AVEVA GROUP PLC ANNUAL REPORT AND ACCOUNTS 2014 Digital Asset www.aveva.com
Mastering change
DIGITAL
ASSET Digital Asset 01 www.aveva.com
DIGITAL
ASSET
AVEVA develops the world’s most 
advanced engineering, design and 
information management software 
for the creation and management of 
process plants, power plants and 
marine vessels. 
Our solutions support many stages 
of the project and operational life cycle 
by creating, collating, managing and 
exploiting the value of the Digital Asset. 
At the heart of our technology strategy 
is a principle that the Digital Asset must 
evolve in tandem with the physical 
asset, enabling our customers to master 
the continual change that drives 
their business. www.aveva.com Digital Asset 02
Life cycle strategies
   DESIGN              PROCURE              CONSTRUCT              COMMISSION            OPERATE                 MAINTAIN
        INTEGRA TED PROJECT EXECUTION / INTEGRA TED SHIPBUILDING                                            OPERA TIONS INTEGRITY MANAGEMENT  
EPC AND
SHIPBUILDERS
CAPEX
OWNER
OPERATORS
OPEX
DIGITAL
ASSET Digital Asset 03 www.aveva.com
DIGITAL
ASSET
The execution of major engineering 
projects requires hundreds of decisions 
– large and small – every day. Thousands 
more are required in the subsequent 
decades of operation, maintenance, 
modification and end of life. Throughout, 
accurate and timely decisions depend 
on the quality, completeness and 
accessibility of the information that 
forms the Digital Asset. 
AVEVA’s deep understanding of the 
industries we serve underpins our 
strategies for Integrated Project 
Execution, Operations Integrity 
Management and Integrated 
Shipbuilding. The world’s capital 
intensive industries depend on AVEVA 
technology to continually anticipate 
and respond to market challenges by 
creating ever-more powerful tools to 
harness their Digital Asset. www.aveva.com Digital Asset 04
World-class solutions
   DESIGN              PROCURE              CONSTRUCT              COMMISSION            OPERATE                 MAINTAIN
        INTEGRA TED PROJECT EXECUTION / INTEGRA TED SHIPBUILDING                                            OPERA TIONS INTEGRITY MANAGEMENT  
DIGITAL
ASSET
ENGINEERING
DESIGN
PLANNING
MATERIAL
MANAGEMENT
PROJECT
INFORMATION
MANAGEMENT
CONSTRUCTION/PRODUCTION
MANAGEMENT
OPERATIONAL
READINESS
ENTERPRISE 
ASSET & 
INFORMATION 
MANAGEMENT
ASSET
VISUALISA TION
& SIMULA TION
BROWNFIELD
DATA CAPTURE
ASSET MODIFICATIONS Digital Asset 05 www.aveva.com
DIGITAL
ASSET
For more than 45 years AVEVA has 
created world-class software to meet the 
demanding needs of the engineering 
industries on which the global economy 
depends. Our Integrated Engineering & 
Design solutions provide an essential 
platform for the execution of major 
capital projects, and is complemented 
by our Enterprise Resource Management 
offering one of the most productive 
solutions for projects, and are designed 
to continually master change and 
ensure the integrity of the information 
being created.
Owner Operators (OOs) are also 
supported by innovative AVEVA 
technologies that exploit the rich 
resources of the Digital Asset to 
optimise operations, maintain 
regulatory compliance and reduce 
business risk.
AVEVA’s industry-led strategies and 
solutions are rooted in the vision of an 
evolving Digital Asset that helps our 
customers to master change and deliver 
value across the entire life cycle.
Find out more on page 6 
of the annual report www.aveva.com Digital Asset 06
The Digital Asset
T o explore the life cycle 
and AVEVA’ s strategies and 
solutions that support a 
Digital Asset, visit 
www.aveva.com
Look for the Digital Asset highlights 
referenced through the annual report.  ANNUAL REPORT & ACCOUNTS 2014 AVEVA Group plc Annual report and accounts 2014
STRATEGIC REPORT DIRECTORS’ REPORT FINANCIAL STATEMENTS
10 AVEVA Group plc Annual report and accounts 2014 11 AVEVA Group plc Annual report and accounts 2014
COLLABORA TION 
INCREASE
Strategic report
Setting new standards for performance 
and capability Q. How does AVEVA improve the quality of deliverables?
A. Both in our engineering and design products and our Information Management solutions, AVEVA builds in rules, templates and best practice functionality that leave nothing to chance. Fully detailed construction deliverables are generated directly from the 3D model, ensuring accuracy and completeness. Operational procedures are supported by applications that demand correct use and approvals, and which create permanent audit trails.
Q. How is AVEVA responding to the new mobile generation of technology?
A. Tablet devices, pervasive internet access and Cloud technology are poised to revolutionise the engineering industries. 
AVEVA is driving this revolution with new technologies that put trustworthy information right in the hands of decision makers and front-line personnel. One outstanding example is AVEVA E3D Insight – the world’s first tablet app for design review, anywhere, anytime. This new app has already been recognised by our industry with prestigious innovation awards and universal praise from industry analysts.
Q. How is laser technology being used by AVEVA customers to increase quality and collaboration?
A. High-definition 3D laser surveying has come of age and AVEVA leads the market with technologies for exploiting the huge potential value represented by photorealistic laser scans of as-built assets. These powerful technologies are delivering new capabilities and new levels of efficiency, both in ‘greenfield’ projects and in-life extension and upgrades of existing ‘brownfield’ assets. 
Our customers are visualising and rapidly modelling existing assets to streamline maintenance and revamp projects, saving time and money and reducing risk.
Q. Is there a single process or methodology that your customers should use to make decisions when working with your technology?
A. No. In fact this is exactly the point of the Digital Asset. Each decision must be made with the information available at the time and based on the key business objectives. AVEVA technology provides users with the most trustworthy information in an easily accessible way, enabling rapid, informed decisions that will drive their business forward. We give people what they need to do their job as effectively as possible without constraining them with entirely impractical processes that demand rules and standards be defined up front.
How we do it…
Increasing our customers’ competitiveness
HIGH-QUALITY DELIVERABLES FOR RIGHT-FIRST-TIME CONSTRUCTION
INDUSTRY-LEADING GLOBAL COLLABORATION ANYWHERE IN THE WORLD
INFORMED AND TIMELY DECISIONS BASED ON TRUSTWORTHY INFORMATION
QUALITY 
DECISION 
MAKING 
Mat Truche-Gordon Executive Vice President Business Strategy
DIGITAL
ASSET
Job: 20589_Aveva_AR14_Front Proof Read by: Operator: julie Proof: 04 Set-up: paul Date: 29 May 2014 11:02 AM First Read/Revisions
Job: 20589_Aveva_AR14_Front Proof Read by: Operator: julie Proof: 04 Set-up: paul Date: 29 May 2014 11:02 AM First Read/Revisions
ANNUAL REPORT & ACCOUNTS 2014
AVEVA is a leading global 
provider of engineering, 
design and information 
management software
01 Strategic report
02 Highlights
03 Investor proposition
04 Chairman ’ s statement
06 Customer focus
14 Business model
16 Our markets
18 Strategy review
20 Chief Executive’ s statement
25 Key performance indicators
26 Principal risks and uncertainties
28 Finance review
32 Corporate responsibility
36 Directors’ report
37 Corporate governance
42 Board of Directors
44 Audit Committee report
47 Remuneration Committee report
65 Other statutory information
68 Financial statements
69  Statement of Directors’ 
responsibilities
70 Independent auditor’ s report
72 Consolidated income statement
73  Consolidated statement of 
comprehensive income
74 Consolidated balance sheet
75  Consolidated statement of  
changes in shareholders’ equity
76 Consolidated cash flow statement
77  Notes to the consolidated 
financial statements
105  Statement of Directors’ 
responsibilities
106 Independent auditor’ s report
107 Company balance sheet
108  Notes to the Company 
financial statements
112 Five year record
IBC Company information and advisers
Contents Online documents
Download this report
www.aveva.com DIRECTORS’ REPORT FINANCIAL STATEMENTS STRATEGIC REPORT
01 AVEVA Group plc Annual report and accounts 2014
Our mission
A VEV A enables the creation and 
management of complex digital 
assets, allowing our customers 
to work globally with less risk, 
shorter lead times and greater 
business efficiency throughout 
the life cycle of the physical asset.
Our vision
Always the leading innovator  
and our customers’ most  
trusted partner .
Offices
Number of employees
Countries
48
1,491
30
We operate close to our 
customers’ businesses
13% growth in the 
last financial year 02 AVEVA Group plc Annual report and accounts 2014
Revenue (£m)
+8% : £237.3m
2014 2013
220.2
237.3
2012
195.9
Adjusted
*
 proﬁt
before tax (£m) 
+11% : £78.3m
2014 2013
70.6
78.3
2012
62.4
Adjusted
*
 basic
earnings per share (p) 
+19% : 89.05 pence
2014 2013
74.70
89.05
2012
63.96
Net cash
deposits (£m) 
(39%) : £117.5m
2014 2013
190.4
117.5
2012
179.0
Highlights
Financial
Strategic
Operational
Strategic report
AVEVA Everything3D™
Strong momentum with our cutting-edge 
new design platform, a number of Global 
Accounts have now licenced the solution 
and cumulative revenue is building.
Innovation
AVEVA is the market leader through 
innovation, recent product launches include 
the tablet-based mobile solution, AVEVA 
E3D Insight™, as well as AVEVA AVP™ for 
avatar-based training.
Partners
Our investment in growing and educating 
our partner network is beginning to 
pay dividends, and we have seen 
particular progress in Nuclear working 
alongside Capgemini.
Global accounts
Our continued focus on Global Accounts 
saw us successfully expand the number of 
multi-year licensing arrangements, and we 
expect to make further progress with these 
accounts in the future.
Growing market share
AVEVA successfully grew its presence in 
under-penetrated markets during 2012/13, 
particularly North America and India.
‘One AVEVA’
The sales and marketing efforts of AVEVA 
are firmly aligned behind selling all of our 
products to all of our customers, as we seek 
to grow across the life cycle of the asset.
* Adjusted profit before tax and adjusted basic earnings per share are calculated before amortisation of 
intangible assets (excluding other software), share-based payments, gain/loss on fair value of forward 
foreign exchange contracts and exceptional items.
R&D capabilities
We invested further in our R&D facilities 
in Hyderabad, India, by opening a second 
facility as well as an office in Mumbai. 
We expect future cost savings as a result.
Planning for growth
During 2013/14 we embarked on a period 
of extra investment in internal systems, in 
order to prepare the business for the next 
phase of growth.
In line with our strategy for profitable 
growth, AVEVA has continued to deliver 
on a number of key financial metrics, as 
well as achieving further strategic and 
operational milestones.
+10% constant 
currency
17% growth in 
reported EPS
We are investing 
in high growth 
markets STRATEGIC REPORT DIRECTORS’ REPORT FINANCIAL STATEMENTS
03 AVEVA Group plc Annual report and accounts 2014
Investor proposition
Strategic report
OUR MARKETS
STRONG 
FINANCIAL MODEL
GLOBAL REACH
DELIVERING VALUE  
TO OUR CUSTOMERS
INDUSTRY-LEADING
AVEVA’s products are most applicable in 
industries where scale and complexity 
are greatest: Oil & Gas, Marine and 
Power. Other markets include 
Chemicals, Pharmaceuticals, Metals & 
Mining and Pulp & Paper. Page 16
Recurring revenues are currently around 
70% of total sales. AVEVA principally 
licenses software and thus achieves 
operating margins over 30%. This, in 
turn, translates into strong cash 
generation. Page 25
Regionally, AVEVA’s business is broadly 
spread – selling into all major territories 
around the world – and we now have 48 
offices in 30 countries, offering local 
support wherever our customers 
operate. Page 17
Our software empowers more than 
3,500 customers to make accurate and 
timely design, engineering and business 
decisions, across entire project and 
asset life cycles – improving 
productivity, minimising risk and 
reducing costs. Page 6
In the 1970s AVEVA delivered the 
world’s first 3D plant design system. 
Innovation remains at the heart of our 
organisation, and over the last five years 
we have invested over £150 million in 
R&D. Case studies throughout report.
We provide mission-critical solutions to 
some of the world’s biggest engineering 
companies and Owner Operators. AVEVA is 
a technology leader within these markets. 04 AVEVA Group plc Annual report and accounts 2014
Chairman’s statement
Introduction
Strategic report
Philip Aiken
Chairman
27 May 2014
It has been a year of 
significant progress on 
a number of fronts
Overview of performance
I am pleased to report that this has been 
another year of good growth and strategic 
development. We delivered record revenue 
of £237.3 million (2013 – £220.2 million) and 
adjusted profit before tax up 11% to £78.3 
million (2013 – £70.6 million), generating an 
improvement in the profit margin for the 
year to 33% (2013 – 32%). Reported profit 
before tax increased 9% to £69.0 million 
(2013 – £63.5 million). Adjusted basic EPS 
rose 19% to 89.05 pence (2013 – 74.70 
pence). Basic earnings per share increased 
17% to 78.12 pence (2013 – 66.80 pence). 
We closed the year with net cash of £117.5 
million, after the 147 pence special dividend, 
amounting to £100 million, paid to 
shareholders in August 2013.
AVEVA is recognised as the leading 
innovator in its industry. During the year we 
made excellent progress with our major new 
3D design platform, AVEVA Everything3D 
(AVEVA E3D). It has been encouraging to see 
that a number of our major customers – 
including KBR, Jacobs Engineering, Foster 
Wheeler, Worley Parsons, Siemens Energy 
and Shell – now include AVEVA E3D in their 
licence agreements, providing them with 
the opportunity to take advantage of the 
many new capabilities and efficiencies that 
the platform can deliver. AVEVA is also at the 
forefront in delivering the benefits of Cloud 
and Mobile technologies to our customers 
and we expect further progress in this area 
during the current financial year.
It has been a year in which we have seen 
mixed economic situations in many of the 
regions in which we operate around the 
world. However, the broad spread of our 
business has enabled us to deliver good 
growth. I am particularly pleased to report an 
outstanding performance from Engineering 
& Design Systems (EDS), which continued to 
outpace the competition, and delivered 14% 
organic growth in constant currency as we 
further enhanced the portfolio of products 
we offer. 
As previously reported, Enterprise Solutions 
(ES) was impacted by lengthening sales 
cycles and the loss of two key customer 
contracts in the first half of the financial 
year. This resulted in the division reporting 
a loss for the year. However, there was a 
significant roll-out of AVEVA NET™ at 
Chevron (Gorgon) as well as milestone 
projects in China and the Middle East. 
Our sales teams are focused towards selling 
a combination of all AVEVA products to 
Engineering Procurement & Construction 
(EPC), Shipyard and Owner Operator 
customers. This ‘One AVEVA’ philosophy 
allows us to adapt our approach to reflect 
the commercial reality of the industries 
in which we operate, and will be beneficial 
to all of our customers including fully 
exploiting the ‘pull-through’ between our 
products and solutions, which is significant.
The Board 
I spoke last year about how the Board was 
giving more focus to key areas including 
technology, strategy and people. This is 
starting to show clear benefits as the Board’s 
role, from the perspective of supporting and 
reviewing the Group’s growth strategy, has 
deepened and broadened in both scope and 
effectiveness. As a Board we closely monitor 
the achievements of business objectives as 
well as the oversight of risks and maintain 
strong governance processes.
During the year Hervé Couturier notified us 
of his intention to retire from the Board at 
the 2013 AGM to pursue other challenges, 
and he leaves with our good wishes for 
the future. We were delighted to welcome 
Jennifer Allerton who joined the Board as an 
Independent Non-Executive Director at the 
AGM in July 2013. STRATEGIC REPORT DIRECTORS’ REPORT FINANCIAL STATEMENTS
05 AVEVA Group plc Annual report and accounts 2014
DIVIDEND PER SHARE 
+12.5%
27 pence
Our progressive 
dividend policy 
reﬂects our 
conﬁdence in 
the underlying 
strength of 
the business 
2014
27p
2013
24p
ADJUSTED PBT 
+11%
£78.3m
The proﬁt margin 
for the year 
showed further 
improvement to 
33% (2013 – 32%) 
2014
78.3
2013
70.6
Dividend
AVEVA has a progressive dividend 
policy which reflects our confidence in 
the underlying strength of the business 
including cash generation as well as the 
outlook for future growth and profitability. 
The Board is recommending a final dividend 
of 22 pence (2013 – 19.5 pence), an increase 
of 13% over the prior year, payable on 
25 July 2014 to shareholders on the register 
on 27 June 2014. This gives a full year 
dividend of 27 pence (2013 – 24 pence), 
when combined with the interim dividend 
of 5 pence, an increase of 12.5% over last 
year. In addition to the ordinary dividend, 
we paid a special dividend of 147 pence 
per share, returning £100 million to 
shareholders in August 2013, in light of the 
Group’s strong performance and strong 
cash generation over many years.
Outlook
It has been a year of significant progress on 
a number of fronts – operationally, through 
innovation as well as strategically and 
financially. This is principally due to the 
quality and commitment of our people and 
on behalf of the Board I would like to thank 
everyone throughout the organisation for 
their efforts and dedication. This is an 
exciting time to be part of AVEVA and 
tremendous opportunities lie ahead. With 
strong long-term market drivers and a 
broadening product footprint we are 
confident in our ability to deliver further 
progress against our growth plans in 
the future.
AVEVA harnesses innovation 
to deliver value to our 
customers, both existing and 
new, thus driving sustainable 
growth in our business over 
the long term.
R&D investment is 
critical to delivering 
future growth
£155m
5-year spend on R&D
+8%
Increase in R&D
Over 500
R&D employees 06 AVEVA Group plc Annual report and accounts 2014
REDUCE INCREASE
COST
Optimising costs is critical to both successful projects 
and asset operation. AVEVA’s Integrated Engineering 
& Design solution cuts rework costs through efficient 
collaboration between project disciplines, while our 
Information Management technologies save costs 
through access to reliable asset information 
throughout the entire life cycle.
TIME
Missing or unreliable information is the principal 
cause of project overruns and excessive asset 
downtime. AVEVA’s engineering information 
management solutions provide relevant, trustworthy 
and complete information to the right people, at the 
right time, to get the job done on time. 
RISK
Capital engineering projects carry huge commercial 
risk. Large engineering assets, often in challenging 
environments, carry their own operating risks. 
AVEVA technology helps to reduce both project and 
operational risks by bringing under control the many 
complex interdependencies within the digital asset.
QUALITY
Quality must be designed in from the start. AVEVA’s 
engineering and design solutions not only enable 
high-quality design through built-in industry standards 
and rigorous compliance validation, they also create 
best-in-class deliverables for high-quality fabrication 
and construction. AVEVA’s powerful Information 
Management technologies enable asset operators to 
achieve ‘right every time’ execution of life cycle 
management activities.
COLLABORA TION
Ever larger, more complex projects demand 
seamless collaboration between design, engineering 
and management organisations around the world, 
both for project delivery and asset management. 
AVEVA leads the industry with tightly integrated 
solutions that support efficient global collaboration, 
whether in the office or on the move.
DECISION MAKING
Building engineering assets involves thousands of 
decisions, from the overall project plan down to the 
smallest detail. Managing these assets through 
decades of safe, productive operation requires 
many thousands more. AVEVA’s Information 
Management solutions increase the quality and 
timeliness of decision making through ready access 
to information that is relevant, consistent, verified 
and easily understood.
We help our customers 
transform risk into 
opportunity
Customer focus
Strategic report
Eliminating waste and 
barriers to efficiency
Read more on page 8
Setting new standards for 
performance and capability
Read more on page 10 07 AVEVA Group plc Annual report and accounts 2014
STRATEGIC REPORT DIRECTORS’ REPORT FINANCIAL STATEMENTS
ENABLE
PROJECT EFFICIENCY
While EPCs and shipbuilders operate in different 
markets, they share a common business objective: 
to deliver high-quality capital projects on time and on 
budget. AVEVA enables this through its Integrated 
Project Execution strategy for EPCs and Integrated 
Shipbuilding strategy for shipyards. Each combines 
best-in-class specialist software and built-in best 
practice working methods to maximise project 
efficiency and profitability. 
ASSET OPTIMISA TION
Engineering assets are complex entities, subject to 
continual maintenance and improvement throughout 
their working lives. Owner Operators must therefore 
continually re-optimise their asset management 
processes. AVEVA’s Operations Integrity Management 
strategy provides Owner Operators (OOs) with the 
tools to do this, ensuring sustained regulatory 
compliance, optimum asset productivity, 
minimum total cost of ownership and safe 
extension of operational life.
Mastering change 
across the project and 
asset life cycle
Mastering change to deliver value
The only thing that is constant for AVEVA’s customers is change. 
They are responsible for increasingly complex engineering projects, 
often in harsh environments under tight deadlines with potentially 
catastrophic consequences. This demands partners that understand 
their business and have the technology and support to reduce risk, 
increase quality and enable greater efficiency. AVEVA has been 
helping our customers with precisely these challenges for decades.
The AVEVA vision to be “Always the leading innovator…” is 
documented by generations of award-winning software technology 
that has been used to design, construct and operate some of the 
world’s most impressive engineering achievements. Rooted in 
object-based technology, an evolving Digital Asset is at the heart 
of our products and solutions. Our customers are not only able to 
solve very specific engineering problems, but are also able to realise 
a much bigger vision of mastering change by creating, managing, 
maintaining and exploiting their Digital Asset. 
To realise our goal of becoming “…our customers’ most trusted 
partner”, AVEVA has established sales and support offices in all the 
major engineering centres around the world. We have more than 48 
offices in 30 countries, close to where our customers operate. We 
understand their technical and business priorities and speak their 
languages. AVEVA has an outstanding team of professionals that 
works hand-in-hand with our customers. This represents a major 
investment, but we believe that there are no short cuts to providing 
great customer support and we have been rewarded with many 
long-term customer relations, some that span three decades. 
Our vision to be “Always the leading innovator and our customers’ 
most trusted partner” is ambitious, but we are confident in our 
technology and in the abilities of our people to master the ever-
changing engineering and operational challenges that lie ahead.
Improving project 
efficiency and optimising 
asset operations for  
our customers.
More powerful 
technologies for better 
management of projects 
and assets
Read more on page 12 08 AVEVA Group plc Annual report and accounts 2014
REDUCE
Strategic report
REDUCED COSTS OF PROJECT  
REWORK AND THROUGHOUT  
THE ASSET LIFE CYCLE
TIME
TRUSTWORTHY INFORMATION 
DELIVERED TO THE RIGHT PEOPLE 
 AT THE RIGHT TIME
We help our customers 
transform risk into 
opportunity
Improved decision 
making reduces  
time and cost
RISK
COST
REDUCED PROJECT  
AND OPERATIONAL RISK  
BY MANAGING COMPLEXITY STRATEGIC REPORT DIRECTORS’ REPORT FINANCIAL STATEMENTS
09 AVEVA Group plc Annual report and accounts 2014
Eliminating waste and barriers to efficiency
How we do it…
Q. How exactly does AVEVA help EPCs 
and shipbuilders deliver more efficient 
capital projects?
A. Creating a complex facility such as a 
chemical plant is an iterative, multi-
discipline process that progressively 
develops and refines a design from initial 
concept to operational readiness. Each 
discipline must not only be aware of the 
maturity status of information created by 
others, but must also be able to manage its 
own workflows to accommodate continual 
changes in a controlled, efficient manner. 
Our unique Compare & Update capability 
within our Integrated Engineering & Design 
solutions delivers this cross-discipline 
management, helping our customers to 
control their ‘design spiral’.
Q. AVEVA talks about Engineering 
& Design for Lean Construction. 
What does Lean Construction mean 
for your customers?
A. Lean Construction is the capital projects 
industries’ long-sought equivalent to Lean 
Manufacturing, which has transformed 
efficiency in volume manufacturing. 
AVEVA’s next-generation 3D design 
solution, AVEVA Everything3D, supports 
Lean methodologies by providing essential 
capabilities for closing the feedback 
loop between design, fabrication and 
construction. And our recently announced 
AVEVA E3D Insight eliminates bottlenecks 
in the design review and approval stages by 
putting the live 3D design model literally at 
a manager’s fingertips, anytime, anywhere. 
These same core principles also apply to 
other areas of our business such as our 
Enterprise Resource Management 
solutions. In this case, it is essential to 
deliver the right information at the right 
time, helping our customers to make the 
informed decisions that reduce risk.
Q. Owner Operators have a very different 
set of requirements. How is the AVEVA 
technology used in an operational 
environment?
A. A well established and maintained 
Digital Asset is as important to OPEX 
activities as it is to CAPEX. Our Owner 
Operator customers use the information 
within their digital asset to actively manage 
their complex facilities. For example, with 
millions of operationally critical pieces of 
equipment, we give them the tools to 
monitor, track and control all aspects of 
their maintenance activities and intelligently 
interface into discipline specific applications. 
This is not just about saving cost, it also 
helps to deliver a safer working environment.
Dave Wheeldon
Chief Technology Officer and  
Head of Engineering & Design Systems
DIGITAL
ASSET 10 AVEVA Group plc Annual report and accounts 2014
INCREASE
Strategic report
Setting new standards for performance 
and capability
Increasing 
our customers’ 
competitiveness
HIGH-QUALITY DELIVERABLES 
FOR RIGHT-FIRST-TIME 
CONSTRUCTION
QUALITY 
Mat T ruche-Gordon
Executive Vice President 
Business Strategy
DIGITAL
ASSET STRATEGIC REPORT DIRECTORS’ REPORT FINANCIAL STATEMENTS
11 AVEVA Group plc Annual report and accounts 2014
COLLABORA TION 
Q. How does AVEVA improve the quality 
of deliverables?
A. Both in our engineering and design 
products and our Information Management 
solutions, AVEVA builds in rules, templates 
and best practice functionality that leave 
nothing to chance. Fully detailed 
construction deliverables are generated 
directly from the 3D model, ensuring 
accuracy and completeness. Operational 
procedures are supported by applications 
that demand correct use and approvals, and 
which create permanent audit trails.
Q. How is AVEVA responding to the new 
mobile generation of technology?
A. Tablet devices, pervasive internet access 
and Cloud technology are poised to 
revolutionise the engineering industries. 
AVEVA is driving this revolution with 
new technologies that put trustworthy 
information right in the hands of decision 
makers and front-line personnel. One 
outstanding example is AVEVA E3D Insight 
– the world’s first tablet app for design 
review, anywhere, anytime. This new app 
has already been recognised by our industry 
with prestigious innovation awards and 
universal praise from industry analysts.
Q. How is laser technology being used 
by AVEVA customers to increase quality 
and collaboration?
A. High-definition 3D laser surveying has 
come of age and AVEVA leads the market 
with technologies for exploiting the huge 
potential value represented by photorealistic 
laser scans of as-built assets. These 
powerful technologies are delivering new 
capabilities and new levels of efficiency, both 
in ‘greenfield’ projects and in-life extension 
and upgrades of existing ‘brownfield’ assets. 
Our customers are visualising and rapidly 
modelling existing assets to streamline 
maintenance and revamp projects, saving 
time and money and reducing risk.
Q. Is there a single process or 
methodology that your customers should 
use to make decisions when working with 
your technology?
A. No. In fact this is exactly the point of the 
Digital Asset. Each decision must be made 
with the information available at the time 
and based on the key business objectives. 
AVEVA technology provides users with the 
most trustworthy information in an easily 
accessible way, enabling rapid, informed 
decisions that will drive their business 
forward. We give people what they need to 
do their job as effectively as possible without 
constraining them with entirely impractical 
processes that demand rules and standards 
be defined up front.
How we do it…
INDUSTRY-LEADING GLOBAL 
COLLABORATION ANYWHERE IN 
THE WORLD
INFORMED AND TIMELY DECISIONS BASED 
ON TRUSTWORTHY INFORMATION
DECISION 
MAKING  12 AVEVA Group plc Annual report and accounts 2014
ENABLE
Strategic report
Helping OOs, EPCs & 
Shipbuilders
HIGH-QUALITY CAPITAL  
PROJECTS ON TIME  
AND ON BUDGET
PROJECT 
EFFICIENCY 
DIGITAL
ASSET STRATEGIC REPORT DIRECTORS’ REPORT FINANCIAL STATEMENTS
13 AVEVA Group plc Annual report and accounts 2014
More powerful technologies for better management 
of projects and assets
How we do it…
Q. What are the principles that define an 
Integrated Project Execution (IPE) strategy 
for your customers?
A. AVEVA technology provides a common 
environment for the sharing and use of 
information by all disciplines and business 
processes, from initial order taking through 
to final handover. Information is created and 
controlled by the relevant disciplines and 
made available, at specified levels of 
maturity, for use across the entire project. 
Information accuracy and reliability is 
assured; double-handling and duplication of 
data is eliminated. Planning, procurement, 
scheduling, fabrication and construction all 
work with definitive information created and 
updated by engineering and design. It is 
very rewarding to see how our customers 
use our products and solutions to 
implement IPE strategies that meet 
their specific business objectives.
Q. How does the priority and reality of EPC 
and shipyard projects differ?
A. The business objectives of an EPC or 
shipyard project are very similar; both 
focus on project efficiency in order to meet 
schedules and budgets. Many of the specific 
skills and processes are, of course, very 
different. This is where the industry expertise 
of our global team is so important. We have 
talented, experienced professionals who 
know the plant and marine industries that 
we serve. They speak our customers’ 
industry and cultural languages and work 
closely with them to implement the right 
technology for their business.
Q. Can you give a few examples of how 
an Operations Integrity Management 
strategy delivers tangible benefits to 
your customers?
A. AVEVA Information Management 
technology enables OOs to develop 
and operate robust asset management 
strategies based on rigorously controlled, 
quality assured and readily accessible 
information. The unique AVEVA NET 
technology aggregates, validates, 
contextualises and makes readily available 
all types of asset information, from whatever 
source, and independent of the original 
authoring programmes, to support all 
aspects of asset operation. New industrial 
gaming technology – AVEVA Activity 
Visualisation Platform (AVEVA AVP) now 
brings an unmatched level of capability to 
operator training, task rehearsal and Work 
Order visualisation.
REGULATORY COMPLIANCE  
AND ASSET PRODUCTIVITY 
WITH LOW TOTAL COST OF 
OWNERSHIP
ASSET 
OPTIMISA TION 
Helmut Schuller
Executive Vice President  
Sales 14 AVEVA Group plc Annual report and accounts 2014
Business Services
Delivering the people, talent and IT business systems that are critical to the 
efficiency and growth of the organisation
Finance & Legal
Meeting the essential financial management, legal and contractual requirements 
of a growing global organisation
ES – Enterprise Solutions 
Building solutions that create, manage, maintain and exploit the Digital Asset for 
business processes across the life cycle
EDS – Engineering & Design Systems
Supporting the creation and evolution of the Digital Asset with engineering and 
design solutions for the entire life cycle
Global Sales
Focused on selling AVEVA’s full product and solution portfolio to all of our EPC, 
OO and Shipbuilding customers
Business Strategy & Marketing
Defining our business strategy and communicating AVEVA’s vision internally 
and externally 
Business model
Organisation
Strategic report
Sharing talent & 
resource across the 
organisation
Business model
At the core of AVEVA’s business is the 
intellectual property generated in its 
software products. The Group sells its 
proprietary software products by licensing 
rights to use the software directly to 
customers through our network of global 
sales offices rather than through resellers 
or distributors. This strategy provides 
customers with local sales and support and 
helps AVEVA to work closely with the leading 
companies principally in the Oil & Gas, Power 
and Marine markets.
We operate a ‘right to use’ licensing model 
for both Enterprise Solutions software and 
engineering and design products. Customers 
license our software for a specified number of 
users by paying an initial licence fee followed 
by an obligatory annual fee or by paying a 
rental fee over a fixed period of time. In both 
cases, the customer has to continue to pay a 
fee in order to use the software. This model 
continues to provide a strong recurring 
revenue base for AVEVA which allows us to 
invest in the future roadmap of our products. 
Our Enterprise Solutions software involves a 
higher degree of services compared to our 
engineering and design tools. These services 
consist of implementation and customisation 
of these solutions and are provided either on 
a time and materials basis or under fixed 
price contracts.
Operations
Driving AVEVA’s business 
strategy across all geographic 
regions to support the long-
term growth of the Company STRATEGIC REPORT DIRECTORS’ REPORT FINANCIAL STATEMENTS
15 AVEVA Group plc Annual report and accounts 2014
Continual Progression
1,102 Male
389 Female
Investing in people
AVEVA is driven by our ambition for 
constant improvement – Continual 
Progression. This is a theme that runs 
throughout our organisation and can be 
seen in the software and services we have 
delivered to our customers over the last 
five decades and how we develop the skills 
and talents of the AVEVA team. We have 
a well-established track record for 
success, but we do not rest on our past 
achievements. Instead, we are constantly 
innovating with the technology we develop 
and with the programmes and activities 
for our employees. In the same way that 
success with our customers can be 
measured by their increasing investment 
in AVEVA technology, success with our 
colleagues can be viewed through their 
increasing commitment to the Company 
and training is a key area of focus. AVEVA 
is proud of the skills and talents of our 
employees and we invest in their 
Continual Progression to empower them 
as individuals so we can meet the business 
challenges that lie ahead.
Number of employees
1,491
Total number of employees globally
Turnover 
7.6%
Percentage of people that left the  
Company throughout the financial year
Longevity 
38%
Percentage of people that have been  
with AVEVA for more than five years 
Engagement survey 
84%
Employee engagement index of 84%, 3% up 
from 2011
New employees 
309
Number of additional new employees  
over the financial year
Learning & Development 
>1,200 training course places were provided 
for AVEVA employees
 – Employee Induction
 – Graduate Development Programme
 – Management Development Programmes
 – Advanced Leadership Programmes
 – Personal and Skills Development 
Workshops
 – Mentoring Programmes
 – eLearning Modules
 – Technical Training
13% net growth 16 AVEVA Group plc Annual report and accounts 2014
Our markets
Scale and complexity
Strategic report
Customer types and routes to market
EPCs
AVEVA’s products are most applicable in 
industries where scale and complexity are 
greatest, and as a result many of the world’s 
largest Engineering, Procurement & 
Construction companies are our customers. 
Our 3D design technology enables EPCs to 
achieve many of the advanced engineering 
developments necessary to meet the 
global energy and infrastructure demands 
of a rapidly growing population. 
This can be seen in our customers’ end 
markets: Oil & Gas reserves are increasingly 
remote and difficult to extract, and here 
offshore projects have proven to be a key 
business driver for us. AVEVA’s tools are 
also used to design power plants and we 
are a preferred supplier to the world’s 
nuclear industry, where we expect 
significant investment in complex 
infrastructure over the long term. The 
majority of the world’s major shipyards 
also use AVEVA technology for both 
conventional shipbuilding and, increasingly, 
complex specialist offshore platforms.
Our EPC customers are involved in 
delivering plants for the world’s process 
industries. Given the nature and scale of 
these assets, a key feature of our industry 
is that design, fabrication and construction 
occur concurrently. This presents a number 
of challenges for our customers in terms of 
both design and delivery, and the focus of 
AVEVA’s technology is to enable error-free 
design and apply the principles of lean 
construction to the industries we serve 
through an Integrated Engineering & Design 
approach. The solutions we deliver to our 
EPC customers enable them to compress 
schedules, eliminate expensive rework 
and drive efficiency across major 
engineering projects and through-life 
‘in-plant’ engineering.
Owner Operators
AVEVA’s Enterprise Solutions help our 
customers to effectively manage their 
business and access timely and accurate 
project and asset information. Our 
technology and expertise thus helps to 
bring tremendous value to these customers 
through the efficient support of operational 
processes and execution of in-plant 
engineering projects. In recent years we 
have been successful in extending our 
involvement with this operational phase in 
the life cycle of our customers’ assets.
Partners
As AVEVA increases its involvement in the 
operational phase of these complex assets, 
we are increasingly working with expert 
partners who can help us to identify 
opportunities, act as a channel into new 
markets, and implement our Enterprise 
Solutions products across large-scale 
deployments. This is a key part of our 
strategy to accelerate the adoption of 
our technology by Owner Operators. 
We have seen our partner strategy begin 
to bear fruit, particularly in the Nuclear and 
Oil & Gas markets.
Key markets
Oil & Gas, Marine, Power, Other
Revenue split
AVEVA has a strong association with the 
global Oil & Gas industry, which currently 
accounts for around 45–50% of the usage of 
our software by our customers. The Power 
sector currently represents around 10–15%, 
and Marine around 20–25% of our 
customers’ usage of our software products.
We estimate that around 15–20% of the 
usage of our products is derived from a 
number of other industries, including 
Chemicals, Metals & Mining Processing, 
Pulp & Paper, and other specialist 
manufacturing sectors.
Market drivers
A key driver of the Oil & Gas market is the 
increasing complexity of the engineering 
challenges involved in extracting the 
resources from remote and hostile 
environments, as well as an ever-tighter 
regulatory and safety regime.
Power is experiencing long-term secular 
growth in demand driven by increasing 
consumption, with the world’s energy 
consumption expected to expand by 40% 
by 2035. Drivers include the need to build 
new power infrastructure in emerging 
markets, as well maintain and extend the 
lifespan of ageing infrastructure in 
developed markets.
Marine is traditionally a cyclical industry, 
and has been experiencing a prolonged 
period of downturn in demand for 
conventional shipbuilding. Many of our 
shipyard customers in South Korea have 
successfully retuned their capacity towards 
offshore projects, building FPSO, LNG and 
FLNG platforms for Oil & Gas customers. STRATEGIC REPORT DIRECTORS’ REPORT FINANCIAL STATEMENTS
17 AVEVA Group plc Annual report and accounts 2014
Americas Europe, Middle East 
and Africa 
Asia Paciﬁc
Robust growth in Central and 
Western EMEA, soft demand 
in Russia and Middle East
2013 : £107 .6m +4%
Strong performance in 
South Korea
2013 : £73.3m +19% 
£112.0m
£86.9m
£38.4m
 
