www.hyderconsulting.com
registered office: 29 Bressenden Place, London SW1E 5DZ Hyder Consulting PLC is an engineering
design, planning, environmental and
management consultancy operating in
the UK, Europe, the Middle East, and
the Asia Pacific region. We work
with and advise national and
regional government agencies
and private sector commercial
enterprises, undertaking
increasingly sophisticated
infrastructure and property
projects.
The Company provides its
services across a number of
specific sectors, in which we
have considerable experience
and specialist expertise,
together with a close
understanding of clients’
strategic objectives. 
Geographic markets
• UK / Europe
• Middle East
• East Asia
• Australia / ASEAN
Market sectors
• Highways and transport
• Water
• Property
• Telecommunications
• Railways
• Defence
• Health and education
• Energy
• Finance / Management Advisory  ✦
Improving quality and managing risk
Our annual report this year highlights a number of the ‘Best Practice’
initiatives we have been taking to further improve quality and manage
risk within the business.
Our focus is to have the best people, working with the best systems,
and following consistent processes, ensuring we deliver an
effective solution to the client first time. 
Throughout the professional services field, professional
indemnity (PI) insurance premiums have been rising
dramatically in recent years to reflect the more litigious
environment in which we work. Consistent with the trend, our
own PI premiums have more than doubled over the last two
years at the same time as excess levels have also more than
doubled.  The major initiatives we describe in the following
pages are integral to promoting an internal culture of ‘zero
tolerance of PI claims’.
The progress we are making in the programmes described
is fundamentally linked to your Board’s continuing
objective of increasing the profitability of the business.    • Turnover for the 12 months has grown 
to £122.3m
• Operating profit for the 12 months up 
89% 
• Profit before tax, exceptional items and
goodwill amortisation up 167%
• Solid sales order book growth to 
£168m (2003: £158m)
• Successful integration of infill 
acquisitions - strategy to continue
• Maiden dividend recommended
business &
financial
highlights
contents
1 Business and financial highlights
2 Chairman’s statement
5 Chief Executive’s review
8 Operating review
16 Financial review
19 Directors and advisers
20 Directors’ report
23 Directors’ responsibilities for the financial statements
24 Corporate Governance report
27 Corporate and Social Responsibility report
28 Directors’ Remuneration report
32 Independent auditors’ report
34 Consolidated profit and loss account
35 Statement of group total recognised gains and 
losses
36 Reconciliation of movements in 
shareholders’ funds
37 Balance sheets
38 Consolidated cash flow statement
39 Principal accounting policies
42 Notes to the financial statements
67 Non-Statutory information summary of      
four year  trading results (Unaudited)
68 Guidance for Shareholders
70 Notice of Annual General Meeting
Hyder Consulting PLC annual report 2004          1
1. The statutory figures for the comparative period to 31 March 2003 include
only 5 months trading post acquisition of Hyder Consulting Holdings Ltd.
2. Before exceptional items and goodwill amortisation.
£m 2004 2003 2003
Non-statutory Statutory (1)
Turnover 122.3 115.2 50.5
Operating profit 3.4 1.8 2.1
Adjusted profit before tax (2) 2.4 0.9 1.6
Profit before tax 2.2 1.5 2.2 2 Hyder Consulting PLC annual report 2004
These are our first full year’s results since the
acquisition of Hyder Consulting Holdings Ltd and its
subsidiaries (HCHL) on 22 October 2002.  I am
pleased that I am able to report improved results for
the year to 31 March 2004, and that the Board is
recommending a maiden dividend.
The statutory figures for the comparative period to 31 March
2003 include only five months trading for HCHL and in order
to enable meaningful comparison, non-statutory information is
set out on page 67 as if the acquisition had taken place on 1
April 2000.
Results
A year ago I reported that the three main objectives of the
Group’s turnaround programme were to maintain a strong
order book; to improve margins; and to contain and, in due
course, eliminate losses in Hong Kong.
Our order book at year end was £168m (2003: £158m).  The
increase would have been £10m greater had it not been for
adverse foreign exchange currency movements during the
year.  Turnover was up 6% at £122.3m (2003 non-statutory:
£115.2m).  Profit before taxation, goodwill amortisation and
exceptional items was £2.4m for the year (2003 non-statutory:
£0.9m).  Profit after tax was £2.2m (2003 non-statutory:
£1.0m).  The corporation tax charge of £8,000 is low largely
as a consequence of the tax credits in the UK and Germany,
a zero tax rate in the Middle East and brought forward tax
losses elsewhere.
The improvement in operating performance was due to the
reduction of losses in Hong Kong following the restructuring
there and also increased operating profits in the UK and
Australia.  Considerable further progress has been made in
resolving outstanding claims and completing unprofitable
contracts.
Certain exceptional non-recurring items were included in
operating costs including, in particular, £0.1m relating to the
restructuring in Hong Kong; establishing a provision of £0.5m
for claims not yet notified to us to cover higher ‘excess’ levels
which professional indemnity insurers are imposing, and
£0.2m in connection with the balance sheet restructuring to
enable dividends to be paid.  £0.4m was incurred in running
down loss-making operations in South East Asia.  The
amortisation of negative goodwill of £1m largely offset these
exceptional costs.
chairman’s statement
Barking Reach, Thames Gateway, UK As at 31 March 2004 net assets were £15.4m (2003: £14.7m) and net debt £3.4m
(2003 restated: £1.4m).  Working capital increased due to expansion in the Middle
East and a lower level of year end advance payments from certain public sector
clients.  There were a number of capital transactions during the year: £6m of loan
notes were repaid to the shareholders of HCHL as part of its acquisition; we
acquired the remaining minorities in our German subsidiary; two small
acquisitions were made in Australia; and we raised £1m by the issue of new
shares.
Dividend
It is proposed that a dividend of 0.4p per share be paid on 10 August 2004
in respect of the year to 31 March 2004 to shareholders on the register as
at 9 July 2004.
Strategy
The main elements of our strategy are unchanged.  In our key account
management programme we are seeking to develop, in a systematic way,
close and long term relationships with our clients.  Secondly, we are
seeking to migrate more of our clients to higher added value advisory work.
Thirdly, we are extending the application of best practice across all the
Group’s operations, functions and territories.
We have begun our programme of strategic infills with the acquisition of two
specialist consultancies in Australia.  More of these strategic infills are being
investigated elsewhere.  These carefully targeted acquisitions will help to
achieve critical mass and to strengthen our advisory capability and market
presence. 
Pension Scheme (FRS17)
The deficit net of deferred tax under FRS17 rules as at 31 March 2004 was
£20.2m (2003: £22.3m).
The Board acknowledges that valuations under FRS17 are inherently volatile.  On the
advice of our actuaries we have taken a number of steps to address the deficit over
time.  Further action to reduce the deficit will be taken as necessary.
Current Trading and Outlook
The first half of the year is traditionally not as strong as the second half but we have made a
satisfactory start to trading in the current year.  Conditions in most of our markets remain firm
and our order book is good.
In the UK, which accounts for approximately half of our turnover, we hope to benefit from the
latest round of framework contracts from water and sewerage companies with awards expected
in the first quarter of 2005.  Though the highways sector is expected to be more subdued in the
year ahead, there is underlying pressure to improve the UK’s transportation infrastructure more
generally.
In Germany, we expect another satisfactory performance despite difficult market conditions.  The
EU accession countries continue to provide attractive opportunities.
Group Risk Manager
In July 2003, we appointed a
senior executive as our Group Risk
Manager.  His role is to raise the
professional understanding of
commercial, quality and project risks and
how to manage them, to monitor compliance
with company systems and to drive a
programme of continuous improvement.
Following an initial review, ‘risk champions’ have
been appointed in each of our major offices.  The
Commercial Function has also been reviewed and
updated to globally strengthen and focus the
structure, roles and responsibilities of commercial
managers.
Design Management Guide
Since the publication of the Latham Report in 1994 and,
as a result of the widespread adoption of design and
build procurement contracts, consultants have assumed
greater responsibility for a wider range of design
issues.
In order to manage the design process effectively, we
have produced a Design Management Guide that is
fully integrated into our interactive management
system - oneway.sys.  This guides our project
managers and design staff through what is
expected of them at all stages of a project from set-
up to handover.  This is key to reducing our risk
from potential project conflicts. 
Sir Alan Thomas
Chairman 
Hyder Consulting PLC annual report 2004     3 4 Hyder Consulting PLC annual report 2004
The high price of oil should help to sustain demand for our
services in the Middle East.  The 17% decline in the local US$
based currencies has tended to mask last year’s excellent
order performance.
We have cut losses substantially in Hong Kong  and remain
confident of moving into profitability this year.  We have also
made useful progress in establishing a stronger foothold in
China which we regard as  important to us in the long term. 
In South East Asia we are in the process of running down our
local  offices and future projects in the region will be secured
via key clients or local partners.
The market in Australia is forecast to remain strong and we
expect another year of profit improvement in part from on-
going organic growth and in part from recent acquisitions.
Overall, we expect another year of advance for the Group and
believe that there is considerable further potential to improve
our profit margin and to grow shareholder value.
I would like to thank our clients, our partners and all members
of our staff for their valued contribution and for their teamwork
which has made possible so many worthwhile achievements
over the past year.
Sir Alan Thomas
Chairman
7 June 2004
chairman’s statement continued
Mongkok Footbridge, Hong Kong Review of Activities
We have made good progress in the year with our turnaround
programme, having more than doubled operating margins to 2.6%.
We still have considerable scope for further improvement.
The main contributors to our progress to date have been the application of our
best practice regime combined with the elimination and turnaround of 
loss-making operations.  As we continue our drive for margin growth by
increasing our advisory and other higher margin services, increasing the
volume of work through our fixed cost base, and by making further strategic
acquisitions we expect to be able to make further advances.
UK / Europe
Turnover increased to £75.7m (2003 non-statutory: £71.6m) and operating profit
to £4.4m (2003 non-statutory: £3.4m).
Our UK / Europe region business made further good progress in improving
margins, performing strongly in both water and transportation.  In both sectors our
key client marketing strategy, with the likes of Transport for London, South West
Water and Thames Water plus key contractors, has made an important contribution.
The award of a number of Route Management Strategy projects for important
transport corridors in the north of England, including the M6 north of Birmingham,
provides strong forward workload.
