
from 1 January.
Benefits in kind
The Executive Directors receive certain benefits in kind, principally private
medical insurance.
Annual bonus
The Committee establishes the objectives which must be met for each
financial year if a cash bonus is to be paid. The purpose of the bonus is
to reward Executive Directors and other senior employees for achieving
above average performance which also benefits Shareholders.
Share options
Options are granted to the Group’s employees including Executive
Directors. The purpose of the Company’s share option plan is to ensure
option holders are motivated over the medium to long term to drive the
Group forward and, as a consequence, benefit from it.
Pension arrangements
The Group contributed 10% of basic salary towards personal pension
plans for two Executive Directors, N D Walder and M Preen, and 5% for 
R A Shepherd.
Directors’ contracts
It is the Company’s policy that Executive Directors should have contracts
with an indefinite term providing for a maximum of one year’s notice. 
In the event of early termination, the Directors’ contracts provide for
compensation up to a maximum of basic salary for the notice period.
Non-Executive Directors
The fees of Non-Executive Directors are determined by the Board as a
whole having regard to the commitment of time required and the level
of fees in similar companies. Non-Executive Directors are not eligible to
participate in the Company’s pension scheme.
Non-Executive Directors are employed on renewable fixed term contracts
not exceeding three years.
This report has been prepared in accordance with the Combined Code
and the Directors’ Remuneration Report Regulations 2002 (the
Regulations). The Regulations require the Company’s Auditors to report
on certain auditable information required to be included in the Directors’
Remuneration Report.
The Board is responsible for the Group’s remuneration policy and setting
Non-Executive fees. The task of determining and monitoring the
remuneration packages of the Executive Directors has been delegated 
to the Remuneration Committee.
Remuneration Committee
The Remuneration Committee is responsible for ensuring that the
remuneration packages provided to Executive Directors are appropriate
to individual levels of experience, responsibility and performance, and 
are consistent with those provided by comparable organisations.
The Company has established a Remuneration Committee which
comprises the two independent Non-Executive Directors, S Gulliford and
S Russell. S Gulliford is the Chairman of the Remuneration Committee.
The Board (excluding the relevant Non-Executive Directors) determines
the remuneration of Non-Executive Directors.
Remuneration policy
The Company’s policy on remunerating its Directors is to ensure its
remuneration packages should be capable of attracting, rewarding and
retaining Executive Directors whilst ensuring the remuneration packages
are comparable with similar sized organisations.
The remuneration packages of Executive Directors contain performance
related elements linked to both corporate and individual objectives. The
bonus scheme is performance related and is non-pensionable.
Remuneration for Non-Executive Directors is limited to salary only and
share options and has no related performance criteria.
Remuneration for all Directors is to be reviewed annually and is approved
by the Board.
This Remuneration Report is included in the Annual General Meeting
agenda for Shareholder approval. 15
Remuneration Report
Directors’ interests
The beneficial interests of the Directors in office at 31 December 2007 in the share capital of Business Control Solutions Group plc were as follows:
No. of No. of
Ordinary shares Ordinary shares
31 December 31 December
2007 % 2006 %
N D Walder 70,992,379 26.2 71,606,706 26.4
A C Anderson 56,051,625 20.7 56,051,625 20.7
S Gulliford 333,334 0.1 333,334 0.1
S Russell 250,000 0.1 250,000 0.1
R A Shepherd — —— —
As at 31 December 2007, A C Anderson has a beneficial interest in
warrants over 3,600,000 ordinary shares issued to Thistledown
Investments Limited, a company owned by A C Anderson. The warrants
can be exercised by the holder if the Company’s middle market quotation
exceeds 18p per ordinary share on five consecutive dealing days up to
and including 30 April 2010. On exercise of the warrants, no further
consideration is payable.
As part of the purchase consideration given in respect of Business Control
Software Limited and The Buttonwood-Tree Group Limited in June 2005,
N D Walder was issued with options in Business Control Solutions Group
plc of 240,500 ordinary shares exercisable for a period up to June 2010
at an exercise price of 10p per share.
On 14 June 2007 M Lenson was granted an option over 4,420,000 shares
with an exercise price of 6.25p per share with a vesting date set at the date
of grant. The option was exercisable up to 14 June 2017 but lapsed on the
option holder’s resignation as a Director on 28 September 2007.
On his appointment as Chairman, S Russell was granted options over
2,000,000 shares with an exercise price of 2.63p per share with a 
vesting date set at the date of grant. The options are exercisable up to 
1 October 2017.
On 5 October 2007 R A Shepherd was granted options over 2,000,000
shares with an exercise price of 3p per share with a vesting date set at
the date of grant. The options are exercisable up to 4 October 2017.
In addition, under the terms of an Employee Benefit Trust, N D Walder
has granted certain employees options over 9,853,575 (2006:
17,087,350) of his ordinary shares. These options have been granted
subject to various vesting criteria. The relevant exercise prices of the
options in existence as at 31 December 2007 were as follows:
Option exercise price Number of options
0.2332p 1,573,375
3.684p 7,358,700
8.0p 921,500
During the year, under the terms of the Employee Benefit Trust, N D
Walder sold to the Trust 614,327 shares for £22,632 (equivalent to
3.684p per share).
Aggregate Directors’ remuneration (audited)
The total amounts for Directors’ remuneration were as follows:
2007 2006
£ £
Emoluments 710,096 611,227 
Money purchase pension contributions 34,166 30,000
Total 744,262 641,227 Remuneration Report
continued
Business Control Solutions Group plc
Annual Report 2007
16
Directors’ emoluments in the year were as follows:
Year ended Year ended
Fees and Compensation 31 December 31 December
other for loss of 2007 2006
remuneration Benefits Bonuses Pension office Total Total
££ ££ £ £ £
N D Walder 185,000 1,684 100,000 15,000 — 301,684 241,684
M Preen — Resigned (10.08.07) 95,162 1,638 — 15,000 97,655 209,455 191,613
M R W Moore — Resigned (19.07.07) 72,811 1,092 —— — 73,903 135,794
M Lenson — Resigned (28.09.07) 22,500 —— —— 22,500 20,000
A C Anderson 12,000 —— —— 12,000 12,000
S Gulliford 30,000 —— —— 30,000 10,136
S Russell 30,000 —— —— 30,000 30,000
R A Shepherd — Appointed (19.07.07) 44,598 956 15,000 4,166 — 64,720 —
492,071 5,370 115,000 34,166 97,655 744,262 641,227
On behalf of the Board
S Gulliford
Chairman of the Remuneration Committee
28 March 2008 17
Remuneration Report / Directors’ Responsibilities
Directors’ Responsibilities in the 
preparation of Financial Statements
The Directors are responsible for preparing the Annual Report and the
financial statements in accordance with applicable law and regulations.
UK Company law requires the Directors to prepare Group and Company
financial statements for each financial year. Under that law the Directors
are required to prepare Group financial statements in accordance with
International Financial Reporting Standards (“IFRS”) as adopted by the 
EU and have elected to prepare the Company financial statements in
accordance with United Kingdom Generally Accepted Accounting
Practice (United Kingdom Accounting Standards and applicable law).
The Group financial statements are required by law and IFRS adopted by
the EU to present fairly the financial position and performance of the
Group; the Companies Act 1985 provides in relation to such financial
statements that references in the relevant part of that Act to financial
statements giving a true and fair view are references to their achieving 
a fair presentation.
The Company financial statements are required by law to give a true and
fair view of the state of affairs of the Company. 
In preparing each of the Group and Company financial statements, the
Directors are required to:
a. select suitable accounting policies and then apply them consistently;
b make judgments and estimates that are reasonable and prudent;
c. for the Group financial statements, state whether they have been
prepared in accordance with IFRSs adopted by the EU; and for the
Company financial statements state whether applicable UK
accounting standards have been followed, subject to any material
departures disclosed and explained in the Company financial
statements;
d prepare the financial statements on the going concern basis unless it
is inappropriate to presume that the Group and the Company 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 Company and to enable them to ensure that the financial
statements comply with the requirements of the Companies Act 1985.
They are also responsible for safeguarding the assets of the Group and
hence for taking reasonable steps for the prevention and detection of
fraud and other irregularities.
The Directors are responsible for the maintenance and integrity of the
corporate and financial information included on the Company’s website.
Legislation in the United Kingdom governing the preparation and
dissemination of financial statements may differ from legislation in 
other jurisdictions. Independent Auditors’ Report to the 
Members of Business Control Solutions Group plc
Business Control Solutions Group plc
Annual Report 2007
18
We have audited the Group and Parent Company financial statements
on pages 20 to 48. 
We have audited the Group and Parent Company financial statements
which comprise the Group Income Statement, the Group and Parent
Company Balance Sheets, the Group Cash Flow Statement, the Group
Changes in Shareholders’ Equity, and the related notes. 
This report is made solely to the Company’s members, as a body, in
accordance with section 235 of the Companies Act 1985. Our audit
work has been undertaken so that we might state to the Company’s
members those matters we are required to state to them in an Auditors’
report and for no other purpose. To the fullest extent permitted by law,
we do not accept or assume responsibility to anyone other than the
Company and the Company’s members, as a body, for our audit work,
for this report, or for the opinions we have formed.