 
North America mid-teens growth, 
Latin America broadly ﬂat + 
effect of currency
2013 : £39.3m (2%) 
KEY
Annual fees
Rental fees
Initial fees
Training and services
Geographic markets
Strong growth in Asia Pacific
We saw an excellent performance from our 
Asia Pacific operations during 2013/14, with 
revenue up 19% over the prior year to £86.9 
million (2013 – £73.3 million). North East Asia 
was a particular area of strength as our South 
Korean shipyard customers benefited from 
an increase in prime contracting activities 
related to large Oil & Gas projects. This was 
balanced by weaker economic conditions 
contributing to softer growth in China. 
Our investment in India has continued, 
dramatically increasing the number of 
employees in our Hyderabad offices.
EMEA and Americas
EMEA was affected by more difficult 
economic conditions compared to previous 
years, particularly in Russia and the Middle 
East, as well as the impact of the reduction 
in revenue in Enterprise Solutions. Our core 
markets remained resilient, with further 
growth in sales of our design tools to our 
global EPC customers. In Brazil there 
remains a sizable opportunity, but delays 
in the new project investment has impacted 
regional performance. This was balanced 
by our North American operations which 
delivered robust growth during the year, 
reflecting our renewed focus and investment 
in developing our presence in the region.
AVEVA continues 
to benefit from 
the breadth of its 
international 
operations. 18 AVEVA Group plc Annual report and accounts 2014
Strategy review
Our objectives Our strategy
Strategic report
AVEVA has been a 
consistent leader in the 
markets we serve, but we 
cannot afford to rest on 
our past success. This is 
why we are driven by a 
clear set of strategic 
growth objectives that are 
designed to ensure that 
we continue to expand our 
presence in both new and 
established markets.
High growth markets Plant operations Extending the design 
footprint
Accelerating Life Cycle 
Solutions
 – Build a stronger presence in 
North America
 – Continue to invest in growing economies
 – Further develop our Integrated Project 
Execution strategy 
 – Invest early in next-generation high 
growth markets
 – Expand our operations within our 
customers’ growing markets to deliver 
the highest level of customer support
 – Target Asset Information 
Management using AVEVA NET
 – Further position laser technology as 
best-practice for brownfield projects 
 – Deliver Integrated Engineering & 
Design to Owner Operators for 
in-plant engineering
 – Support the capture of knowledge 
and share experience between 
design and operations
 – Deliver a highly differentiated SaaS 
based in-plant engineering solution
 – Strengthen the position of AVEVA NET 
and Enterprise Resource Management 
(ERM) within the Integrated Project 
Execution Strategy 
 – Leverage AVEVA Engineering to drive 
Integrated Engineering & Design
 – Expand technology footprint through 
development and acquisition 
 – Establish third party partners to drive 
AVEVA adoption with operators
 – Increase focus on Owner Operators 
with the Digital Asset proposition
 – Further strengthen the integration 
between our Engineering Design and 
Information Management solutions to 
accelerate cross-selling opportunities
 – Invest in a partner ecosystem to 
increase scalability and build 
new channels
 – Continue to prioritise AVEVA NET 
development further expanding 
Cloud capabilities
 – Accelerate penetration with 
Owner Operators through 
targeted acquisitions
Opportunity Opportunity Opportunity Opportunity
AVEVA will be working to exploit the 
tremendous opportunities in the shale oil 
and gas market in North America which 
could be transformational to the industry. 
We also recognise the continued importance 
of BRIC markets (Brazil, Russia, India, China) 
and the growth of the MIST markets (Mexico, 
Indonesia, South Korea, Turkey) and will 
continue to invest in customer service 
and support infrastructure in these 
important regions.
AVEVA’s technology and global sales 
network is extremely well positioned 
to help Owner Operators meet their 
safety, production and uptime targets. 
With asset life cycles greater than 
25 years and an addressable market that 
is more than twice the size of the design 
market, the plant operations domain 
represents a major opportunity for our 
digital asset solutions.
The introduction of AVEVA Everything3D 
last year further cemented our dominant 
role as a global provider of 3D design 
solutions. This position, combined with our 
investment in schematics and structural 
solutions, means that we can use our 
relationships with engineering and design 
budget holders to extend the reach of our 
products within the design discipline and 
into adjacent markets. We are able to 
further penetrate our traditional design 
market and extend our reach into other 
disciplines such as in-plant engineering, 
materials and construction.
AVEVA has always had a clear objective 
and underpinning values to be firmly 
established as a partner to our customers. 
The power of our solutions, particularly in 
combination, gives our customers the 
ability to transform business processes 
across the entire life cycle. Success in this 
area is fundamental to the long-term 
objectives of AVEVA in our core markets. 
Accelerating our Life Cycle Solutions 
enables us to create new opportunities for 
cross-selling and market expansion. This 
will secure new customers and increase 
the use of our technology far beyond the 
project phase, supporting the entire asset 
life cycle.
Be the world’s fastest-growing 
provider of engineering, design and 
information management solutions
Create a Digital Asset for each of our 
customers that enables them 
to master change to deliver clear 
business value
Expand our solutions through 
world-class technology innovation 
and targeted acquisitions
Extend our presence in North America 
and high-growth markets
Expand our business to target 
more Owner Operators 
Investing in 
key markets for 
AVEVA STRATEGIC REPORT DIRECTORS’ REPORT FINANCIAL STATEMENTS
19 AVEVA Group plc Annual report and accounts 2014
High growth markets Plant operations Extending the design 
footprint
Accelerating Life Cycle 
Solutions
 – Build a stronger presence in 
North America
 – Continue to invest in growing economies
 – Further develop our Integrated Project 
Execution strategy 
 – Invest early in next-generation high 
growth markets
 – Expand our operations within our 
customers’ growing markets to deliver 
the highest level of customer support
 – Target Asset Information 
Management using AVEVA NET
 – Further position laser technology as 
best-practice for brownfield projects 
 – Deliver Integrated Engineering & 
Design to Owner Operators for 
in-plant engineering
 – Support the capture of knowledge 
and share experience between 
design and operations
 – Deliver a highly differentiated SaaS 
based in-plant engineering solution
 – Strengthen the position of AVEVA NET 
and Enterprise Resource Management 
(ERM) within the Integrated Project 
Execution Strategy 
 – Leverage AVEVA Engineering to drive 
Integrated Engineering & Design
 – Expand technology footprint through 
development and acquisition 
 – Establish third party partners to drive 
AVEVA adoption with operators
 – Increase focus on Owner Operators 
with the Digital Asset proposition
 – Further strengthen the integration 
between our Engineering Design and 
Information Management solutions to 
accelerate cross-selling opportunities
 – Invest in a partner ecosystem to 
increase scalability and build 
new channels
 – Continue to prioritise AVEVA NET 
development further expanding 
Cloud capabilities
 – Accelerate penetration with 
Owner Operators through 
targeted acquisitions
Opportunity Opportunity Opportunity Opportunity
AVEVA will be working to exploit the 
tremendous opportunities in the shale oil 
and gas market in North America which 
could be transformational to the industry. 
We also recognise the continued importance 
of BRIC markets (Brazil, Russia, India, China) 
and the growth of the MIST markets (Mexico, 
Indonesia, South Korea, Turkey) and will 
continue to invest in customer service 
and support infrastructure in these 
important regions.
AVEVA’s technology and global sales 
network is extremely well positioned 
to help Owner Operators meet their 
safety, production and uptime targets. 
With asset life cycles greater than 
25 years and an addressable market that 
is more than twice the size of the design 
market, the plant operations domain 
represents a major opportunity for our 
digital asset solutions.
The introduction of AVEVA Everything3D 
last year further cemented our dominant 
role as a global provider of 3D design 
solutions. This position, combined with our 
investment in schematics and structural 
solutions, means that we can use our 
relationships with engineering and design 
budget holders to extend the reach of our 
products within the design discipline and 
into adjacent markets. We are able to 
further penetrate our traditional design 
market and extend our reach into other 
disciplines such as in-plant engineering, 
materials and construction.
AVEVA has always had a clear objective 
and underpinning values to be firmly 
established as a partner to our customers. 
The power of our solutions, particularly in 
combination, gives our customers the 
ability to transform business processes 
across the entire life cycle. Success in this 
area is fundamental to the long-term 
objectives of AVEVA in our core markets. 
Accelerating our Life Cycle Solutions 
enables us to create new opportunities for 
cross-selling and market expansion. This 
will secure new customers and increase 
the use of our technology far beyond the 
project phase, supporting the entire asset 
life cycle.
Building on our strengths
In order to carve out our position around the 
creation and management of the Digital 
Asset, we will build upon our core strengths. 
With the majority of our installed base 
involved in the execution of major capital 
projects, this gives us a competitive 
advantage to establish our technology 
earlier in the life cycle. As we continue to 
expand our reach in engineering, while also 
targeting the needs of the operator, we have 
the opportunity to gain larger market share 
and drive the mandate of our solutions 
throughout engineering. By helping our 
customers master change with a Digital 
Asset we are further establishing AVEVA as 
the leading supplier in the creation, data 
assimilation and management of the digital 
asset. We are greatly strengthening our 
ability to sell across the entire life cycle and 
benefit from the ongoing management and 
modification of assets well beyond the initial 
project phase.
 Expanding 
our traditional 
markets 20 AVEVA Group plc Annual report and accounts 2014
Chief Executive’s statement
Summary of performance
Strategic report
Richard Longdon
Chief Executive Officer
Another period of 
strong growth in both 
revenue and profitability
Going forward we will be selling more of the 
‘One AVEVA‘ solution comprising common 
products sold to each type of customer by 
a single sales force. This approach is being 
particularly successful in driving wider use of 
the entire AVEVA product portfolio where 
customers are adopters of AVEVA NET .
Engineering & Design Systems performed 
strongly during the year with revenue 
increasing 12% to £211.5 million (2013 – 
£189.5 million). This was driven by strong 
sales in Asia Pacific and further expansion 
within our global EPC customers.
A key priority for us has been to develop the 
opportunity for our new, market-leading 3D 
design platform, AVEVA Everything3D 
(AVEVA E3D). I am pleased to report 
that significant progress has been made. 
Some of our biggest customers are now 
beginning to licence the platform and 
benefit from the competitive advantage it 
offers. AVEVA intends to continue to lead 
the industry through innovation, and we 
see particular opportunities in Cloud and 
Mobile technologies. 
Our Enterprise Solutions (ES) division – 
which provides solutions for information 
management throughout the operational 
life of an asset – experienced more difficult 
market conditions and longer sales cycles in 
the second half of the year. This, combined 
with the loss of two key customer contracts 
in the first half, resulted in the division 
recording a loss for the year. Since the year 
end we have implemented some further 
refinements to our delivery model for all of 
Overview
It has been another period of strong growth 
in both revenue and profitability for AVEVA 
in 2013/14. Our customer base can be 
broadly categorised as the complete supply 
chain involved in building and operating 
large capital-intensive facilities in the 
Process, Power and Marine industries. Our 
primary customers fall into three broad 
categories: Engineering, Procurement and 
Construction companies (EPCs); Shipyards; 
and Owner Operator customers. AVEVA’s 
industry-leading technology solutions are 
tied to our vision of an evolving Digital 
Asset, undergoing continual change to 
support the creation and operation of 
our customers’ capital intensive assets. 
In the face of this challenge, increasingly 
our customers require a combination of 
products from Engineering & Design 
Systems (EDS) and Enterprise Solutions (ES). 
AVEVA’s solutions, in order to maximise their 
impact across our customer base.
Overall, our broad balance across 
geographies, market verticals, EPCs and 
Owner Operators enabled us to make 
excellent progress despite mixed economic 
situations. Regionally, we saw continued 
strength in North East Asia, particularly South 
Korea where many of the major shipyards are 
increasingly involved in large offshore Oil & 
Gas related projects, and in North America 
where we achieved acceleration in growth 
mainly because of the buoyant Oil & Gas 
market, including the shale gas revolution 
driving more downstream facilities 
investment. This contrasted with a more 
challenging year in China and softer markets 
in EMEA and Latin America, with generally 
weak economic conditions in Brazil, Russia 
and the Middle East.
In Oil & Gas we continued to see strong 
rental renewals as well as initial licence sales, 
notably in Asia Pacific. Our EPC customers 
are seeing the effects of lower capital 
expenditure growth amongst the Super 
Majors, although in offshore, where we 
are traditionally strong, investment has 
continued to grow. In Power we have been 
encouraged to see some early indications of 
increasing activity in new Nuclear builds in 
Europe and Asia, and we are starting to see 
very early signs of a potential pick up in 
conventional shipbuilding in Marine, 
although it is still too early to predict when 
a cyclical recovery might occur and how 
quickly this might feed through to an 
increase in licence usage for AVEVA.
This is a strong result and reflects 
the robust underlying drivers of the 
markets we serve as well as the 
value our technology brings
Constant currency 
growth
+19%
Adjusted basic EPS
A period of strong growth combined with 
margin improvement.
+10%
Strong headline revenue growth
Underlying constant-currency organic growth 
achieved in EDS was an impressive 14% during 
the year.
27 May 2014 STRATEGIC REPORT DIRECTORS’ REPORT FINANCIAL STATEMENTS
21 AVEVA Group plc Annual report and accounts 2014
Recurring revenue 
Recurring
70%
24% annual fees
46% rental fees
Initial licence fees
20%
Services
10%
Divisional revenue split  
Derived from EDS 
89%
£211.5m
Derived from ES 
11%
£25.9m
What we are focused on
Innovation
We are proud of the fact that over the course 
of the past five years AVEVA has invested 
over £150 million on Research & Development 
to broaden the number of products we offer 
and deepen our involvement with our 
customers to help them to compete more 
effectively. The benefit of this investment is 
clear: we have delivered ground-breaking new 
products like AVEVA E3D and our product 
pipeline is now stronger than ever. At the 
heart of our technology strategy is a principle 
that the Digital Asset must evolve in tandem 
with the physical asset, enabling our 
customers to adapt to continual change.
With this in mind AVEVA intends to continue 
to lead the industry through innovation, and 
we see additional opportunities in Cloud and 
Mobile technologies. We recently delivered 
a new tablet-based application, AVEVA E3D 
Insight, and we are now working with a 
Super Major oil company to develop novel 
collaboration applications built with AVEVA 
E3D and AVEVA NET technology, using large 
form-factor touch-screens. We are also 
continuing our successful collaboration 
with Microsoft to Cloud-enable additional 
solutions on the Microsoft Azure™ platform. 
As we deepen our relationship with Owner 
Operators we have aligned much of our 
acquired technology to meet the demand for 
software tools which enhance the safety and 
operation of complex brownfield facilities, as 
well as improving safety in the construction 
and fabrication of new build assets. We 
recently introduced the AVEVA Advanced 
Visualisation Platform (AVEVA AVP), 
which utilises our Global Majic virtual avatar 
technology to enable customers to provide 
training within the 3D model of their plant 
facility, increasing safety and reducing cost. 
Further innovative visualisation techniques 
are in the pipeline and will be showcased later 
this year.
A new version of AVEVA NET is also close 
to beta testing and will be available in the 
second half of the year. One focus of this 
product has been to make installation and 
start-up much easier reenforcing this 
competitive advantage. Another focus area 
is to improve the graphical interaction.
We have also continued to invest heavily 
in our Research & Development facilities in 
India, where we expanded significantly our 
operations in Hyderabad and Mumbai during 
the year.
Global growth opportunities
A fundamental strength of our business 
lies in our global presence and the truly 
international market reach we enjoy. We take 
pride in the fact that we can, as a result of past 
investment, support our customers locally 
wherever they are in the world, and we see 
this as a key point of differentiation for AVEVA.
 