Significant project wins included the third PSP (Principal Support Provider) contract from
Defence Estates for US Air Force bases in the UK, the Glasgow Strategic Drainage Plan,
the M40 Junction 4 Early Contractor Involvement project and further work associated with the
regeneration of the Barking Reach area of the Thames Gateway.
Our German business, Acerplan, performed well despite continued market weakness.  The rail
sector again provided some attractive commissions including a €4 million project for the design of
fireproofing measures in underground structures.
The acquisition of the remaining minorities in Acerplan will facilitate greater integration with the rest
of the business.  It also provides a sound base for future growth and acquisitions in this important
European market.
We are also well positioned, with local strategic partners, in a number of the countries joining the EU
in 2004 and 2007.  In the final quarter we secured a number of EU-funded highways projects in
Bulgaria and Romania.
chief executive’s
review
Risk workshops
Among the first actions to
emerge from the appointment
of our group risk manager has
been the roll out of risk training and
workshops.  Over the course of the
financial year, about 500 employees
have passed through courses on ‘Design
Management’ and on ‘Risk Awareness for
Engineers’.  In the planning phase is a
course entitled ‘Risk Management for Project
Managers’.
‘oneway.sys’
Our interactive management system,
‘oneway.sys’, is accredited to ISO9001 (2000).
Accessible from all our employees’ personal
computers, it provides guidelines for the effective
and consistent management of our business
operations at a commercial, office and project level.
The system ensures a consistency of approach,
regardless of where in the world we are working.
Feedback from Best Practice Reviews has resulted
in improvements to key procedures and the
processes employed therein.  This is a continuous
process.
Hyder Consulting PLC annual report 2004          5
Multi-discipline 
services for 
Transport for 
London
Burj Dubai Tower Middle East
Turnover increased to £20.5m (2003 non-statutory: £16.4m)
whilst annual operating profits remained constant at close to
£1m.  The translation effect of the falling US$ meant that the
results were 17% less than they would have been at prior
year exchange rates.
The region is going through a major growth spurt, fuelled by
world oil prices.  As well as major investments in commercial
property and tourism, principally in Dubai, there is a general
move to upgrade infrastructure to meet the demands of
population growth.
In the property sector, notable new project wins included five
50 storey residential towers at Jumeirah Beach Residence in
Dubai, the Central Bank of Kuwait’s new headquarters
building, the Museum of the Islamic Arts in Doha and design
and site supervision for Burj Dubai infrastructure, a major new
mixed use development which will feature the world’s tallest
building.
Our Abu Dhabi and Al Ain offices, which are more focused on
infrastructure projects, remain exceptionally busy.  During the
year we won a two year highways maintenance project with
the Abu Dhabi Municipality, major irrigation and wastewater
network upgrading projects and an advisory project in Al Ain
aimed at increasing private sector involvement and
introducing new management practices in the water sector. 
Asia Pacific
Turnover fell marginally to £26.2m (2003 non-statutory:
£27.2m).  This reflects the depressed Hong Kong market and
the on-going reduction of low margin site work.  The operating
loss was reduced to £0.3m (2003 non-statutory: £1.9m).
In Australia good progress is being made to grow a business
that is both profitable and sustainable.  Thanks to the
acquisitions of Jeff Moulsdale and Associates and Adamus
Consulting Practice, we have moved forward our strategy of
offering a full service property and infrastructure capability to
compete with the best available domestically and
internationally.  My congratulations to the teams that earned
two Australian Engineering Excellence Awards in 2003.
Major new projects won during the year included the structural
review of West Gate Bridge in Melbourne and transport
surveying and modelling for the privately financed Mitcham to
Frankston Tollway in Victoria.
6 Hyder Consulting PLC annual report 2004
chief executive’s review
continued
Kuwait Central Bank headquarters The Hong Kong business has been scaled back to a level more appropriate to
market demand and is now closer to break-even.  Having seen our largest ever
commission, the West Rail project, open to the public in December 2003, we
have been active in projects associated with East Rail.  We also won a three
year term consultancy for geotechnical services for the Hong Kong Housing
Authority.
The Hong Kong office remains pivotal to supporting our growth in mainland
China where we have expanded our representative offices.  We won
further projects associated with the Guangzhou Metro and breakthrough
projects in the water and environment markets.
In South East Asia operations have been scaled back to the minimum
necessary to maintain a credible presence.  Future projects will be
carried out with local partners or key clients.
Corporate Overheads
Corporate overheads have increased to £1.9m (2003 non-statutory:
£1.4m).  This reflects increased costs resulting from the Company being
fully listed and an increased investment in risk management aimed at
reducing Professional Indemnity insurance costs.
Staff
Our employees have worked tremendously hard to help us achieve a
number of our business goals and I would like to take this opportunity to
thank them all for their continued professionalism and commitment. 
As our principal asset, we are committed to helping our people at all levels to
have fulfilling careers and to develop their professional skills and experience.
For example, I am delighted that we have been able to place nearly 100 people
on secondments outside of their home country during the year.  Within the UK,
we are committed to achieving Investor in People status.
Tim Wade
Chief Executive
7 June 2004
Investor in People
Within the UK, we will be seeking
Investor in People (IIP) accreditation
during the 2004-05 financial year. In
addition to the professional development
initiatives described later, and based on
prior employee and customer feedback, we
are introducing measures aimed at improving
induction, our employees’ understanding of their
role in delivering business objectives, and two-
way communications. 
Tim Wade
Chief Executive
Hyder Consulting PLC annual report 2004          7
Paddington Station long-term vehicular 
access, UK
Route Management Strategies, UK
Bahrain Strategic Roads Plan Hyder Consulting provides planning, design,
environmental and management services in a
number of sectors. A review of our activities over the
financial year follows.
Highways and transport
Issues surrounding the more effective integration of
transport modes, management of traffic congestion, how
to pay for future road developments, public transport, and
strategic planning are all taking on increasing importance
in the mature markets in which we operate.
We have achieved over 50% growth in our transport
planning business in the last two years. Notable project
wins during this financial year have included a number of
Route Management Strategy commissions for major
transport corridors, particularly in the north of England. We
have also taken on an increasing range of work from
Transport for London, principally for public transport
schemes, traffic management, and the greater use of
communications technology on the roads network.
Elsewhere in the UK, our intelligent transport systems
team was appointed to devise tolling strategies for both
the Tay and Forth Bridges in Scotland. The new UK
motorway SOS telephones that we designed also began
to be rolled out during the year and ultimately 3,000 will be
installed. Similarly, Australasia is embracing technology
within its road network resulting in a major appointment for
traffic modelling, demand forecasting and tolling strategy
work on the proposed Mitcham-Frankston Freeway in
Melbourne. We also completed a comparable project for
the Dublin Port Tunnel which is currently under
construction.
Within our more traditional market of highways design and
planning the market has been heavily influenced by the
UK Highways Agency’s reduced programme of scheme
delivery. Despite these difficulties, key projects have been
secured during the year including the M25 pre-detailed
design contract, and our third Early Contractor
Involvement project for improvements to junction 4 of the
M40. Funding difficulties have also impacted the rate of
road building in Ireland. However, we remain involved in a
number of projects in the construction pipeline. Investment
in Bulgaria and Romania has picked up ahead of their
proposed membership of the European Union in 2007 and
8 Hyder Consulting PLC annual report 2004
operating review
Emergency roadside telephones, UK we won three new projects in the second half of the year, including an advisory
appointment for the respective highways procurement authorities and the
design of a replacement for the Siret Bridge in eastern Romania.
The majority of workload in the Middle East was focused on local highway
improvement schemes. The notable exception was our appointment to a
term contract for highway maintenance engineering services in Abu
Dhabi. The successful completion of the access roads leading to the
track which hosted the inaugural Bahrain Formula 1 Grand Prix in
April 2004 has considerably raised our profile and led to a number of
new opportunities.
In Australia, our highway engineers have remained very busy and
we won a major commission for the design of strengthening to
Melbourne’s West Gate Bridge, one of the city’s main road arteries.
We have also been involved in the tender design of the civil works
for Mitcham-Frankston and for schemes on the Pacific Highway, all
of which are set to be awarded during the coming year.
In Hong Kong and China, a growing track record in the design of
highways using precast concrete structures earned recognition with
the award of the Zhan Tian You Prize by the Chinese Civil
Engineering Society for work on the elevated Hung Hom Bypass.
Water
Amid tough international competition, particularly from local
consultants, we have overcome a shortage of new, turnkey projects by
building on our reputation and track record in specific areas of the
market.
In Europe, global warming has presented increasing problems relating to
flooding. Following on from our continuing strategic drainage study in
Greater Dublin, we were appointed to carry out a study of urban
watercourses in Glasgow following extensive flooding in the summer of 2002.
Overall, our coastal, hydrology and network modelling capability was in great
demand.
The Dublin area also has some medium-term water supply issues due to the
continuing rapid pace of economic development. Our six month study has identified
a number of potential solutions.
Within the UK, we continued to be busy on a whole range of water company
improvement schemes under framework contracts and alliances associated with the
AMP3 investment programme. In England and Wales we are currently involved in
programmes of work for Dwr Cymru Welsh Water, Thames Water, South West Water,
Yorkshire Water, Wessex Water, United Utilities and South Staffordshire Water. We are
positioning ourselves through increased resources to be able to manage the increased
workload when AMP4 is introduced in April 2005. We also continue to be heavily involved
in frameworks and / or projects in Scotland, the Isle of Man and Northern Ireland.
Professional development
The skills and knowledge of our
people are what we sell, so ensuring
that they have the right mix of skills to
meet market needs and sufficient
opportunities to develop their professional
and management knowledge is fundamental
to our business.  In recognition of our quality /
risk drive, we have embarked on formal
categorisation for both project managers and
project directors, which drive staff selection for key
projects and their continued development and
training.
The Professional Development Review process links
the skills needs identified in our business plans with
individuals’ training requirements and aspirations to
create short and long-term development plans. We
have also updated the succession plans for a number
of key individuals within the business and, linked to
this, remodelled our development programmes for
some of our younger people who we envisage taking
on senior roles in the future.
Hyder Consulting PLC annual report 2004          9
West Rail, Hong Kong
Dublin Water Resources Study
Al Ain irrigation masterplan
Barking Reach, UK In the Middle East, where preservation of potable water
supplies is critical for obvious reasons, we were asked to
produce an irrigation masterplan for the Al Ain region.