Respective responsibilities of Directors and Auditors
The Directors’ responsibilities for preparing the Annual Report, and the
Group financial statements in accordance with applicable law and
International Financial Reporting Standards (IFRSs) as adopted by the
European Union (“EU”), and for preparing the Parent Company financial
statements in accordance with applicable law and United Kingdom
Accounting Standards (United Kingdom Generally Accepted Accounting
Practice) are set out in the Statement of Directors’ Responsibilities. 
Our responsibility is to audit the financial statements in accordance with
relevant legal and regulatory requirements and International Standards
on Auditing (UK and Ireland). 
We report to you our opinion as to whether the financial statements give
a true and fair view and whether the financial statements have been
properly prepared in accordance with the Companies Act 1985. We also
report to you whether in our opinion the information given in the
Directors’ Report is consistent with the financial statements.
In addition we report to you if, in our opinion, the Company has not
kept proper accounting records, if we have not received all the
information and explanations we require for our audit, or if information
specified by law regarding Directors’ remuneration and other
transactions is not disclosed.
We read other information contained in the Annual Report and consider
whether it is consistent with the audited financial statements. The other
information comprises only the Directors’ Report, the Chairman’s
Statement, the Chief Executive’s Review, the Corporate Governance
Statement and the Remuneration Report. 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 other information.
Basis of audit opinion
We conducted our audit in accordance with International Standards on
Auditing (UK and Ireland) issued by the Auditing Practices Board. An
audit includes examination, on a test basis, of evidence relevant to the
amounts and disclosures in the financial statements. It also includes an
assessment of the significant estimates and judgments 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.
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 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.
Opinion
In our opinion:
• the Group financial statements give a true and fair view, in
accordance with IFRSs as adopted by the European Union, of the
state of the Group’s affairs as at 31 December 2007 and of its loss for
the year then ended;
• the Parent Company financial statements give a true and fair view, 
in accordance with United Kingdom Generally Accepted Accounting
Practice, of the state of the Parent Company’s affairs as at 
31 December 2007;
• the financial statements have been properly prepared in accordance
with the Companies Act 1985; and
• the information given in the Directors’ Report is consistent with the
financial statements. 
Baker Tilly UK Audit LLP 
Registered Auditor
Chartered Accountants
Garrick House
76–80 High Street
Old Fletton
Peterborough
PE2 8ST
28 March 2008 19
Auditors’ Report / Financials
20 Consolidated Income Statement
21 Consolidated Balance Sheet
22 Statement of Changes in Equity
23 Consolidated Cash Flow Statement
24 Consolidated Accounting Policies
27 Notes to the Consolidated Financial Statements
43 Company Balance Sheet
44 Company Accounting Policies
45 Notes to the Company Financial Statements
49 Notice of Annual General Meeting
51 Form of Proxy
Contents
Financials Business Control Solutions Group plc
Annual Report 2007
20
Consolidated Income Statement
For the year ended 31 December 2007
(As Restated)
2007 2006
Notes £ £
Revenue 1 9,666,163 8,034,758 
Cost of sales (6,002,633) (5,007,474) 
Gross profit 3,663,530 3,027,284 
Operating expenses (4,187,792) (3,702,255) 
Exceptional item 4 — (56,369) 
Loss before interest and taxation (524,262) (731,340) 
Finance income 5 126,688 47,501 
Finance costs 6 (1,530) (255) 
Loss before taxation 3 (399,104) (684,094) 
Income tax expense 8 — — 
Loss for the period attributed to equity shareholders (399,104) (684,094) 
Basic and diluted loss per ordinary share (pence) 9 (0.15)p (0.31)p
The loss before tax for the year arises from the Group’s continuing operations. 21
Financials
Consolidated Balance Sheet
At 31 December 2007
(As Restated)
2007 2006
Notes £ £
Assets
Non-current assets
Intangible assets 12 612,342 93,273 
Property, plant and equipment 11 197,058 177,786 
809,400 271,059 
Current assets
Trade and other receivables 13 2,130,430 2,082,071 
Cash and cash equivalents 2,765,626 3,671,911 
4,896,057 5,753,982 
Total assets 5,705,457 6,025,041 
Liabilities
Current liabilities
Trade and other payables 14 (1,855,190) (1,956,144) 
Non-current liabilities
Loans and borrowings 15 (10,831) (20,361) 
Deferred income tax liabilities 16 (1,605) (1,605) 
(12,436) (21,966) 
Net assets 3,837,830 4,046,932 
Equity
Issued share capital 17 2,714,062 2,714,062 
Share premium 18 3,302,601 3,302,601 
Shares to be issued 22 529,440 367,717 
Warrant reserve 19 380,000 380,000 
Merger reserve 19 418,547 418,547 
Capital reserve 19 (1,150,149) (1,150,149) 
Own shares 10 & 19 (14,626) (4,421) 
Other reserve 19 57,888 57,888 
Retained earnings (2,399,933) (2,039,313) 
Total equity 3,837,830 4,046,932 
The financial statements on pages 20 to 48 were approved by the Board of Directors and authorised for issue on 28 March 2008 and are signed on
its behalf by:
R A Shepherd
Director
N D Walder
Director
its behalf by: Business Control Solutions Group plc
Annual Report 2007
22
Statement of Changes in Equity
For the year ended 31 December 2007
Share
Share premium Shares Other Retained
capital account to be issued reserves earnings Total
££ ££ ££
1 January 2006 — Restated 2,214,062 952,300 199,706 (364,367) (1,336,426) 1,665,275
Disposal of shares by EBT 75,458 75,458
EBT adjustment (18,793) (18,793)
Shares purchased by EBT (9,226) (9,226)
Share issue 500,000 2,500,000 3,000,000
Share issue costs (149,699) (149,699)
Options charge 168,011 168,011
Loss for the period (684,094) (684,094)
31 December 2006 — Restated 2,714,062 3,302,601 367,717 (298,135) (2,039,313) 4,046,932
Disposal of shares by EBT 12,427 12,427
EBT adjustment 38,484 38,484
Shares purchased by EBT (22,632) (22,632)
Options charge 161,723 161,723
Loss for the period (399,104) (399,104)
31 December 2007 2,714,062 3,302,601 529,440 (308,340) (2,399,933) 3,837,830 23
Financials
Consolidated Cash Flow Statement
For the year ended 31 December 2007
(As Restated)
2007 2006
£ £
Cash flows from operating activities
Loss before interest and taxation (524,262) (731,340) 
Adjustments for:
Depreciation of property, plant and equipment 114,325 79,502 
Amortisation of intangible assets 41,925 24,564 
Share options expense 161,723 168,011 
Cash generated from operations before changes in working capital (206,289) (459,263) 
Movement in trade and other receivables (48,328) 15,177 
Movement in trade and other payables (104,201) (500,487) 
Cash generated from operations (358,818) (944,573) 
Income tax paid — (238) 
Interest paid (1,530) — 
Net cash generated from operating activities (360,348) (944,811) 
Cash flows from investing activities
Purchase of property, plant and equipment (134,046) (52,496) 
Purchase of software (8,807) (25,179) 
Proceeds from sale of property, plant and equipment 449 2,634 
Interest received 130,328 52,155 
Product development (552,187) (34,796) 
Net cash used in investment activities (564,263) (57,682) 
Cash flows from financing activities
Net proceeds from shares issued — 2,850,301 
Net proceeds from sale of shares by EBT 24,638 42,786 
Repayment of loan (6,312) (100) 
Net cash generated in financing activities 18,326 2,892,987 
Net (decrease)/increase in cash and cash equivalents (906,285) 1,890,494 
Cash and cash equivalents at 1 January 3,671,911 1,781,417 
Cash and cash equivalents at 31 December 2,765,626 3,671,911  Business Control Solutions Group plc
Annual Report 2007
24
Consolidated Accounting Policies
Basis of preparation
The Group’s financial statements have been prepared in accordance with IFRS and IFRICS, as adopted by the EU, and the Companies Act 1985
applicable to companies reporting under IFRS. This is the Group’s first annual reporting period under IFRS. 
The Group’s results were prepared in accordance with UK Generally Accepted Accounting Principles (“UK GAAP”) for the year ended 31 December
2006. UK GAAP differs from IFRS in a number of areas. In preparing the financial statements the Directors have amended certain accounting and
valuation methods applied in the UK GAAP financial statements. The effect of the transition to IFRS from UK GAAP on the Group’s profit and net
assets is provided in numerical reconciliation statements together with explanatory notes on pages 40 to 42.
The financial statements have been prepared under the historical cost convention except where stated below. 
Basis of consolidation
The Group’s financial statements consolidate those of the Company and all its subsidiary undertakings as at 31 December 2007. The consolidated
financial statements exclude any intra-group transactions.
The Group has elected not to apply IFRS 3 “Business Combinations” retrospectively to its business combinations before the date of transition, 
1 January 2006.
Merger accounting
Business Control Solutions Holdings Limited acquired the entire share capital of Business Control Solutions Software Limited (formerly Iorbia Limited)
and The Buttonwood-Tree Group Limited through a transaction under common control, as defined in IFRS 3 Business Combinations. It is noted that
such transactions are outside the scope of IFRS 3 and there is no other guidance elsewhere in IFRS covering such transactions.
IFRS contain specific guidance to be followed where a transaction falls outside the scope of IFRS. This guidance is included in paragraphs 10–12 of
IAS 8 “Accounting principles, changes in accounting estimates and errors”. This requires, inter alia, that where IFRS does not include guidance for a
particular issue, the Directors may also consider the most recent pronouncements of other standard setting bodies that use a similar conceptual
framework to develop accounting standards.