We aim to target expansion in high growth 
economies, and during the past year saw 
good growth in a number of regions, 
particularly North East Asia, where the 
Korean shipyards have seen a resurgence in 
business as they become prime contractors 
A measure of 
profitable growth
+90bps
Improvement in profit margin
During 2013/14 we delivered a tangible 
improvement in profitability, with a rise in the 
adjusted PBT margin to 33%.
The case study can be found in the AVEVA  
World Magazine 2013, Issue 2 
www.aveva.com/awm/2013/2/edc
Construction of a refinery module
Photograph courtesy of EDC
CUSTOMER CASE STUDY
EDC
Daring to be Great
Industry:  Steel Fabrication and 
Construction
Solution:  Structural steel design  
with AVEVA Bocad
Country: Australia
“AVEVA Bocad give us so much 
competitive advantage that we would not 
be the business we are today without it. 
No other solution could do this, and the 
support we have had from the local 
AVEVA team has been outstanding.” 22 AVEVA Group plc Annual report and accounts 2014
Chief Executive’s statement
continued
Strategic report
What we are focused on continued
for large, complex offshore Oil & Gas 
projects, and North America, where we 
benefited from major investment directed 
towards the energy sector infrastructure 
as the shale gas opportunity drives new 
business for our customers. Elsewhere, 
we expect to see a number of long-term 
growth opportunities unfold in Latin 
America, through infrastructure investment 
driven by the liberalisation of the energy 
industry particularly in Brazil, Indonesia, 
India and China, and potentially in Mexico, 
where we are well positioned to capitalise 
on these opportunities.
Optimising our organisation
The dynamics of the markets we serve are 
changing. The evolution towards token-
licensing and the convergence between 
product sets means that our solutions are 
increasingly including products from both 
EDS and ES. In response to this we have a 
more clearly defined sales approach, 
focused on Owner Operators and EPCs, 
where we sell the entire AVEVA product 
range to all of our customers.
Evolution of Enterprise Solutions
The industries we serve are undergoing 
constant change, often facilitated by 
technology which creates new ways of 
doing business and managing risk. There is 
a major opportunity for AVEVA to exploit its 
unquestioned strength in design by helping 
our Owner Operator customers to manage 
the ever-changing information about their 
assets. During the year Chevron went live 
with AVEVA NET on the Gorgon project, 
one of the world’s largest ever LNG projects 
with an estimated life of forty years. We 
also signed a follow-on deal with another 
Super Major Oil & Gas company to provide 
AVEVA NET.
ES has been affected by cuts in discretionary 
spend amongst Operators over the past year, 
which has tempered the outlook for growth 
pending an improvement in the market 
backdrop. However, ES products are 
strategically essential including having a 
‘pull-through’ effect on sales of our other 
solutions. In Korea we have made a number 
of sales of AVEVA NET which have driven the 
use and mandating of our EDS products 
across entire projects. 
The case study can be found in the AVEVA  
World Magazine 2013, Issue 2 
www.aveva.com/awm/2013/2/dsme
DSME’s shipyard in Geoje Island
Photograph courtesy of DSME
CUSTOMER CASE STUDY
DSME 
DSME’s migration from Tribon 
to AVEVA Marine
Industry:  Ma r i n e
Solution:  Migration to AVEVA Marine
Country: Korea
“It was particularly helpful that local 
engineers were located close to us. 
We had regular meetings with AVEVA to 
review the status of the project and to 
exchange information. Migration was a 
complex project, but AVEVA’s support 
team worked hard to enable a smooth 
and effective implementation process.”
The case study can be found in the AVEVA  
World Magazine 2013, Issue 2 
www.aveva.com/awm/2014/1/kospo
The Samcheok thermal power plant project
Image courtesy of KOSPO
CUSTOMER CASE STUDY
KOSPO 
Integrated Information 
Management for Power Projects
Industry: Power
Solution:  Project Information 
Management with AVEVA NET
Country: Korea
“As an integrated Information Management 
system, AVEVA NET Portal was appealing 
to KOSPO for its cost-effectiveness, simple 
installation and easy-to-use interface. 
AVEVA NET’s strong reputation in the 
global market and positive reference cases 
from other companies were also key in our 
final decision.” STRATEGIC REPORT DIRECTORS’ REPORT FINANCIAL STATEMENTS
23 AVEVA Group plc Annual report and accounts 2014
The case study can be found in the AVEVA  
World Magazine 2013, Issue 2 
www.aveva.com/awm/2014/1/amec
The case study can be found in the AVEVA  
World Magazine 2013, Issue 2 
www.aveva.com/awm/2014/1/amec
The Dunlin A platform
Photograph courtesy of AMEC
The Castor Gas storage facility
Photograph courtesy of OFD
CUSTOMER CASE STUDY
AMEC 
Offshore Asset Management
Industry: Offshore Oil & Gas
Solution:  Enterprise Asset Management 
with AVEVA WorkMate
Country: United Kingdom
“AVEVA WorkMate is absolutely 
critical for a well-planned and prepared 
shutdown. In years gone by we used 
spreadsheets, which worked, but 
WorkMate is so much more effective. 
Planning and preparation has moved into 
a new era…”
CUSTOMER CASE STUDY
OFD 
How Oil Field Development 
Engineering (OFD) is Driving 
Down Rework Time
Industry: Offshore Oil & Gas
Solution:  Project Optimisation with  
AVEVA PDMS
Country: United States of America
“The accuracy of the information produced 
from the PDMS design model enables 
fabrication and construction to proceed 
confidently, with little or no rework due to 
design errors or clashes, leading to a truly 
lean construction process.
Provides a sustainable 
base to invest in R&D
£167.0m
Recurring revenue
Recurring revenue remained strong at 70% 
of total revenue
What we have achieved
Competitive and strategic wins
Our focus on EPC global accounts continues 
to pay off. Over the course of the last year 
AVEVA has seen successful wins with a 
number of the large global players, signing 
strategic multi-year licence agreements 
with AMEC (UK), Fluor (USA ) and Jacobs 
(USA). These new contractual agreements 
provide a platform for our largest customers 
to realise the value delivered from the 
AVEVA Integrated Engineering & Design™ 
solution-set as well as AVEVA Everything3D. 
In addition to these deals we have 
continued to see increased adoption 
of AVEVA technology amongst other 
customers, for example Technip and Worley 
Parsons, across all areas of the portfolio. 
We also closed a large deal in South Korea 
with a major shipyard for our design tools 
which reflects their increased workload 
from Oil & Gas projects.
On track with AVEVA E3D
A number of AVEVA’s major existing global 
EPC customers have now licensed AVEVA 
E3D. We expect these customers to begin 
to use AVEVA E3D on new projects 
beginning in 2014/15. One of our Swiss 
customers in the chemical industry 
migrated fully from AVEVA PDMS to 
AVEVA E3D mid-project, citing the benefits 
of generating design drawings directly from 
the 3D model. In China, a major chemical 
EPC is scheduled to migrate the bulk of its 
design licences to AVEVA E3D over the next 
12 months.
Delivering on our investment in innovation
Utilising the technology we acquired with 
Global Majic at the end of 2012, we unveiled 
our new AVEVA Advanced Visualisation 
Platform during 2013 which transforms 
operator training by enabling users to create 
immersive, multi-person environments from 
an AVEVA Everything3D or AVEVA PDMS 
model, as well as models created using 
third-party software. In November 2013, 
AVEVA won the coveted UK Tech award 
for ‘Tech Innovation of the Year’, for the 
release of its new AVEVA E3D Insight tablet 
application, selected from an impressive 
field of technology companies in the 
software, manufacturing and engineering 
sectors. During the year we also released 
significant enhancements across many of 
our other products, including major new 
capabilities within AVEVA PDMS, AVEVA NET 
and AVEVA Bocad™.  24 AVEVA Group plc Annual report and accounts 2014
Chief Executive’s statement
continued
The future
Strategic report
Embracing change
Our markets are changing. New 
technologies, such as Cloud and Mobile, are 
beginning to enable our customers to 
achieve more than ever before with their 
Digital Assets. More connected devices, 
more data, more intuitive interfaces, all 
combine to mean that there are more 
opportunities for us to add value within the 
industries we serve. For example, by 
enabling new forms of collaboration within 
the design department via gesture-based 
navigation on large touchscreens and tablet 
devices; improving workflows and 
expanding our user base; integrating key 
aspects of operational data back into the 
design phase of a major project, improving 
efficiency; immersing the designer in the 
as-built, real world environment using 3D 
laser modelling technologies, thus reducing 
the need for reworking the design due to 
errors in fabrication and construction, or 
even using the latest gaming technologies 
to extend the use of the 3D model into 
areas such as avatar-based operational 
training, to improve safety and reduce risk 
and cost. AVEVA is doing all of these things 
today, and it is shaping our future direction, 
and giving a glimpse at the exciting range of 
new capabilities our customers can benefit 
from by using our industry-leading 
Engineering & Design Systems and 
Information Management tools.
The challenge for us is to deliver new 
technologies to our customers in a 
well-judged and measured way, ensuring 
that we preserve our reputation for 
reliability as well as the essence of what 
they appreciate most about the solutions 
we offer today. We call this ‘continual 
progression’ and protecting the investment 
our customers have already made in 
technology is fundamental to our vision of 
the future.
Taking a disciplined approach to 
acquisitions
We take a highly disciplined approach to the 
acquisitions that we make, and over the 
years have built up a strong track record of 
identifying the right assets to add value to 
the AVEVA product and solution suite. This 
has produced tangible results as we have 
successfully introduced a number of 
acquired technologies into the AVEVA 
product portfolio in recent years. The 
evidence of this can be seen in the ‘Bubble 
View™’ laser modelling capabilities in the 
AVEVA E3D platform, which were made 
possible through our acquisition of LFM 
in 2011, as well as in the recent release of 
AVEVA AVP , utilises the avatar technology 
we acquired with Global Majic in 2012. 
Acquisitions remain a high priority for us 
as we execute our strategy to build our 
presence in operations, and scale our 
business around the world, particularly in 
North America and we expect them to 
continue to complement our own Research 
& Development efforts.
Efficient development
As our business scales, we need to continue 
to invest in making AVEVA as efficient as it 
possibly can be. Over the past year we have 
started a project to upgrade many of our 
internal systems, to ensure they are able to 
scale as we continue to grow and handle 
the increased complexity of the business. 
We expect this process to continue as we 
grow still further. 
Summary and outlook
The broad international spread of our 
business combined with robust underlying 
market drivers, has once again proved 
effective in enabling us to deliver strong 
underlying growth and an improvement in 
profit margin, despite varied economic 
conditions across some of the regions in 
which we operate, and different rates of 
expansion across our chosen markets. 
This reflects the strong competitive 
position of the Group, and the value that 
our Engineering & Design and Information 
Management solutions deliver to our 
customers. We are confident we can 
achieve our targets for further growth given 
our resources, technology leadership and 
the many exciting opportunities across the 
markets we address.
The case study can be found in the AVEVA  
World Magazine 2013, Issue 2 
www.aveva.com/awm/2014/1/okg
Okarshamns nuclear power plant
Photograph courtesy of OKG
CUSTOMER CASE STUDY
OKG
Creative Engineering 
Dramatically Reduces Reactor 
Outage Time at OKG
Industry: Nuclear Power
Solution:  Asset Modification with AVEVA 
Everything3D, AVEVA Laser 
Model Interface
Country: Sweden
“When AVEVA E3D was launched, OKG 
realised that they could use it to further 
improve the efficiency of the design work 
and to cause the photorealistic 
installation images and printouts used by 
the installation teams to be of an even 
higher quality and more intuitive…”
We continue to deliver 
operational leverage
33%
Adjusted profit before tax margin
The adjusted profit before tax margin improved 
by 90bps to 33% STRATEGIC REPORT DIRECTORS’ REPORT FINANCIAL STATEMENTS
25 AVEVA Group plc Annual report and accounts 2014
We adjust to exclude non-operating items
This best represents 
the underlying proﬁtability 
of the group
+11% 
Adjusted
*
 proﬁt before tax (£m)
70.6
78.3
2014 2013
AVEVA has a progressive dividend policy
During the year we returned 
£100 million to shareholders 
via a special dividend
+12.5%
Dividend per share (p)
24.0
27.0
2014 2013
Consistent growth in Group revenue  
Revenue (£m)
220.2
237.3
2014 2013
Constant currency +10%  
+8%  
We aim to deliver proﬁtable growth
We have improved the 
margin whilst investing 
for growth
+90BPS
 
Adjusted
*
 proﬁt before 
tax margin (%)
32.1
33.0
2014 2013
AVEVA is a highly cash generative business
Growth in cash from 
operations reﬂects a 
healthy business
+16%
Cash generated from
operating activities (£m)
60.3
70.2
2014 2013
Recurring revenue provides visibility   
We have maintained 
a high level of 
recurring revenue
+9% 
 
Recurring revenue (£m)
153.2
167.0
2014 2013
We adjust to exclude non-operating items
We have delivered 
another year of solid 
organic earnings growth
+19%
Adjusted
*
 basic EPS (p)
74.70
89.05
2014 2013
A measure of our ability to turn proﬁts into cash
This reﬂects our 
ability to convert 
proﬁts into cash
+7% 
Cash conversion (%)
95.0
102.0
2014 2013
Investment in innovation  
Innovation enables 
us to maintain our 
competitive lead
+8% 
R&D expenses (£m)
35.5
38.3
2014 2013
Strategic report
Measuring our financial health
We aim to deliver good sustainable growth, 
balanced by our need to continue to invest 
in innovation, sales and marketing in order 
to achieve this. The goal is to deliver 
profitable growth as the business expands, 
whilst maintaining a healthy balance sheet. 
We have set out a range of the financial key 
performance indicators (KPIs) that help to 
present a meaningful picture of how AVEVA 
* Adjusted profit before tax and adjusted basic earnings per share are calculated before amortisation of intangible assets (excluding other software), share-based 
payments, gain/loss on fair value of forward foreign exchange contracts and exceptional items.
is performing. Taken overall, we believe that 
this range of KPIs – which offers insights 
into our revenue, investment, profitability, 
and cash generation – illustrates the high 
levels of recurring revenue, strong margins 
and ability to convert profits to cash 
effectively that are features of our business. 
Particular highlights over the past year 
include the increase in the adjusted net 
profit margin to 33%, through operational 
gearing and careful cost control, and 
the fact that recurring revenue has been 
maintained at 70% of total revenue. 
We were also pleased to see strong 
cash conversion of 102%, reflecting 
our continued focus on working capital 
during the period.
Key performance indicators
Solid earnings 
growth
Strong organic 
growth 26 AVEVA Group plc Annual report and accounts 2014
Principal risks and uncertainties
Strategic and market risks
Strategic report
 Risk Mitigation
Dependency on key markets
AVEVA generates a substantial amount of its income from 
customers whose main business is derived from capital projects 
driven predominantly by growth in the Oil & Gas, Power and 
Marine markets. World economic conditions or funding 
constraints for new capital projects may adversely affect 
our financial performance. 
AVEVA already has a broad spread across existing 
and new market segments. It is central to our 
strategy to diversify our customer offerings into 
Owner Operators and Plant operations. This will 
help secure a longer-term income stream that 
extends beyond the design/build phase of these 
capital projects. In addition, our ever-expanding 
global presence provides some mitigation from 
over-reliance on key geographic markets.
Enterprise Solutions
The development of the Group’s Enterprise Solutions business 
represents a significant opportunity for the Group. This is a 
relatively new market with different characteristics compared to 
our traditional Engineering & Design Systems business. This brings 
different challenges and opportunities for the Group which we 
believe we are well positioned to manage and exploit. However, 
there remains a risk that our investment in this area does not 
produce the financial returns as quickly as expected.
We continue to manage our investment into 
Enterprise Solutions carefully: employing 
experienced industry professionals; building 
commercial partnerships with third party systems 
integrators; and carefully selecting our target 
markets and customers. In 2013/14, Enterprise 
Solutions’ financial results were disappointing 
but the pipeline of opportunities remains strong. 
For 2014/15, we have put more focus within our 
salesforce into selling our solutions into Owner 
Operators. We are optimistic that Enterprise 
Solutions will return to a positive contribution 
in 2014/15.
Competition
AVEVA operates in highly competitive markets that serve the 
Oil & Gas, Power and Marine markets. We believe that there are 
a relatively small number of significant competitors serving our 
markets. However, some of these competitors could, in the 
future, pose a greater competitive threat, particularly if they 
consolidate or form strategic or commercial relationships among 
themselves or with larger, well capitalised companies. A further 
threat is posed by the entrance, into AVEVA’s markets, of a much 
larger technology competitor.
We carefully monitor customers and other 
suppliers operating within our chosen markets. 
We stay close to our customers and ensure we 
have a strong understanding of their needs and 
their expectations from the AVEVA product 
development roadmap.
Recently we have launched AVEVA Everything3D 
and our vision for the future of plant design. This, 
together with a number of other new products, 
will help cement our relationships with our 
customers and reinforce barriers to competition.
Identification and successful integration of acquisitions
In recent years, the Group has successfully completed a number 
of acquisitions and expects to continue to review acquisition 
targets as part of its strategy. The integration of acquisitions 
involves a number of unique risks, including diversion of 
management’s attention, failure to retain key personnel of the 
acquired business, failure to realise the benefits anticipated to 
result from the acquisition, and successful integration of the 
acquired intellectual property.
While each acquisition and integration is 
unique, AVEVA now has an experienced team to 
appraise and complete acquisitions. The Group’s 
experience of previous ‘bolt-on’ acquisitions 
provides a good understanding of potential 
integration risks and as a result we feel well 
placed to successfully manage these risks. Were 
the Group to undertake a much larger acquisition, 
we would ensure that appropriate resources and 
experience were applied to manage the risks and 
that we had access to the best possible 
professional advice.
As with any organisation there are a number of potential risks and uncertainties which could have a material impact on the Group’s 
long-term performance. The principal risks and uncertainties faced by the Group are as follows: STRATEGIC REPORT DIRECTORS’ REPORT FINANCIAL STATEMENTS
27 AVEVA Group plc Annual report and accounts 2014
Operational risks
Financial risks
 Risk Mitigation
Protection of intellectual property
The Group’s success has been built upon the development of its 
substantial intellectual property rights and the future growth of 
the business requires the continual protection of these tools. 
The protection of the Group’s proprietary software 
products is achieved by licensing rights to use the 
application, rather than selling or licensing the 
computer source code. The Group uses third party 
technology to encrypt, protect and restrict access 
to its products. Access limitations and rights are 
also defined within the terms of the software 
licence agreement. The Group seeks to ensure 
that its intellectual property rights are appropriately 
protected by law and seeks to vigorously assert its 
proprietary rights wherever possible. 
Research & Development
The Group makes substantial investments in Research & 
Development in enhancing existing products and introducing 
new products and must effectively appraise its investment 
decisions and ensure that we continue to provide class-leading 
solutions that meet the needs of our markets. 
Our software products are complex and new products or 
enhancements may contain undetected errors, failures, 
performance problems or defects which may impact our strong 
reputation with our customers.
AVEVA continually reviews the alignment of the 
activities of our Research & Development teams to 
ensure that they remain focused on areas that will 
meet the demands of our customers and deliver 
appropriate financial returns. This process is 
managed by developing a product roadmap that 
identifies the schedule for new products and the 
enhancements that will be made to successive 
versions of existing products. Products are 
extensively tested prior to commercial launch.
International operations
The Group operates in over 30 countries globally and must 
determine how best to utilise its resources across these diverse 
markets. Where necessary, the business must adapt its market 
approach to best capitalise on local market opportunities, 
particularly in the strategically key growth economies.
In addition, the Group is required to comply with the local laws, 
regulations and tax legislation in each of these jurisdictions. 
Significant changes in these laws and regulations or failure to 
comply with them could lead to additional liabilities and penalties. 
The Group manages its overseas operations by 
employing locally qualified personnel who are able 
to provide expertise in the appropriate language 
and an understanding of local culture, custom and 
practice. Local management is supported by local 
professional advisers and further oversight is 
maintained from the Group’s corporate legal and 
finance functions.
Recruitment and retention of employees
AVEVA’s success has been built on the quality and reputation 
of its products and services, which rely almost entirely on the 
quality of the people developing and delivering them. Managing 
this pool of highly skilled and motivated individuals across all 
disciplines and geographies remains key to our ongoing success. 
The Group endeavours to ensure that employees 
are motivated in their work and there are regular 
appraisals, with staff encouraged to develop 
their skills. Annually there is a Group-wide salary 
review that rewards strong performance and 
ensures salaries remain competitive. Commission 
and bonus schemes help to ensure the success 
of the Group and individual achievement is 
appropriately rewarded.
 Risk Mitigation
Foreign exchange risk
Exposure to foreign currency gains and losses can be material 
to the Group, with more than 80% of the Group’s revenue 
denominated in a currency other than sterling, of which our two 
largest are US Dollar and Euro. The Group also trades in a number 
of other currencies that over the past year have shown greater 
volatility in exchange rates with GBP – notably Japanese Yen, 
Indian Rupee, Brazilian Real and Australian Dollar.
The overseas subsidiaries predominantly trade in 
their own local currencies, which acts as a partial 
natural hedge against currency movements. In 
addition, the Group enters into forward foreign 
currency contracts to manage the risk where material 
and practical. The Group limits its hedging of revenue 
to US Dollar, Euro, Japanese Yen and its hedging of 
costs to Swedish Krona. As the Group expands its 
product development team in India we plan to hedge 
forecast outflows of Indian Rupee where appropriate.
Risk change from 2013
 No change Risk decreased Risk increased 28 AVEVA Group plc Annual report and accounts 2014
Finance review
Summary of review
Strategic report
James Kidd
Chief Financial Officer
AVEVA has reported 
a strong financial 
performance in 2013/14 
during which we 
continued to deliver 
against our key 
financial metrics 
T otal revenue increased 8% to £237 .3 
million (10% growth on a constant 
currency basis), adjusted profit before 
tax increased 11% to £78.3 million and 
operating cash inflows were £52.0 million 
resulting in a year-end cash balance of 
£117 .5 million which was after a special 
dividend payment of £100 million.
The Group has continued to maintain high 
levels of recurring revenue, which increased 
9% to £167.0 million (2013 – £153.2 million) 
and continues to represent 70% of 
total revenue. 
The geographic performance across 
the Group was mixed where some territories 
performed very strongly whilst others faced 
tougher economic conditions. In EMEA 
revenue increased by 4% during the year 
to £112.0 million (2013 – £107 .7 million) and 
we saw good performances in Central 
and Western Europe driven by further 
expansion within the global EPCs and 
our other customers involved in Oil & Gas, 
petrochemicals, chemicals and conventional 
power projects. On a constant currency 
basis, revenue growth in EMEA was 4%.
Asia Pacific revenue was £86.9 million, an 
increase of 19% (2013 – £73.3 million). South 
Korea had an outstanding year benefitting 
from many of the major shipyards working 
on Oil & Gas offshore projects. Although 
the overall long-term growth opportunity 
in China remains strong, we had a tougher 
year in the face of generally weaker 
economic conditions and with shipbuilding 
remaining subdued. We saw good growth 
in India where our customers are busy 
on naval, downstream Oil & Gas and 
conventional and nuclear power projects. 
On a constant currency basis, revenue 
growth in Asia Pacific was 23%.
Revenue 
AVEVA’s revenue increased 8% in the year to 
£237 .3 million (2013 - £220.2 million). During 
the second half of the year we faced a 
foreign currency headwind which negatively 
impacted reported revenue by £7 .1 million 
following a £2.3 million benefit in the first 
half. This resulted in an overall negative 
impact for the year of £4.8 million. This was 
mainly due to the strengthening of sterling 
against a number of currencies including 
Brazilian Real, Australian Dollar, Japanese 
Yen and Russian Rouble. Constant currency 
revenue growth for the year was 10%.
Americas’ revenue decreased by 2% from 
£39.3 million in 2012/13 to £38.4 million. 
North America had a good year which 
reflects the increased focus and investment 
that we have put into the region. We have 
benefitted from increased activities in 
shale gas projects and in Oil & Gas more 
generally. In Latin America, we continued to 
face a tougher economic environment in 
Brazil where the delays in Oil & Gas projects 
continue to make trading challenging. On a 
constant currency basis, revenue growth in 
the Americas was 2%.
Total revenue from end user markets 
remained in line with previous periods with 
Oil & Gas accounting for approximately 
45–50%, Marine 20–25%, Power 10–15% 
and Other, consisting of Mining, 
Petrochemical, Chemical and Paper 
and Pulp, 15–20%. 
Engineering & Design Systems (EDS)
EDS had a successful year despite facing a 
currency headwind, with revenue increasing 
12% to £211.5 million (2013 – £189.5 million). 
On a constant currency basis, revenue 
growth was 14%.
A key component of this growth was the 
strong sales of initial licences in the year, up 
25% on 2012/13. This was primarily driven 
by the performance in South Korea where a 
number of the large shipyards purchased 
additional licences for Oil & Gas projects.
Strong growth 
in profit
£237.3m
Revenue
Revenue increased by 8% to £237.3 million
£78.3m
Adjusted profit before tax
Adjusted profit before tax increased by 11% to 
£78.3 million
27 May 2014 STRATEGIC REPORT DIRECTORS’ REPORT FINANCIAL STATEMENTS
29 AVEVA Group plc Annual report and accounts 2014
2014 2013 2012
172.5
189.5
211.5
Engineering & Design Systems 
Revenue
£211.5m
+12%
2014 2013 2012
23.5
30.7
25.9
Enterprise Solutions 
Revenue
£25.9m
(16)%
 