Having previously completed a similar project for Abu
Dhabi Island, we were appointed to do the detailed design
and implementation. Also in the region, we won an
appointment as designer of the Doha South Sewage
Treatment Works in Qatar.
Another key skill area for our business is market reform,
focusing particularly on the increased involvement of the
private sector in water operations and maintenance. We
continued to work closely with the UK Ministry of Defence
on Project Aquatrine (see ‘Defence’) and won new
commissions for advice on privatisation of water services
in Bahrain and Georgia. In Abu Dhabi, we received the go-
ahead to progress to the next phase of the substantial
Asset Information Management System (AIMS) project.
A significant development was the award of our first water
sector project in mainland China, a review of feasibility
studies for a proposed sewage treatment works in
Guangdong Province. Later in the year, we were
appointed to investigate measures to reduce pollution in
the Shenzhen River System. Further opportunities in the
region are anticipated. 
Property and land development
Throughout our offices, the Property group has expanded
its offerings to clients over the last 12 months.  This has
resulted in a swing from conventional structural / civil
engineering to encompass planning assessment,
environmental impact, geotechnics, land quality and
remediation, economic appraisal, and transportation.
Added to civil / structural engineering our façade
engineering, acoustics and Mechanical Electrical Process
(MEP) capabilities give the client an opportunity to receive
a totally integrated service from the Group. The close
relationship between our offices ensures that the
necessary skills can be brought to bear in whatever
geography is necessary.
Solid growth in the sector has once again been fuelled by
the massive scale of development in the Middle East.
Dubai in particular has continued on a huge building
programme as it seeks to diversify its economy into both
finance and tourism. 
10 Hyder Consulting PLC annual report 2004
operating review continued
Tanaka Business School, Imperial College, London Already emerging on the skyline are the Dubai International Financial Centre,
the Mall of the Emirates Snowcentre and residential towers at Dubai Marina
and Jumeirah Beach. New commissions within the region included the
infrastructure design for the Burj Dubai project, which is destined to set a
new mark for the world’s tallest building, and the detailed design of the
‘City Core’ section of the Dubai Festival City project. We also won an
international design competition for a new 40 storey headquarters for
the Central Bank of Kuwait, a supervision commission for the
Museum of the Islamic Arts in Doha, Qatar, and the design of the
infrastructure for an island reclamation and development project off
the north coast of Bahrain.
Our Middle Eastern projects have been well supported by our
property and land development groups in both the UK and
Australia.  Further acquisitions in Australia have bolstered our
capability to provide specialist input to international projects and to
further develop the domestic market. New projects included the
masterplanning and design of infrastructure for a 50 hectare coastal
development in New South Wales and the structural design of a
new, fully fibre composite, accommodation block for the Australian
Antarctic Division. Two of our completed projects also picked up
major awards - Federation Square in Melbourne received the
Australian Engineering Excellence Award whilst the new Victoria
State Emergency Services headquarters received an excellence
award for sustainability.
Our specialist groups have again performed well. The façade
engineering and acoustics teams have both broadened their
geographic client bases, winning notable projects at Canary Wharf in
London and in Kuwait. In the UK, our surveying and advisory team that
assists local authority and commercial clients to safely treat and remove
asbestos from buildings has become increasingly busy ahead of the
introduction of legislation in 2004. 
The commercial development market in the UK has, however, remained slow.
In line with UK Government strategy, much attention is now focused on the
effective re-use of previously developed land. Our integrated service strategy
mentioned previously has enabled us to win new commissions at Barking Reach,
to the east of London, and on a residential redevelopment of part of Gloucester
Docks.
In Hong Kong, there remains considerable over-supply of commercial space so new
opportunities in this market have been limited. However, thanks to our public sector
track record, we won a three year term appointment as geotechnical consultant to the
Hong Kong Housing Authority, extending our long-time involvement with slope
stabilisation and foundations issues. We also worked with Swire Properties on providing
training for their project managers on environmental auditing procedures. Work continues
on the provision of engineering services for the Olympic residential development.
ISO14001
During the year, our Cardiff office
joined London and Guildford in achieving
ISO 14001 environmental certification. The
remaining offices work in accordance with
the certificated system. The increasing focus
on environmental impact and sustainability in
infrastructure design will make having
accreditation all the more important in years to
come. Our Asia Pacific and Middle East offices will
also be pursuing ISO14001 systems. 
Professional Regional Round Tables
Our Professional Board is selected from the 50-60
members of our Professional College (our most senior
professionals).  In order to improve the decision making
process in determining how we deliver effective technical
solutions for clients, we have instigated Professional
Regional Round Tables. These are composed of
Professional College members to make recommendations
for approval at the Professional Board and to ensure
decisions taken are acted on at an operational level.
Hyder Consulting PLC annual report 2004          11
US Forces PSP, UK
Hung Hom Bypass, Hong Kong 12 Hyder Consulting PLC annual report 2004
operating review continued
Rail
With West Rail in Hong Kong opened during the year and
our involvement in the Taiwan High Speed Rail project
nearing an end, turnover in the rail sector fell. 
Despite this we have a strong order book as a result of
long-term projects in Germany and Australia. During the
year, Acerplan, our German subsidiary won a major new
appointment for the design of fireproofing measures for
underground structures in Hamburg and Dusseldorf. We
also won additional design work on the Guangzhou Metro
project in China. Major prospects are emerging in Hong
Kong and Australia while China continues to present a
number of exciting high speed rail and metro
opportunities.
We are going back to first principles on our business
development in the UK, investing time and energy in
ensuring that our key clients are fully aware of our multi-
discipline capabilities in the rail market. The most tangible
results of these efforts were our appointments as structural
designer of replacement road / rail bridges in the busy
West London corridor, as a framework consultant for
London Trams, and for systems engineering work for
Strathclyde Passenger Transport. We also continued to
win a number of new commissions for specialist structural,
geotechnical and systems engineering support through
contractors engaged on framework contracts and
developed the work we are doing for the London
Underground Public Private Partnership (PPP)
infrastructure companies.
The recognition of Project Evergreen, the scheme to
upgrade the Chiltern Line between London and
Birmingham, as ‘Major Civils Project of the Year’ in the UK
National Rail Awards gives us an excellent reference
project.
Defence
Building on the two regional PSP projects won last year,
we secured another valuable, long-term commission with
our appointment as PSP for engineering and construction
work at military facilities used by American forces in the
UK.
The award, for an initial period of five years, covers
feasibility assessment, design and supervision of base-
managed projects up to a capital value of £1 million.
M5 East, Sydney, Australia Under the UK TUPE legislation, about 35 employees joined us from the
former contractor. The majority are now based in the Newmarket project
and eastern region office that we established during the year.
In addition to the strong PSP workload and order book, we were
successful on several standalone defence facility infrastructure projects
in the UK and Australia, including work associated with the proposed
redevelopment of a Royal Australian Air Force Stores Depot near
Dubbo in New South Wales.
We are continuing to act as the client’s advisor for Project Aquatrine,
the UK Ministry of Defence PPP for maintenance of water and
wastewater facilities.  During the year, the project moved on to the
next phase with the award of the third and final concession
contract.
Technology
The private telecommunications sector yielded relatively few new
opportunities, although we did win further work from 3 and Orange
associated with network infrastructure roll-out. We also continued to
provide key consultancy services in most regions for the
development of the Public Safety Radio Communications Project
(PSRCP), funded by the Home Office. The positive news in the UK
was our success in being selected as a Services Catalogue (SCAT)
consultant for telecommunications consultancy services for the next
three years. This means that public sector clients can procure our
services directly without going through the Official Journal of the
European Community process. As an example of the projects resulting
from SCAT we have been appointed by the Office of the Deputy Prime
Minister to review the telecommunications for the Queen Elizabeth II
Conference Centre.
We have also worked with a number of UK regional police, fire and
ambulance services and the military in helping them to upgrade their
equipment and procedures to increase their benefits from PSRCP.
We now have a team of over 80 technology professionals who are active in all of
the sectors in which we work. Our specialists are becoming more involved in
projects such as rail signalling and customer information systems, intelligent
transport systems, CCTV security systems, road charging and tolling, and telemetry
systems in countries such as Australia, New Zealand, Ireland, UAE and Taiwan.  We
are the principal consultant for the Highways Agency National Roads
Telecommunications Services Project.  This is a PPP contract due to be awarded in the
final quarter of 2004.
One of the more unusual projects undertaken by our team in the year was helping to set
up a secure communications dish on the roof of one of Saddam Hussein’s former palaces
near Basra, Iraq for the Coalition Provisional Authority.  This was just one of around 50
Foreign Office establishments around the world where our staff have been involved in
similar work.
Knowledge management
The Professional Board has been tasked
with integrating discrete databases of
technical and project knowledge as part of a
single on-line knowledge management system,
organised along sector and technical discipline
lines. The systematic capture of what we know
and what we have learned will further drive
efficiency in the business.
Skills matrix
A fundamental building block of knowledge
management is having an accurate reference source to
the skills and experience of our people. Backed up by
robust IT systems, this enables us to use the best person
for a given job, regardless of their physical location.
Launched in the final quarter of the financial year, the
Skills Matrix is already helping us to identify the right
individuals within the business whose specific skills and /
or geographic experience can improve the quality and
value of the solutions we deliver to clients in all the
geographies and disciplines in which we operate.
Summary
We have recognised that we operate in an environment
of increasing accountability and risk and have
consequently set about achieving a quantum shift in
our approach to managing risk.  This will help us
provide our clients with an improved service at the
same time as improving our profit margin.
Hyder Consulting PLC annual report 2004          13
Scarweather Sand offshore 
wind project, UK
Ealing road/rail bridge 
replacements, UK 14 Hyder Consulting PLC annual report 2004
Health and education
In the UK there has been a continued trend from the
Government to procure work via the vehicles of PFI, Local
Investment Finance Trust (LIFT) and Procure 21. Our
strategy for winning a share of this in both the health and
education sectors, has paid dividends. We are currently
working on three LIFT commissions for community health
care projects in Cornwall, Oxford and Bristol; we continue
to work across the UK on PFI schools projects, whilst
helping our Procure 21 partners with several initiatives.