In this regard, it is noted that the UK Accounting Standards Board has, in issue, an accounting standard covering business combinations (FRS 6). This
standard uses the principle of merger accounting. The Group has adopted the principles of FRS 6 and accounted for the combination of Business
Control Solutions Holdings Limited, Business Control Software Limited and The Buttonwood-Tree Group Limited as a Group reconstruction using the
principles of merger accounting.
Reverse acquisition accounting
In 2005 the Company became the legal parent of Business Control Solutions Holdings Limited and its subsidiary companies in a share for share
transaction. Due to the relative size of the companies, Business Control Solutions Holdings Limited Shareholders became the majority (97%)
Shareholders of the enlarged share capital. Furthermore, the Company’s continuing operations and Executive management were those of Business
Control Solutions Holdings Limited. Accordingly, the substance of the combination was that Business Control Solutions Holdings Limited had acquired
Business Control Solutions Group plc in a reverse acquisition.
Under the requirements of the Companies Act 1985, it would normally be necessary for the Company’s consolidated accounts to follow the legal
form of the business combination. In that case the pre-combination results would be those of the acquired Business Control Solutions Group plc and
Business Control Solutions Holdings Limited would be included only in relation to its performance from 31 May 2005. However, this would portray
the combination as the acquisition of Business Control Solutions Holdings Limited by Business Control Solutions Group plc and would, in the opinion
of the Directors, fail to give a true and fair view of the substance of their business combination. Accordingly, the Directors have adopted reverse
acquisition accounting as the basis for consolidation in order to give a true and fair view.
Under reverse acquisition accounting an adjustment within Shareholders’ funds is required to eliminate the cost of acquisition in the issuing
Company’s books, and introduce a notional cost of acquiring the smaller issuing company based on the fair value of its shares. The resulting
difference has been debited to the capital reserve.
A further adjustment is required to show the share capital of the legal parent in the consolidated balance sheet rather than that of the deemed
acquirer. The resulting adjustment is credited to other reserves.
Revenue recognition 
Revenue represents amounts receivable net of Value Added Tax, of services provided to external customers during the year.
The Company recognises revenue once evidence of a contract or a purchase order has been obtained, services are delivered, fees are fixed or
determinable and collection is reasonably assured. 25
Financials
Software solutions
The Group licenses its software on either a Perpetual Licence Fee or Annual Licence Fee basis. 
Revenues are assigned to each clearly identifiable deliverable within the contract and revenues are then recognised as a percentage of completion of
each of these contracted deliverables. 
Revenues from installation consultancy and training services are chargeable on a time and materials basis and are recognised when the work is
performed. 
Revenue on installed systems maintenance is recognised over the term of the maintenance contract.
Consultancy services
Revenues from contracts for the supply of consulting services are based on a time and materials basis or a fixed price per contract. For fixed price
contracts the Company recognises revenues as amounts become billable under the contract’s terms provided the amounts are not contingent and 
are consistent with the services delivered. 
Segmental reporting
A business segment is a distinguishable component of a Group engaged in providing products or services that are subject to risks and returns that 
are different from those of other business segments. The Group considers there to be two business segments, Consultancy Services and Software
Solutions. The Group operates in one geographical segment, the UK, based on the location of its customers. 
Intangible assets
Research expenditure is recognised as an expense as incurred. Costs incurred on product development relating to the design, programming and
testing of new or enhanced products are capitalised as intangible assets after considering: the probability that the development will provide economic
benefits; its commercial and technological feasibility; resource availability; and whether costs can be measured reliably. The expenditure capitalised is
the direct employment costs and is managed and controlled centrally. Other development costs are recognised as an expense as incurred.
Development costs previously recognised as an expense are not recognised as an asset in a subsequent period.
Capitalised product development expenditure is stated at cost less accumulated amortisation and impairment losses. Product development costs
capitalised are amortised from the date on which the asset is available for use on a straight-line basis over three years. Development assets are tested
for any impairment to their carrying value on an annual basis.
Purchased software is stated at cost less accumulated amortisation and any impairment loss. Purchased software is amortised on a straight-line basis
over three years.
At the beginning of the year the Directors reassessed the lives and residual values of ‘Software’. As a result of this reassessment the rate of
depreciation on certain assets has been increased from 25% to 33% straight-line. The impact on the current year has been to increase the
depreciation charge by £16,110.
Trade receivables
Trade receivables are recognised initially at fair value. A provision for impairment of trade receivables is established when there is objective evidence
that the Group will not be able to collect all amounts due according to the original contractual terms. The amount of the provision is the difference
between the asset’s carrying value and the value of the estimated future cash flows. The amount of the provision is recognised in the income
statement within administration expenses.
Share-based payments
The grant date fair value of options granted to employees is recognised as an employee expense, with a corresponding increase in equity, over the
period that the employees become unconditionally entitled to the options. The total amount to be expensed over the expected life of the option is
determined by reference to the fair value of the options granted. At each balance sheet date the Group revises its estimate of the number of options
that are expected to vest. It recognises the impact of the revision to original estimates in the income statement with a corresponding adjustment 
to equity.
Fair value is measured using the Black–Scholes pricing model and has been adjusted for the estimated effect of non-transferrability, exercise restriction
and behavioural considerations. 
Pension contributions
The Group operates a defined contribution stakeholder pension scheme and contributes towards personal pension contributions for certain
employees. The cost is charged to the income statement as it is incurred. Business Control Solutions Group plc
Annual Report 2007
26
Consolidated Accounting Policies
Interest income
Interest receivable on interest bearing financial assets is recognised on an accruals basis using the effective interest rate method. The effective interest
rate used reflects the anticipated cash flows to be received.
Operating leases
Leases in which a significant portion of the risks and rewards of ownership are retained by the lessor are classified as operating leases. Costs in
respect of operating leases are charged to the income statement on a straight-line basis over the lease term. Rent-free periods received on entering
into a lease are accounted for over the period of the lease.
Deferred taxation
Deferred taxation is provided in full, using the liability method, on temporary differences arising between the tax bases of the assets and liabilities and
their carrying amounts in the consolidated financial statements. However, the deferred income tax is not accounted for if it arises from the initial
recognition of an asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting nor
taxable profit or loss. Deferred income tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the balance
sheet date and are expected to apply when the related deferred income asset is realised or the deferred income tax liability is settled. Deferred income
tax assets are recognised to the extent that it is probable that future taxable profit will be available against which the temporary differences can be
utilised.
Property, plant and equipment
All property, plant and equipment are stated at historical cost. Depreciation is provided on all property, plant and equipment at rates calculated to
write each asset down to its estimated residual value on straight-line basis over its useful life as follows:
Furniture & Fittings 25% straight-line
Computer Equipment 25% straight-line
The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at each balance sheet date. An asset’s carrying amount is written
down immediately to its recoverable amount if the asset’s carrying value is greater than its estimated recoverable amount. Gains and losses on
disposals are determined by comparing the proceeds with the carrying amount and are recognised within ‘Operating Expenses’ in the income
statement.
Cash and cash equivalents
Cash and cash equivalents includes cash at hand, deposits held at call with banks, and other short-term highly liquid investments with original
maturities of three months or less.
Foreign currency translation
Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in
which the Group operates (“the functional currency”). The consolidated financial statements are presented in sterling (“£”), which is the Company’s
functional and presentational currency.
Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Foreign
exchange gains and losses resulting from the settlement of such transactions and from the translation at the year end exchange rates of monetary
assets and liabilities denominated in foreign currencies are recognised in the income statement.
Employee benefit trusts
The Group has established employee benefit trusts (“EBTs”) which hold shares in the Company. The Group records the assets and liabilities of the
EBTs as its own. Own shares held are measured at cost and are deducted in arriving at Shareholders equity and are included in a separate negative
reserve. No gain or loss is recognised in the income statement on the sale or purchase of such shares, any gain or loss is recognised directly in equity
attributable to the Company’s equity holders. 27
Financials
Notes to the Consolidated Financial Statements
For the year ended 31 December 2007
1 Revenue and loss before taxation
The Group’s revenue and loss before taxation were all derived from its principal activities undertaken in the United Kingdom.
2 Segmental reporting
The Group’s operations are managed and monitored in two business segments: Consultancy Services and Software Solutions. Certain support
activities are monitored centrally and have been allocated on an estimated usage basis to the business segments to produce the result below. 
The Directors consider the Group to trade in one geographical segment, the UK.
Consultancy Software
Services Solutions Unallocated Total
For the year to 31 December 2007 ££ ££
Segment revenue 7,620,627 2,045,536 — 9,666,163
Segment result 578,485 (977,589) — (399,104)
Segment assets 1,902,073 1,037,757 2,765,627 5,705,457
Segment liabilities 1,149,335 718,291 — 1,867,626
Other segment items:
Capital expenditure
Intangible assets 560,994 — 560,994
Property, plant and equipment 79,543 54,502 — 134,045
Depreciation and amortisation 67,841 88,409 — 156,250
During the year there was no inter-segmental revenue (2006: nil).