Rental licences increased by 13% to £105.5 
million (2013 – £93.3 million). Our focus on 
the key global EPC customers continues 
to prove successful in driving both 
revenue growth and token usage as well as 
expansion within some of those accounts. 
Pleasingly, we have also secured some 
of the global accounts on longer-term 
contracts which gives us improved visibility 
of future revenue.
EDS costs increased by 7% to £48.5 million 
(2013 – £45.4 million). During the year we 
completed the establishment of our 
dedicated Research & Development centre 
in Hyderabad, India where we have added 
additional headcount. This was later than 
anticipated as a result of delays in obtaining 
beneficial tax status for this operation. 
We are now in the process of transitioning 
projects away from third party providers 
to the new operation and there have been 
additional costs incurred in the handover. 
We expect to benefit from cost savings 
in future years as the centre becomes 
fully operational. 
We continue to invest in innovation to 
create new software as well as develop 
our existing portfolio to take advantage of 
new technologies and new approaches. 
We launched AVEVA E3D Insight, our first 
tablet-based mobile application, as well as 
releasing a significant upgrade to AVEVA 
PDMS and fully integrating AVEVA Bocad 
software with AVEVA’s range of 3D design 
tools including AVEVA Everything3D.
We also made further investment in 
technical sales resources to support selling 
our wider portfolio of schematic products 
and Bocad. In addition, we focused on 
improving our internal training and sales 
collateral to help our sales teams promote 
the wider product portfolio and this activity 
will continue into FY15 when we expect to 
see the benefits come through.
EDS had a segment contribution of £163.0 
million (2013 – £144.1 million), up 13% and 
representing a contribution margin of 77% 
(2013 – 76%).
Enterprise Solutions (ES)
Enterprise Solutions had a disappointing 
year with revenue falling by 16% to £25.9 
million (2013 – £30.7 million). As highlighted 
in our interim results, the performance was 
impacted by two customer-specific factors 
which together partially explain the 
disappointing result. A major Latin 
American shipyard customer ran into 
serious financial difficulties and a major Oil 
& Gas operator abandoned its plan to 
roll-out an enterprise-wide information 
management solution. There are 
indications that some International Oil 
Companies are more focused on limiting 
discretionary spend. 
The ES business is inherently more difficult 
to forecast with the purchase often more 
discretionary in nature (compared to EDS) 
and with this comes longer sales cycles. 
Individual customer sales can be significant 
(£1 million+) and are often on initial licences. 
For a division still growing in scale, this is 
causing ‘lumpier’ revenue growth trends. 
Nevertheless, developing our Enterprise 
Solutions offerings for Owner Operators 
remains an important component of 
medium-term growth for AVEVA and is 
strategically fundamental to our offering 
across the entire portfolio in playing an 
important role in generating a ‘pull-through’ 
effect on the sales of our other products. 
The performance of ES also had an impact 
on the revenue backlog, which we define to 
include all contracted ES revenue (including 
software licences, annual fees and services) 
that has not yet been recognised. The 
backlog in ES at 31 March 2014 was 
£10.7 million, compared to £11.4 million 
at 30 September 2013 and £14.7 million at 
31 March 2013. 
ES costs were £29.2 million compared to 
£28.7 million in the prior year, an increase 
of 2%. We have continued to apply tight 
cost control in ES and have continued to 
improve the efficiency and effectiveness 
of service delivery as well as our business 
development and sales processes. We have 
made some additional cost savings through 
expanding our Research & Development 
and service and support teams in 
Hyderabad, India.
ES incurred a segment loss of £3.4 million 
compared to a segment contribution of 
£2.0 million in the previous year.
Constant 
currency growth 
was 14% 30 AVEVA Group plc Annual report and accounts 2014
2014 2013 2012
31.8 32.1
33.0
Adjusted proﬁt before tax margin (%) 
33%
+90BPS
Investment in R&D (£m)
2014 2013 2012
32.1
35.5
38.3
£38.3m
+2.8
Finance review
continued
Strategic report
Shared operating costs
Shared selling and distribution expenses 
increased by 5% to £58.0 million (2013 
– £55.0 million). We have continued to 
invest in our sales organisation, principally 
in North America where we can see strong 
growth opportunities principally in Oil & 
Gas, the Middle East where we are focusing 
on Owner Operators, and India to capture 
the growing investment in Oil & Gas and 
Power infrastructure. These investments 
have been offset by lower bonuses and 
commissions in certain sales areas, such as 
Latin America and China, where results 
have been below plan.
Other shared operating expenses increased 
by 10% to £23.8 million (2013 – £21.7 million).
Exceptional items totalled £3.4 million in 
the year (2013 – £1.1 million). This included: a 
charge of £0.1 million incurred in respect of 
the final phase of the Bocad acquisition 
and integration; a charge of £1.8 million in 
respect of redundancy costs relating to the 
reorganisation of Bocad and transfer of 
roles and responsibilities to a lower cost 
product development centre in India; and a 
charge of £1.5 million as the Group provided 
against a potential underpaid sales tax 
liability, together with interest for late 
payment, in respect of sales at one of the 
Group’s subsidiary companies.
Headcount
Total headcount at 31 March 2014 was 1,491 
(2013 – 1,317), a net increase of 174 from the 
previous year. The average headcount during 
the year was 1,432 (2013 – 1,238) with 505 
(2013 – 407) in Research & Development and 
product support, 665 (2013 – 597) in sales, 
marketing and customer support and 
262 (2013 – 234) in administration.
Staff costs for the year were £100.2 million 
(2013 – £92.8 million), an increase of 8%. 
This was due to the increased headcount 
and annual salary increases where the 
average pay rise across the Group was 4%. 
The average total cost per head (including 
salary, bonus, social security and pension) 
was £70,000 compared to £75,000 in 
2012/13; reflecting lower sales commissions 
paid in certain sales areas, the foreign 
currency translation impact of our 
overseas staff costs and our strategy to 
use resources in India for Research & 
Development and service delivery.
Profit before tax and margins
The adjusted profit before tax (as disclosed 
and defined within the income statement) 
for the year was £78.3 million (2013 – £70.6 
million), an increase of 11%. Reported 
profit before tax was £69.0 million  
(2013 – £63.5 million).
The adjusted profit margin was 33.0% 
compared to 32.1% for last year; 
demonstrating that the business continues 
to deliver operational leverage. Reported 
profit margin was 29.1% (2013 – 28.9%). 
Taxation
The Group’s effective tax rate for the 
year was 26% (2013 – 28.5%) which is 
higher than the underlying UK tax rate of 
23% (2013 – 24%) due to profits earned 
in higher tax jurisdictions as well as 
non-deductible expenses. 
The UK Government has substantively 
enacted a 2% reduction in the main rate of 
corporation tax from 23% to 21% effective 
from 1 April 2014. It has further proposed 
reducing the UK rate by a further 1% to 20% 
from 1 April 2015. These changes have no 
material impact on the tax charge in 2013/14 
but the Group expects to benefit from 
these reductions in future periods as future 
UK profits are earned and subject to the 
lower rates of corporation tax.
Net cash deposits decreased 
to £117.5m but only after 
payment of dividends of 
£116.5m
£70.2m
Cash generated from operating activities STRATEGIC REPORT DIRECTORS’ REPORT FINANCIAL STATEMENTS
31 AVEVA Group plc Annual report and accounts 2014
2014 2013 2012
33.5
36.6 36.5
Deferred revenue
£36.5m
(2)%
2014 2013 2012
63.96
74.70
89.05
Adjusted basic earnings per share (pence)
89.05p
+19%
2014 2013 2012
47.8
40.8
52.0
Cash generated from operating activities 
£52.0m
+27%
Earnings per share and final dividend 
Basic earnings per share were 78.12 pence 
(2013 – 66.80 pence), an increase of 17%, 
and diluted earnings per share were 77.99 
pence (2013 – 66.65 pence). Adjusted basic 
earnings per share rose 19% to 89.05 pence 
(2013 – 74.70 pence) and by 16%, after 
excluding the impact of the share 
consolidation and the related reduction in 
interest income following the associated 
special dividend of £100 million paid during 
the year. Adjusted diluted earnings per 
share was 88.80 pence (2013 – 74.53 pence).
During the year the Company paid a special 
dividend of 147 pence per share; totalling 
£100 million, which was also accompanied 
by a share consolidation of 15 new ordinary 
shares for every 16 ordinary shares held. 
This reduced the number of shares in issue 
at the time of the share consolidation from 
68,115,648 shares to 63,858,420 ordinary 
shares and also amended the nominal value 
of the shares to 3 5/9 pence each. 
The Board is declaring a final dividend of 
22.0 pence per share (2013 – 19.5 pence per 
share), an increase of 13%. The dividend will 
be payable on 25 July 2014 to shareholders 
on the register on 27 June 2014. 
Balance sheet and cash flows 
AVEVA continues to maintain a strong 
Balance sheet supported by net assets 
at 31 March 2014 of £185.0 million  
(2013 – £251.6 million), having paid out a 
special dividend during the year of £100 
million as noted above.
Gross trade receivables at 31 March 2014 
were £82.9 million (2013 – £78.8 million). 
We have increased the bad debt provision 
to £5.1 million (2013 – £4.8 million) to cover 
the risk of non-payment of certain debts.
Deferred revenue was £36.5 million at 
31 March 2014 compared to £36.6 million 
in the prior year mainly due to movements 
in foreign exchange rates. If the foreign 
currency spot rates at 31 March 2013 were 
applied to the balances at 31 March 2014, 
the deferred revenue balance would have 
been £39.3 million.
Net cash (including treasury deposits) at 
31 March 2014 was £117.5 million compared 
to £190.4 million at 31 March 2013 with the 
reduction reflecting the special dividend 
payment in the year offset by strong 
operating cash inflows. During the year 
we have paid £116.5 million out in dividends 
(2013 – £14.6 million), corporate tax 
payments of £18.2 million (2013 – £19.6 
million), capital expenditure of £5.2 million 
(2013 – £5.2 million) and a one-off pension 
payment of £2.5 million (2013 – £0.6 million). 
Total cash and treasury deposits held in the 
UK represented 66% of the total balance 
held (2013 – 80%). The Group continues 
to have no debt. 
Non-current liabilities include retirement 
benefit obligations of £8.8 million  
(2013 – £17.0 million) which relate to defined 
benefit pension obligations in the UK and 
Germany and the South Korean severance 
pay provision. The significant reduction in 
pension liabilities reflects principally a 
reduction in the liability associated with the 
UK defined benefit scheme where, during 
the year, the liability reduced as a result of 
an additional cash contribution from the 
Company of £2.5 million along with some 
improvement in actuarial assumptions used 
to value the liabilities. In addition, during the 
year we fully insured a defined benefit 
liability in Germany relating to Bocad which 
we had inherited through the acquisition.
The Group continues to remain highly 
cash generative and generated £52.0 million 
(2013 – £40.8 million) from operating 
activities after tax, an increase of 27%. This 
was as a result of our continued focus on 
cash collection from customers during 
the year. Cash conversion, measured by 
cash generated from operating activities 
before tax as a percentage of profit from 
operations, was 102% compared to 97% in 
the previous year, which is in line with our 
internal targets. 
Capital structure
At 31 March 2014, the Group had 63,873,360 
shares of 3.56 pence each in issue (2013 – 
68,079,078 shares of 3.33p each). As noted 
above, the special dividend paid during 
the year was accompanied by a share 
consolidation of 15 new ordinary shares 
for every 16 ordinary shares held which 
reduced the number of shares in issue by 
approximately 4.3 million shares. During 
the year the AVEVA Group Employee Benefit 
Trust 2008 purchased 31,937 ordinary shares 
in the Company in the open market at an 
average price of £22.46 per share for total 
consideration of £717 ,000 in order to satisfy 
awards made under the AVEVA Group 
Management Bonus Deferred Share Scheme 
2008. At 31 March 2014, the Trust owned 
72,626 ordinary shares in the Company.
 
Treasury policy
The Group treasury policy aims to ensure 
that the capital held is not put at risk and 
the treasury function is managed under 
policies and procedures approved by the 
Board. These policies are designed to 
reduce the financial risk arising from the 
Group’s normal trading activities, which 
primarily relate to credit, interest, liquidity 
and currency risk. The Group is, and 
expects to continue to be, cash positive and 
currently holds net deposits. The treasury 
policy includes strict counter-party limits.
£39.3m  
(7% growth) 
on a constant 
currency basis 32 AVEVA Group plc Annual report and accounts 2014
INTERNAL STAKEHOLDER
EXTERNAL STAKEHOLDER
CSR
ENVIRONMENT             COMMUNITY
Corporate responsibility
AVEVA CSR framework
Strategic report
Last year we introduced our four-module 
approach to Corporate Social Responsibility 
(CSR). This covered our relationship with both 
internal and external stakeholders, as well as 
our focus on the environment and the local 
and global community .
Continuing to use this framework, this section 
provides a report on each of these areas and 
demonstrates the broad range of activities 
we get involved with in this field, as well as 
emphasising our continued efforts to operate 
ethically and responsibly in all areas of the 
business and community .
External stakeholders
Maintaining our dedication to be honest 
and fair in our relationships with our 
customers and suppliers is fundamental 
to how we build trusted relationships and 
increase our reputation as an organisation 
with high ethical practices.
We have a clear corporate policy against 
accepting payment or bribes. We are 100% 
committed to conducting our business with 
honesty and integrity. We expect all staff, 
suppliers and customers to share these high 
standards of ethical behaviour and foster a 
culture of openness and accountability.
Our anti-piracy and compliance team have 
made further steps to protect our software 
and our customers’ interest by continuing to 
seek out illegal use of AVEVA software, and 
enforcing compliance of our terms and 
conditions. Dedicated to meeting our 
customers’ needs, we continue to develop 
the skills within our training and product 
support teams to provide a high level of 
customer service to our customers and 
ensure they are using their AVEVA products 
to maximum benefit.
Internal stakeholders
Last year we increased our headcount 
by 13% to 1,491 colleagues 74% of our 
employees are male and 26% are female. 
Amongst our senior management these 
proportions are 78% and 22% respectively 
operating in 48 offices in 30 countries. 
As we continue to grow we maintain our 
focus on our internal stakeholders, our 
people, and this dedication has been 
demonstrated in our latest Employee 
Engagement Results and our low turnover 
rate of only 7 .6%.
Employee engagement
In May 2013 we held our second ’My 
AVEVA, Your AVEVA, Our AVEVA’ 
Employee Engagement Survey. We had 
a fantastic response rate with 91% of 
colleagues completing the survey. We 
scored an engagement index of 84%, 3% 
up from 2011, which after the growth over 
the last two years is a great achievement.
In line with our philosophy of continual 
progression we have reviewed the results 
and highlighted areas in which to make 
further improvements. Our Internal 
Communications and Global HR team have 
been conducting focus groups around the 
business to gain a greater understand of 
specific feedback and active plans focused 
on specific themes have been put in place 
for key locations and functional levels.  STRATEGIC REPORT DIRECTORS’ REPORT FINANCIAL STATEMENTS
33 AVEVA Group plc Annual report and accounts 2014
Communication
Communication with our colleagues is 
an essential activity to ensure we maintain 
an engaged workforce. The Internal 
Communications (IC) team continues to 
develop our OneSpace intranet and through 
this channel we are able to deliver timely and 
effective communications to the Group. 
Through OneSpace we have been able to 
increase our Executive team communications 
by providing Executive video updates, 
blogs and articles on the key business-
related topics. 
Learning and development
Dedicated to the development of all 
colleagues, we offer a broad range of 
development opportunities to all 
employees, including four well-established 
development programmes:
1) The Graduate Programme that offers 
four, six-monthly rotations across 
different areas of our business.
2) The Springboard Programme for 
graduates that is accredited by the 
Institute of Leadership & Management.
3) Management Development Programme 
– available for managers as individual 
courses or as a full development 
programme.
4) AVEVA ALP , the Advanced Leadership 
Programme, for future leaders. 
As well as the development programmes, 
we offer individual training courses via 
classroom or eLearning. Colleagues’ needs 
and interest in development and training are 
identified via our performance management 
procedure and last year we had record levels 
of participation:
 – 234 colleagues attending our global 
Central Induction.
 – 80 colleagues participating in a Colour 
Insight; a personal awareness and 
communication workshop.
 – 53 new joiners on the Graduate 
Programme.
 – 39 colleagues involved in the ILM-
accredited Springboard Programme.
 – 15 colleagues completing the 
intermediate Management Development 
Programme.
 – 38 classroom courses held with 433 
participants.
 – 578 colleagues participating in eLearning 
courses.
01 Movember fund raiser
02 Chariots of Fire charity run
01 02 34 AVEVA Group plc Annual report and accounts 2014
Corporate responsibility
continued
Strategic report
Wellness
Our focus on wellness has increased 
over the last year. At a global level, for the 
second year running we took part in the 
Global Corporate Challenge, a well-being 
initiative that encourages healthy living 
and an active lifestyle. In 2013 we had 357 
colleagues take part and as an organisation 
we became 356% more active and achieved 
a total weight loss of 1,725 lbs.
Locally, our HR departments were busy 
in 2013 hosting a variety of wellness 
programmes. These included free fruit 
baskets in the UK, a ‘Step into Spring’ 
programme in Houston, health checks in 
Hyderabad, Pilates classes in Cambridge, 
and a general wellness programme in 
Malaysia that encouraged weight loss and 
introduced bike rides and hikes for teams 
of colleagues. 
Community
We are committed to the development of our 
global and local communities, and continually 
extend our involvement in educational 
partnerships and charitable giving.
Education partnerships
The AVEVA Academic Initiative is a strategic 
investment that provides benefits to 
AVEVA, universities, and the broader 
engineering discipline.
The three key objectives for the AVEVA 
Academic Initiative are:
 – work with universities to promote the 
use of AVEVA products during under and 
post-graduate studies by providing both 
software and training support; 
 – work with government agencies to 
re-skill engineers for employment in 
other disciplines by providing free 
training courses; and 
 – work with engineering bodies to 
encourage graduates to pursue careers 
in engineering. 
We continue to work with Young Enterprise, 
a business and enterprise educational 
charity. Our involvement consists of 
colleagues volunteering to be Business 
Advisors to students studying for a range 
of qualifications, providing insight into the 
commercial world for these young people.
AVEVA is committed 
to minimising its 
carbon emissions, 
increasing the use of 
recycling opportunities 
and reducing the 
use of valuable 
natural resources
01  Kuala Lumpur Health Campaign –  
Hiking in Bukit Gasing
02 Global Corporate Challenge 2013 Award
02
01 STRATEGIC REPORT DIRECTORS’ REPORT FINANCIAL STATEMENTS
35 AVEVA Group plc Annual report and accounts 2014
Tonnes of CO
2
e by region
Greater 
China
EMEA Asia 
Paciﬁc
Americas
Scope 1 Scope 2 Scope 3
0%
300
600
900
1,200
1,500
Tonnes of CO
2 
equivalent
Scope 1
543
Scope 2
1,531
Scope 3
265
Environment 
Carbon emissions
AVEVA is committed to minimising its 
carbon emissions, increasing the use of 
recycling opportunities and reducing the 
use of valuable natural resources. We are 
continually improving the way in which we 
capture and record our emissions data. For 
the purposed of this report, the emissions 
have been calculated according to the 
‘Environmental Reporting Guidelines: 
Including mandatory greenhouse gas 
emissions reporting guidance’ issued by 
the Department for Environment, Food and 
Rural Affairs (DEFRA), and by applying 
DEFRA’s 2013 Conversion Factors.
We have aimed for the GHG emissions to 
be captured for all of our UK and overseas 
offices between April 2013 and March 2014.
On the rare occasion that the information 
was not available for a particular AVEVA 
office, an estimate has been produced 
based on the ratio between the local office 
size, and our Cambridge HQ office.
This is the first year in which we have 
collected and published our emissions data, 
and hence the 2013/14 financial year will 
form the baseline for future year targets.
For our carbon intensity ratio we have 
measured our carbon usage as it relates to 
our business performance, citing tonnes of 
CO
2
e/£million of revenue.
Scope 1: Combustion of fuel and operation 
of facilities
Scope 2: Electricity, heat, steam and 
cooling purchased for own use
Scope 3: Transmission and distribution 
losses
 
Over £70,000 was raised last year, and here 
are some of our highlights:
 – For the second year running a group of 
colleagues took part in the Cambridge 
Byte Night, an IT industry charity event 
raising money for Action for Children. 
 – Teams of men took part in Movember, a 
global charity event that raises money 
for men’s health.
 – In South America our colleagues initiated 
an ‘Adopt a Child’ campaign whereby 
colleagues collected money, clothes, 
and toys and then presented these to 
children in an orphanage. AVEVA also 
donated furniture for the orphanage to 
build their own computer centre. 
 – Colleagues in the Middle East raised 
funds and relief items following Typhoon 
Haiyan in the Philippines.
 – Individual activities ranged from running 
marathons, climbing Kilimanjaro and a 
24-hour golf challenge.
As an organisation, we continue to sponsor 
a range of charities by giving corporate 
donations. Organisations we have supported 
over the last year include the Villiers Park 
Educational Trust, the Outward Bound Trust, 
MAGPAS and Macmillan Cancer Support.
Charitable giving
As teams and individuals, 2013 saw AVEVA 
colleagues from around the globe give their 
money and time to raise money for charities.
For period 1 April 2013 to 31 March 2014
Emissions from: Tonnes CO
2
e
Scope 1 – Combustion of fuel and operation of facilities 543
Scope 2 – Electricity, heat, steam and cooling purchased for own use 1,531
Scope 3 – Transmission and Distribution losses 265
2,339
Intensity Measurement (Scopes 1 and 2)
Tonnes CO
2
e/£m revenue 8.74 36 AVEVA Group plc Annual report and accounts 2014
Directors’ 
report  37 AVEVA Group plc Annual report and accounts 2014
STRATEGIC REPORT DIRECTORS’ REPORT FINANCIAL STATEMENTS
Corporate governance
Introduction
Board meeting attendance
Directors’ report
Philip Aiken
Chairman
The Company is committed to the 
principles of Corporate Governance 
contained in the UK Corporate Governance 
Code provided by the Financial Reporting 
Council and for which the Board is 
accountable to shareholders. The Company 
has complied with the provisions of the UK 
Corporate Governance Code throughout 
the year and to the date of this report. 
Further explanation of how the principles 
have been applied is set out below and, in 
connection with Directors’ remuneration, in 
the Remuneration Committee report on 
pages 47 to 64.
Composition of the Board
During the year the Board comprised the 
Chairman, three Non-Executive Directors 
(including the Senior Independent Director) 
and two Executive Directors (being the Chief 
Executive and the Chief Financial Officer). 
As announced on 30 May 2013, Jennifer 
Allerton was appointed to the Board in July 
2013 and at the same meeting Hervé 
Couturier stepped down from the Board. 
Further details of the process for the 
appointment of Jennifer Allerton are 
contained in the Nominations Committee 
report below.
Brief biographical details of all Board 
members are set out on pages 42 and 43. 
The membership of all Board Committees 
is set out on pages 40 and 41.
Operation of the Board
The Chairman, along with the Executive 
Directors and Company Secretary, ensures 
that the Board functions effectively and has 
established Board processes designed to 
maximise its performance and effectiveness. 
Key aspects of these processes are:
 – The AVEVA Group Board meets regularly 
in combination with the Board of AVEVA 
Solutions Limited, the main operating 
company in the Group which owns the 
entire Group’s trading subsidiaries. The 
AVEVA Solutions Limited Board includes 
as members the Chief Technical Officer 
and Head of Engineering & Design 
Systems and the Chief Operations Officer 
and Head of Enterprise Solutions as well 
as all the members of the Group Board. 
This ensures that the AVEVA Group Board 
is well informed on technical and market 
factors driving the Group’s performance 
as well as on financial outcomes.
8 meetings held
Philip Aiken
       