This is in addition to our success in PFI and traditionally
procured healthcare and educational projects.
Our enhanced specialist building services capability in
Australia, developed out of our acquisition strategy, has
enabled us to win more specialist work such as clean
room design and Building Management Systems.
Individually, these projects tend to be quite small but they
provide good volume and margins.
Energy
With the exception of the Middle East, the majority of our
workload in the traditional energy sector comes from
environmental and mechanical / electrical consultancy. In
Australia, we have worked on site management plans and
compliance audits for major fossil fuel generators,
Transgrid and Delta Electricity. We also advised Transend,
the Tasmanian utility on an underfrequency load shedding
scheme. Our Middle East clients are typically the oil and
gas companies in the energy supply chain for whom we
provide services ranging from marine modelling to the
design of docking and storage facilities.
The renewable energy market has yet to pick up full
momentum. However, we continue to see considerable
potential in this sector, particularly in the UK, where phase
two of the Government’s offshore wind power programme
is getting underway. Our growing track record in this area
of renewables has been complemented by work on
onshore wind and landfill gas schemes. We also worked
on the design of hydroelectric power stations in the Snowy
Mountains region of Australia.
Tim Wade
Chief Executive
7 June 2004
operating review continued
Nam Cheong Station, Hong Kong Hyder Consulting PLC annual report 2004 15 16 Hyder Consulting PLC annual report 2004
The Financial Review covers the actual results for the year ended 31 March 2004 with comparisons with actual
statutory results for the prior year (including only five months of the acquired Hyder Consulting Holdings (HCHL)
Group) and with the non-statutory information set out on page 67.  All other comparative numbers are based on
actual numbers in the financial statements on pages 34 to 66.
The financial statements have been prepared in accordance with generally accepted accounting principles in the
UK and cover the results of the Group for the year to 31 March 2004.
Actual Results
Turnover for the year was £122.3m (2003: £50.5m).
Operating profit before goodwill and exceptional items for the year was £3.2m (2003: £1.5m).
Profit before taxation and before goodwill and exceptional items for the year was £2.4m (2003: £1.6m). 
Non-statutory information
In order to aid comparison to previous year results, non-statutory information is set out on page 67 for the year
ended 31 March 2004 as if the acquisition of HCHL had taken place on 1 April 2000.
Turnover for the year was £122.3m (2003: £115.2m).  Turnover increased by 6% year on year. 
Operating profit before goodwill and exceptional items increased by 177% to £3.2m (2003: £1.1m).  This increase
was achieved despite a further increase in Professional Indemnity Insurance premiums.
Profit before taxation and before goodwill and exceptional items was £2.4m (2003: £0.9m).
Operating margins increased from 0.99% to 2.59%.
Taxation
The tax charge for the year of £8,000 (2003: £514,000) represents an effective rate of 0.4% (2003: 23.5%). The
tax charge is lower than the basic rate largely because profits in the Middle East and negative goodwill are not
taxable.  Further disclosure is provided on taxation in Note 8 to the financial statements on page 45.
Earnings per share
Earnings per share are influenced by the existence of negative goodwill.  Basic earnings per share has fallen to
9.02p (2003: 10.78p).  Diluted earnings per share have decreased to 8.94p (2003: 10.76p).  The weighted average
number of undiluted shares in issue in the year was 23,976,026 (diluted 24,210,515).  The statutory comparative
numbers for 2003 include only 5 months of trading of HCHL.  In addition to Basic and Diluted earnings per share,
Note 10 Earnings per ordinary share on page 46 also shows earnings per share before exceptional items and
goodwill amortisation.
Basic earnings per share on a non-statutory basis have increased from 3.77p to 9.02p.
financial review Hyder Consulting PLC annual report 2004 17
Dividends
A maiden dividend is proposed for the year to 31 March 2004 of 0.4p per share (2003: nil).
It is the Board’s objective to pursue a progressive dividend policy in the future based on the Group’s earnings, its
acquisition strategy and the need to maintain sensible dividend cover.
Pensions 
The Group operates both defined benefit and defined contribution schemes.  The defined benefit scheme was
closed to new members on 31 March 2001.  The latest formal actuarial valuation of this scheme was on 1 April
2002 when under SSAP24 rules the deficit was £2.5m net of deferred tax.  The deficit net of deferred tax under
FRS17 rules as at 31 March 2004 was £20.2m (2003: £22.3m).
The Board acknowledges that valuations under FRS17 are inherently volatile.  On the advice of our actuaries we
have taken a number of steps to eliminate the deficit over time.  On 1 December 2003, the Group’s contribution
rate to the defined benefit scheme was increased by 1% to 10.6% and the contributions by staff aged over 40 by
1% to 10%.  In addition, future increases in pensionable salaries were capped at the rate of inflation.  Further
action to reduce the deficit will be taken as necessary.
Cash Flow
The Group had net debt of £3.4m at 31 March 2004 (2003 restated: £1.4m).  This is mainly due to higher levels of
working capital held in the UK and the Middle East.  During the year, cash inflow from operating activities was
£0.1m (2003: £7.5m).
Acquisitions
We raised £1.1m through the issue of 1,299,945 shares in July 2003 and issued a further 135,982 shares to help
us fund the acquisition of both a small land development consultancy in Australia and to buy-out minority interests
in our German subsidiary.  More recently we acquired the remaining minorities in our German subsidiary and a
specialist building services consultancy in Australia to further strengthen our property related activities there.
These acquisitions are expected to be earnings enhancing in line with our strict acquisition criteria.
Funding and Debt Facility
The Group has a working capital facility comprising a revolving credit facility of £5.0m which is due to expire on 31
May 2006, a term loan facility of £1.5m and an on demand overdraft facility with HSBC of £3.5m, in the UK.
Other facilities available include local bank loan and overdraft facilities with HSBC in the Middle East and Hong
Kong, and bank loan facilities with various lenders in Germany.
Net Interest Costs
The net interest cost of the Group increased to £0.7m compared to interest receivable in the prior year of £0.1m
(non-statutory: net interest payable £0.3m).  This was partly due to increased working capital levels during the
year, but was also due to interest on discounting of provisions (£0.1m), interest on PI Insurance credit facilities
(£0.1m) and on delayed payment of taxes (£0.1m).  Treasury Policy
Established procedures exist to monitor cash flow, currency and interest rate risks in accordance with the policy
set by the Board.
Hyder Consulting’s facilities are with HSBC, the Group’s principal bankers.  The Group has revolving credit,
overdraft and bonding facilities with HSBC.
A summary of the Group’s use of derivative and financial instruments is given in Note 18 of the financial
statements on page 51.
Currency
Approximately half of the Group’s turnover is generated in the UK and denominated in Sterling.  The remaining
balance is in the Middle East (mainly the UAE), Germany, Hong Kong and Australia where turnover is normally
denominated in the relevant local currency.  The turnover and costs of our overseas operations normally arise in
the same currency and consequently the exposure to exchange differences is not normally significant and
consequently not hedged.  Where a mis-match does exist it is priced for in our contracts.  Most of our overseas
operations maintain local currency overdraft and bonding facilities, which provide partial mitigation against balance
sheet risk.  In spite of fluctuations in exchange rates which occur from time to time, it is not considered necessary
to hedge the net investment in overseas subsidiaries.  This risk is considered alongside the general commercial
risks attaching to the regions in which we operate.
Insurances
It is the Group’s policy to cover risk through insurance. The major area of risk covered by insurance relates to
Professional Indemnity (PI). The hardening of the insurance market generally following 9/11 and the decline in
equity markets increased our insurance costs by 31% last year (2003: 78%). PI premiums are expected to remain
stable next year.  At the same time excess levels have more than doubled. We have established a captive
insurance vehicle and made an exceptional provision of £0.5m for claims Incurred But Not Reported (IBNR) which
is designed to cover the potential risk that is created through this increase in exposure.  As the creation of an
IBNR is a new approach to provisioning we have described the cost of £0.5m as an exceptional item within
operating costs.  We have appointed a full time Risk Manager and further enhanced our risk management
procedures in order to minimise future claims.
Simon Hamilton-Eddy
Financial and Commercial Director
7 June 2004
18 Hyder Consulting PLC annual report 2004
financial review continued directors and
advisers
Directors
Sir Alan Thomas, Chairman (Age 61) 
Sir Alan is currently also Chairman of Three Valleys Water plc, the University of
Westminster and Chelverton Asset Management, and a non-executive Director of
Radstone Technology plc.  Previously, he was President and CEO of Raytheon Europe
International and was head of the British government’s defence exports organisation, a
Member of the Engineering Council, a Senior Industrial Advisor to the Water Regulator
and a Director of Powergen plc.
Tim Wade, Chief Executive (Age 59)
Tim has been involved with Hyder Consulting and its predecessors since 1991. After a
time in charge of the Asia Pacific business, he was appointed Managing Director in
1998 and led a management buy-out of Hyder Consulting Group Limited in January
2001.
Simon Hamilton-Eddy, Financial and Commercial Director (Age 58)
Simon joined Hyder Consulting in 1992 and was appointed Finance Director in 1993. He
subsequently took responsibility for the commercial function in 1998. A member of the
Institute of Chartered Accountants of Scotland, he played a key role in the management
buy-out in January 2001. Simon is also Company Secretary.
Peter Morgan MBE, Non-Executive Director (Age 68)
Peter is Chairman of Technetix plc and a Director of Oxford Instruments.  He is a Director
of the Association of Lloyds Members and an elected member of the Council of Lloyds.
He is a former Director of IBM UK Holdings plc and IBM Europe and a former Director
General of the Institute of Directors.
Peter Higgins, Non-Executive Director (Age 72)
Peter was formerly Director of Overseas Operations of GEC plc and is currently also a
Director of a number of private companies.
Registered office
29 Bressenden Place 
London SW1E 5DZ
Auditors
PricewaterhouseCoopers LLP
31 Great George Street
Bristol BS1 5QD
Solicitors
Wragge & Co
55 Colmore Row
Birmingham  B3 2AS
Registrars
Capita Registrars 
Northern House  Woodsome Park
Fenay Bridge  Huddersfield  HD8 0LA
Brokers
Evolution Beeson Gregory
100 Wood Street  London  EC2V 7AN
Principal bankers
HSBC Bank plc
83 Pall Mall   London   SW1Y 5ES
Hyder Consulting PLC annual report 2004 19 20 Hyder Consulting PLC annual report 2004
directors’
report
The Directors have pleasure in presenting their annual report, together with the audited financial statements for the
year ended 31 March 2004 set out on pages 34 to 66.