Consultancy Software
Services Solutions Unallocated Total
For the year to 31 December 2006 ££ ££
Segment revenue 6,064,734 1,970,024 — 8,034,758
Segment result 315,987 (1,000,081) — (684,094)
Segment assets 1,376,237 976,893 3,671,911 6,025,041
Segment liabilities 1,257,713 720,397 — 1,978,110
Other segment items:
Capital expenditure
Intangible assets 59,975 — 59,975
Property, plant and equipment 41,126 28,579 — 69,705
Depreciation and amortisation 46,907 57,159 — 104,066 Business Control Solutions Group plc
Annual Report 2007
28
Notes to the Consolidated Financial Statements
For the year ended 31 December 2007
3 Loss before taxation
2007 2006
£ £
Loss before taxation is stated after charging:
Depreciation 114,325 79,503 
Amortisation 41,925 24,564 
Fees payable to the Group’s Auditors for the audit of the Group and its subsidiaries annual accounts:
The audit of the Group and its subsidiaries pursuant to legislation
— statutory Baker Tilly UK Audit LLP 42,000
Baker Tilly 45,000 
Fees payable to the Group’s Auditors and its associates for other services
Tax services
— advisory services Baker Tilly UK Tax and Advisory Services LLP 18,250
Baker Tilly 18,250 
60,250 63,250
Operating lease rentals — property 79,360 79,360
Net foreign exchange (profit)/loss (6,911) 8,174
Research and non-capitalised development 615,339 712,681
The audit cost of Business Control Solutions Group plc’s own consolidated accounts was £18,000 (2006: £12,000). The audit cost for Business
Control Solutions Group plc’s subsidiary undertakings was £24,000 (2006: £33,000).
The audit cost of the Group for the year was borne by the subsidiary company, Business Control Solutions plc.
4 Exceptional items
2007 2006
£ £
Fundamental reorganisation costs:
Notional cost of share options associated with merger — 56,369 
5 Finance income
2007 2006
£ £
Bank interest receivable 126,688 47,501 
6 Finance costs
2007 2006
£ £
Interest on loans payable within five years 1,530 255 29
Financials
7 Employees
2007 2006
No. No.
The average number of persons (including Directors) employed during the year was:
Non-Executive Directors 4 3 
Office and management 14 10 
Sales and marketing 3 4 
Programming and solution delivery staff 35 19 
Consultants 37 32 
93 68 
2007 2006
£ £
Staff costs for the above persons:
Wages and salaries 6,051,423 4,966,862 
Social security costs 704,894 597,056 
Pension contributions 41,712 44,661 
6,798,029 5,608,579 
In addition to the staff costs above, there is a share-based payments charge amounting to £161,723 (2006: £168,011). See note 22.
Directors’ remuneration
2007 2006
£ £
Aggregate emoluments 710,096 611,227 
Pension contributions 34,166 30,000 
744,262 641,227 
Directors’ remuneration comprises emoluments payable to the Directors of the Business Control Solutions Group plc in respect of their services
to the Group.
The average number of Directors accruing benefits under defined contribution pension schemes was 2 (2006: 2). Further details are provided in
the Remuneration Report on page 14.
Emoluments paid to the highest paid Director amounted to £301,684 (2006: £241,684). Business Control Solutions Group plc
Annual Report 2007
30
Notes to the Consolidated Financial Statements
For the year ended 31 December 2007
8 Taxation
2007 2006
£ £
UK corporation tax based on profit for the year:
Current tax:
UK corporation tax — —
Deferred tax:
Originating and reversal of timing differences — —
— —
2007 2006
£ £
Factors affecting tax charge for the year:
The tax assessed for the year is lower than the standard rate of corporation tax in the UK (30%). 
The differences are explained below:
Loss before tax (399,104) (684,094)
Loss multiplied by the standard rate of corporation tax in the UK 30% (2006: 30%) (119,731) (213,743)
Effects of:
Expenses not deductible for tax purposes (15,768) 15,418 
Capital allowances in (excess of)/less than depreciation 10,226 7,656 
Utilisation of tax losses — (7,444) 
Unrelieved tax losses arising in the year 76,799 145,617 
Other short-term timing differences 48,474 52,496 
Current tax charge for the year — — 
There are trading losses in the Group to carry forward of approximately £2,910,000 (2006: £2,579,000). Deferred tax on unrelieved losses
carried forward at full corporation tax rate of 28% amounts to £814,800 (2006: £773,700) and on short-term timing differences amounts to
£119,000 (2006: £70,000). No deferred tax asset has been recognised in respect of these losses until it is more likely than not that suitable
profits will be generated. 31
Financials
9 Loss per share
Basic loss per share is calculated by dividing the Group’s loss after taxation of £399,104 (2006: £684,094) by the weighted average number of
shares in issue less the weighted average number of shares held by the EBTs during the year of 268,328,981 (2006: 225,611,187).
No diluted earnings per share is presented as the effect of the exercise of share options or warrants would be to decrease the loss per share.
Weighted average number of shares
2007 2006
Number of Number of
shares shares
Shares in issue 1 January 271,406,220 221,406,220 
Less shares held by employee benefit trusts (EBT)
B2B Systems Trustees Ltd EBT (2,306,937) (2,887,164)
The Buttonwood-Tree Group Ltd EBT (770,302) (1,264,033)
Plus effect of share placing 1 November 8,356,164 
Weighted average shares in issue 31 December 268,328,981 225,611,187 
10 Group own shares
2007
Number of 2007
Ordinary 1p Cost
shares £
1 January 2007 4,061,242 4,421
Additions 1,336,148 22,632
Disposals (3,648,944) (12,426)
31 December 2007 1,748,446 14,627
Through the establishment of two employee benefit trusts the Group has an investment in its own shares. These shares were purchased and
are valued at a unit cost of either zero or 3.684p per share. Business Control Solutions Group plc’s share price as at 31 December 2007 was
2.5p as listed on AIM. For further details see Note 21. Business Control Solutions Group plc
Annual Report 2007
32
Notes to the Consolidated Financial Statements
For the year ended 31 December 2007
11 Property, plant and equipment
Computer Fixtures and
equipment fittings Total
££ £
Cost
1 January 2006 278,660 204,661 483,321 
Additions 65,921 3,784 69,705 
Disposals (2,634) — (2,634) 
31 December 2006 341,947 208,445 550,392 
Amortisation
1 January 2006 170,407 122,694 293,101 
Charge in the year 41,681 37,822 79,503 
31 December 2006 212,088 160,516 372,604 
Cost
1 January 2007 341,947 208,444 550,391 
Additions 121,842 12,203 134,045 
Disposals (449) — (449) 
31 December 2007 463,340 220,647 683,987 
Amortisation
1 January 2007 212,088 160,516 372,604 
Charge in the year 73,767 40,558 114,325 
31 December 2007 285,855 201,074 486,929 
Carrying value at 31 December 2006 129,859 47,929 177,788 
Carrying value at 31 December 2007 177,485 19,573 197,058
12 Intangible assets
Software
Product purchased for
development internal use Total
££ £
Cost
1 January 2006 — 79,273 79,273 
Additions 34,796 25,179 59,975 
31 December 2006 34,796 104,452 139,248 
Amortisation
1 January 2006 — 21,412 21,412 
Charge in the year — 24,564 24,564 
31 December 2006 — 45,976 45,976 
Cost
1 January 2007 34,796 104,452 139,248 
Additions 552,187 8,807 560,994 
31 December 2007 586,983 113,259 700,242 
Amortisation
1 January 2007 — 45,976 45,976 
Charge in the year — 41,925 41,925 
31 December 2007 — 87,901 87,901 
Carrying value at 31 December 2006 34,796 58,476 93,272 
Carrying value at 31 December 2007 586,983 25,358 612,341  33
Financials
13 Trade and other receivables
Group Group
2007 2006
£ £
Trade receivables 1,877,045 1,617,489 
Prepayments 219,364 243,506 
Accrued income 34,021 221,076 
2,130,430 2,082,071 
14 Trade and other payables due within one year
Group Group
2007 2006
£ £
Trade payables 244,081 386,696 
Other tax and social security 356,676 358,987 
Accruals and deferred income 1,245,707 1,180,400 
Hire-purchase loan 8,726 5,508 
Other payables — 24,554 
1,855,190 1,956,144 
Group Group
2007 2006
Trade and other payables due after one year £ £
Hire-purchase loan 10,831 20,361 
10,831 20,361 
15 Loans and borrowings
Group Group
2007 2006
£ £
Amounts repayable by instalments falling due:
In more than one but not more than two years 8,726 8,726 
In more than two but not more than five years 2,105 11,635 
In five years or more — — 
10,831 20,361 
16 Deferred income tax
2007 2006
£ £
Group
1 January 1,605 1,605 
Transfer from profit and loss account — — 
31 December 1,605 1,605 
Deferred taxation provided in the financial statements is as follows:
Excess of tax allowances over depreciation 1,605 1,605 Business Control Solutions Group plc
Annual Report 2007
34
Notes to the Consolidated Financial Statements
For the year ended 31 December 2007
17 Share capital
2007 2006
£ £
Group
Authorised:
362,312,381 Ordinary Shares of 1p 3,623,124 3,623,124 
3,623,124 3,623,124 
Allotted, issued and fully paid:
271,406,220 Ordinary Shares of 1p each 2,714,062 2,714,062 
2,714,062 2,714,062 
On 2 November 2006, the Company issued 50,000,000 new Ordinary Shares of 1p each at 6p by way of a placing. There were no other
movements from 1 January 2006.
Shares reserved for issue under share options 24,311,101 (2006: 13,539,989).