Jonathan Brooks
       
Philip Dayer
       
Hervé Couturier (100% up to retirement)
       
Jennifer Allerton (100% after appointment)
       
Richard Longdon
       
James Kidd
       
 – The Board met eight times during the 
year. These meetings, together with any 
Committee meetings, are generally held 
at the Group’s Head Office in Cambridge 
or in our London office and are 
approximately one day in duration.
 – Each Board meeting has an over-arching 
theme. These include annual technology 
review, business plan/strategy day, 
succession planning, annual budget, 
presentations from Engineering & 
Design Systems and Enterprise Solutions 
and interim and final results.
 – The Board aims that once per year a Board 
meeting will be held outside the UK at one 
of the Group’s overseas offices. During 
2013/14, the September Board meeting 
was held in Houston, Texas, USA. 
 – In addition, the Board holds a full-day 
strategy meeting every year at which 
Executive Directors and members of 
the senior management team make 
presentations covering progress against 
current strategy and objectives and 
ideas for future investment. 
 – The Board delegates the day-to-day 
responsibility for managing the Group 
to the Executive Directors. 
 – To enable the Board to discharge its 
duties, all Directors receive appropriate 
and timely information. Briefing papers 
are distributed by the Company 
Secretary to all Directors usually four 
working days in advance of Board and 
Committee meetings.
 – A monthly reporting pack containing 
management accounts with 
commentary and reports from each 
Executive is distributed to the Board on 
a monthly basis.
 – Meetings were held between the 
Chairman and the Non-Executive 
Directors during the year, without the 
Executives being present, to discuss 
appropriate matters as necessary. 
 – The Chairman ensures that the Directors 
take independent professional advice 
where they judge it necessary to 
discharge their responsibilities as 
Directors at the Group’s expense. All 
members of the Board have access to 
the advice of the Company Secretary. 
 – Non-Executive Directors and Executive 
Directors are encouraged annually to 
undertake training in furtherance of their 
specific roles and general duties as 
a director.
I am pleased to introduce the 2014 
Corporate Governance statement. 
27 May 2014 38 AVEVA Group plc Annual report and accounts 2014
Group structure 2014
Matters reserved for the Board
The Board is responsible to shareholders for the proper 
management of the Group. There is a formal schedule of matters 
specifically reserved for the Board’s decision that covers key areas 
of the Group’s affairs, which include:
 – overall responsibility for the strategy of the Group; 
 – corporate governance;
 – review of trading performance and forecasts;
 – risk management;
 – Board membership; 
 – communications with shareholders;
 – approval of major transactions, including mergers and 
acquisitions; and 
 – approval of the financial statements and annual operating and 
capital expenditure budgets.
Board  
meetings 
Meetings held 8
Meetings attended
Philip Aiken 8
Jonathan Brooks 8
Philip Dayer 8
Hervé Couturier (100% up to retirement) 2
Jennifer Allerton (100% after appointment) 6
Richard Longdon 8
James Kidd 8
The attendance of individual Directors at Board meetings and 
Committee meetings during the year is set out in the table below.
Independence of Non-Executive Directors and segregation of duties
The Board has considered the independence of the Chairman and the 
Non-Executive Directors and believes that all are currently 
independent of management and free from any material business or 
other relationships that could materially interfere with the exercise of 
their independent judgement. Their biographies on pages 42 and 43 
demonstrate a range of experience and sufficient calibre to bring the 
independent judgement on issues of strategy, performance, 
resources and standards of conduct which is vital to the Group.
The roles of the Chairman and the Chief Executive are distinct and 
the division of responsibility between these roles has been clearly 
established, set out in writing and agreed by the Board. The Chairman 
is responsible for the effectiveness of the Board and ensuring that it 
meets its obligations and responsibilities. The Chief Executive is 
responsible to the Board for the day-to-day management of the 
business, leadership of the executive team and execution of the 
Group’s strategic and operating plans. The Chairman and Chief 
Executive meet regularly to discuss any issues pertaining to the 
Company’s performance, reputation and organisation.
 
The Board
Executive management team
Executive Directors
Richard Longdon
James Kidd
Chief Executive Officer
Richard Longdon
Chief Technology  
Officer and  
Head of Engineering 
& Design Systems
Chief Operations 
Officer and Head of  
Enterprise Solutions 
Executive Vice  
President 
Global Sales 
Executive  
Vice President  
Business Strategy 
Executive  
Vice President  
Human Resources  
and Business Services
Head of  
Regional Operations 
 