Hyder Consulting PLC is a management consultancy and engineering design business. The core services consist
of technical and engineering consultancy and the planning, design and management of infrastructure projects. In
addition to this Hyder Consulting PLC offers expertise in civil and structural engineering, environmental
assessment and engineering, geotechnics, mechanical and electrical engineering, systems engineering, project
management and institutional strengthening.
The future outlook for the Group is covered in the Chairman’s statement on pages 2 to 4. The business review is
covered in the Chief Executive’s review on pages 5 to 7.
Results
The results include those of Hyder Consulting PLC and its subsidiaries for the full year.
The profit on ordinary activities before the amortisation of negative and positive goodwill, interest, taxation and after
exceptional items amounted to £2.0m (5 months to 31 March 2003: £1.8m).  The retained profit for the year ended
31 March 2004 was £2.1m (5 months to 31 March 2003: £1.6m).
Dividends
The Directors recommend payment of a final dividend of 0.4p per share for the year ended 31 March 2004 (2003:
nil).
Directors and their interests
Details of the Directors of the Company are given on page 19. All the Directors shown served throughout the year.
Details of Directors’ interests in shares of the Company are included in the Directors’ Remuneration Report on
pages 28 to 31.
Retirement, election and re-election of Directors
In accordance with the Articles of Association, the Director retiring by rotation at the Annual General Meeting is
Peter Morgan who, being eligible, offers himself for re-election.  Details of his service contract appear in the
Directors’ Remuneration Report.
Share Capital and Major Shareholders
Details of the share capital of the Company as at 31 March 2004 are set out in Note 21 on page 56.  At 6 June
2004, the following notifiable shareholdings representing 3% or more of the issued ordinary share capital had been
notified to the Company: Hyder Consulting PLC annual report 2004 21
Number of shares % of total
Tim Wade 4,199,546 17.17%
Simon Hamilton-Eddy 2,799,698 11.45%
The Bank of New York (Nominees) Ltd 1,954,164 7.99%
Alan Proctor 1,924,867 7.87%
Keith Reynolds 1,889,867 7.73%
SBS Nominees Ltd 1,844,814 7.54%
Nortrust Nominees Ltd 1,427,564 5.84%
HSBC Global Custody Nominee (UK) Ltd 1,027,638 4.20%
Pershing Keen Nominees Ltd 1,013,613 4.14%
Annual General Meeting
The notice of the Annual General Meeting is set out on page 70.
Policy on the payment of creditors
It is the Company and Group policy to comply with the terms of payment agreed with suppliers. Where payment
terms are not negotiated the Company and Group endeavour to adhere to suppliers’ standard terms. The average
payment terms were 87 days (2003: 80 days).
Employees
Management recognises that employees are key to both the present and future success of the Group and support
the fundamental belief that to maximise the potential of every individual there must be:
• Significant investment in training and development.
• A supportive working environment.
• Employee participation and involvement in business matters.
To this end, management are evolving a framework of comprehensive policies, which will balance both the Group
and individual needs.  Across the Group all employees have the opportunity to discuss their individual
performance and development in a focussed way. 
Management continues to consult employees at all levels in the spirit of partnership and co-operation and the use
of employee opinion and attitude surveys provides management with valuable information, which is taken into
account when making policy decisions.
Management continues to monitor the Group’s equal opportunity policy and offer equality of opportunity and
support for disabled employees and maintain good links with external organisations to encourage involvement in
the workplace of disabled members of the wider community. Arrangements are made where possible for retraining
employees who become disabled, to enable them to perform work identified as appropriate to their aptitudes and
abilities in line with the Group’s operational requirements.
A Group personal pension scheme was set up for employees on 1 April 2001 following the closure of the defined
benefit scheme to new entrants (Note 28).
Health and Safety
We believe that the well being of our staff is of paramount importance and to this end we have maintained our
focus on health and safety during the year.  We have increased our professional safety team in order to provide
safety advice and continued the development of our electronically based health and safety management system. 22 Hyder Consulting PLC annual report 2004
directors’ report continued
We have achieved the key health and safety company objectives set for 2003.  In the UK alone we have provided
over 250 external and 700 internal training days ranging from general safety awareness to specialist safety
training relating to the various types of engineering sectors.
We have further improved our commitment to health and safety through more staff consultation and
communication with representatives of employee safety and we continue to underline the importance of safe
working practices at all levels of the Group.
We have provided considerable health and safety consultancy advice to clients in all sectors and we continue to
undertake specialist duties under the Construction (Design and Management) Regulations.
Contributions for charitable and political purposes
During the year, there have been no political donations (2003: nil).  Charitable donations amounted to £944.
2004
£
Wateraid UK 400
Breakthrough UK 264
Catalysis UK 280
944
In 2003, charitable donations were made amounting to £2,354, with no individual donation to a registered charity
being greater than £200. 
International Financial Reporting Standards
In June 2002 The Council of the European Union announced that listed companies would adopt International
Financial Reporting Standards (IFRS) for accounting periods beginning after 1 January 2005.  The adoption of
IFRS will be reflected in our financial results for the year ending 31 March 2006.  A programme of work is being
developed by the Board to understand how the transition to IFRS would impact our reported results, however, it is
not possible to quantify its impact at this time.
Auditors
A resolution to reappoint PricewaterhouseCoopers LLP as auditors to the Company will be proposed at the Annual
General Meeting.
Simon Hamilton-Eddy
Company Secretary
7 June 2004 Hyder Consulting PLC annual report 2004 23
directors’
responsibilities for the financial statements
The Directors are required by the Companies Act 1985 to prepare financial statements for each financial year
which give a true and fair view of the state of affairs of the Company and the Group as at the end of the financial
year and of the profit of the Group for the year.
In preparing the financial statements, the Directors are required to: -
• Select suitable accounting policies and apply them consistently.
• Make judgements and estimates that are reasonable and prudent.
• State whether applicable accounting standards have been followed, subject to any material departures 
disclosed and explained in the financial statements.
• Prepare the financial statements on the going concern basis unless it is inappropriate to presume that the
Group will continue in business.
The Directors confirm that they complied with the above requirements in preparing the financial statements.
It is the Directors’ responsibility to maintain adequate accounting records and to institute and maintain systems
and controls designed to safeguard the assets of the Company and the Group and hence for taking reasonable
steps for the prevention and detection of fraud and other irregularities.
The maintenance and integrity of the Hyder Consulting PLC website is the responsibility of the Directors; the work
carried out by the auditors does not involve consideration of these matters and, accordingly, the auditors accept no
responsibility for any changes that may have occurred to the financial statements since they were initially
presented on the website.
Legislation in the United Kingdom governing the presentation and dissemination of financial statements may differ
from legislation in other jurisdictions.
By order of the Board
Simon Hamilton-Eddy
Company Secretary
7 June 2004 24 Hyder Consulting PLC annual report 2004
corporate
governance report
The Group is committed to managing its affairs in accordance with the Principles of Good Corporate Governance
and the Code Provisions set out in section 1 of the Combined Code on Corporate Governance incorporated into
the Listing Rules issued by the Financial Services Authority ("the Code").
A summary of the Company’s procedures for applying the principles of the Code appears below:
Board and Committee structure
The Board consists of two executive Directors, two non-executive Directors and an independent Chairman. Peter
Morgan and Peter Higgins are considered by the Board to be independent. The senior independent Director is
Peter Morgan. Notwithstanding the fact that Sir Alan Thomas has share options in the Company and that he was
Chief Executive prior to the acquisition of Hyder Consulting, Sir Alan is considered by the Board to be
independent.
There is a clear separation of the functions of Chairman and Chief Executive. The Board meets every month and
has a formal schedule of matters reserved to it for decision.
The Financial and Commercial Director also acts as Company Secretary. An external law firm provides assistance
in company secretarial matters. The Directors have access to the advice and services of the Company Secretary
and are empowered to take independent professional advice in the furtherance of their duties at the Group’s
expense where appropriate.
In accordance with the Company’s articles of association, the number nearest to, but not exceeding, one-third of
the Board is required to retire by rotation each year.
The Audit Committee, which meets regularly, comprises the three independent Directors and is chaired by Peter
Morgan. The Audit Committee is given the power to consult external auditors without the executive Directors being
present to obtain independent advice. The Committee also has specific responsibility for considering the selection,
appointment and dismissal of the external auditors, as well as assessing the relative scope of their work, the
extent of their non-audit services, their level of remuneration and their objectivity and independence.
The Nomination Committee comprises the three independent Directors and is chaired by Sir Alan Thomas. It is
responsible for the nomination for Board approval of executive and non-executive candidates for Board
appointment.  The Nomination Committee did not meet in the year ended 31 March 2004 but intends to do so
early in the new financial year.
The Remuneration Committee, which meets at least annually, comprises the three independent Directors and is
chaired by Peter Morgan.  The Committee has responsibility for determining remuneration packages for the
executive Directors and approving the Directors’ Remuneration Report. No Director is involved in any decision
making as to his own remuneration. The Directors’ Remuneration Report is set out on pages 28 to 31.
Each of the above Committees has formal written terms of reference, which have recently been reviewed and
revised by the Board.
Financial reporting
Detailed reviews of the performance and financial position of each geographical area are included within the Chief
Executive’s Review and Operating Review. The Board uses the Chief Executive’s Review, the Operating Review
and the Financial Review, together with the Chairman’s Statement and the Directors’ Report, to present a
balanced and understandable assessment of the Group’s position and prospects to shareholders. Hyder Consulting PLC annual report 2004 25
Internal controls
In accordance with the Code, the Directors have conducted a high level review of the effectiveness of the Group’s
internal controls including operational, financial, compliance and risk management controls. The Board has overall
responsibility for the Group’s system of internal control. The systems are designed to mitigate risk rather than
eliminate it. The key features of the system of internal control, which operated during the year, are as follows:
• Financial control
The Group has a comprehensive level of financial reporting to the Board. Each region produces a 
monthly management information pack showing actual results against budget and reforecast. Regional 
monthly reviews are also carried out by the Chief Executive and Financial and Commercial Director. 