18 Share premium account
Group Group
2007 2006
£ £
1 January 3,302,601 952,300 
Share subscription — 2,500,000 
Share issue costs — (149,699) 
31 December 3,302,601 3,302,601 
19 Group – other reserves
Warrant Merger Capital Own Other 
reserve reserve reserve Shares reserve
££ ££ £
1 January 2006 380,000 418,547 (1,150,149) (70,653) 57,888 
Shares purchased by EBT (9,226) 
Disposal of shares by EBT 75,458 
31 December 2006 380,000 418,547 (1,150,149) (4,421) 57,888 
1 January 2007 380,000 418,547 (1,150,149) (4,421) 57,888 
Shares purchased by EBT (22,632) 
Disposal of shares by EBT 12,427 
31 December 2007 380,000 418,547 (1,150,149) (14,626) 57,888 
The warrant reserve arose from the capitalisation of debt owed by Business Control Solutions Group plc to Thistledown Investments Limited in
2005 in exchange for the issue of warrants. The warrants were deemed to have been issued immediately prior to the reverse acquisition of 
the Company.
The merger reserve arises on the consolidation of Business Control Solutions Holdings Limited’s and the Business Control Solutions Group plc’s
subsidiary undertakings. 35
Financials
19 Group – other reserves continued
The capital and other reserves arise on the reverse acquisition accounting of Business Control Solutions Group plc as described in the
accounting policies and as follows:
The capital reserve represents the elimination of the cost of acquisition by Business Control Solutions Group plc of Business Control Solutions
Holdings Limited amounting to £1,900,000 and introducing a notional cost of £749,851 for the reverse acquisition of Business Control
Solutions Group plc, based on the fair value of the shares of Business Control Solutions Limited.
The other reserve represents the adjustment required to show the share capital of the legal parent within shareholders equity. It is calculated as
the difference between the share capital of Business Control Solutions Holdings Limited of £1,000,000 and the share capital of Business
Control Solutions Group plc (as reduced by the capital reduction) at 31 May 2005.
20 Share options
In addition to those options granted to Directors as detailed in the Directors’ Report, Business Control Solutions Group plc has granted options
over its Ordinary shares to senior Executives as follows:
As at As at
1 January During During 31 December 
2007, the the year, During the year, 2007, 
number of the number  the year, the  the number the number of 
ordinary shares of ordinary number of of ordinary ordinary shares
Original over which shares over ordinary shares shares over over which
option price options are which options over which which options options are
Date of grant per share outstanding were granted options lapsed were cancelled outstanding
08 Aug 05 8p 699,989 — 699,989
09 Jan 06 11.25p 4,000,000 — (4,000,000) —
01 May 06 12.75p 4,420,000 — (4,420,000) —
12 Jan 07 6p 4,000,000 — (888,888) 3,111,112
05 Oct 07 3p 4,900,000 — 4,900,000
14 Dec 07 2.62p 11,600,000 — 11,600,000
9,119,989 20,500,000 — (9,308,888) 20,311,101
The options are subject to certain vesting and/or performance criteria and are exercisable on or before the tenth anniversary of their grant.
No options were exercised during the year and the weighted average share price during the period was 4.9p (2006: 9.9p). Options outstanding
at 31 December 2007 are exercisable at prices ranging between 2.62p and 12.75p (2006: 8p and 12.75p) and have a weighted average
remaining contractual life of 9.7 years (2006: 9.25 years). Business Control Solutions Group plc
Annual Report 2007
36
Notes to the Consolidated Financial Statements
For the year ended 31 December 2007
21 Employee benefit trusts
A number of employees have been granted options over shares in Business Control Solutions Group plc which are subject to defined vesting
schedules, and are only exercisable on the satisfaction of certain conditions. These options have been issued by two employee benefit trusts:
(1) Under the terms of the option agreements issued B2B Systems Trustees Limited is obliged to sell the shares which it holds in Business
Control Solutions Group plc to employees of the Group.
As at 31 December 2007 there were 1,351,513 (2006: 2,165,342) options outstanding over the 1p ordinary shares in Business Control
Solutions Group plc held by the EBT under option to employees. During the year options over 721,821 shares were issued (2006: nil) and
options over 1,535,650 shares were exercised (2006: nil). No options lapsed during the year (2006: 721,821).
All existing options have a zero strike price.
The trust is not obliged to purchase any additional shares to fulfil its obligations and therefore there is no cost to the Group when these
options are exercised.
(2) Under the terms of the option agreements, N Walder and his wife are obliged to sell sufficient shares to The Buttonwood-Tree Group
Limited employee benefit trust to meet its obligations under options issued to employees. Any cost associated with the funding of the
employee benefit trust is shown as a separate reserve movement. See note 19.
At 1 January 2007 there were 17,087,350 options in existence. During the year no further options were issued, a total of 2,113,294 were
exercised (2006: 3,362,524) and 5,120,481 options lapsed (2006: 11,706,128).
The total number of options in existence as at 31 December 2007 was 9,853,575. These options have been granted subject to defined
vesting schedules, and are only exercisable on the satisfaction of certain conditions and in certain cases performance criteria.
22 Equity settled share-based payments
Options are granted with a fixed exercise price. Options were granted during the year with exercise prices equivalent to the market value at the
date of grant or with a zero exercise price. The contractual life of all options is ten years. Options become exercisable either at the date of grant
or after two and three years. Options are valued using the Black–Scholes option-pricing model.
The fair value of share based payments charged to the Group profit and loss account in the year was £161,723 (2006: £168,011).
2007 2006
Shares to be issued reserve £ £
1 January 2007 367,717 199,706
Share-based payments fair value charge in year 161,723 168,011
31 December 2007 529,440 367,717
The fair market value has been estimated using the following key assumptions based on the information available at the date of grant:
2007
Weighted average share price at date of grant (p) 3.68
Discount to bid price at date of grant (%) 20.00
Weighted average exercise price at date of grant (p) 3.61
Weighted average volatility at date of grant (%) 45.80
Risk-free rate (%) 4.80
Dividend yield (%) 0.00 37
Financials
23 Operating lease commitments
At each year end the Group was committed to making the following payments during the next year in respect of operating leases:
2007 2006
£ £
Land and buildings expiring in less than one year 26,575 —
Land and buildings expiring in more than one but not more than two years 47,303 —
Land and buildings expiring between two and five years — 95,323
24 Related party transactions
The Group had the following related party transactions:
During 2006 the Group traded with Advanced Handling Limited and up until 17 March 2006 M Preen and M Moore were shareholders. Details
of transactions are provided below.
2007 2006
£ £
Sales — 6,469
Year end debtor — 523
25 Financial instruments
The Group’s financial instruments comprise cash, short-term loans and debtors, including trade receivables, and creditors, including trade
payables, that arise from its operations. The main purpose for these financial instruments is to raise finance for the Group’s operations. There was
no difference between the book value and the fair value of the financial assets and liabilities at 31 December 2007 and 31 December 2006.
The Group has not entered into any derivative transactions during either period. The Group did not enter into any hedge transactions during
either period. The foreign currency gains and losses recognised in the profit and loss account in either period were immaterial.
Changes in the market interest rates of non-derivative financial instruments with fixed interest rates only affect income if these are measured at
fair value. As such all financial instruments with fixed interest rates that are carried at amortised cost are not subject to interest rate risk as
defined in IFRS 7. Changes in market interest rates affect the interest income or expense of non-derivative variable-interest financial
instruments, the interest payments of which are not designated as hedged items of cash flow hedges against interest rate risks. As a
consequence, they are included in the calculation of income related sensitivities.
The main risks arising from the Group’s financial instruments are liquidity risks.
Financial assets
The Group has no financial assets, other than the amount of sterling cash at bank earning interest at floating rates linked to base rates.
Financial liabilities
The Group’s financial liabilities, other than short-term creditors and accruals at the year end were as follows:
2007 2006
£ £
Due within one year 8,726 5,508 
Due after one year 10,831 20,361 
Total 19,557 25,869 
There was no interest accrued at the year end in respect of financial liabilities (2006: £nil).
Borrowing facilities
The Group has an undrawn committed borrowing facility which is renewed annually. The maximum undrawn facility available (subject to
sufficient qualifying trade debtors) as at 31 December 2007 was £300,000 (2006: £300,000). The facility had not been drawn down on during
the year. Business Control Solutions Group plc
Annual Report 2007
38
Notes to the Consolidated Financial Statements
For the year ended 31 December 2007
26 Capital commitments
The Group has no capital commitments at 31 December 2007 (2006: £nil).
27 Contingent liabilities
The Group has no contingent liabilities as at 31 December 2007 or 31 December 2006.
28 Pension commitments
The Group operates a defined contribution pension stakeholder pension scheme and contributes toward personal pension plans for certain
employees. The pension cost charge represents contributions payable by the Group and amounted to £41,712 (2006: £44,661). There was £nil
outstanding in respect of contributions payable to such pension schemes as at the year end (2006: £1,250).