Company Secretary
Helen Barrett-Hague
Non-Executive Directors
Philip Aiken (Chairman)
Jonathan Brooks
Philip Dayer
Jennifer Allerton
Chief Financial Officer
James Kidd
Corporate governance
continued
Directors’ report 39 AVEVA Group plc Annual report and accounts 2014
STRATEGIC REPORT DIRECTORS’ REPORT FINANCIAL STATEMENTS
Performance evaluation
The Board undertakes a formal and rigorous review of its 
performance and that of its Committees and Directors each 
financial year. Armstrong Bonham Carter LLP , the independent 
board performance consultants who have no other connection with 
the Company, conducted the review between November 2013 and 
March 2014. This took the form of a series of structured interviews 
with all the Directors and various members of the senior executive 
team covering the performance of the Board, each of the Board’s 
Committees and a peer group review of each Director's individual 
performance. Armstrong Bonham Carter collated and analysed the 
results from each interview and prepared separate reports on the 
performance of the Board as a whole, one for each Committee and 
reports on each Director. 
The reports on the performance of the Board and those of the 
Committees were subsequently presented and discussed at the 
March 2014 Board meeting. The individual Director’s performance 
reports were provided to the Chairman, which the Chairman then 
discussed with each Director as appropriate. The Chairman’s 
performance was discussed initially with the Senior Independent 
Director before he provided feedback to the Chairman.
Overall, the review concluded that the Board had demonstrated a 
high degree of effectiveness. There were some recommendations 
on how to further improve the development of strategy, Board 
composition and how operations are monitored. Subsequently the 
Board has addressed some of these issues and for others these are 
being managed by an action plan which will be regularly monitored.
Indemnities to Directors
In accordance with the Company’s Articles of Association, Directors 
are granted an indemnity from the Company to the extent permitted 
by law in respect of liabilities incurred as a result of the performance 
of their duties in their capacity as Directors to the Company. The 
indemnity would not provide any coverage to the extent the Director 
is proven to have acted fraudulently or dishonestly. The Company has 
maintained Directors’ and officers’ liability insurance cover 
throughout the year.
Internal control and risk management
The Board has overall responsibility for the Group’s system of 
internal control and for monitoring its effectiveness. However, such 
a system is designed to manage rather than eliminate the risk of 
failure and by its very nature can only provide reasonable and not 
absolute assurance against material misstatement or loss.
The Board has established a continuous process for identifying, 
evaluating and managing the significant risks the Group faces. The 
Board regularly reviews the effectiveness of the Group’s internal 
controls, which have been in place from the start of the year to the 
date of approval of this report, and believes that it is in accordance 
with the Internal Control: Guidance to Directors.
The key elements of the system of internal controls currently include:
 – each member of the Executive Board has responsibility for 
specific aspects of the Group’s operations. They meet on a 
regular basis and are responsible for the operational strategy, 
reviewing operating results, identification and mitigation of risks 
and communication and application of the Group’s policies 
and procedures. Where appropriate, matters are reported 
to the Board;
 – regular reports to the Board from the Executive Board on key 
developments, financial performance and operational issues in 
the business;
 – operational and financial controls and procedures which include 
authorisation limits for expenditure, sales contracts and capital 
expenditure, signing authorities, IT application controls, 
organisation structure, Group policies, segregation of duties and 
reviews by management; 
 – an annual budget process which is reviewed, monitored and 
approved by the Board; 
 – regular meetings between the Executive Board, sales area 
managers and line of business managers to discuss actual 
performance against forecast, budget and prior years. The 
operating results are reported on a monthly basis to the Board and 
compared to the budget and the latest forecast as appropriate;
 – targeted internal audit reviews and extended external audits 
which focus on confirming the operation of controls in key 
process areas; and
 – maintenance of insurance cover to insure all major risk areas of 
the Group based on the scale of the risk and availability of the 
cover in the external market.
The Board’s monitoring covers all material controls, including 
financial, non-financial, operational and compliance controls and risk 
management. It is based principally on reviewing reports from 
management to consider whether significant risks are identified, 
evaluated, managed and controlled and whether any significant 
weaknesses are promptly remedied and indicate a need for more 
extensive monitoring. The Board periodically carries out visits to the 
Group’s subsidiaries and receives presentations on their operations.
The Board has also performed a specific assessment for the 
purpose of this annual report. This involved reviewing a risk 
matrix for the Group that was prepared during a risk assessment 
workshop involving the Executive Board and senior managers. This 
assessment considered all significant aspects of internal control 
necessary for the Company to successfully carry out the key 
business strategies of the Group together with more generic 
inherent risks of the Group’s operations. The Audit Committee 
assists the Board in discharging its review responsibilities. 40 AVEVA Group plc Annual report and accounts 2014
Corporate governance
continued
Directors’ report
Policy on appointment and reappointment
In accordance with the Articles of Association, all Directors are 
required to retire and submit themselves for re-election at least 
every three years by rotation and also following their appointment. In 
addition, as in the prior year and in accordance with the UK Corporate 
Governance code, all of the remaining Board members are offering 
themselves for re-election at the Annual General Meeting.
On appointment, all Directors are asked to confirm that they 
have sufficient time to devote to the role, which is confirmed 
together with details of their duties in the letter of appointment. 
All Directors undergo an induction as soon as practical following 
their appointment. As part of the induction process, Directors are 
provided with background information on the Group and attend the 
Group’s headquarters in Cambridge for meetings and presentations 
from senior management. Jennifer Allerton received a briefing on 
the role, responsibilities and duties of being a Company director 
from the Company Secretary and reviewed the financials and 
business models with the Chief Financial Officer. She met with the 
Executive Vice Presidents of Business Strategy; Human Resources 
and Business Services; the Chief Operations Officer and the Vice 
President of Corporate Marketing. In addition, where appropriate, 
meetings are also arranged with the Group’s advisers. 
Non-Executive Directors are appointed for a term of three years. 
The terms and conditions of appointment of Non-Executive 
Directors are available for inspection at the Company’s registered 
office during normal business hours and will be available for 
inspection on the day of the forthcoming Annual General Meeting. 
Dialogue with institutional shareholders
Communication with shareholders is given high priority by the 
Board. The Chief Executive, Chief Financial Officer and Head of 
Investor Relations have meetings with representatives of institutional 
shareholders and hold analyst briefings at least twice a year, following 
the announcement of the interim and full year results, but also at 
other times during the year as necessary. Senior managers from 
Product Development, Business Strategy and Finance also attended 
analyst and shareholder meetings during the year. In September 
2013, the Company held a capital markets day in Houston, Texas, 
USA; where analysts and shareholders were updated on the activities 
of the Group including its North American operations. All of these 
meetings seek to build a mutual understanding of objectives with 
major shareholders by discussing long-term strategy and obtaining 
feedback. The Board also receives formal feedback from analysts and 
institutional shareholders through the Company’s financial PR adviser 
and financial advisers. The Board is appraised of discussions with 
major shareholders to ensure that Executive and Non-Executive 
Directors consider any matter raised by shareholders and to enable 
all Directors to understand shareholder views. In addition, during 
2014, the Group consulted with shareholders in respect of proposals 
for the remuneration of Executive Directors. The Senior Independent 
Non-Executive Director, Philip Dayer, is available to shareholders if 
they have concerns which contact through the normal channels of 
Chairman, Chief Executive or Chief Financial Officer has failed to 
resolve or if such contact would be inappropriate. The Chairman, 
Senior Independent and Non-Executive Directors are available for 
dialogue with shareholders at any time and attend (together with 
the other members of the Board) the Annual General Meeting, but 
are not routinely involved in investor relations or shareholder 
communications. Corporate information is also available on the 
Company’s website, www.aveva.com.
Constructive use of the Annual General Meeting
The Board seeks to use the Annual General Meeting to communicate 
with investors and all shareholders are encouraged to participate. 
The Chairmen of the Audit, Remuneration and the Nominations 
Committees will be available at the Annual General Meeting to 
answer any questions.
Share capital structure
Further information on the share capital structure of the Company is 
contained on pages 65 and 66.
Committees of the Board
The Board commenced the year with four Committees: Audit, 
Remuneration, Nominations and Treasury Risk Management. During 
the course of the year the activities of the Treasury Risk Management 
Committee were assumed by the Audit Committee. In accordance 
with the UK Corporate Governance Code, the duties of the 
Committees are set out in formal terms of reference. They are 
available on request from the Company’s registered office during 
normal business hours and are available on the Company’s website 
at www.aveva.com. 
Audit Committee
No. of meetings: 4
Committee Chairman: Jonathan Brooks 4
Committee members: Philip Dayer 4
Hervé Couturier  
(100% to the date  
of resignation)
1
Jennifer Allerton 
(100% from the date  
of appointment)
3
The Audit Committee assists the Board in its oversight and 
monitoring of financial reporting, risk management and internal 
controls. It tests and challenges these areas in conjunction with 
management and the auditor as appropriate. The Audit Committee 
met four times during the year. Following the decision in May 2013 
to absorb the Treasury Risk Management Committee (TRMC), the 
Audit Committee commenced oversight of the Group’s treasury 
activities and associated risks. 
The Audit Committee report on pages 44 to 46 sets out in more 
detail the Audit Committee’s policies, practices and areas of focus. 41 AVEVA Group plc Annual report and accounts 2014
STRATEGIC REPORT DIRECTORS’ REPORT FINANCIAL STATEMENTS
Nominations Committee
No. of meetings: 3
Committee Chairman: Philip Aiken 3
Committee members: Jonathan Brooks 3
Philip Dayer 3
The activities of the Nominations Committee include nomination, 
selection and appointment of Non-Executive and Executive 
Directors, succession planning and the composition of the Board, 
particularly in relation to the diversity of background, skills and 
experience. The Nominations Committee are committed to 
attracting, recruiting and retaining the best people by creating 
and sustaining an inclusive work environment offering equal 
opportunities regardless of race, gender, gender identity or 
reassignment, age, disability, religion or sexual orientation. The 
Nominations Committee meets periodically when required. In 
addition to the meetings there are a number of adhoc meetings to 
address specific matters. The Chief Executive is invited to attend 
meetings as appropriate to the business being considered.
During 2013 Hervé Couturier communicated his desire to retire 
from the Board at the forthcoming AGM. The Nominations 
Committee met under Philip Aiken’s Chairmanship and with 
the participation of the Chief Executive Officer, to consider an 
appropriate process for choosing a successor. Spencer Stuart, an 
external executive search firm with a strong Board practice was 
appointed to assist with the identification of appropriate candidates, 
having considered the requisite skills, knowledge and experience 
for the position with a particular focus on information technology 
and global operations. Spencer Stuart has no connection with the 
Company. The Chairman and the Chief Executive Officer interviewed 
the short-listed individuals. The other members of the Nominations 
Committee then interviewed the final candidate. As a result, the 
Nominations Committee recommended the appointment of Jennifer 
Allerton to the Board, subject to shareholder approval at the AGM on 
9 July 2013. Upon her appointment Jennifer Allerton was considered 
to be independent. 
The Chairman of the Committee and the remainder of the Board also 
considered the independence of Philip Dayer and Jonathan Brooks 
now that both are in their third term of office. It was concluded that 
both remained independent and continued to contribute to the 
operation of the Board. 
Remuneration Committee
No. of meetings: 4
Committee Chairman: Philip Dayer 4
Committee members: Philip Aiken 4
Jonathan Brooks 4
The Remuneration Committee makes recommendations to the 
Board on the Group’s policy for Executive and senior management 
remuneration and determines the individual remuneration packages 
on behalf of the Board for the Executive Directors of the Group.
The Chief Executive attends meetings by invitation, except when 
the Chief Executive’s own remuneration package is being discussed.
The Committee has access to professional advice, both inside and 
outside the Company, in the furtherance of its duties. During the 
year the Committee asked Deloitte LLP to conduct an executive 
remuneration bench marking survey in accordance with the 
Remuneration Committee’s policy to commission such a survey 
triennially. The Directors’ remuneration report sets out in more 
detail the Remuneration Committee’s policies and practices on 
Executive remuneration.
Treasury Risk Management Committee (TRMC)
No. of meetings: 1
Committee Chairman: Philip Dayer 1
Committee members: Jonathan Brooks 1
James Kidd 1
The TRMC was formed to oversee the Group’s treasury function. 
In addition to the above members, the Head of Finance and Group 
Treasurer attended the meetings. The TRMC reviewed the Group’s 
overall financial risk management, including:
 – foreign exchange risk and related hedging policy;
 – credit risk, which includes monitoring the Group’s counter party 
exposure to banks; and
 – liquidity risk, which includes reviewing the cash management 
structure in the Group.
The policies of the Group in relation to these areas are explained in 
note 26 to the financial statements.
In May 2013 it was decided in the interests of efficiency to merge the 
Treasury Risk Management Committee with the Audit Committee. 42 AVEVA Group plc Annual report and accounts 2014
Board of Directors
Directors’ report
Richard Longdon
Chief Executive
Richard Longdon received engineering 
training in the defence industry and 
then gained experience in the project 
management of high-value engineering 
projects. He moved into sales and held a 
series of international sales and marketing 
positions. He joined AVEVA in 1984 and 
shortly afterwards was made Marketing 
Manager for the process products. In 
January 1992, he relocated to Frankfurt 
where he was responsible for setting up 
and running the Group’s German office. 
He returned to the UK as part of the 
management buyout team in 1994, taking 
responsibility for the Group’s worldwide 
sales and marketing activities, before being 
appointed Managing Director in May 1999. 
He took over as Group Chief Executive in 
December 1999.
James Kidd
Chief Financial Officer
James Kidd is a Chartered Accountant 
and joined AVEVA in 2004. Prior to his 
appointment to the Board, James held 
several senior finance roles within the 
Group and was Head of Finance from 2006. 
He joined the Group at the time of the 
Tribon acquisition and played a significant 
part in the completion of this transaction 
and the subsequent integration of the 
acquired business. His responsibilities 
have included investor relations, the 
development of the Group’s overseas 
subsidiaries, standardisation of financial 
processes and procedures as well as being 
heavily involved in the Group’s recent 
acquisitions. Prior to joining AVEVA James 
worked for both Arthur Andersen and 
Deloitte, serving technology clients in both 
transactional and audit engagements.
Philip Aiken 
Chairman
Philip Aiken has over 40 years’ experience in 
industry and commerce having been, from 
1997 to 2006, President of BHP Petroleum 
and then Group President Energy of BHP 
Billiton. Prior to that he held senior positions 
with BTR plc (1995 to 1997) and BOC Group 
(1970 to 1995). Other roles have included 
Chairman of Robert Walters plc, Senior 
Independent Director of Kazakymys plc, 
Senior Independent Director of Essar Energy 
plc, Senior Adviser for Macquarie Capital 
Europe, Chairman of the 2004 World Energy 
Congress and serving on the Boards of the 
Governor of Guangdong International 
Council, World Energy Council and Monash 
Mt Eliza Business School. He is a Non-
Executive Director of National Grid plc and 
Newcrest Mining Limited.
Length of tenure
2 Years (appointed 1 May 2012)
Length of tenure
20 Years (appointed 16 August 1994)
Length of tenure
3 Years (appointed 1 January 2011) 43 AVEVA Group plc Annual report and accounts 2014
STRATEGIC REPORT DIRECTORS’ REPORT FINANCIAL STATEMENTS
Balance of Executive and
and Non-Executive Directors
Chairman
Executive Directors
Non-Executive Directors
Jonathan Brooks
Non-Executive Director
Jonathan Brooks is a Fellow of the Chartered 
Institute of Management Accountants and has 
some 20 years’ experience in the technology 
sector . Between 1995 and 2002, he was Chief 
Financial Officer and a Director of ARM 
Holdings Plc where he was a key member of 
the team that developed ARM to be a leader in 
its sector . Since 2002, he has been a director of 
a number of technology companies in both the 
software and hardware sectors. Most recently , 
he was Chairman of Xyratex Limited, a Nasdaq-
listed provider of enterprise class data storage 
sub-systems and network technology , which 
was acquired by Seagate at the end of March 
2014. He is currently a Non-Executive Director 
and Chair of the Audit Committee of IP Group 
PLC, which commercialises intellectual 
property from leading universities. 
Length of tenure
6 Years (appointed 12 July 2007)
Length of tenure
6 Years (appointed 7 January 2008)
Length of tenure
Appointed 9 July 2013
Philip Dayer
Non-Executive Director
Philip Dayer qualified as a Chartered 
Accountant and pursued a corporate 
finance career in investment banking, 
specialising in advising UK-listed 
companies. He was first appointed an 
Advisory Director in 1983 of Barclays 
Merchant Bank Limited and since then 
has held the position of Corporate Finance 
Director with a number of banks. He retired 
from Hoare Govett Limited in 2004. Philip 
was a financial consultant to OJSC Rosneft 
Oil Company, the Russian state-owned oil 
and gas company, on their flotation in 2006. 
Philip is a Non-Executive Director of 
Kazmunaigas Exploration Production JSC, 
The Parkmead Group plc, Navigators 
Underwriting Agency Limited, VTB Capital 
plc and Chairman of IP PLUS plc.
Jennifer Allerton
Non-Executive Director
Jennifer Allerton has more than 38 years' 
information technology experience, gaining 
extensive knowledge of working in large 
companies across the globe, particularly in 
emerging markets. Between 2002 and 2012 
she was Chief Information Officer at F . 
Hoffmann-La Roche with responsibility for 
IT strategy and operations for the Pharma 
division and all Group IT operations. Jennifer 
holds a B.Sc in Mathematics and a B.Sc in 
Geosciences as well as an M.Sc in Physics. 
Jennifer is a member of the Advisory Board 
of the University of Bath Management 
School. Jennifer is also Non-Executive 
Director of Oxford Instruments plc.  44 AVEVA Group plc Annual report and accounts 2014
Audit Committee report
Directors’ report
The Board places a very high priority 
on the integrity of the Group’s 
financial statements, the quality and 
transparency of its financial reporting 
and the effectiveness of AVEVA ’s risk 
management and internal 
control systems. 
Jonathan Brooks
Audit Committee Chairman
27 May 2014
The Audit Committee assists the Board in its oversight and 
governance of these critical areas. 
In line with the requirement in the UK Corporate Governance Code 
applicable to financial years commencing on or after 1 October 2012, 
based on confirmations from management and external audit review, 
the Committee and the Board consider that the Annual Report and 
Accounts, taken as a whole, is fair, balanced and understandable and 
provides the information necessary for shareholders to assess the 
Company's performance, business model and strategy.
Overview of the year’s activities
In addition to its prescribed duties, the Audit Committee undertook 
several additional projects during the year. Firstly, it commissioned 
an extensive review of the Group’s revenue recognition policies, 
undertaken in association with a third party professional services 
firm, so as to enable the Group to be better prepared for the new 
accounting standard for revenue recognition which is expected to 
be released in 2014. Secondly, following the BIS initiative, work was 
undertaken on assessing the potential cyber risks open to the 
Group. Thirdly, following a decision to tender the audit from the 
2016 year end, efforts were made to develop relationships with 
other accounting firms in anticipation of a tender process which 
will be held in 2015. Fourthly, with the general need to upgrade the 
Group’s IT systems, attention was devoted to the major project 
to upgrade the Business Systems. Finally, the challenging trading 
conditions in which the Enterprise Solutions business found itself 
led to an extensive review of whether its goodwill and intangible 
assets required impairment. 
Audit Committee terms of reference
The Audit Committee monitors the integrity of the financial 
statements of the Group and the Committee members (as part of 
the full Board) review all proposed announcements to be made by 
the Group and consideration is given to any significant financial 
reporting judgements contained in them. 
The Committee considers the effectiveness of financial 
reporting and internal controls, compliance with legal requirements, 
accounting standards and the Listing, Disclosure and Transparency 
Rules of the Financial Conduct Authority (FCA) and also reviews any 
proposed change in accounting policies and any recommendations 
from the Group’s auditor regarding improvements to internal 
controls and the adequacy of resources within the Group’s 
finance function.
In May 2013, the Audit Committee assumed the responsibilities 
of the Treasury Risk Management Committee which had been 
established following the financial crisis of 2008. A full copy of the 
Committee’s terms of reference is available from the Company’s 
website at www.aveva.com. 
Committee membership
The Committee is formed of three independent Non-Executive 
Directors. As Chairman of the Committee, I am deemed by the 
Board to have recent and relevant financial experience. I am a Fellow 
of the Chartered Institute of Management Accountants and I have 
held a number of senior financial positions in my career, the most 
relevant of which being the Chief Financial Officer of ARM Holdings 
Plc between 1995 and 2002. ARM is a major global technology 
company as well as having a similar software licensing business 
model to AVEVA. Philip Dayer and Jennifer Allerton make up the 
other two members of the Audit Committee, Jennifer having joined 
the Committee in place of Hervé Couturier who stepped down from 
the Board at the AGM in July 2013. Brief biographical details of all the 
members of the Committee are included on pages 42 and 43.
Information flows to the Audit Committee
The Audit Committee meets at least four times per annum. The 
Company Chairman and CFO are invited to attend all meetings. 
The external auditor and the Group’s Head of Finance are also 
invited to attend. Members of senior management are invited 
from time to time to make presentations such as the Committee’s 
agenda necessitates. For example, in March 2014, the Audit 
Committee met during the Group’s annual Corporate Finance 
Conference held in the UK, and so were able to meet the most 
senior members of the global finance team, representing the 
EMEA, Asia Pacific, Chinese, Latin American and Enterprise 
Solutions businesses.
The Committee meets quarterly with the auditor without any 
members of the executive management team being present. 
I also meet with the external auditor two or three times each year 
away from the Company’s offices. 45 AVEVA Group plc Annual report and accounts 2014
STRATEGIC REPORT DIRECTORS’ REPORT FINANCIAL STATEMENTS
Audit Committee meeting dates 2013/14 and summary agendas
September 2013
 – Scoping of project to review revenue recognition policies
 – Scoping of project to review cyber security 
 – Business systems update: presentation from management
 – Consideration of FRC recommendations on auditor rotation 
 – Internal audit planning for coming year/extended external audit
 – Consideration of the potential financial reporting risks for the 
six-month interim report
 – Review and confirmation of Audit Committee terms 
of reference
November 2013
 – Receipt of the report from the auditors on their interim 
review procedures
 – Review and approval of the six-month interim report
 – Report from Deloitte LLP following their review of Group‘s 
cyber security
 – Progress report from management on interim review of 
revenue recognition project
March 2014
 – Presentation of reports on extended external audit procedures 
– China and South Korea 
 – Full review by the Committee of Group risk register
 – Discussion of the auditor’s 2013/14 audit plan
 – Consideration of potential financial reporting risks and 
regulatory changes for the full year report
 – Presentation from management on the Group’s tax status and 
current risks
 – Progress report from management on revenue recognition 
project following external input from PwC
 – Review of treasury function and formal adoption of Group 
treasury policy 
 – Ratification of priorities for 2014/15 procedures over system of 
internal financial and operational controls
 – Assessment of effectiveness of external auditor
 – Presentation by senior members of regional finance teams 
based in Brazil, China, Dubai, Germany and Malaysia 
May 2014
 – Receipt of reports from management considering significant 
financial reporting risks
 – Formal going concern review and internal audit function review
 – Review of annual goodwill impairment test, particularly with 
respect to the Enterprise Solutions business
 – Receipt of the report from the auditors on their audit findings
 – Review and approval of the preliminary announcement and 
2014 annual report
Risk and internal controls
The key elements of the Group’s internal control framework and 
procedures are set out on page 39. The principal risks the Group 
faces are set out on pages 26 and 27. Annually, the Audit Committee 
considers the Group risk register and related management controls. 
Throughout the process, the Board or the Audit Committee:
 – gives consideration to whether areas should be looked at more 
closely through specific control reviews;
 – identifies areas where enhancement of internal controls is 
required; and
 – agrees action plans to deliver the necessary or recommended 
enhancements.
There is a formal whistle-blowing policy which has been 
communicated to employees. This policy provides information 
on the process to follow in the event that any employee feels it is 
appropriate to make a disclosure. The Audit Committee is satisfied 
that the policy provides an adequate basis for employees to make 
representations in confidence to the Group and for appropriate and 
proportionate investigations.
Valuation of assets and liabilities
The Audit Committee discusses with management and the auditor 
the approach that has been taken in assessing all key estimates. 
These include revenue recognition, provisions for impairment of 
receivables, the valuation of intangible assets and retirement 
benefit obligations and the uncertainty of taxation items in 
certain jurisdictions. 
Annually, the Committee considers the going concern principle 
on which the financial statements are prepared and also considers 
and approves the impairment review of goodwill prepared 
by management. 
Revenue recognition
Revenue recognition represents a key risk to the integrity of the 
financial statements and as such the Committee spends a great 
deal of time in this area. This includes reviewing any non-standard 
or very large contracts as and when they arise. During the year 
the audit focused on ten locations which represented 79% of the 
Group's revenue and the auditor consulted with the Committee on 
the larger or non-standard contracts which arose during the course 
of their work.
Impairment review of Enterprise Solutions (ES) business
During the year, particular attention was paid to the carrying value of 
goodwill related to the Enterprise Solutions line of business for which 
there is lower headroom in the impairment test calculations. The ES 
business suffered a significant drop in revenues in 2013/14 compared 
to the prior year, and this precipitated a thorough review, since one of 
the key elements in supporting the carrying value of its intangible 
assets of £12.8 million was its revenue growth rate. The difficulty for 
the Committee lay in judging to what extent the drop in revenues in 
2013/14 reflected a near-term issue rather than a fundamental change 
in the ES future outlook. One factor which reassured the Committee 
was the ability to reduce cost being carried by ES in an environment 
where the growth rate was reduced to no more than 10% per annum. 
In such a case, there was still no requirement for impairment, though 
the Committee agreed that any further deterioration in the growth 
rate in 2015 was likely to require an impairment. Further details can be 
found in note 16 to the Accounts – ‘Goodwill’ . 46 AVEVA Group plc Annual report and accounts 2014
Internal audit
The Group does not maintain a separate internal audit function.  
This is principally due to the geographical spread of the Group’s 
operations which means that there is a clear advantage in any 
internal audit work or review of controls being undertaken by 
teams with specific local regulatory knowledge and without any 
local language barrier. The Group uses a combination of extended 
external audit procedures and outsourced internal audit projects 
to meet its control review needs, as this is considered most 
cost-effective. However, the Audit Committee does review the 
need to have its own separate internal audit function each year.
The Audit Committee has developed a framework to gain assurance 
over the system of internal financial and operational controls. 
This comprises: 
 – A risk assessment performed by operational management and 
the Board to identify key areas for assurance. 
 – A series of peer and head office reviews of key risk areas of 
financial internal control. 
 – The use of qualified third parties to undertake specialist reviews in 
more technical areas. During 2013/14 the Committee appointed 
Deloitte LLP to conduct a review of cyber security and PwC to 
assist in the review of the Group’s revenue recognition policies.
 – An extension of the external auditors’ work in certain areas and 
geographies to cover other key financial risks, such as operations 
in fast growth areas as well as new taxation risks arising from 
trading in emerging markets. During 2013/14, following a similar 
exercise in Brazil and Russia in the prior year, additional testing 
was carried out in South Korea and China. 
 – An annual assessment by the Audit Committee of the whole 
system of internal financial and operational controls. 
External audit
The Audit Committee advises the Board on the appointment of 
the external auditor and on its remuneration both for audit and 
non-audit work and discusses the nature, scope and results of 
the audit with the external auditor. The Committee keeps under 
review the cost effectiveness and the independence and objectivity 
of the external auditor. Controls in place to ensure this, include: 
monitoring the independence and effectiveness of the audit; 
implementing a policy on the engagement of the external auditor 
to supply non-audit services; and a review of the scope of the audit 
and fee and performance of the external auditor. An analysis of 
non-audit fees is provided in note 7 to the financial statements.
The Audit Committee monitors fees paid to the auditor for 
non-audit work and delegates the authority for approval of such 
work to the Chief Financial Officer where the level of fees involved 
are insignificant. During the year the auditor did perform non-audit 
work which mainly consisted of tax compliance work for subsidiaries 
of the Group and some other statutory filing work. Any significant 
non-audit work such as reporting accountant engagements would 
require prior approval from the Audit Committee. The Group 
engages other independent firms of accountants to perform tax 
consulting work and other consulting engagements to ensure that 
the independence of the auditor is not compromised. For example, 
during 2013/14, the Audit Committee authorised a review of the 
Group’s revenue recognition policies by PwC, a review of Cyber 
security by Deloitte and advice related to defined benefit pension 
scheme matters with KPMG.
Audit partners are rotated every five years and a formal statement 
of independence is received from the auditor each year. The Board 
and the Audit Committee are satisfied that the independence of 
the auditor has been maintained. The current audit partner, Bob 
Forsyth, will commence his fifth year with the Group in 2014/15 
before rotating off the audit. 
At the March 2014 meeting, the Committee assessed the 
effectiveness of the external auditor. This assessment was 
based upon individual questionnaire feedback from key members 
of the Group’s finance team as well as from the Audit Committee 
members. The overall conclusion was that while the audit process 
was effective, some areas of potential improvement were identified.
The audit was last tendered in 2002/03. The Audit Committee 
considers the re-appointment or tendering of the audit each year. 
The Committee’s intention is currently to tender the audit starting 
from the 2016 financial year, being the first year following the 
current audit partner’s five-year term. At the time of writing, the 
Committee expects that the current auditors, Ernst & Young, will be 
invited to tender along with two other firms of auditors. 
Audit planning and main audit issues
At the March 2014 meeting of the Committee the auditors 
presented their audit plan for 2013/14. This included a summary 
of the proposed audit scopes for the year for each of the Group’s 
subsidiaries and a summary of what the auditor considered to be 
the most significant financial reporting risks facing the Group, 
together with the auditor’s proposed audit approach to these 
significant risk areas. The main areas of audit focus for the year 
were the areas of significant judgements of revenue recognition, 
valuation of intangible assets, provisions for impairment of 
receivables, the uncertainty of taxation items in certain jurisdictions 
and retirement benefit obligations. These areas are described in 
more detail in note 3 to the financial statements. 
Jonathan Brooks
Audit Committee Chairman
Audit Committee report
continued
Directors’ report 47 AVEVA Group plc Annual report and accounts 2014
FINANCIAL STATEMENTS DIRECTORS’ REPORT STRATEGIC REPORT
I am pleased to present this year’s 
Report on Directors’ Remuneration. 
The Remuneration Committee 
believes that remuneration 
arrangements should align Executive 
Directors with the delivery of the 
long-term strategy and creation of 
shareholder value while rewarding 
Executives fairly if success is achieved.
Philip Dayer
Remuneration Committee Chairman
27 May 2014
 – In line with previous years, the Committee continues to believe 
that earnings per share remains the most appropriate performance 
measure for the long-term incentives and as such this will continue 
to be the sole measure for 2014 awards. However, to reflect the 
increased opportunity under the plan, the Committee is proposing 
to increase the maximum performance target for awards to be 
granted in 2014 from 18% per annum to 20% per annum.
Following these increases, the remuneration opportunity for each 
of the Executive Directors will be positioned around market median 
against other companies of a similar size and scale.
The Committee feels that the above increases will ensure that the 
remuneration arrangements are more reflective of the size and 
scale of AVEVA and will further align the Executive Directors with 
the creation of long-term shareholder value. 
The current Group Long Term Incentive Plan (LTIP) is due to expire 
at the end of the year. The Committee is therefore proposing to 
replace the current LTIP with a new LTIP (the 2014 LTIP) which will be 
subject to shareholder approval at the 2014 AGM. The 2014 LTIP 
reflects the provisions of the current LTIP but the plan has been 
updated to reflect current best practice. Awards for the Executive 
Directors will now be subject to a two-year holding period following 
the end of the three-year performance period. Further details of the 
proposed 2014 LTIP are set out in the Notice of AGM. 
2013/14 out-turns
2013/14 has been a year of strong progress for AVEVA with 
demonstrable development against a number of our strategies for 
growth as well as growth in Adjusted Profit before Tax by £7.7m to 
£78.3m. Further details of the Company’s progress and successes 
are described in the Strategic Report.
In this context, the Committee decided to pay bonuses of 63% 
of salary (50% of the maximum) to both the CEO and CFO. The 
Committee feels that this outcome is an appropriate reflection of 
the underlying performance of the business over the year.
Over the longer term, AVEVA has delivered EPS growth in excess 
of RPI of 12.6% p.a. over the past three years, which the Committee 
considered to be exceptional performance, particularly in light of an 
ever-changing external environment. The Committee therefore 
determined that 94% of the LTIP awards granted to Executive 
Directors in 2011 should vest. 
Remuneration reporting
The 2013/14 financial year is the first year in which AVEVA is required to 
report under the new remuneration reporting regulations. Accordingly 
the Directors' Remuneration Report is now split into two sections:
 – The Directors’ remuneration policy which, subject to shareholder 
approval, will apply for three years from the 2014 AGM; and 
 – The annual report on remuneration, which sets out payments 
and awards made to the Directors and explains the linkage 
between the Group’s performance and remuneration in respect 
of the 2013/14 financial year. 
The Committee is appreciative of the significant shareholder 
support that it received for the 2012/13 Directors' Remuneration 
Report at the 2013 AGM which received 97% of votes in favour. We 
hope that you find this year’s report clear and informative and that 
you will continue to support us by voting in favour of the resolutions 
at the 2014 AGM.
Agenda for 2014/15
The Committee will continue to keep the structure and details 
of our remuneration arrangements under review and will remain 
committed to strong communication with shareholders and will 
continue to consult with investors as appropriate.
Remuneration Committee report
Introduction
Directors’ report
Remuneration review
During the course of 2013/14 the Remuneration Committee 
undertook a detailed review of the current remuneration 