There is a comprehensive planning system, including a three-year plan and a detailed yearly budget, 
which are approved by the Board.
• IT systems
The Group has established controls and procedures over the security of data and is in the process of 
completing disaster recovery arrangements for all regions.
• Business sector reviews
The Group constantly reviews the sectors in which it works and all projects are reviewed throughout their 
life so as to benefit future project work. Also, in order to maintain the Group’s ISO9001 accreditation, a 
number of internal reviews and checks take place, which are as follows:-
• Yearly mandatory audits in all areas (sales and marketing, project management, health and 
safety, office management, environmental and human resources).
• Significant areas of risk are reported to the executive committee of the Board.  If deemed 
important to the Group, the information would be passed to the Board.
• Health and Safety
The Group regularly reviews and reports on all health, safety and environmental matters applicable to the
Group.
• Risk Management
Structured risk management is implemented throughout the business. Risk assessments are completed 
for all significant invitations to tender for work. Project risks are reviewed monthly and reported on 
through the business review process. A high level business risk analysis has been undertaken and a 
register of such risks is maintained. A senior risk manager has been appointed and will lead the risk 
management programme within the business. This programme is aimed at identification and 
quantification of risk as well as determining and measuring the results of mitigation measures. It is also 
aimed at creating a culture that is more risk and opportunity aware. In addition to operational risks, the 
Board considers from time to time strategic risks to the business.
Given the Group’s size the Board does not consider it is appropriate to have an internal audit function, although it
keeps the position under regular review.
Relations with shareholders
The Board places considerable importance on maintaining good communications with shareholders. The Group’s
website (www.hyderconsulting.com) provides regularly updated information in relation to the Group’s activities and
financial performance. The Annual General Meeting gives shareholders, both private and institutional, the
opportunity to meet and ask questions of the Directors including the chairmen of the Audit, Remuneration and
Nomination Committees. 26 Hyder Consulting PLC annual report 2004
Going concern
Following a review of the Group’s financial results and forecasts the Directors are satisfied that the Group has
adequate resources to continue in operational existence for the foreseeable future. For this reason, the Directors
continue to adopt the going concern basis in preparing the financial statements.
Statement of Compliance
The Company has complied with the provisions stated in section 1 of the Combined Code on Corporate
Governance throughout the year.
A revised Combined Code was published in July 2003 that is intended to apply for reporting years beginning on or
after 1 November 2003.  We will report our position against this revised Combined Code for the year ending 31
March 2005.
By order of the Board
Simon Hamilton-Eddy
Company Secretary
7 June 2004
corporate governance report continued Hyder Consulting PLC annual report 2004 27
corporate
and social responsibility report 
As one of the world’s leading engineering design and management consultancies, Hyder Consulting is committed
through its vision and values to achieving the highest standards on social, environmental and ethical issues.
At Hyder Consulting we are committed to what we do and the way we do it. Our shared vision is based on the
premise that given the diversity of projects we undertake and the impact we have on enriching people’s lives, we
work within a sustainable framework that gives confidence to our stakeholders and strength to our brand. We
understand and accept society’s call for increased transparency and auditability of global business activity and
seek to participate in the development of fundamental process improvements.
On the road to achieving our own externally assured Corporate and Social Responsibility annual report, using the
principles and processes articulated by the Global Reporting Initiative and the world’s Business Council for
Sustainable Development, we have set ourselves a timetable to reach that goal by 2006, and during the
intervening period will report annually to our stakeholders on progress.  Our ISO 14001 Environmental
Management System has been rolled out across the UK, with our largest three offices now having achieved
certification.  The remaining offices work in accordance with the certificated system.  We are also progressing our
Investor in People accreditation which we aim to achieve by the end of the financial year. 28 Hyder Consulting PLC annual report 2004
directors’
remuneration report 
All information in this section is not required to be audited and is not covered by the Auditors’ Report unless otherwise
indicated.
Remuneration policy 
The Company’s remuneration policy aims to attract, motivate and retain high calibre executives by rewarding them with
competitive salary and benefit packages that are linked to both individual and business performance. This is the policy for
this year and the foreseeable future. The remuneration policies on performance bonuses, share option schemes and
Directors’ service contracts are given in the relevant sections below. 
Membership 
The Remuneration Committee comprises the three independent Directors and is chaired by Peter Morgan.
Remuneration Information 
The remuneration agreed by the Committee for the executive Directors contains the elements of a base salary, bonus
incentives, pension, and permanent health and life assurance benefits.  The Committee also makes recommendations for
the grant of options.  The Committee has not taken any external advice in relation to remuneration. 
Base Salary 
Salaries are determined at levels prevailing for executive Directors of a comparable status employed by comparable
companies, taking into account relative performance.  Salaries are normally reviewed annually.
Performance Bonus 
Bonus entitlement is related to the performance of the executive Directors and the Group and is determined by the
Remuneration Committee.  Bonus payments are based on criteria which include improvement in earnings per share
against predetermined targets.  Under the terms of their contracts the executives can earn up to 50% of their base
salaries from such bonus payments.
For the year ended 31 March 2004, the Committee has approved bonus payments as follows:
T Wade - £27,500 (2003: £18,550)
S Hamilton-Eddy - £25,000 (2003: £15,625)
Retirement Benefits 
The two executive Directors are members of the Group Personal Pension Plan.  The plan is approved by the Inland
Revenue and is contracted out of the state earnings related pension scheme.  The executive Directors contribute 11% of
their Inland Revenue capped pensionable salary to the plan and their normal retirement age is 65. Benefits under the
plan also include life cover of five times their salary.
Other Benefits
Other benefits for executive Directors include a car and payment of its operating expenses (or equivalent car allowance),
entitlement to a non-contributory private healthcare scheme and a permanent health scheme.
Share Option Scheme
The Hyder Consulting PLC Executive Share Option Scheme 2002 (the "Scheme") was approved by the Company on 21
October 2002.  The Scheme is an Inland Revenue Approved Share Option Scheme, restricted to the granting of options
of up to £30,000 per person.  The grant of share options under the Scheme is at the discretion of the Remuneration Hyder Consulting PLC annual report 2004 29
Committee.  The objective of the Scheme is to promote amongst the Senior Management Group (SMG) a longer-term
involvement in the profitability of the Group.  The exercise of options will be subject to the satisfaction of performance
conditions, as determined from time to time by the Remuneration Committee and imposed at the time of grant, which
relate to the performance of the Group over a specified measurement period as notified to option holders.
On 19 June 2003, 385,000 options were granted under the scheme to certain members of the SMG, none of whom were
Directors.
Directors’ Service Contracts 
The Company’s general policy on service agreements is that they should not exceed 12 months and that compensation
payable on termination should not exceed 12 months remuneration.
Executive Directors 
Tim Wade’s service contract (dated 8 January 2001) is terminable in writing by the Company giving eighteen months’
notice or the individual giving six months’ notice. This arrangement pre-dates the acquisition of Hyder Consulting by the
Company.  The Committee will keep the terms of this contract under review. Simon Hamilton-Eddy’s service contract
(dated 8 January 2001) is terminable in writing by the Company giving twelve months’ notice or the individual giving six
months’ notice. 
Tim Wade and Simon Hamilton-Eddy are entitled to receive compensation on termination equal to the pension
contributions that would have been made by the employing company between termination and the date they would reach
the age of 60 or the equivalent of 12 months’ pension contributions (up to age of 64), whichever is greater.
Non-Executive Directors and Chairman
Sir Alan Thomas entered into a service contract at the time of the acquisition.  His contract is terminable in writing by
either party giving twelve months’ notice.
The Board determines remuneration of the non-executive Directors.  The relevant non-executive Director is not present
during the discussion of his remuneration package.  The non-executive Directors’ service contracts are renewed for a
further period of twelve months following the Company’s Annual General Meeting.  Non-executive Directors are not
entitled to pensions, annual bonus or any similar payments other than expenses properly incurred in connection with the
performance of their duties.  Sir Alan Thomas was re-elected at the last Annual General Meeting.
Performance Graph 
The performance graph below shows Hyder Consulting PLC (formerly known as Firth Holdings plc) total shareholder
return compared to the FTSE All-Share Index over the five financial years ended 31 March 2004.  The FTSE All-Share
Index has been selected as a comparison as it represents a more stable comparative figure than other potential indices. 
The total shareholder return for the five year period to 31 March 2004 of (25%) compares to the total return provided by
the FTSE All-Share Index of (24%).  In October 2002 Firth Holdings plc (Firth) acquired HCHL and since that date, the
shares have out-performed the FTSE All-Share Index.  Prior to October 2002, Firth was a listed cash shell.
Return on £100 worth of shares in Hyder Consulting PLC purchased in March 1999 against the FTSE 
All-Share market values
0
10
20
30
40
50
60
70
80
90
100
110
120
130
140
Mar-99
May-99
Jul-99
Sep-99
Nov-99
Jan-00
Mar-00
May-00
Jul-00
Sep-00
Nov-00
Jan-01
Mar-01
May-01
Jul-01
Sep-01
Nov-01
Jan-02
Mar-02
May-02
Jul-02
Sep-02
Nov-02
Jan-03
Mar-03
May-03
Jul-03
Sep-03
Nov-03
Jan-04
Mar-04
May-04
PRE  ACQUISITION
22 October 2002
POST ACQUISITION Return on Hyder 
Consulting
PLC Shares
Return on the 
FTSE All-Share 
Index directors’ remuneration report continued
Share Price 
The share price at close of business on 31 March 2004 was 133p.  The high for the year was 163p and the low was 40p.
Directors’ interests 
There were no significant contracts subsisting during or at the end of the year with the Company or any of its subsidiaries
(other than service contracts and loan notes detailed below) in which any Director is, or was, materially interested.
Directors’ shareholdings 
The interests of the Directors’ in the share capital of Hyder Consulting PLC are set out below:
Ordinary shares of 10p Ordinary shares of 10p
31 March 2004 31 March 2003
Sir Alan Thomas 340,189 340,189
Tim Wade 4,199,546 4,190,513
Simon Hamilton-Eddy 2,799,698 2,793,676
Peter Morgan 57,499 31,799
Peter Higgins 13,788 2,160
There have been no changes in the Directors’ beneficial interests during the period from the end of the financial year to 7
June 2004.