29 Notes to Group cash flow statement
At At
1 January Cash 31 December
2007 Flow 2007
Analysis of net funds ££ £
Cash in hand and at bank 3,671,911 (906,285) 2,765,626
Analysis of net debt:
Net cash:
Cash at bank and in hand 3,671,911 (906,285) 2,765,626
Debt:
Other loans (25,869) 6,312 (19,557)
Net debt 3,646,042 (899,973) 2,746,069
2007 2006
Reconciliation of net cash flow to movement in net debt £ £
Increase/(decrease) in cash in the year (906,285) 1,890,494
Cash inflow/(outflow) from increase in debt financing 6,312 (25,869)
Movement in net debt (899,973) 1,864,625
Opening net debt 3,646,042 1,781,417
Closing net debt 2,746,069 3,646,042 39
Financials
30 Accounting estimates and judgments
The preparation of financial statements in conformity with IFRSs requires management to make judgments, estimates and assumptions that
affect the reported amounts of assets and liabilities, income and expenses. The estimates and associated assumptions are based on historical
experience and various other factors that are considered to be reasonable, the results for which form the basis of making judgments about
carrying values of assets and liabilities that are not readily available from other sources. Actual results may differ from these estimates. The
estimates, assumptions and judgments that are likely to contain the greatest degree of uncertainty are summarised below.
Development expenditure
The Group invest in the development of future products and in enhancing its existing products in accordance with the accounting policy. The
assessment as to whether each element of this expenditure will be technically feasible, generate future economic benefit and the period over
which to amortise the expenditure is a matter of judgment.
Revenue
Where revenue is recognised on a percentage of completion basis management exercises judgment in determining the percentage complete and
the total cost of implementation. Estimates are reviewed continually and are revised based on changes in the facts relating to each contract.
Income taxes
In recognising income tax assets and liabilities estimates have to be made as to the likely outcome of decisions by tax authorities on transactions
and events whose outcomes are uncertain and on the expected manner of realisation or settlement of deferred tax assets and liabilities.
Useful lives
Intangible assets and property, plant and equipment are expensed over their estimated useful lives. The period of actual use or economic benefit
may differ from these estimated lives.
Share options
The assumptions used in calculating the charge are disclosed in note 22. Business Control Solutions Group plc
Annual Report 2007
40
Notes to the Consolidated Financial Statements
For the year ended 31 December 2007
31 Explanation of transition to IFRS
This is the first year the Group has presented its financial statements under IFRS. Consistent accounting polices have been applied in preparing
comparative information for the year ended 31 December 2006 and the preparation of the opening IFRS balance sheet at 1 January 2006 (the
Group’s date of transition). 
In preparing its opening balance sheet and comparative information for the year ended 31 December 2006 the Group has adjusted amounts
previously reported in its financial statements prepared in accordance with UK GAAP .
The adjustments arising from the conversion to IFRS had no impact on the cash flows of the Group although there are a number of
presentational changes required under IFRS.
The principal effects of IFRS on the financial statements of the Group are shown below.
Reconciliation of the UK GAAP consolidated income statement to the IFRS consolidated income statement 
for the year ended 31 December 2006
Published Restated
UK GAAP AB C under IFRS
££ ££ £
Revenue 8,034,758 8,034,758
Cost of sales (5,004,084) (3,390) (5,007,474)
Gross profit 3,030,674 (3,390) —— 3,027,284
Operating expenses (3,734,027) (3,024) 34,796 (3,702,255)
Exceptional item (56,369) (56,369)
Loss before interest and taxation (759,722) (6,414) — 34,796 (731,340)
Finance income 47,501 47,501
Finance costs (255) (255)
Loss before taxation (712,476) (6,414) — 34,796 (684,094)
Income tax expense —— —— —
Loss for the period attributed to equity shareholders (712,476) (6,414) — 34,796 (684,094)
Basic and diluted loss per ordinary share (0.31)p (0.31)p
Notes:
A Under IAS 19 “Employee Benefits”, a provision is required for the value of holidays accrued but not taken at the balance sheet date.
C Development costs capitalised under IAS 38 “Intangible Assets”. 41
Financials
31 Explanation of transition to IFRS continued
Reconciliation of the UK GAAP consolidated balance sheet to the IFRS consolidated balance sheet
as at 31 December 2005 — the date of transition
Published Restated
UK GAAP AB C under IFRS
££ ££ £
Assets
Non-current assets
Intangible assets 55,810 55,810
Property, plant and equipment 248,081 (55,810) 192,271
248,081 —— — 248,081
Current assets
Trade and other receivables 2,090,342 2,090,342
Cash and cash equivalents 1,783,512 1,783,512
3,873,854 —— — 3,873,854
Total assets 4,121,935 —— — 4,121,935
Liabilities
Current liabilities
Trade and other payables (2,442,755) (12,300) (2,455,055)
Non-current liabilities
Loans and borrowings ——
Deferred income tax liabilities (1,605) (1,605)
(1,605) —— — (1,605)
Net assets 1,677,575 (12,300) —— 1,665,275
Equity
Issued share capital 2,214,062 2,214,062
Share premium 952,300 952,300
Shares to be issued 199,706 199,706
Warrant reserve 380,000 380,000
Merger reserve 418,547 418,547
Capital reserve (1,150,149) (1,150,149)
Own shares (70,653) (70,653)
Other reserve 57,888 57,888
Retained earnings (1,324,126) (12,300) (1,336,426)
Total equity 1,677,575 (12,300) —— 1,665,275
Notes:
A Under IAS 19 “Employee Benefits”, a provision is required for the value of holidays accrued but not taken at the balance sheet date.
B Under IAS 38 “Intangible Assets”, purchased software has been reclassified as an intangible asset. Business Control Solutions Group plc
Annual Report 2007
42
Notes to the Consolidated Financial Statements
For the year ended 31 December 2007
31 Explanation of transition to IFRS continued
Reconciliation of the UK GAAP consolidated balance sheet to the IFRS consolidated balance sheet
as at 31 December 2006
Published Restated
UK GAAP AB C under IFRS
££ ££ £
Assets
Non-current assets
Intangible assets 58,477 34,796 93,273
Property, plant and equipment 236,263 (58,477) 177,786
236,263 —— 34,796 271,059
Current assets
Trade and other receivables 2,082,071 2,082,071
Cash and cash equivalents 3,671,911 3,671,911
5,753,982 —— — 5,753,982
Total assets 5,990,245 —— 34,796 6,025,041
Liabilities
Current liabilities
Trade and other payables (1,937,428) (18,715) (1,956,143)
Non-current liabilities
Loans and borrowings (20,361) (20,361)
Deferred income tax liabilities (1,605) (1,605)
(21,966) —— — (21,966)
Net assets 4,030,851 (18,715) — 34,796 4,046,932
Equity
Issued share capital 2,714,062 2,714,062
Share premium 3,302,601 3,302,601
Shares to be issued 367,717 367,717
Warrant reserve 380,000 380,000
Merger reserve 418,547 418,547
Capital reserve (1,150,149) (1,150,149)
Own shares (4,421) (4,421)
Other reserve 57,888 57,888
Retained earnings (2,055,394) (18,715) 34,796 (2,039,313)
Total equity 4,030,851 (18,715) — 34,796 4,046,932
Notes:
A Under IAS 19 “Employee Benefits”, a provision is required for the value of holidays accrued but not taken at the balance sheet date.
B Under IAS 38 “Intangible Assets”, software has been reclassified as intangible assets.
C Development costs capitalised under IAS 38 “Intangible Assets”. 43
Financials
Company Balance Sheet
As at 31 December 2007
Notes to 
Company
financial 2007 2006
statements £ £
Fixed assets
Investments 1 1,550,313 2,119,686 
Current assets
Debtors 2 4,805,402 4,832,978 
Cash at bank and in hand 100 100 
4,805,502 4,833,078 
Creditors: Amounts falling due after more than one year 3 (908,768) (914,168) 
Net current assets 3,896,734 3,918,910 
Total assets less current liabilities 5,447,047 6,038,596 
Net assets 5,447,047 6,038,596 
Capital and reserves
Called up share capital 5 2,714,062 2,714,062 
Share premium account 6 3,302,601 3,302,601 
Shares to be issued 8 529,440 367,717 
Warrant reserve 7 380,000 380,000 
Profit and loss account 13 (1,479,056) (725,784) 
Shareholders’ funds 5,447,047 6,038,596 
Approved by the Board and authorised for issue on 28 March 2008 and signed on its behalf by:
R A Shepherd
Director
N D Walder
Director
Approved by the Board and authorised for issue on 28 March 2008 and signed on its behalf by: Business Control Solutions Group plc
Annual Report 2007
44
Company Accounting Policies
Basis of accounting
These financial statements have been produced under the historical cost convention in accordance with applicable accounting standards.
The Company has taken advantage of the exemption in Financial Reporting Standard 1 (Revised 1996) from the requirements to produce a cash flow
statement on the grounds that it is a subsidiary undertaking where 90 per cent or more of the voting rights are controlled within the Group and is
included in consolidated accounts which are publicly available.
Fixed asset investments
Fixed asset investments are stated at cost less any provision for impairment in value.
Deferred taxation
Deferred taxation is recognised in respect of all timing differences that have originated and not reversed at the balance sheet date where transactions
or events that result in an obligation to pay more tax in the future or a right to pay less tax in the future have occurred at the balance sheet date.
Timing differences are differences between the Company’s taxable profits and its results as stated in the financial statements that arise from the
inclusion of gains and losses in tax assessments in periods different from those in which they are recognised in the financial statements.
Deferred tax is measured at the average of tax rates that are expected to apply in the periods in which timing differences are expected to reverse,
based on tax rates and laws that have been enacted or substantially enacted by the balance sheet date. Deferred tax is measured on a non-
discounted basis.