arrangements in operation at AVEVA, which included a review of the 
market positioning of remuneration. The last review of the market 
positioning of the remuneration arrangements was undertaken three 
years ago and since this time there has been a significant increase in 
terms of the size (market capitalisation and earnings have increased 
materially) and the complexity of the Group (we now operate in new 
product areas and have increased the spread of the Group’s operation 
overseas). In light of this, the positioning of the Executive Directors’ 
total remuneration arrangements, and in particular base salary, has 
fallen significantly behind market practice. 
To ensure that the remuneration arrangements at AVEVA continue 
to be competitive to attract and retain executives of an appropriate 
calibre to run a business the size and complexity of AVEVA, we have 
made a number of changes to our remuneration arrangements going 
forward. The Committee believes that the changes, set out below, 
are in the best interests of our shareholders and are appropriate for 
the Executive Directors given their experience and performance. 
 – The CEO’s base salary will be increased from £405,600 to 
£485,000 and the CFO’s salary will be increased from £260,000 to 
£300,000. These increases will be implemented over the course of 
the next two years subject to continued good performance. 
 – The long-term incentive opportunity for the CEO will be increased 
to 150% of base salary (from 120% of base salary) and for the CFO 
will be increased to 120% of base salary (from 100% of salary). 48 AVEVA Group plc Annual report and accounts 2014
The Remuneration Committee
The Board sets the remuneration policy for the Group. The 
Remuneration Committee makes recommendations to the Board 
within its agreed terms of reference, details of which are available at 
www.aveva.com. 
The Remuneration Committee’s principal responsibility is to 
determine the remuneration package of both the Company’s 
Executive Directors and its senior management within broad 
policies agreed with the Board. 
When reviewing and setting remuneration policy the Committee 
considered a range of factors including the Company’s strategy 
and circumstances, the prevailing economic environment and the 
evolving landscape in best practice guidelines to ensure that it 
remains appropriate. In addition, it reviews the remuneration 
policy for the Company as a whole and oversees and approves 
the Company’s share incentive plans for all participants. The 
remuneration of the Non-Executive Directors is determined by the 
Executive Directors and the Chairman, rather than the Committee.
The conclusions and recommendations of the Remuneration 
Committee were finalised in four formal meetings during the year, 
but these were preceded by several informal discussions, including 
some with advisers (none of whom had any other connection with 
the Company). 
The members of the Committee during 2013/14 were Philip Dayer 
(Chairman), Philip Aiken, Jonathan Brooks and Jennifer Allerton, who 
was appointed as a member of the Committee on 6 March 2014.
The Chief Executive (Richard Longdon) is invited to submit 
recommendations to the Remuneration Committee and to attend 
meetings when appropriate. He was not present when his own 
remuneration was discussed.
The Committee has access to external advisers as required. During 
the year the Committee received advice from Deloitte LLP . Deloitte 
also provided unrelated advisory services to the Group in respect of 
taxation during the year. Deloitte is one of the founding members of 
the Remuneration Consultants Code of Conduct and adheres to this 
Code in its dealings with the Committee. The Committee is satisfied 
that the advice provided by Deloitte is independent. The fees paid 
to Deloitte LLP were calculated based on time spent and expenses 
incurred for the majority of advice provided but on occasion for 
specific projects a fixed fee may be agreed.
Shareholder voting
The table below sets out the results of the vote on the 2012/13 
Remuneration Report at the 2013 AGM:
Votes %
Votes in favour 50,376,404 96.94
Votes against 1,590,216 3.06
Total votes 51,966,620 100.00
1,624,729 votes were withheld. 
Remuneration Committee report continued
Introduction continued
Directors’ report 49 AVEVA Group plc Annual report and accounts 2014
STRATEGIC REPORT DIRECTORS’ REPORT FINANCIAL STATEMENTS
The Directors’ remuneration policy
The following sets out our Directors’ remuneration policy (the Policy). This Policy will be put forward for shareholder approval at the 2014 
AGM in accordance with section 439A of the Companies Act 2006. Subject to shareholder approval at the AGM, this Policy will apply to 
payments made from 15 July 2014.
The annual report on remuneration (pages 57 to 64) includes further details on how this Policy will be operated for the 2014/15 financial year.
AVEVA’s Executive Remuneration philosophy 
The Remuneration Committee aims to ensure that members of the Executive management team are provided with appropriate incentives 
to align them with the Company’s strategy and the future creation of shareholder value, encourage enhanced performance and are, in a fair 
and responsible manner, rewarded for their individual contributions to the success of the Group.
It also aims for a combination of fixed and variable payments, benefits and share-based awards that will achieve a balance in incentives to 
deliver short and long-term goals. The Company’s policy is that a substantial proportion of remuneration of Executive Directors should be 
performance related and should be delivered in shares to create alignment with shareholders’ interests. Remuneration for Executive 
Directors is set in the context of the economic environment in which the Group operates, the outcome of the wider pay review for all Group 
employees as well as the financial performance of the Group. When determining remuneration arrangements, the Committee takes into 
consideration relevant external market data as well as the remuneration for employees of the Group generally.
Remuneration commitments made which were consistent with the approved Remuneration policy in force at that time shall be honoured, 
even if they would not otherwise be consistent with the policy prevailing when the commitment is fulfilled.
Base salary
Purpose and link 
to strategy Operation Maximum opportunity Performance measures
 – Helps recruit and 
retain employees.
 – Reflects experience 
and role.
 – Base salary is normally reviewed annually 
with changes effective from 1 April, although 
salaries may be reviewed more frequently or 
at different times of the year if the Committee 
determines this is appropriate.
 – The Committee determines base salary 
taking into account factors including, but not 
limited to:
• The individual’s role, experience and 
performance in achieving financial and 
non-financial goals within his areas of 
responsibility.
• Salaries at other companies of a similar 
size and complexity as well as global 
technology peers.
• Remuneration of different groups of 
employees within the Company.
• Total organisational salary budgets.
 – Paid in cash.
 – In determining salary increases the 
Committee generally considers the 
factors outlined in the ‘operation’ 
column. 
 – While there is no maximum salary 
level, salary increases will normally be 
in-line with the range of increases in 
the broader workforce salary. 
 – The Committee retains the discretion 
to make increases above this level in 
certain circumstances, for example, 
but not limited to:
• an increase in the individual’s 
scope of responsibilities; 
• in the case of new executive 
directors who are positioned on a 
lower initial salary while they gain 
experience in the role; or
• where the Committee considers 
that salary is behind appropriate 
market positioning for a company 
of AVEVA’s size and complexity.
Salaries with effect from 1 April 2014 
are:
 – CEO (Richard Longdon) – £445,000
 – CFO (James Kidd) – £280,000
None 50 AVEVA Group plc Annual report and accounts 2014
Purpose and link 
to strategy Operation Maximum opportunity Performance measures
Pensions
 – Provides a 
competitive 
retirement benefit 
in a way that is cost 
effective to the 
Company.
CEO
 – The CEO, Richard Longdon, participated in the 
CadCentre Pension Scheme, a defined benefit 
pension scheme, until 2010 when he accrued 
the maximum benefits that he is entitled to 
under the scheme. The plan is a contributory, 
funded, occupational scheme registered with 
HM Revenue and Customs (HMRC) and, since 
1 October 2004, Career Average Revalued 
Earning benefits apply.
 – Mr Longdon is now a deferred member of 
the scheme and is no longer accruing any 
further benefits.
CFO
 – The CFO is a member of the AVEVA Group 
Personal Pension Plan (a defined contribution 
scheme).
New appointment
 – The intention is that new appointments to the 
Board would participate in the AVEVA Group 
Personal Pension Plan or receive an equivalent 
cash payment. However, if appropriate the 
Committee may determine that alternative 
arrangements for the provision of retirement 
benefit may apply. When determining pension 
arrangements for new appointments the 
Board will give regard to the cost of the 
arrangements, market practice and the 
pension arrangements received elsewhere 
in the Group. 
CEO
 – The current CEO is entitled to a 
pension on normal retirement, or on 
retirement due to ill heath, equivalent 
to two-thirds of his pensionable 
salary provided he has completed (or 
would have completed in the case of 
ill health) 25 years’ service. 
 – A lower pension is payable on earlier 
retirement after the age of 55 by 
agreement with the Company and 
subject to HMRC guidelines. 
 – Pensions are payable to dependants 
on the Director’s death in retirement 
and a lump sum is payable if death 
occurs in service.
CFO
The Company currently contributes 10% 
of base salary to the plan. 
None
Benefits
 – Help recruit and 
retain employees
 – Provide a 
competitive range of 
valued benefits
 – Assist toward early 
return to work in 
the event of illness 
or injury
 – The benefit policy is to provide an appropriate 
level of benefit taking into account market 
practice at similar sized companies and the 
level of benefits provided for other employees 
in the Group.
 – In line with benefits provided for other senior 
employees in the Group, Executive directors 
currently receive a mobility allowance or 
company car, a fuel allowance and a £500 
annual allowance toward a range of benefits.
 – In the event that an Executive was required 
to re-locate to undertake their role, the 
Committee may provide additional benefits 
to reflect the relevant circumstances (on a 
one-off or ongoing basis).
 – Benefits are reviewed by the Committee in 
the context of market practice from time to 
time and the Committee may introduce or 
remove particular benefits if it is considered 
appropriate to do so. 
 – If the Company were to operate an all-
employee share plan in the future, Executive 
Directors would be entitled to participate 
in the plan on the same terms as other 
employees.
 – The cost of benefit provision will 
depend on the cost to the Company 
of providing individual items and 
the individual’s circumstances and 
therefore there is no maximum value. 
None
Remuneration Committee report continued
The Directors’ remuneration policy continued
Directors’ report 51 AVEVA Group plc Annual report and accounts 2014
STRATEGIC REPORT DIRECTORS’ REPORT FINANCIAL STATEMENTS
Purpose and link 
to strategy Operation Maximum opportunity Performance measures
Annual Incentive Scheme & Deferred Share Scheme
 – Incentivises 
and rewards the 
achievement of 
annual financial 
and strategic 
business targets and 
delivery of personal 
objectives.
 – Deferred element 
encourages long-
term shareholding, 
helps retention 
and discourages 
excessive risk taking.
 – The Committee determines an individual’s 
maximum incentive opportunity taking into 
account the responsibilities of the role and 
market practice at comparable companies. 
 – Performance targets are set by the 
Committee on an annual basis.
 – The Committee determines the level of 
bonus paid taking into account performance 
against targets, the underlying performance 
of the business and Executive Directors’ 
performance during the year.
 – The annual bonus is generally paid in a mix of 
cash and deferred shares.
 – For the core award, at 100% achievement 
of bonus performance targets, 60% of the 
bonus amount is payable in cash and the 
balance, 40%, is used to calculate the number 
of deferred shares. If the bonus amount is 
less than or equal to 70% of the potential 
maximum bonus, then 75% of the total 
bonus is paid in cash and 25% is deferred 
into shares. If the bonus amount is between 
70% and 100% of the potential maximum 
then the proportion paid in deferred shares is 
determined by linear interpolation between 
25% and 40%. The Committee may determine 
that a different balance of cash and deferred 
shares should apply.
 – The whole outperformance award would 
normally be delivered in deferred shares.
 – Further details of how the deferred share 
element operates are included as a footnote 
to this table.
 – The maximum bonus 
opportunity is 125% of base 
salary (core award of 100% 
of salary, outperformance 
award of 25% of base salary).
Core Award
 – The core bonus award is based on 
a mix of financial and individual 
objectives. For 2014/15, 90% of 
the bonus is based on financial 
measures with 10% based on 
individual measures agreed by the 
Committee at the start of the year. 
The Committee reserves the right 
to vary these proportions for future 
years. However, in any year, financial 
performance will always account for 
at least 70% of the bonus.
 – For the financial performance 
element, up to 10% of the bonus can 
be earned based on interim financial 
performance. Other than for this 
element performance is assessed 
over a financial year.
 – The core award starts being earned 
for entry level performance from 
0% of salary and accrues linearly up 
to 100% for achievement of stretch 
target. Around 50% of the core 
award bonus is paid if target levels of 
performance are achieved. 
Outperformance award
 – The outperformance award is 
based on financial performance 
over the financial year and is only 
delivered for the over-achievement 
of stretch targets.
For further details of metrics for the 2014/15 
annual bonus please see page 57 .
The AVEVA Group Long Term Incentive Plan 2014 (the 2014 LTIP) 
 – Establishes a 
motivational and 
performance-
orientated structure 
to incentivise 
Directors to focus 
on the creation of 
shareholder value 
aligned with the 
longer term strategy 
for the Group.
 – Up to 2013, the Company’s long term incentive 
arrangement was the AVEVA Group Long 
Term Incentive Plan adopted with shareholder 
approval in 2004 (the 2004 LTIP). 
 – Subject to shareholder approval, from 2014 
onwards the Committee intends to make 
awards under the 2014 LTIP, which will be put 
to shareholders for approval at the 2014 AGM. 
 – Awards normally vest based on performance 
over a period of three years and are subject 
to a subsequent two-year holding period. 
Awards may be subject to a different 
vesting period as may be determined by 
the Committee.
 – Awards under the 2014 LTIP may be granted 
in the form of conditional awards or nominal 
cost options or phantom options which will be 
settled in cash.
 – The Committee determines targets 
each year to ensure that targets are 
stretching and represent value creation for 
shareholders while remaining motivational 
for management. 
 – The Committee shall determine the extent 
to which the awards will vest based on 
performance against targets and taking 
into consideration the wider performance 
of the Group. 
 – Awards are subject to malus and clawback 
provisions (details set out on page 52).
 – The maximum limit under 
the plan rules is 250% of 
base salary. 
 – The current intention is that 
awards will be limited to:
• 150% of base salary for 
the CEO
• 120% of base salary for 
the CFO
 – The intention is the 
maximum award will only 
be awarded in exceptional 
circumstances (e.g. 
recruitment).
 – The Committee retains the 
discretion to grant awards 
up to the maximum limit 
under the plan rules. The 
Committee’s intention 
would be to consult with 
shareholders in the event 
that awards were to 
be increased. 
 – Awards vest based on earnings per 
share performance.
 – The Committee retains the discretion 
to introduce alternative or additional 
performance measures if it considers 
that these would be better aligned 
with strategy and incentivise 
Executive Directors to deliver long-
term shareholder value. However, in 
any, year financial performance will 
always account for at least 75% of 
an award.
 – For threshold levels of performance 
25% of the award vests, increasing 
to 100% of the award for maximum 
performance. There is straight-
line vesting of awards between 
these points. 52 AVEVA Group plc Annual report and accounts 2014
Remuneration Committee report continued
The Directors’ remuneration policy continued
Directors’ report
Policy table footnotes
 – The deferred share element for both the core and outperformance 
annual incentive will be structured as a nil-cost option. 
 – Deferred awards will normally deliver the shares to participants 
in three equal tranches, one in each of the three years following 
the year in which an award is granted. The Committee has 
discretion to determine an alternative vesting profile.
 – Awards granted from 2012 onwards under the LTIP and the 
deferred share scheme are subject to malus and clawback 
provisions. Those provisions may apply at the discretion of the 
Committee if accounts are corrected or published that indicate 
the relevant performance was materially worse than in the 
accounts used to assess vesting.
 – Other elements of remuneration are not subject to clawback 
or malus.
 – The Committee may operate the 2014 LTIP and the deferred 
share scheme in accordance with its terms. This includes 
amending the scheme and the terms of awards (including 
adjustments to take account of any variation of capital, demerger 
or special dividend).
Legacy plans
Up to 2013, the Company’s long term incentive arrangement 
was the AVEVA Group Long Term Incentive Plan adopted with 
shareholder approval in 2004 (2004 LTIP). Awards under the plan 
were granted in the form of nominal priced options and vest based 
on the achievement of EPS performance over a three-year period. 
No holding period applies. At the 2007 AGM, shareholders approved 
the Executive Share Option Scheme 2007 (2007 ESOS). No grants 
have been made under the scheme. The Committee may operate 
the 2004 LTIP and 2007 ESOS in accordance with its terms. 
This includes amending the scheme and the terms of awards or 
performance conditions (including adjustments to take account of 
any variation of capital, demerger or special dividend).
Committee discretion
The Committee reserves the right to make any remuneration 
payments and payments for loss of office (including the exercise 
of any discretions available to it in connection with such payments) 
notwithstanding that they are not in line with the Policy set out 
above where the terms of the payment were agreed (i) before the 
policy came into effect or (ii) at a time when the relevant individual 
was not a director of the Company and, in the opinion of the 
Committee, the payment was not in consideration for the 
individual becoming a director of the Company. For these purposes 
'payments' include the Committee satisfying awards of variable 
remuneration and an award over shares is 'agreed' at the time the 
award is granted. 
The Committee may make minor amendments to the policy set 
out above (for regulatory, exchange control, tax or administrative 
purposes or to take account of a change in legislation) without 
obtaining shareholder approval for that amendment. 
Information supporting the policy table
Remuneration arrangements throughout the Group
Throughout the Group remuneration is determined based on 
the same principles – that remuneration arrangements should be 
appropriate for the role without paying more than is necessary and 
that pay should be structured to incentivise individuals to deliver 
the objectives of their role. AVEVA employs over 1,500 employees 
in over 40 locations with roles ranging from administrators to 
technical specialists and sales staff. The structure and level of 
reward therefore differs from role to role depending on skills, 
experience, level of seniority and market practice for the role. 
AVEVA’s sales employees participate in commission plans that are 
designed to encourage the growth objectives of the Group. Around 
200 employees have annual bonus plans with 19 receiving a portion 
of bonus in shares which is deferred for up to three years; all other 
employees are eligible for a Company Discretionary Award subject 
primarily to the Group’s financial performance and secondarily 
subject to individual performance. Around 40 members of senior 
management also participate in the LTIP based on the same 
performance targets as Executive Directors. All staff participate 
in a similar benefit structure to the Executive Directors.
Selection of performance measures
The Committee’s guiding principle is that remuneration 
arrangements that operate throughout the Group should support 
the delivery of our long-term business strategy and therefore the 
creation of shareholder value. Our key long-term strategic priority is 
to deliver strong but sustainable EPS growth to support the delivery 
of this strategic priority.
Our annual bonus arrangements incentivise the delivery of financial 
performance and the achievement of key individual objectives that 
are aligned with the delivery of our strategy. EPS growth is the 
primary measure used for long-term incentive arrangements 
(although the Committee retains discretion to use different 
performance measures for future awards). The payment of bonuses 
and the vesting of long-term incentives are subject to stretching 
targets established by the Committee at the beginning of each 
performance period. These targets are set taking account of internal 
forecasts of performance over the performance period, the markets 
in which the Group operates, our long-term growth ambitions and 
the expectations of the investment community on the Group’s 
future potential performance.
Remuneration policy for new hires
When determining the remuneration package for a newly appointed 
Executive Director, the Committee would seek to apply the 
following principles: 
 – The package should be market competitive to facilitate the 
recruitment of an individual of sufficient calibre to lead the 
business. At the same time, the Committee would intend to pay 
no more than it believes is necessary to secure the required talent. 
 – The structure of the on-going remuneration package would 
normally include the components set out in the policy table for 
Executive Directors.
 – Where an individual forfeits outstanding variable pay 
opportunities or contractual rights as a result of their 
appointment, the Committee may offer compensatory 
payments or awards, in such form as the Committee considers 
appropriate taking into account relevant factors, which may 
include the form of awards, expected value and vesting 
timeframe of forfeited opportunities. When determining such 
‘buy-outs’ the guiding principle would be that awards would 
generally be on a ‘like for like’ basis to those forfeited unless not 
considered appropriate.
 – The maximum level of variable remuneration which may be 
awarded (excluding any “buy-out” awards) is 375% of salary. 
 – Where an Executive Director is required to relocate to take-up 
their role the Committee may provide reasonable assistance 
with relocation (either via one-off or on-going payments or 
benefits) taking into account the individual’s circumstances and 
prevailing market practice.
 – In the event that an internal candidate was promoted to 
the Board legacy terms and conditions would normally be 
honoured, including pension entitlements and any outstanding 
incentive awards. 
To facilitate awards outlined above, in the event of recruitment, 
the Committee may grant awards to a new executive director in 
accordance with Listing Rule 9.4.2. This provision permits the 
granting of long term incentive plan awards, to facilitate, in unusual 
circumstances, the recruitment of an Executive Director, without 
seeking prior shareholder approval, or under any other appropriate 
Company incentive plan. Awards under Listing Rule 9.4.2 would 
normally be limited to ‘buy-out’ awards.  53 AVEVA Group plc Annual report and accounts 2014
STRATEGIC REPORT DIRECTORS’ REPORT FINANCIAL STATEMENTS
The remuneration package for a newly appointed Non-Executive Director would normally be in line with the structure set out in the policy 
table for Non-Executive Directors. 
Remuneration outcomes in different performance scenarios
The remuneration package at AVEVA is structured so that the majority of the package is related to the delivery of performance over the 
short and long-term to ensure that reward is aligned with shareholder value creation. 
The charts below show hypothetical values of the remuneration package for Executive Directors under three assumed performance scenarios:
CEO CFO
Maximum award opportunities % of salary
Annual Bonus 125% 125%
LTIP 150% 120%
Minimum 
 – No annual incentive pay-out
 – No vesting under the LTIP
Mid performance
 – 50% of salary pays out under the Annual Bonus (40% 
of maximum i.e. half of the core award and none of the 
outperformance award)
 – 0–50% of maximum vesting under the LTIP 
Maximum performance
 – 100% of maximum annual incentive pay-out 
 – 100% of maximum LTIP vesting 
No share price growth has been assumed. Potential benefits under all employee share schemes and dividend equivalents have not been included.
Performance – related rewards 2014/2015 
CEO – Richard Longdon
Maximum 
performance 
Mid
performance
Minimum
30% 36%
56%
100%
28% 16%
34% 37% 29%
61%
100%
26% 13%
34%
Total
Total
Total
KEY
Fixed Pay
Annual Bonus
Long-term incentive
£1,696,000
£917,000
£472,000
CFO – James Kidd
Maximum 
performance 
Mid
performance
Minimum
Total
Total
Total
£1,011,000
£584,000
£325,000
Fixed pay is comprised of the following:
Salary 
(Salary with 
effect from 
1 April 2014)
Benefits 
(Paid in 
2013/14)
Pension 
(Based on 
salary with 
effect from 
1 April 2014)
Total fixed 
pay
CEO (Richard Longdon) £445,000 £27,000 £0 £472,000
CFO (James Kidd) £280,000 £17,000 £28,000 £325,000 54 AVEVA Group plc Annual report and accounts 2014
Remuneration Committee report continued
The Directors’ remuneration policy continued
Directors’ report
Executive Director Service contracts and policy on payment for loss of office
When determining leaving arrangements for an Executive Director the Committee takes into account any contractual agreements including 
the provisions of any incentive arrangements, typical market practice and the performance and conduct of the individual.
The service contracts for Executive Directors include the following terms:
Name Date of contract Date of appointment Expiry/review date of current contract Continuous service date
Richard Longdon 28 November 1996 28 November 1996 Rolling 29 May 1984
James Kidd 1 January 2011 1 January 2011 Rolling 5 January 2004
The service agreements are available to shareholders to view on request from the Company Secretary. 
Notice period The CEO’s service contract can be terminated by the Company or the Executive Director on 
12 months’ notice.
The CFO’s service contract can be terminated by the Company or the Executive Director on 
9 months’ notice.
The service agreements provide for a period of garden leave not exceeding six months.
The Committee will determine the appropriate notice period for any new director taking into account the 
circumstances of the individual and market practice. Any notice period will normally be no longer than 
12 months. The Committee reserves the right to provide a longer initial notice period of up to 24 months 
reducing to 12 months over the first 12 months of employment if it considers this to be appropriate.
Payment in lieu of notice In the event of termination of contract without notice, the Executive shall be entitled to a payment 
in respect of salary and benefits for the period of notice. Such payment will normally be made in 
instalments and subject to mitigation but the Committee shall have discretion to make a single payment 
if this is considered appropriate.
Annual Bonus The Executive Director may, at the discretion of the Committee, remain eligible to receive an annual 
bonus for the financial year in which they ceased employment. Such Annual Bonus award will be 
determined by the Committee taking into account the circumstances for leaving, time in employment 
and performance. 
Deferred Share Scheme Death
In the event of a participant’s death unvested awards shall vest. Where awards are in the form of options 
they may be exercised for a period of up to 12 months from death.
‘Good leaver‘ 
At the discretion of the Committee, leaving by reason of injury, or disability, redundancy, the 
Company or business for which the participant works leaving the group & any other reasons 
determined by the Committee.
Awards shall continue in full and vest on the originally anticipated vesting dates. 
Alternatively, the Committee may determine that awards should vest when the participant ceases 
employment. Awards in the form of options may be exercised in accordance with the rules of the scheme.
Leavers in other circumstances
Awards will normally lapse.
2014 Long Term Incentive Plan Good leavers
If a participant leaves as a ‘good leaver‘, unvested awards shall continue in existence for the remainder 
of the performance period. At the end of the performance period, the awards may be permitted to vest 
to the extent determined in accordance with the applicable performance conditions and, unless the 
Committee determines otherwise, then reduced to reflect the period that elapsed from the start of the 
performance period to the date of cessation as a proportion of the performance period. 
‘Good leavers‘ are those that leave the employment of the company as a result of death, injury, 
disability, redundancy, retirement, the Company or business he works for being transferred from the 
Group or any other reason at the discretion of the Committee.
Leavers in other circumstances
Awards will normally lapse. Vested but unexercised options held by participants who leave employment 
other than due to gross misconduct may be exercised for a period following cessation of employment.  55 AVEVA Group plc Annual report and accounts 2014
STRATEGIC REPORT DIRECTORS’ REPORT FINANCIAL STATEMENTS
Other payments An Executive Director who joined the Company before January 2008 and who is made redundant, may 
receive, in addition to a payment in lieu of notice, any statutory redundancy payment and any other 
payment to which he is entitled, a payment under the Company’s enhanced redundancy policy. This 
policy applies to all employees who joined the Company before January 2008. Under the policy, an 
eligible person will receive a payment calculated by reference to their length of service and weekly pay 
(by reference to gross annual salary) as follows:
 – 7 weeks’ pay for service of up to 6 years; plus
 – 1.5 weeks’ pay for each completed year of service over 7 years up to 20 years; plus
 – 2 weeks’ pay for each completed year of service over 20 years. 
Under the Company’s enhanced redundancy policy, eligible participants, including Executive Directors, 
may also receive a payment in lieu of a 90 day redundancy consultation period.
In the event of termination of an Executive Director’s employment, a payment may be made in lieu of 
any accrued but untaken holiday. 
The Remuneration Committee would be responsible for considering the circumstances of the early 
termination of an Executive Director’s contract and determining whether in exceptional circumstances 
there should be compensation payments in excess of the Company’s contractual obligations. 
Prior to 2014, long-term incentive awards were granted under the 2004 LTIP . Under this plan, if a participant leaves for any reason other than 
gross misconduct, unvested awards will vest to the extent performance conditions have been met at the date of cessation. To the extent 
performance conditions have not been met at the date of cessation, if the participant is a 'good leaver', unvested awards will vest at the date 
of cessation to the extent determined by the Committee at its absolute discretion taking into account the extent to which any performance 
condition has been satisfied on cessation and, unless the Committee determines otherwise, the period of time that has elapsed from grant 
to cessation. For these purposes, a person is a 'good leaver' if he leaves because of death, injury, disability, redundancy, retirement, the 
Company or business he works for being transferred from the Group or any other reason at the discretion of the Committee. 
Change of control
In the event of a change of control or a voluntary winding-up of the Company and ultimately at the discretion of the Remuneration Committee: 
1. Unvested awards under the Deferred Share Scheme will vest in full at the time of change of control.
2. Unvested awards granted under the 2004 LTIP will vest having regard to the extent to which performance conditions have been met and, 
in the case of awards granted after 16 May 2012, unless the Committee determines otherwise, the time elapsed between the date of 
award and the date of the change of control or winding-up.
3. Unvested awards granted under the 2014 LTIP will vest having regard to the extent to which performance conditions have been met and 
unless the Committee determines otherwise, the proportion of the performance period that has elapsed at the date of the change of 
control or winding-up.
Employee context
When setting Executive Directors' pay, the Committee considers the remuneration arrangement of other senior managers and employees in 
the Group more generally to ensure that Executive remuneration arrangements are appropriate in this context. 
AVEVA undertakes an annual salary review in April each year and uses this opportunity to reward strong performance and ensure salaries are 
in line with market rates. It manages this in a competitive environment particularly in the fast-growing economic areas. When determining 
salary increases for Executive Directors the Committee considers the outcome of the wider pay review for the Group.
The Committee does not consult directly with employees regarding Executive Directors’ remuneration. However, at regular intervals the 
Company conducts a survey of the views of employees in respect of their experience of working at AVEVA including their own reward. 
Dialogue with shareholders
The views of our shareholders on remuneration matters is important to the Committee and prior to making any material changes to 
remuneration arrangements the Committee consults with major shareholders and their representative bodies to obtain their views.
Over the past few years we have regularly consulted with shareholders regarding the operation of remuneration arrangements including 
the structure and stretch of the annual bonus plan, performance measures for the LTIP and the level of stretch in LTIP targets. In 2014 the 
Committee consulted with shareholders regarding the increases in basic salary for the Executive Directors and the implementation of a new 
LTIP in light of the expiry of the 2004 LTIP .
The Company remains committed to engaging with shareholders in relation to remuneration issues. 56 AVEVA Group plc Annual report and accounts 2014
Remuneration Committee report continued
The Directors’ remuneration policy continued
Directors’ report
Remuneration Policy for Non-Executive Directors 
Approach to setting fees Basis of fees Other items
 – Fees for the Chairman and 
the Non-Executive Directors 
are determined taking 
account of the individual’s 
responsibilities, the expected 
time commitment for the role 
and prevalent market rates. 
 – The Board is responsible 
for setting fees for the 
Non-Executive Directors 
with the Committee being 
responsible for setting fees 
for the Chairman. 
 – Fees are reviewed at 
appropriate intervals.
 – Basic fees are subject to the aggregate limit in the Company’s 
Articles of Association. Any changes in this limit would be 
subject to shareholder approval.
 – Non-Executive Directors are paid a basic fee for 
membership of the Board with additional fees being paid 
to Non-Executive Directors who hold the position of 
Committee Chairman to take into account the additional 
responsibilities and workload. Additional fees may also 
be paid for other board responsibilities or roles if this is 
considered appropriate.
 – The Non-Executive Chairman receives an all-inclusive fee 
for the role.
 – Fees are paid in cash.
 – Current fees are follows:
• Chairman’s fees – £165,880
• Basic non-executive director fees – £47,150
• Committee Chairman fee (Audit and Remuneration) – 
£10,700
• Senior Independant Director fee – £10,700
 – Fees may be increased in future years in line with the policy 
outlined above.
 – Non-Executive Directors do 
not receive incentive pay or 
share awards.
 – Non-Executive Directors do not 
currently receive any benefits. 
Benefits may be provided in the 
future if, in the view of the Board 
(or, in the case of the Chairman, 
the Committee), this was 
considered appropriate.
 – Travel and other reasonable 
expenses (including fees incurred 
in obtaining professional advice 
in the furtherance of their 
duties) incurred in the course 
of performing their duties are 
reimbursed to Non-Executive 
Directors.
Non-Executive Director Letters of appointment
The Non-Executive Directors have appointment letters, the terms of which recognise that their appointments are subject to the Company’s 
Articles of Association and their services is at the direction of the shareholders.
The letters of appointment for Non-Executive Directors include the following terms:
Name Date of contract Date of appointment
Expiry/review date 
of current contract Notice period months
Philip Aiken 1 May 2012 1 May 2012 30 April 2015 3
Philip Dayer 2 January 2014 7 January 2008 2 January 2017 3
Jonathan Brooks 11 July 2013 12 July 2007 11 July 2016 3
Jennifer Allerton 6 March 2013 6 March 2014 1 July 2016 3
All Non-Executive Directors submit themselves for election at the Annual General Meeting following their appointment and subsequent 
intervals of no more than three years.
There are no pre-determined special provisions for Non-Executive Directors with regard to compensation in the event of loss of office. 
Non-Executive Directors are not entitled to any payments in lieu of notice.
The letters of appointment are available for shareholders to view from the Company Secretary upon request.  57 AVEVA Group plc Annual report and accounts 2014
STRATEGIC REPORT DIRECTORS’ REPORT FINANCIAL STATEMENTS
Annual report on remuneration
Executive Directors 
Statement of implementation of remuneration policy in 2014
Base salary
As set out in the introductory letter from the Remuneration Committee Chairman, during the course of 2013/14 the Remuneration 
Committee undertook a detailed review of the current remuneration arrangements in operation at AVEVA, which included a review of the 
market positioning of the current remuneration arrangements. 
A review of market positioning was last undertaken three years ago and since this time there has been a significant increase in terms of 
both the size and the complexity of the Group illustrated by a near doubling of the Group’s market capitalisation to c.£1.4bn, the employee 
base of the Group increasing from c.800 employees to around 1,500 in 2013/14, the Group diversifying into new product areas including 
Enterprise Solutions and developing AVEVA Everything3D and an increase in the spread of the Group’s operations overseas. As a result 
of this, the positioning of the Executive Directors’ remuneration arrangements, particularly base salary, has fallen significantly behind 
market practice. 
In light of the above and taking into account the strong performance of the business and the Executives in recent years, the Committee 
considered it appropriate to increase the base salary for the CEO and CFO as follows:
Base salary with effect from CEO CFO
1 April 2014 £445,000 (c.9.7% increase) £280,000 (c.7.6% increase)
1 April 2015 £485,000 (c.9% increase) £300,000 (c.7% increase)
The salary increases with effect from 1 April 2015 will be subject to continued strong performance by the Executive and the Group.
Benefits
In line with benefits provided for other senior employees, in 2014/15 Executive Directors will be provided with a company car or a mobility 
allowance, a fuel allowance and a £500 annual allowance towards a range of flexible benefits. 
 