Loan Notes 
As a result of the acquisition of HCHL, loan notes were granted to certain Directors and senior employees of the Group.
The Directors’ holdings were as follows: -
£1 Loan notes £1 Loan notes
as at Issued in the Repaid in as at
31 March 2003 year the year 31 March 2004
Tim Wade 1,717,218 3,707 (1,720,925) -
Simon Hamilton-Eddy 1,144,812 2,473 (1,147,285) -
The loan notes in existence at 31 March 2003 were repaid on 31 May 2003.  Loan notes issued in the year represent the
allocation of loan notes not issued at the time of the acquisition of HCHL by Firth Holdings plc as a result of employees
not exercising their share option entitlement in HCHL.  These loan notes were repaid in full on 29 January 2004.
Auditable information
The following information has been audited by the Company’s auditors, PricewaterhouseCoopers LLP, as required by
Schedule 7A to the Companies Act 1985.
Directors’ remuneration
Executive
Sir Alan Thomas (i) 
Tim Wade (i)
Simon Hamilton-Eddy (i)
Jack Hobbs 
Non Executive
Sir Alan Thomas 
Peter Morgan
Peter Higgins
2003
£’000
9
6
6
-
-
-
-
21
2004
£’000
-
24
24
-
-
-
-
48
Total
2003
£’000
118
83
74
77
25
13
13
403
Total
2004
£’000
-
192
173
-
61
22
18
466
Benefits
in kind
£’000
-
16
15
-
1
-
-
32
Bonus
£’000
-
28
25
-
-
-
-
53
Fees
£’000
-
-
-
-
60
22
18
100
Basic
salary
£’000
-
148
133
-
-
-
-
281
Pension Contributions
30 Hyder Consulting PLC annual report 2004 The executive Directors’ salaries are pensionable up to the maximum salary cap (£99,000).
Notes:
i) Basic salary was that paid in respect of the period during which individuals were Directors.  Timothy Wade 
and Simon Hamilton-Eddy were elected to the Board on the 21 October 2002.  Full year salary 
comparisons (2003) for Timothy Wade and Simon Hamilton-Eddy are £140,000 and £125,000 respectively.
ii) Benefits in kind are calculated in terms of UK taxable values.  For the executive Directors they comprise: a 
company car, a fuel card, a non-contributory private healthcare scheme and a permanent health scheme.
iii) 2 Directors (2003: 2) are accruing benefits under a money purchase scheme.
Directors’ long-term incentives
There are no long-term incentive plans in operation.
Directors’ share options 
During the year ended 31 March 2004, no share options were granted to, or exercised by, any Director of the Company,
and no Director held unexercised options, save for an option granted to Sir Alan Thomas on the following terms:
Date of Grant Number of ordinary Exercise Price Exercisable between
shares of 10p
27 September 2002 575,473 72p 1 April 2004 and 26 
September 2012
Sir Alan’s option (which was approved by shareholders on 21 October 2002) is subject to a condition that growth in the
earnings per share pre tax and goodwill amortisation of the Company exceeds the growth in the Retail Price Index by not
less than 4% per annum on a compound basis.  This condition will be measured over the financial year ending 31 March
2004.  If the condition is not satisfied, it will be re-measured over the two financial years ending 31 March 2005, and if
not then satisfied will be re-tested over the three financial years ending 31 March 2006.  If the condition is not satisfied at
that point, the option will lapse. 
The non-executive Directors are not entitled to participate in the Hyder Consulting PLC Executive Share Option Scheme
2002, and it is not currently intended that any executive Director will receive options under this scheme.
Directors’ pensions 
The executive Directors participate in the Group Personal Pension Plan that is a Money Purchase Scheme.  The pension
costs are based on the Pension Cap set each year by the Government (set at £99,000 for the last financial year).  The
plan provides for a pension at a normal retirement age of 65 and each Director pays an annual contribution equal to 11%
of pensionable salary.
Peter Morgan
Chairman of Remuneration Committee
7 June 2004
Hyder Consulting PLC annual report 2004                31 32 Hyder Consulting PLC annual report 2004
independent auditor’s
report to the members of Hyder Consulting PLC
We have audited the financial statements that comprise the consolidated profit and loss account, the statement of total
group recognised gains and losses, the Group and Company balance sheets, the consolidated cash flow statement and
related notes. We have also audited the disclosures required by Part 3 of Schedule 7A to the Companies Act 1985
contained in the Directors’ Remuneration Report ("the auditable information").
Respective responsibilities of directors and auditors
The Directors’ responsibilities for preparing the annual report and the financial statements in accordance with applicable
United Kingdom law and accounting standards are set out in the statement of directors’ responsibilities.  The Directors’
are also responsible for preparing the Directors’ Remuneration Report.
Our responsibility is to audit the financial statements and the auditable part of the Directors’ Remuneration Report in
accordance with relevant legal and regulatory requirements and United Kingdom Auditing Standards issued by the
Auditing Practices Board.  This report, including the opinion, has been prepared for and only for the Company’s
members as a body in accordance with Section 235 of the Companies Act 1985 and for no other purpose.  We do not, in
giving this opinion, accept or assume responsibility for any other purpose or to any other person to whom this report is
shown or in to whose hands it may come save where expressly agreed by our prior consent in writing.
We report to you our opinion as to whether the financial statements give a true and fair view and whether the financial
statements and the auditable part of the Directors’ Remuneration Report have been properly prepared in accordance
with the Companies Act 1985.  We also report to you if, in our opinion, the directors’ report is not consistent with the
financial statements, if the Company has not kept proper accounting records, if we have not received all the information
and explanations we require for our audit, or if information specified by law regarding directors’ remuneration and
transactions is not disclosed.
We read the other information contained in the annual report and consider the implications for our report if we become
aware of any apparent misstatements or material inconsistencies with the financial statements.  The other information
comprises the Chairman’s Statement, the Chief Executive’s Review, the Operating Review, the Financial Review, the
Directors’ Report, the unaudited part of the Directors’ Remuneration Report, the Corporate Governance Report and the
Corporate and Social Responsibility Report.
We review whether the Corporate Governance Report reflects the Company’s compliance with the seven provisions of
the Combined Code specified for our review by the Listing Rules of the Financial Services Authority, and we report if it
does not.  We are not required to consider whether the Board’s statements on internal control cover all risks and
controls, or to form an opinion on the effectiveness of the Company’s or Group’s corporate governance procedures, or its
risk and control procedures.
Basis of audit opinion
We conducted our audit in accordance with Auditing Standards issued by the Auditing Practices Board.  An audit
includes examination, on a test basis, of evidence relevant to the amounts and disclosures in the financial statements
and the auditable part of the Directors’ Remuneration Report.  It also includes an assessment of the significant estimates
and judgements made by the directors’ in the preparation of the financial statements, and of whether the accounting
policies are appropriate to the Company’s circumstances, consistently applied and adequately disclosed. Hyder Consulting PLC annual report 2004 33
We planned and performed our audit so as to obtain all the information and explanations, which we considered
necessary in order to provide us with sufficient evidence to give reasonable assurance that the financial
statements and the auditable part of the Directors’ Remuneration Report are free from material misstatement,
whether caused by fraud or other irregularity or error.  In forming our opinion we also evaluated the overall
adequacy of the presentation of information in the financial statements.
Opinion
In our opinion:
• the financial statements give a true and fair view of the state of affairs of the Company and the Group at 
31 March 2004 and of the profit and cash flows of the Group for the year then ended;
• the financial statements have been properly prepared in accordance with the Companies Act 1985; and
• those parts of the Directors’ Remuneration Report required by Part 3 of Schedule 7A to the Companies 
Act 1985 have been properly prepared in accordance with the Companies Act 1985.
PricewaterhouseCoopers LLP
Chartered Accountants and Registered Auditors
Bristol
7 June 2004 31 March
2004
£’000
122,943
(600)
122,343
(83)
1,063
(119,535)
(784)
(119,339)
3,004
365
3,369
(419)
2,950
130
(859)
2,221
(8)
2,213
(50)
2,163
(98)
2,065
9.02p
8.94p
9.95p
9.86p
All activities are continuing.  Acquisitions made during the year are not regarded as material and have therefore not been separately disclosed.
There is no difference between the profit on ordinary activities before taxation and the retained profit for the year stated above, and their historical cost
equivalents.