Pension contributions
The Company contributes towards personal pension plans for certain employees. The cost of contributions is charged in the profit and loss account as
incurred.
Share-based payments
The grant date fair value of options granted to employees is recognised as an employee expense, with a corresponding increase in equity, over the
period that the employees become unconditionally entitled to the options. The amount recognised as an expense is adjusted to reflect the actual
number of share options that vest.
In the Company financial statements, equity settled share-based payments issued to its own employees are recognised in the income statement with
a corresponding increase in equity. Equity settled share-based payments issued to employees of subsidiary undertakings are treated in the financial
statements of the Company as an increase in investment in subsidiary companies, together with a corresponding increase in equity, over the vesting
period based on the Group’s estimate of shares which will eventually vest.
Fair value is measured using the Black–Scholes option model and has been adjusted for the estimated effect of non-transferability, exercise restrictions
and behavioural considerations.  45
Financials
Notes to the Company Financial Statements
For the year ended 31 December 2007
1 Fixed asset investments
£
Cost
1 January 2007 2,119,686
Provisions for diminution in value 569,173
31 December 2007 1,550,513
The Company’s investment in Business Control Solutions plc has been impaired due to continued losses and management’s estimates of
Business Control Solutions plc’s future financial performance. 
Business Control Solutions Group plc has the following subsidiaries
Class of Proportion 
Name of subsidiary holding held Nature of business 
Business Control Solutions Holdings Limited Ordinary 100% Holding Company
Business Control Solutions plc Ordinary 100% Software & business consultancy
Business Control Software Limited Ordinary 100% Software development
Buttonwood-Tree Consulting Limited Ordinary 100% Non-Trading
Buttonwood-Tree Technical Solutions Limited Ordinary 100% Non-Trading
The Buttonwood-Tree Group Limited Ordinary 100% Non-Trading
B2B Systems Trustees Ltd Ordinary 100% Dormant
Buttonwood Services plc Ordinary 100% Non-Trading
Through its investment in Business Control Solutions Holdings Limited, the Company has the following subsidiary:
Class of Proportion 
Name of subsidiary holding held Nature of business 
BCS Smartsource SRL Ordinary 100% Software development
All the above subsidiary companies with the exception of BCS Smartsource SRL were incorporated in England and Wales. BCS Smartsource SRL
is a company incorporated in Romania.
2 Debtors
2007 2006
£ £
Amounts due from subsidiaries 4,805,202 4,832,978 
4,805,202 4,832,978 
3 Creditors
2007 2006
£ £
Amounts due to subsidiaries 908,768 908,768 
Accruals and deferred income — 5,400 
908,768 914,168 Business Control Solutions Group plc
Annual Report 2007
46
Notes to the Company Financial Statements
For the year ended 31 December 2007
4 Deferred income tax company
There were no Company provisions for liabilities and charges as at 31 December 2007 (2006: nil).
5 Share capital
2007 2006
£ £
Authorised:
362,312,381 Ordinary Shares of 1p 3,623,124 3,623,124 
3,623,124 3,623,124 
Allotted, issued and fully paid:
271,406,220 Ordinary Shares of 1p each 2,714,062 2,714,062 
2,714,062 2,714,062 
6 Share premium account
2007
£
1 January 2007 3,302,601
31 December 2007 3,302,601
7 Warrant reserve
Warrant
reserve
£
1 January 2007 380,000 
31 December 2007 380,000 
The warrant reserve arose from the capitalisation of debt owed by the Company to Thistledown Investments Limited in exchange for the issue
of warrants in 2005. 47
Financials
8 Equity settled share-based payments
Options are granted with a fixed exercise price. Options were granted during the year with exercise prices equivalent to the market value at the
date of grant or with a zero exercise price. The contractual life of all options is ten years. Options become exercisable either at the date of
grant or after two and three years. Options are valued using the Black–Scholes option-pricing model.
The fair value of share-based payments charged to the Company profit and loss account in the year was £70,172 (2006: £53,906). 
2007 2006
Shares to be issued reserve £ £
1 January 2007 367,717 199,706
Share-based payments fair value charge in year 161,723 168,011
31 December 2007 529,440 367,717
The fair market value has been estimated using the following key assumptions based on the information available at the date of grant:
Company
Company 2007
Weighted average share price at date of grant (p) 4.62
Discount to bid price at date of grant (%) 20.00
Weighted average exercise price at date of grant (p) 4.62
Weighted average volatility at date of grant (%) 45.00
Risk-free rate (%) 4.80
Dividend yield (%) 0.00
The expected life of the option used in the Black–Scholes option pricing model was the period to when the option vested.
9 Operating lease commitments
The Company had no commitments in respect of operating leases as at 31 December 2007 (2006: £nil).
10 Capital commitments
The Company had no capital commitments as at 31 December 2007 (2006:£nil).
11 Contingent liabilities
The Company had no contingent liabilities as at 31 December 2007 (2006:£nil). Business Control Solutions Group plc
Annual Report 2007
48
Notes to the Company Financial Statements
For the year ended 31 December 2007
12 Pension commitments
The Company contributes towards personal pension plans for certain employees. The pension cost charge represents contributions payable by
the Company and amounted to £34,166 (2006: £30,000). There was £nil outstanding in respect of contributions payable to such pension
schemes as at the year end (2006: £1,250).
13 Company retained earnings
2007 2006
£ £
Reserves brought forward (725,784) (119,966)
Loss for the year (730,829) (605,818)
Dividends repaid (22,443) —
Reserves carried forward (1,479,056) (725,784)
14 Company profit and loss account
As permitted by s230 Companies Act 1985, the Company has not presented its own profit and loss account. The Company’s loss for the year
amounted to £730,829 (2006: loss £605,432). 49
Notice of Annual General Meeting
Notice of Annual General Meeting
Notice is hereby given that the Annual General Meeting of the Company will be held at the offices of Arbuthnot Securities Limited, Arbuthnot House,
20 Ropemaker Street, London, EC2Y 9AR on 5 June 2008 at 11 a.m. for the transaction of the following business:
Ordinary Business:
1. To consider and adopt the Company’s annual accounts for the year ended 31 December 2007 together with the Directors’ Report on those
accounts.
2. To re-elect Nigel Walder who retires in accordance with the Company’s Articles of Association and, being eligible, offers himself for re-election.
3. To appoint Baker Tilly UK Audit LLP as the Auditors and authorise the Directors to determine their remuneration.
4. To consider and approve the report of the Remuneration Committee of the Board of Directors.
5. The Directors of the Company be and they are hereby generally and unconditionally authorised in accordance with Section 80 of the Companies
Act 1985 (the “Act”) to exercise all the powers of the Company to allot relevant securities (within the meaning of such section) up to an
aggregate nominal value of £665,951 such authority to expire at the conclusion of the Annual General Meeting of the Company to be held in
2009 or 15 months from the date of the passing of this resolution (whichever is the earlier), save that the Company may before such expiry
make offers or agreements which would or might require relevant securities of the Company to be allotted after such expiry and the Directors
may allot relevant securities in pursuance of such offers or agreements notwithstanding that the authority conferred by this resolution has
expired. This authority shall be in substitution for and to the exclusion of any previous authority conferred on the Directors of the Company to
allot relevant securities.
Special Business:
6. That the Directors of the Company be and they are hereby empowered pursuant to Section 95 of the Act to allot equity securities (within the
meaning of Sections 94(2) to 94(3A) of the Act) for cash pursuant to the authority conferred by Resolution 7 as if Section 89(1) of the Act did
not apply to any such allotment provided that this power shall be limited to:
6.1 the allotment of equity securities in connection with a rights issue in favour of or general offer to all shareholders in the Company where
the equity securities respectively attributable to the interests of all shareholders in the Company are proportionate (as nearly as may be) to
the respective number of ordinary shares in the Company held by them (but subject to such exclusions or other arrangements as the
Directors may deem necessary or expedient to deal with problems under the laws of any territory or the requirements of any regulatory
body or any stock exchange in any territory or in connection with fractional entitlements or otherwise howsoever); and
6.2 the allotment (otherwise than pursuant to paragraph 6.1) of equity securities up to an aggregate nominal amount of £135,703.11 such
authority to expire at the conclusion of the Annual General Meeting of the Company to be held in 2008 or 15 months from the date of the
passing of this resolution (whichever is the earlier), save 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 of the Company may allot equity securities in
pursuance of such offer or agreement as if the power conferred by this resolution had not expired. This authority shall be in substitution for
and to the exclusion of any previous authority conferred on the Directors of the Company to allot equity securities.
This power applies in relation to a sale of shares which is an allotment of equity securities by virtue of Section 94(3A) of the Act as if in the first
paragraph of this Resolution the words “pursuant to the authority conferred by Resolution 5“ were omitted.
7. That the Company be generally and unconditionally authorised, pursuant to Article 8 of the Articles of Association of the Company and
pursuant to section 166 of the Companies Act 1985, to make market purchases (as defined in section 163 of the Companies Act 1985) of up to
27,140,622 Ordinary shares of 1p each in the capital of the Company (being approximately 10% of the Company’s issued share capital as at 
31 March 2008) on such terms and in such manner as the Directors of the Company may from time to time determine, provided that: Business Control Solutions Group plc
Annual Report 2007
50
Notice of Annual General Meeting
7.1 the amount paid for each share (exclusive of expenses) should not be more than 5% above the average middle market quotations for an
Ordinary share of the Company as derived from the Daily Official List of the London Stock Exchange on the five dealing days immediately
preceding the day on which the share is contracted to be purchased;
7.2 the power hereby granted shall expire on the conclusion of of the next Annual General Meeting of the Company after the passing of this
Resolution or, if earlier, on 5 September 2009; and
7.3 the Company may make a contract to purchase its Ordinary shares under the authority hereby granted 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 its Ordinary shares in
pursuance of such contract.