Pension 
As noted in the Policy Table above, Richard Longdon participated in the AVEVA Solutions Limited defined benefit pension scheme until 2010 
when he accrued the maximum benefits that he is entitled to under the scheme. He is now a deferred member of the scheme and is no 
longer accruing any further benefits.
James Kidd is a member of the AVEVA Group Personal Pension Plan (a defined contribution scheme). For 2014/15, the Company contribution 
to the plan will be 10% of salary. James will continue to be provided with the flexibility to contribute to this plan via salary sacrifice.
 
Annual Incentive Scheme
For 2014/15, the maximum opportunity for Executive Directors under the annual bonus will be 125% of base salary (which will be made up of 
a core award of 100% of salary and an outperformance award of 25% of base salary).
It was agreed that for the core award 90% of bonus shall be based on achieving stretching Group adjusted profit before tax (PBT) targets. 
10% of the core award is contingent upon achievement of key individual performance objectives which had been agreed by the 
Remuneration Committee at the start of the financial year.
Of the 90% of the core award based on financial performance, 10% is based on achievement for the six months to 30 September and the 
remaining 80% is based on the full year results for 2014/15.
The performance targets for the core and outperformance award are based on Group adjusted profit before tax (PBT) targets and the 
outperformance award will only be delivered for the achievement of stretch targets over and above the targets for the core award.
The Remuneration Committee believes that, given the annual incentive scheme rewards the achievement of the annual business plan, 
the targets are commercially sensitive and therefore should not be disclosed.
Deferral
For the core award, at 100% achievement of bonus performance conditions 60% of the bonus amount is payable in cash and the balance, 
40%, is deferred into shares. If the bonus amount is less than or equal to 70% of the potential maximum core bonus, then 75% of the bonus 
is paid in cash and 25% paid in deferred shares. If the bonus amount is between 70% and 100% of the potential maximum core bonus then 
the proportion paid in deferred shares is determined by linear interpolation between 25% and 40%.
Any outperformance award will be paid in deferred shares. 
Deferred awards vest pro-rata over three years.  58 AVEVA Group plc Annual report and accounts 2014
Remuneration Committee report continued
Annual report on remuneration continued
Directors’ report
Proportion of core bonus award payable in deferred shares
80% 60% 100% 40% 20%
50%
40%
30%
20%
10%
0%
% Bonus achievement
Period of deferral  
One-third
One-third
One-third
Years
0 1 2 3
Long-Term Incentive Plan
Subject to shareholder approval, it is intended that awards will be made under the 2014 LTIP following the 2014 AGM. 
As set out in the introductory letter from the Remuneration Committee Chairman the award opportunity for the CEO will be 150% of base 
salary (increased from 120% of base salary) and for the CFO will be 120% of base salary (increased from 100% of salary).
As with previous years, the performance conditions for the award will be based on EPS growth over the three-year period from 2014/15 to 
2016/17. To reflect the increased opportunity under the plan, the Committee is proposing to increase the performance range for awards to 
be granted in 2014 as follows:
Average adjusted diluted 
earnings per share growth 
per annum
Performance
Current 
targets*
Proposed 
targets
Proportion 
of vesting 
(% of total 
award)#
Threshold 12% 12% 25%
Maximum 18% 20% 100%
* For comparative purposes, current targets have been adjusted down by 2% to eliminate the effect of the share consolidation completed in 2013 and which affected the 
base year for performance measurement targets.
# If average EPS growth is between threshold and maximum then vesting shall be on a straight-line basis.
Single total figure of remuneration for Executive Directors (Audited)
The following table sets out the single figure for total remuneration for Directors for the 2013/14 and 2012/13 financial years.
Executive Directors
2014
Base salary 
(£’000)
Benefits 
(£’000)
Pension 
(£’000)
Annual 
incentive 
(£’000)
Long-term 
incentive 
(£’000)
Total 
(£’000)
Richard Longdon 406 27 — 254 510 1,197
James Kidd 260 17 26 163 204 670
2013
Base salary 
(£’000)
Benefits 
(£’000)
Pension 
(£’000)
Annual 
incentive 
(£’000)
Long-term 
incentive 
(£’000)
Total 
(£’000)
Richard Longdon 390 25 — 365 183 963
James Kidd 230 17 23 215 18 503 59 AVEVA Group plc Annual report and accounts 2014
STRATEGIC REPORT DIRECTORS’ REPORT FINANCIAL STATEMENTS
Elements of single figure of remuneration 
Base salary
The CEO’s salary over 2013/14 was £405,600 (2012/13 – £390,000). The CFO’s salary over 2013/14 was £260,000 (2012/13 – £230,000). 
Benefits
In 2013/14 and 2012/13 Executive Directors were provided with a company car or a mobility allowance, a fuel allowance and a £500 annual 
allowance towards a range of flexible benefits. 
Pension 
James Kidd is a member of the AVEVA Group Personal Pension Plan (a defined contribution scheme) and during 2013/14 the Company 
contributed 10% of salary to the plan. 
Annual incentive 
This reflects the total annual incentive paid and payable in 2014 
based on performance in the year ended 31 March 2014. This 
includes both the cash element of the bonus and the portion 
deferred into shares under the deferred share scheme. 
10% of the core award was paid for achieving the half year 
performance target. The Committee determined that for both the 
CEO and CFO, 10% of the core award will be paid following 
achievement of individual performance targets and 43% of the core 
award will be paid based on the full year financial performance as the 
target was only partially met. None of the outperformance award 
will be paid as targets were not met. Achievement for 2013/14 was 
63% of the core award and 50% of the maximum payable for both 
Executive Directors (2012/13 – 94%).
2014
Cash bonus 
(£’000)
Deferred 
bonus 
(£’000)
Total bonus 
(£’000)
Richard Longdon 190 64 254
James Kidd 122 41 163
The Remuneration Committee believes that, given the annual incentive scheme rewards the achievement of the annual business plan, the 
targets are commercially sensitive and therefore should not be disclosed. 
Long-term incentives 
This includes the LTIP awards, granted under the previous Long-Term Incentive Plan, vesting based on performance in the three-year period 
ending 31 March 2014.
The values included in the single figure table are calculated by multiplying the number of shares granted on 9 July 2011 by the level of vesting 
(94% of maximum awards) and the three-month average share price to 31 March 2014 of 2,094p.
These awards were subject to the delivery of EPS growth. 0% of awards vest for diluted EPS growth of less than RPI plus 5%, with 100% of awards 
vesting for diluted EPS growth of more than RPI plus 12%. These targets were both subsequently increased by 1% (to 6% and 13% respectively) 
to reflect the effect of the share consolidation completed in July 2013. Average diluted EPS growth for the three year performance period 
exceeded RPI by 12.6% per annum and therefore 94% of the award shall vest on 6 July 2014. The Committee considered this level of vesting in 
the context of the wider performance of the business and returns to shareholders during the period and considered that it was appropriate.
For 2012/13, 33% of the maximum LTIP awards granted to the Executives in 2010/11 vested. 
Adjusted proﬁt before tax (£m) 
11% : £78.3m
2014 2013
70.6
78.3
2012
62.4 60 AVEVA Group plc Annual report and accounts 2014
Remuneration Committee report continued
Annual report on remuneration continued
Directors’ report
Other information in relation to 2013/14
Scheme interests awarded in the year (audited)
The table below sets out details of the LTIP 2004 and deferred share awards made to the Executive Directors during 2013/14:
Plan and type of 
award Participant Date of grant Basis of award
Face value 
of awards (£)
Threshold vesting 
(% of face value)
Performance 
period
Details on 
performance 
measures
LTIP (nominal 
cost options)
Richard 
Longdon
21 August 2013
The CEO was 
made an award 
of 120% of
base salary
£486,720
1
25%
1 April 2013 – 
31 March 2016
Diluted adjusted 
EPS growth.
25% vests for 
diluted adjusted 
EPS growth of 
14% p.a.
100% vests for 
diluted adjusted 
EPS growth of 
more than 
20% p.a.
Linear 
interpolation 
between these 
points.
James Kidd
The CFO was 
made an award 
of 100% of 
base salary
£260,000
1
Deferred Share 
Scheme
Richard 
Longdon
20 June 2013
Deferred 
element of 
2012/13 annual 
incentive
£137,192
N/A
No performance 
period. Awards 
vest in equal 
tranches on  
27 May 2014,  
27 May 2015 and 
27 May 2016 
N/A
James Kidd £80,908
1 Richard Longdon was awarded options over 19,931 shares and James Kidd options over 10,647 shares. The number of options awarded were determined using the 
average market share price for the 5 days preceding the award of 2,442p.
Shareholding guidelines and interests in shares (audited)
2013
Share 
ownership 
guideline as 
a % of base 
salary
Have 
guidelines 
been met?
Actual share 
ownership 
(as a % of 
base salary)
Shares 
owned 
outright at 
1 April 2013
Shares 
owned 
outright at 
31 March 
2014
Richard Longdon 200% Yes 1270%
1
353,159 246,349
James Kidd 100% On-target 56%
1
6,168 6,901
1 Calculated using the closing share price on 31 March 2014 of 2,094p and base salary for the 2013/14 year. 61 AVEVA Group plc Annual report and accounts 2014
STRATEGIC REPORT DIRECTORS’ REPORT FINANCIAL STATEMENTS
Outstanding scheme interests (audited)
As at
 1 April 2013
Granted 
during the 
year
Exercised 
during the 
year
Lapsed/ 
forfeited 
during the 
year
As at 
31 March 
2014
Exercise 
price (p)
Richard Longdon
LTIP 77,764 19,931 — (16,775) 80,812 0.3556
Deferred shares 14,037 5,903 (8,398) — 11,542 nil
James Kidd
LTIP 26,044 10,647 (804) (1,631) 34,256 0.3556
Deferred shares 3,231 3,481 (1,404) — 5,308 nil
Summary of LTIP targets 
Performance conditions related to LTIP awards originally granted in 2011/12 and 2012/13 have been adjusted to reflect the impact of the 
special dividend of £100m and share consolidation during 2013/14. In respect of the July 2012 award, target growth rates were increased by 
1.5% to 9.5% and 16.5%. In respect of the July 2011 award, target growth rates above RPI were increased by 1% to 6% and 13%.
Date of award
Options granted to 
Executive Directors
Period of performance 
measurement Performance targets/measures Achievement
26 July 2010 37,961 2010/11 – 2012/13 – 0% vest for diluted EPS growth 
of less than RPI plus 4% p.a.
 – 100% vest for diluted EPS growth 
of more than RPI plus 12% p.a.
 – Linear interpolation to determine the 
number of shares that vest between 
RPI plus 4% and RPI plus 12% p.a.
Target partially 
met, 33% of award 
vested
6 July 2011 35,155 2011/12 – 2013/14 – 0% vest for diluted EPS growth 
of less than RPI plus 6% p.a.
 – 100% vest for diluted EPS growth 
of more than RPI plus 13% p.a.
 – Linear interpolation to determine the 
number of shares that vest between 
RPI plus 6% and RPI plus 13% p.a.
Target partially 
met, 94% of award 
expected to vest
9 July 2012 41,180 2012/13 – 2014/15 – 0% for diluted adjusted EPS growth 
of less than 9.5% p.a.
 – 25% for diluted adjusted EPS growth 
of 9.5% p.a.
 – 100% for diluted adjusted EPS 
growth of more than 16.5% p.a.
 – Linear interpolation to determine the 
number of shares that vest between 
9.5% and 16.5% p.a.
Performance period 
not yet completed
21 August 2013 30,578 2013/14 – 2015/16 – 0% for diluted adjusted EPS growth 
of less than 14% p.a.
 – 25% for diluted adjusted EPS growth 
of 14% p.a.
 – 100% for diluted adjusted EPS 
growth of more than 20% p.a.
 – Linear interpolation to determine the 
number of shares that vest between 
14% and 20% p.a.
Performance period 
not yet completed 62 AVEVA Group plc Annual report and accounts 2014
Remuneration Committee report continued
Annual report on remuneration continued
Directors’ report
Dilution
The number of shares which may be allocated on exercise of any options granted under any of the Company’s share option schemes 
(including employee schemes) shall not, when aggregated with the number of shares which have been allocated in the previous ten years 
under these schemes, exceed 5% of the ordinary share capital of the Company in issue immediately prior to that date.
Payments made to past directors (audited)
No payments were made during 2013/14.
Payments for loss of office (audited)
No payments were made during 2013/14.
Total shareholder return v. techMARK All-Share Index 2009–2014
The graph below shows performance, measured by total shareholder return, compared with the performance of the techMARK All-Share 
Index. Total shareholder return is the share price plus dividends reinvested compared against the techMARK All-Share Index, rebased to the 
start of the period.
The Directors consider the techMARK All-Share Index to be an appropriate choice as the Index includes AVEVA Group plc.
CEO single figure five year history
Table below shows the five year history of the CEO single figure of total remuneration:
2009/10 2010/11 2011/12 2012/13 2013/14
CEO Single figure of total remuneration (£‘000) 818 695 1,003 963 1,197
Annual incentive pay-out (% of maximum) 100% 100% 68% 94% 50%
LTIP pay-out (% of maximum) 100% 0% 100% 33% 94%
Change in remuneration of the CEO 
The table below illustrates the percentage change in salary, benefits and annual bonus for the Group CEO and two selected sub-sets of 
employees (including only those employees who were employed at the start of the 2012/13 financial year through to the end of the 2013/14 
financial year). The UK Group has been chosen because AVEVA is headquartered, and employs around one-third of its employees, in the UK. 
Typical salary inflation in some other AVEVA locations is materially higher than the UK, which would distort the comparison.
CEO
Executive 
management 
group
UK 
employees
% change in base salary (2012/13 to 2013/14) 4% 5% 4%
% change in benefits (2012/13 to 2013/14) 8% 0% 0%
% change in annual bonus (2012/13 to 2013/14) -30% -30% -11%
KEY
AVV TSR
FTSE techMARK 
All-Share TSR
0
100
200
300
400
500 63 AVEVA Group plc Annual report and accounts 2014
STRATEGIC REPORT DIRECTORS’ REPORT FINANCIAL STATEMENTS
Relative importance of spend on pay
The chart below illustrates the year on year change in total remuneration for all employees in the Group compared to adjusted profit before 
tax and distributions to shareholders for 2013/14 and 2012/13. The Committee determined to include adjusted profit before tax in this chart 
as it is one of the Group’s key performance indicators and is the primary measure for the annual incentive scheme.
Outside appointments
The Board believes that accepting non-executive appointments with other companies enhances the experience of Executive Directors and 
therefore they are entitled to accept appointments outside of the Company provided that Board approval is sought prior to accepting the 
appointment. Whether or not the Director concerned is permitted to retain their fees is considered on a case by case basis. 
Richard Longdon was appointed as an adviser to Detica, a division of BAE Systems in July 2011, a position he subsequently resigned from during 
2013/14. Prior to his appointment, the Board considered the impact on his role as CEO and concluded that he could still devote sufficient time 
to his role and therefore approved his appointment. Mr Longdon did not receive a salary for this role but was paid a daily fee for attendance. 
As Mr Longdon performed these services independently of his duties to the Company, he was entitled to receive such compensation.
Total pension entitlements 
Richard Longdon is a deferred member of the CadCentre Pension Scheme, a defined benefit pension scheme for which AVEVA Solutions Ltd 
is the principal employer, and has accrued the maximum benefit he is entitled to. The Directors had accrued entitlements under the pension 
scheme as follows:
Accumulated 
accrued 
pension at 
31 March 
2014 
£
Accumulated 
accrued 
pension at 
31 March 
2013 
£
Increase 
in accrued 
pension 
during year 
£
Increase 
in accrued 
pension during 
the year, after 
removing 
the effects of 
inflation 
£
Transfer value 
of increase, 
after removing 
the effects 
of inflation, 
less Directors’ 
contributions 
£
Richard Longdon 164,300 159,974 4,326 — —
The pension entitlement shown is that which would be paid annually, based on service to the end of the year.
The transfer value as at date of retirement of each Director’s accrued benefits at the end of the financial year is as follows:
31 March 
2014 
£
31 March 
2013 
£
Movement, 
less Directors’ 
contributions 
£
Richard Longdon 3,137,520 3,147,575 (10,055)
The transfer values have been calculated on the basis of actuarial advice in accordance with Actuarial Guidance Note GN11. Members of the 
scheme have the option to pay Additional Voluntary Contributions. Neither the contributions nor the resulting benefits are included in the 
above table.
Richard Longdon is entitled to a pension on normal retirement at age 62, or on retirement due to ill heath, in accordance with the 
arrangements under the scheme. A lower pension is available after the age of 55 by agreement with the Company and subject to 
HMRC guidelines.
James Kidd is a member of the AVEVA Group Personal Pension Plan and during 2013/14 received employer contributions of £26,000 (2012/13 
– £23,000).
Dividends paid Employee staff costs Adjusted proﬁt
before tax
100.2
92.8
78.3
70.6
116.5
14.6
KEY
2012/13
2013/14 64 AVEVA Group plc Annual report and accounts 2014
Remuneration Committee report continued
Annual report on remuneration continued
Directors’ report
Non-Executive Directors
Implementation of remuneration policy for NEDs in 2014
As noted in the Policy Report, the fees for the Chairman and the Non-Executive Directors are determined taking account of the individual’s 
responsibilities; time devoted to the role and prevalent market rates. Non-Executive Directors received a basic fee of £45,760 per annum. 
Additional fees are paid to Non-Executive Directors who hold the position of Committee Chairman (£10,400) and Senior Independent 
Director (£10,400). 
Single total figure of remuneration for Non-Executive Directors (Audited)
The table below shows a single figure of remuneration for each of our Non-Executive Directors, for the years 2013/14 and 2012/13. 
2013/14 fees 
£
2012/13 fees 
£
Philip Aiken (Chairman) 150,800 127,000
Jennifer Allerton 34,320 —
Jonathan Brooks 56,160 54,000
Hervé Couturier 11,440 44,000
Philip Dayer 66,560 54,000
Nick Prest — 32,000
NEDs' interests in shares
The table shows the interests in AVEVA ordinary shares of Non-Executive Directors and their connected persons as at 31 March 2014.
Shares 
owned 
outright at 
31 March 
2014
Shares 
owned 
outright at 
1 April 2013
Philip Aiken (Chairman) 937 1,000
Jennifer Allerton 1,000 —
Jonathan Brooks — —
Philip Dayer 6,562 7,000
There have been no changes to Directors’ holdings between the year end date and the publication of this report. 65 AVEVA Group plc Annual report and accounts 2014
STRATEGIC REPORT DIRECTORS’ REPORT FINANCIAL STATEMENTS
Other statutory information 
Directors’ report
Results and dividends
The Group made a profit for the year after taxation of £51.0 million 
(2013 – £45.5 million). Revenue was £237.3 million (2013 – £220.2 
million) and comprised software licences, software maintenance 
and services.
The Directors recommend the payment of a final dividend of 22.0 
pence per ordinary share (2013 – 19.5 pence). If approved at the 
forthcoming Annual General Meeting, the final dividend will be paid 
on 25 July 2014 to shareholders on the register at close of business 
on 27 June 2014.
Business review and future developments
A review of the Group’s operations during the year and its plans for 
the future is given in the Chairman’s statement, the Chief 
Executive’s statement and the Finance review.
The Key Performance Indicators used by AVEVA to measure its own 
performance at the Group level are total revenue, recurring revenue, 
segment profit contribution, adjusted profit before tax, adjusted 
earnings per share and headcount. The figures for the year ended 
31 March 2014 are set out on page 25, together with figures for the 
previous year and a discussion of the principal risks and 
uncertainties facing the Group is included on pages 26 and 27.
Research & Development
The Group continues an active programme of Research & 
Development which covers the updating of and extension to the 
Group’s range of products.
Intellectual property
The Group owns intellectual property both in its software tools and 
the products derived from them. The Directors consider such 
properties to be of significant value to the business and have a 
comprehensive programme to protect it.
Financial instruments
The Group’s financial risk management objectives and policies are 
discussed in note 26 to the consolidated financial statements.
Going concern
The Group has significant financial resources, is profitable and has a 
strong position in the markets it serves. At 31 March 2014 the Group 
had cash and treasury deposit balances of £117.5 million (2013 – 
£190.4 million) and no debt. Therefore, after making enquiries and 
considering the cash flow forecasts for the Group, the Directors 
have a reasonable expectation that the Group has adequate 
resources to continue its operational existence for the foreseeable 
future. For this reason they continue to adopt the going concern 
basis in preparing the financial statements.
Directors and their interests
The Directors who served during the year under review are 
shown below:
Philip Aiken (Chairman)
Philip Dayer (Non-Executive Director and Senior Independent Director)
Jonathan Brooks (Non-Executive Director)
Jennifer Allerton (Non-Executive Director)
Hervé Couturier (Non-Executive Director)
Richard Longdon (Chief Executive)
James Kidd (Chief Financial Officer)
The interests (all of which are beneficial) in the shares of the 
Company of Directors who held office at 31 March 2014 in respect of 
transactions notifiable under Disclosure and Transparency Rule 3.1.2 
that have been disclosed to the Company are as follows:
At 31 March 
2014 
ordinary 
shares
At 31 March  
2013 
ordinary 
shares
Philip Aiken 937 1,000
Philip Dayer 6,562 7,000
Jonathan Brooks — —
Jennifer Allerton 1,000 —
Richard Longdon 246,349 353,159
James Kidd 6,901 6,168
No changes took place in the interests of Directors in the shares of 
the Company between 31 March 2014 and 27 May 2014.
Directors’ share options are disclosed in the Remuneration 
Committee report on pages 60 to 61.
No Director had a material interest in any significant contract, other 
than a service contract or contract for services, with the Company 
or any of its subsidiaries at any time during the year.
Resolutions will be submitted to the Annual General Meeting for the 
re-election of all current Directors. Brief biographical details of all 
Directors appear on pages 42 and 43.
Conflict of interest
Throughout the year the Company has operated effective 
procedures to deal with potential or actual conflicts of interest. 
During the year no conflict arose requiring the Board to exercise its 
authority or discretion.
Share capital
Details of the issued share capital can be found in note 30 to the 
consolidated financial statements. The rights attaching to the 
Company’s shares are set out in its Articles of Association.
Subject to any restrictions referred to in the next section, members 
may attend any general meeting of the Company.
There are no restrictions on the transfer of ordinary shares in the 
Company other than: certain restrictions which may from time to 
time be imposed by laws and regulations (for example, insider 
trading laws); and pursuant to the Listing Rules of the Financial 
Conduct Authority whereby Directors and certain employees of 
the Company require the approval of the Company to deal in the 
ordinary shares and pursuant to the Articles of Association where 
there is default in supplying the Company with information 
concerning interests in the Company’s shares there are no 
special control rights in relation to the Company’s shares.
Voting rights
Subject to any restrictions below, on a show of hands every 
member who is present in person or by proxy at a general meeting 
has one vote on each resolution and, on a poll, every member who 
is present in person or by proxy has one vote on each resolution for 
every share of which he/she is the registered member. A proxy will 
have one vote for and one vote against a resolution on a show 
of hands in certain circumstances specified in the Articles of 
Association. The Notice of Annual General Meeting specifies 
deadlines for exercising rights. 66 AVEVA Group plc Annual report and accounts 2014
A resolution put to the vote of a general meeting is decided on a 
show of hands, unless before or on the declaration of the result of 
the show of hands, a poll is demanded by the Chairman of the 
meeting. The Articles of the Company also allow members, in 
certain circumstances, to demand that a resolution is decided by 
a poll.
A member may vote personally or by proxy at a general meeting. 
Any form of proxy must be delivered to the Company not less 
than 48 hours before the time appointed for holding the meeting or 
adjourned meeting at which the person named in the appointment 
proposes to vote (for this purpose, the Directors may specify that no 
account shall be taken of any part of a day that is not a working day). 
A corporation which is a member of the Company may authorise 
such persons as it thinks fit to act as its representatives at any general 
meeting of the Company.
No member shall be entitled to attend or vote, either personally 
or by proxy, at a general meeting in respect of any share if any call or 
other sum presently payable to the Company in respect of such 
share remains unpaid or in certain other circumstances specified 
in the Articles of Association where there is default in supplying 
the Company with information concerning interests in the 
Company’s shares.
Dividends, distributions and liquidation
Members can declare final dividends by passing an ordinary 
resolution but the amount of the dividends cannot exceed the 
amount recommended by the Board. The Board can pay interim 
dividends provided the distributable profits of the Company justify 
such payment. The Board may, if authorised by an ordinary resolution 
of the members, offer any member the right to elect to receive new 
shares, which will be credited as fully paid, instead of their cash 
dividend. Any dividend which has not been claimed for 12 years after 
it became due for payment will be forfeited and will then revert to the 
Company. Members may share in surplus assets on a liquidation.
If the Company is wound up, the liquidator can, with the sanction of 
the members by special resolution and any other sanction required 
by law, divide among the members all or any part of the assets of 
the Company and he/she can value any assets and determine how 
the divisions shall be carried out as between the members or 
different classes of members. The liquidator can also transfer the 
whole or any part of the assets to trustees upon any trusts for the 
benefit of the members. No members can be compelled to accept 
any asset which would give them any liability.
There are no agreements between holders of securities that are 
known to the Company which may result in restrictions on the 
transfer of securities or on voting rights, save as described below 
in relation to the Employee Benefit Trust.
Change of control
All of the Company’s share-based plans contain provisions relating 
to change of control. Outstanding awards and options normally 
vest and become exercisable on a change of control, subject to the 
satisfaction of any relevant performance conditions at that time.
There are no other significant agreements to which the Company is 
a party that take effect, alter or terminate upon a change of control 
of the Company following a takeover bid.
There are no agreements between the Company and its Directors 
or employees providing for compensation for loss of office or 
employment that occurs because of a takeover bid.
 
Substantial shareholdings
Interests in the ordinary share capital of the Company are set out in 
the table below.
The Company had been notified, in accordance with Disclosure and 
Transparency Rule 5, of the following interests in the ordinary share 
capital of the Company:
Name of holder Number
As at 
31 March 
2014 
Percentage 
held % Number
As at 
27 May 
2014 
Percentage 
held %
BlackRock 7,247,348 11.3% 6,879,961 10.8%
Standard Life 
Investments 4,695,313 7.4% 5,100,245 8.0%
Allianz Global 
Investors 4,314,964 6.8% 3,690,884 5.8%
Threadneedle 
Investments 2,281,905 3.6% 2,209,783 3.5%
Oppenheimer Funds 2,203,700 3.5% 2,191,120 3.4%
T Rowe Price Global 
Investments 2,035,221 3.2% 2,034,210 3.2%
Legal & General 
Investment 
Management 1,961,328 3.1% 1,945,528 3.0%
Articles of Association
Any amendments to the Articles of Association of the Company 
may be made in accordance with the provisions of the Companies 
Act by way of special resolution.
Powers of the Directors
The business of the Company is managed by the Directors, who 
may exercise all powers of the Company, subject to the Company’s 
Articles of Association, relevant statutory law and to any direction 
that may be given by the Company in general meeting by special 
resolution. Subject to the Companies Act, shares may be issued by 
Board resolution. At the Company’s last Annual General Meeting, 
powers were granted to the Directors (subject to limits set out in 
the resolutions) to issue and to buy back its own shares; similar 
powers are proposed to be granted at the forthcoming Annual 
General Meeting. The buy-back authority was limited to 10% of the 
Company’s issued share capital. No shares have been bought back 
under this authority.
Appointment of Directors
The Articles of Association limit the number of Directors to not 
less than two and not more than ten save where members decide 
otherwise. Members may appoint Directors by ordinary resolution 
and may remove any Director (subject to the giving of special 
notice) and, if desired, replace such removed Director by ordinary 
resolution. New Directors may be appointed by the Board but are 
subject to election by members at the first Annual General Meeting 
after their appointment. A Director may be removed from office if 
requested by all other Directors.
The Company’s Articles of Association require that at each AGM 
there shall retire from office (and be subject to re-election by 
members) any Director who shall have been a Director at the 
preceding two Annual General Meetings and who was not 
appointed or re-appointed then or subsequently. However, in 
accordance with the UK Corporate Governance Code, the Company 
requires all Directors who held office at 31 March 2014 to stand for 
re-election. 
Other statutory information
continued
Directors’ report