By Order of the Board
R A Shepherd
Company Secretary 
28 March 2008
Registered Office:
BCS Group plc
Churchgate
New Road
Peterborough 
PE1 1TT 
Telephone 01733 559999
Registered Number:
02089155
Notes 
1 Please indicate how you wish your votes to be cast on a poll in respect of the resolutions to be proposed at the said meeting. If you do not indicate how you wish
your proxy to use your votes, the proxy will exercise his discretion both as to how he votes and as to whether or not he abstains from voting. Your proxy will have the
authority to vote at his discretion on any amendment or other motion proposed at the meeting, including any motion to adjourn the meeting.
2 If you prefer to appoint some other person or persons as your proxy, strike out the words “the Chairman of the Meeting, or” and insert in the blank space the name
or names preferred and initial the alteration. A proxy need not be a member of the Company. Completion of a form of proxy will not preclude a member from
attending and voting in person.
3 In the case of joint holders, the signature of the holder whose name stands first in the relevant register of members will suffice as the vote of such holder and shall be
accepted to the exclusion of the votes of the other joint holders. The names of all joint holders should, however, be shown.
4 If a member is a corporation, this form must be executed either under its common seal or under the hand of an officer or agent duly authorised in writing. In the
case of an individual the proxy must be signed by the appointor or his agent, duly authorised in writing.  
This form of proxy has been sent to you by post.  It may be returned by post or courier or by hand to the Company’s Registrars, Capita Registrars, The Registry, 
34 Beckenham Road, Beckenham, Kent, BR3 4TU.
In each case the proxy appointment must be received not less than 48 hours before the time for the holding of the meeting or adjourned meeting together with any
authority (or a notarially certified copy of such authority) under which it is signed.
5 Pursuant to regulation 41 (1) of the Uncertificated Securities Regulations 2001 (2001 No. 3755) the company has specified that only those members registered on
the register of members of the Company at 6 pm on 3 June 2008 shall be entitled to attend and vote at the AGM in respect of the number of Ordinary Shares
registered in their name at that time. Changes to the register of members after 6pm on 3 June 2008 shall be disregarded in determining the rights of any person to
attend and vote at the AGM. 51
Form of Proxy
Form of Proxy
Form of proxy for use by holders of ordinary shares at the Annual General Meeting of the Company to be held at the offices of Arbuthnot Securities
Limited, Arbuthnot House, 20 Ropemaker Street, London, EC2Y 9AR on 5 June 2008 at 11 a.m.
Please read the notes before filling in this form. Fill in this form using black ink.
Please indicate your vote by marking the appropriate box in black ink like this: X
By filling in and returning this form, 
I/we appoint (see Note 3 below) Resolution Number For Against
Insert the proxy’s name in BLOCK CAPITALS or 1. To receive the report of the Directors and the audited
“Chairman”. Do not insert your own name(s). accounts for the year ended 31 December 2007.
As my/our proxy to attend and vote on my/our 2. To reappoint Nigel Walder who retires in
behalf at the Annual General Meeting (“AGM”) accordance with the Company’s Articles of
of the Company or any adjourned meeting. The Association and, being eligible, offers himself 
AGM will be held at the offices of Arbuthnot for re-election.
Securities Limited, Arbuthnot House, 20 Ropemaker 
Street, London, EC2Y 9AR on 5 June 2008 at 11 a.m. 
3. To appoint Baker Tilly UK Audit LLP as the Auditors 
and authorise the Directors to determine their 
remuneration.
If you do not indicate how you would like your proxy 4. To consider and approve the report of the
vote, he or she may vote or abstain from voting on Remuneration Committee of the Board
the Ordinary and Special Resolutions as he or she of Directors.
sees fit.
5. To authorise the Directors to allot relevant 
securities pursuant to section 80 of the 
Companies Act 1985.
6. To authorise the Directors to allot equity securities 
for cash pursuant to section 95 of the Companies 
Act 1985.
7. To authorise the Company to make market 
purchases of its shares pursuant to Article 8 of the 
Articles of Association of the Company and section 
166 of the Companies Act 1985.
Name . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Signature  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Date . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .2008
Notes on filling in your form of proxy
1. As a Shareholder of Business Control Solutions Group plc, you have a right to go to, speak at and vote at the Annual General Meeting. If you cannot or do not want
to go to the meeting, but still want to vote you can appoint one or more persons to go to the meeting and speak and vote instead of you. That person is known as a
“proxy”. You can use this form to appoint the Chairman or someone else as your proxy.
2. Your proxy does not have to be a Shareholder of Business Control Solutions Group plc. 
3. If you want to appoint the Chairman as your proxy, insert “Chairman” in the space above. If you want to nominate someone other than the Chairman as your proxy,
give that person’s name in the space above. Your proxy must then go to the meeting to vote on your behalf. However, if you do this and you, or your proxy, do not
go to the meeting, your vote cannot be counted.
4. In the case of joint holders, the vote of the senior Shareholder who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of the votes of
the other joint holders. For this purpose, seniority is determined by the order in which the names appear in the register of members in respect of the joint holding.
5. If someone signs this form for you, when you or that person send the form back to us, you or they must enclose the authority under which the form is signed. If you
are appointing the proxy for a company, the form must show the company’s seal or be signed on its behalf by an officer, attorney or other person authorised to sign
for the Company. Where an officer signs this form, the signatory should state his or her office on the form.
6. For the proxy named in this form to act for you, your completed form must be completed and lodged with the Company’s Registrars, Capita Registrars, The Registry,
34 Beckenham Road, Beckenham, Kent, BR3 4TU, by 11 a.m. on 3 June 2008 or at least 48 hours before any adjourned meeting. Please do not enclose anything else
with your form (except for the authority mentioned in Note 5 above where appropriate). If your form arrives late, it will not be valid and will not replace any earlier
form of proxy we have received. We cannot accept forms of proxy returned by fax.
7. Entitlement to attend and vote at the meeting or at any adjourned meeting and the number of votes you can cast, will be determined by reference to the
Shareholder register at 6 p.m. on 3 June 2008 or, if the meeting is adjourned, 6 p.m. on the day two days before the date fixed for such an adjourned meeting.
8. If you send a form of proxy, you can still go to the meeting and vote.
9. If we receive more than one form of proxy from the same Shareholder, we will accept the last one.
10. If you make any alterations on this form, you must put your initials next to them. 
11. A Shareholder which is a company may appoint a corporate representative to attend the meeting, speak and vote on its behalf. To do so, the Company must submit
a form of resolution giving the relevant authority to that corporate representative. A corporate representative so appointed has the same powers on behalf of the
company he/she represents as that company would have were it an individual member. BUSINESS REPLY SERVICE
Licence No. MB 122
Capita Registrars
Proxy Department
PO Box 25
Beckenham
Kent
BR3 4BR
Second fold
Third fold
and tuck in flap opposite
First fold
1 1 Business Control Solutions Group is a provider of management
consultancy services and operational control software to the
financial services sector. Our people have operated at senior levels
in global organisations and this experience and domain expertise
helps our clients to fast-track solutions to difficult and complex
problems. Our commitment to sustainable delivery has resulted in
long-term, trusted relationships with our clients, who include six of
the world’s top ten banks.
Our management consultants have delivered business
transformation programs within finance, risk, IT and operations
across both the buy and sell side. Our innovative browser-based
technology solutions are designed by our industry practitioners to
embed control within operational functions and give senior
management real time transparency on issues and risks.
Business Control Solutions Group is based in London, with
development centres in Peterborough and Romania and is listed
on the Alternative Investment Market (AIM) as BCT.L.
Welcome
01 Highlights
02 Our Business at a Glance
04 Chairman’s Statement
06 Chief Executive’s Review
08 Directors and Advisors
10 Directors’ Report
12 Corporate Governance
14 Remuneration Report
17 Directors’ Responsibilities
18 Independent Auditors’ Report
Contents
www.bcsplc.com
Financials
20 Consolidated Income Statement
21 Consolidated Balance Sheet
22 Statement of Changes in Equity
23 Consolidated Cash Flow Statement
24 Consolidated Accounting Policies
27 Notes to the Consolidated Financial Statements
43 Company Balance Sheet
44 Company Accounting Policies
45 Notes to the Company Financial Statements
49 Notice of Annual General Meeting
51 Form of Proxy Business Control Solutions Group plc
145 Cannon Street, London, EC4N 5BQ, UK
Tel: +44 (0)20 7648 2050 Fax: +44 (0)20 7648 2051
Registered Office
Ground Floor, Churchgate, New Road, Peterborough, PE1 1TT, UK
Tel: +44 (0)1733 559 999 Fax: +44 (0)1733 568012
Registered Number 02089155
info@bcsplc.com
www.bcsplc.com
© BCS Group plc 2008
Business Control Solutions Group plc
Annual Report 2007
Business Control Solutions Group plc Annual Report 2007