34 Hyder Consulting PLC annual report 2004
Turnover including share of joint venture
Less; Share of turnover of joint venture
Turnover
Amortisation of positive goodwill
Amortisation of negative goodwill
Other operating costs (before exceptional items)
Exceptional items
Net operating costs
Group operating profit
Share of joint venture
Operating profit including share of 
joint venture
Exceptional item
Loss on termination of business
Profit on ordinary activities before interest
Interest receivable
Interest payable
Profit on ordinary activities before 
taxation
Taxation
Profit on ordinary activities after taxation
Minority interests
Profit for the financial year
Dividends
Retained profit for the financial year
Earnings per share (undiluted)
Earnings per share (diluted)
Earnings per share before exceptional items and 
goodwill (undiluted)
Earnings per share before exceptional items and 
goodwill (diluted)
Note
2a&b
3&11
3&12
3&4
3
14
4
6
7
2c
8
9
25
10
10
10
10
31 March
2003
£’000
50,525
(64)
50,461
(11)
332
(49,007)
307
(48,379)
2,082
1
2,083
-
2,083
485
(377)
2,191
(514)
1,677
(95)
1,582
-
1,582
10.78p
10.76p
6.50p
6.49p
consolidated profit and loss account for the
year ended 31 March 2004 Hyder Consulting PLC annual report 2004 35
statement of group total recognised gains and
losses
Profit for the financial year
Translation difference on foreign exchange
Total gains for the year
2003
£’000
1,582
206
1,788
2004
£’000
2,163
(1,476)
687 reconciliation of movements in group
shareholders’ funds for the year ended 31 March
2004
Note
Profit for the financial year
Dividends
Retained profit for the financial year
Translation difference taken to reserves 25
Issue of ordinary share capital for the acquisition of HCHL
Issue of ordinary shares for the acquisition of German minority interests
Premium on ordinary shares issued for the acquisition of German 
minority interests
Issue of ordinary shares for acquisitions
Premium on ordinary shares issued for acquisitions
Capital reduction:
- Deferred share cancellation 21
- Share premium cancellation 22
- Creation of profit and loss reserve 25
Shares to be issued from the acquisition of HCHL
Net increase in shareholders’ funds
Shareholders’ funds at 1 April 
Shareholders’ funds at 31 March
2004
£’000
2,163
(98)
2,065
(1,476)
-
28
217
115
841
(7,332)
(8,763)
16,095
-
1,790
13,508
15,298
2003
£’000
1,582
-
1,582
206
1,458
-
-
4,310
138
-
-
-
17
7,711
5,797
13,508
36 Hyder Consulting PLC annual report 2004 Hyder Consulting PLC annual report 2004 37
balance sheets as at 31 March 2004
Group Company
Note
Fixed assets
Intangible assets
- Goodwill 11
- Negative Goodwill 12
Tangible assets 13
Investments 14
Interests in joint ventures
- Share of gross liabilities 14
- Transfer to provisions 20
Current assets
Debtors 15
Cash at bank and in hand
Creditors: amounts falling due within one year 17a
Net current assets / (liabilities)
Total assets less current liabilities
Creditors: amounts falling due after more than
one year 17b
Provisions for liabilities and charges 20
Net assets 2d
Capital and reserves
Called up share capital 21
Share premium 22
Shares to be issued 23
Capital redemption reserve 24
Profit and loss account 25
Shareholders’ funds (equity interests)
Equity minority interests
Non-equity minority interests
The financial statements on pages 34 to 66 were approved by the board of directors on 7 June 2004 and were
signed on its behalf by:
Simon Hamilton-Eddy
Financial and Commercial Director
7 June 2004
2004
£’000
1,931
(1,037)
8,101
174
(91)
91
9,169
49,542
6,507
56,049
(31,073)
24,976
34,145
(9,951)
(8,815)
15,379
2,445
-
-
80
12,773
15,298
22
59
15,379
2003
£’000
181
(980)
9,063
220
(421)
421
8,484
53,103
13,825
66,928
(46,536)
20,392
28,876
(3,779)
(10,391)
14,706
9,628
7,694
17
80
(3,911)
13,508
1,095
103
14,706
2004
£’000
-
-
-
14,790
-
-
14,790
515
58
573
(2,373)
(1,800)
12,990
-
-
12,990
2,445
-
-
80
10,465 
12,990
-
-
12,990
2003
£’000
-
-
-
13,090
-
-
13,090
182
5,317
5,499
(6,807)
(1,308)
11,782
-
-
11,782
9,628
7,694
17
80
(5,637) 
11,782
-
-
11,782 38 Hyder Consulting PLC annual report 2004
consolidated cash flow statement
Net cash inflow from operating activities 
Returns on investment and servicing of finance 
Taxation repaid / (paid)
Capital expenditure and financial investment
Acquisitions and disposals 
Cash flow before financing
Financing
(Decrease) / increase in cash during the year
Reconciliation of net cash flow to movement in net funds
Net (debt) / cash at start of year
(Decrease) / increase in cash in the year
Cash outflow from repayment of debt
Other non cash movements
Loan notes issued
Finance leases
Loan and finance leases acquired with acquisition
Exchange adjustments
Net debt at end of the year
Deferred consideration of £1,816,000 included in net debt at 31 March 2003 has been reclassified as an external
creditor.
Note
26a
26b
26c
26d
26e
26f
2004
£’000
95
(469)
181
(652)
(1,019)
(1,864)
(5,205)
(7,069)
(1,367)
(7,069)
6,161
-
(886)
(3,161)
-
(223)
(3,384)
2003
(restated)
£’000
7,512
108
(510)
(34)
1,402
8,478
(639)
7,839
5,625
7,839
777
(6,000)
(446)
7,795
(8,982)
(180)
(1,367) Hyder Consulting PLC annual report 2004                 39 
principal 
accounting policies
The financial statements have been prepared in accordance with Accounting Standards applicable in the United Kingdom
and comply with the Companies Act 1985. A summary of the principal Group accounting policies, which have been
consistently applied, is set out below.
Basis of accounting
These financial statements have been prepared in accordance with the historical cost convention.
Turnover
Turnover, which excludes Value Added Tax, is principally derived from long-term contracts.  It is stated on the basis of the
sales value of work performed during the year by reference to the total sales value and stage of completion of the
contracts.  
Basis of consolidation
The Group financial statements comprise a consolidation of the financial statements of Hyder Consulting PLC and all its
subsidiary undertakings, and include the Group’s share of the profits or losses and net assets of associated undertakings.
The financial statements of each company in the Group are prepared to 31 March.  Uniform accounting policies are
adopted throughout the Group. Intra-group transactions and balances have been eliminated on consolidation.
Acquisitions and disposals 
The results of companies and businesses acquired during the year are dealt with in the consolidated financial statements
from the date of acquisition.  Where appropriate, adjustments are made to bring different accounting policies of newly
acquired companies into line with the existing group accounting policies.
Goodwill arising from the purchase of subsidiary investments and investments in associates is capitalised and amortised to
the profit and loss account over its estimated useful economic life (maximum 20 years).  Negative goodwill is amortised to
the profit and loss account over the period in which non-monetary assets (fixed assets, amounts recoverable on contracts
and deferred tax) are recovered whether through depreciation, sale or usage.  Any negative goodwill arising in excess of
the fair values of the non-monetary assets acquired is recognised in the profit and loss account in the periods in which
benefits are received.
The profit or loss on the disposal of a previously acquired business reflects the attributable amount of purchased goodwill
relating to that business.
The level of goodwill or negative goodwill arising from acquisition is determined following the assessment of fair values of
the company or business acquired.  Under the rules of Financial Reporting Standard 7, Fair Values in Acquisition
Accounting, in the circumstances when accurate assessments of fair values cannot be initially established the standard
allows amendments to fair value with the benefit of better or more refined information on assets and liability fair values as
they existed at acquisition.  The cut-off point for making fair value adjustments is the date of approval of the second annual
financial statements after the acquisition.
Associates, Joint Ventures and Joint Arrangements
The Group’s share of results of associated undertakings and joint ventures is included in the consolidated financial
statements based on the latest audited accounts, where the year end is co-terminous with that of the Group, or the
management accounts for the relevant period.
Where joint ventures are material they are accounted for in the consolidated accounts on the gross equity basis. 40 Hyder Consulting PLC annual report 2004
The Group has certain contractual arrangements with other participants to engage in joint activities that do not
create an entity, carrying on a trade or business of its own. The Group includes its share of assets, liabilities and
cashflows in such joint arrangements, measured in accordance with the terms of each arrangement, which is
usually pro rata to the Group’s interests in the joint arrangement.
Exceptional items
Exceptional items are those that need to be disclosed by virtue of their size and incidence.  Such items are
included within operating profit unless they represent profits or losses on the sale or termination of an operation,
costs of a fundamental reorganisation or restructuring having a material effect on the nature and focus of the
Group, or profits or losses on the disposal of certain fixed assets.  In these cases, separate disclosure is provided
on the face of the profit and loss account after operating profit.
Tangible fixed assets and depreciation
Tangible fixed assets are included at cost less accumulated depreciation.
Depreciation is calculated so as to write off the cost of the assets, less their estimated residual values, over their
estimated useful lives on a straight line basis as follows:
Freehold buildings 40 years
Leasehold properties over the period of the lease
Fixed plant 2 to 5 years
Computer hardware and software 2 to 5 years
Motor vehicles 5 years
Leased assets
Where assets are financed by leasing arrangements, which transfer substantially all the risks and rewards of
ownership of an asset to the Group (finance leases), the assets are treated as if they had been purchased and the
corresponding capital cost is shown as an obligation to the lessor.  Leasing payments are treated as consisting of
a capital element and finance costs, the capital element reducing the obligation to the lessor and the finance
charges being written off to the profit and loss account over the period of the lease in reducing amounts in relation
to the written down amount.  The assets are depreciated over their estimated useful life or lease period whichever
is shorter.  All other leases are regarded as operating leases.  Rental costs arising under operating leases are
charged to the profit and loss account in the year to which they relate, with the exception of rental costs on surplus
properties, which, where appropriate, are charged against a provision set up for this purpose.
Investments
Long term investments held as fixed assets are stated at cost less amounts written off or provided to reflect
impairment.  Those held as current assets are stated at the lower of cost and net realisable value.
Long term contract accounting
Amounts recoverable on contracts represent work undertaken but not yet invoiced to customers.  These amounts,
which are included in debtors, are stated at cost plus attributable profit to the extent that such profit is reasonably
certain and after making provision for any foreseeable losses in completing contracts, less payments on account
received.  For this purpose, cost comprises the direct costs of providing the service, together with directly
attributable overheads. 
Payments on account represent the excess of amounts billed over that earned and are included in creditors.
principal accounting policies continued Hyder Consulting PLC annual report 2004 41
Pension costs
Contributions are charged to the profit and loss account so as to spread the cost of pensions over employees’
working lives with the Group.  Contribution rates are based on the advice of an independent, professionally
qualified actuary.  Any difference between the charge to the profit and loss account and contributions paid is shown
as an asset or liability in the balance sheet.
Foreign currencies
On consolidation, balance sheets and profit and loss accounts of subsidiary undertakings are translated into
sterling at closing rates of exchange.  Exchange differences resulting from the translation at closing rates of net
investments in subsidiary and associated undertakings, together with foreign currency balances, which have been
used to finance these enterprises, are dealt with in reserves.  All other exchange gains or losses on settlement or
translation at closing rates of exchange of monetary assets and liabilities are included in the determination of profit
for the year. 
Transactions denominated in foreign currency are translated at the rates ruling at the date of transaction.
Monetary assets and liabilities disclosed at the balance sheet date are shown at the rate prevailing at that date.
Financial instruments
Note 18 of the financial statements provides an explanation of the role that financial instruments have had during
the year in creating or changing the risks the Group faces in its activities.  The explanation summarises the
objectives and policies for holding or issuing financial instruments.
The numerical disclosures in Note 18 deal with the financial assets and liabilities as determined by Financial
Reporting Standard 13, Derivatives and Other Financial Instruments.  As required by the standard short-term
debtors and creditors have been excluded from the note.
The Group enters into interest rate swaps in order to hedge against the effects of future interest rate changes, in
line with the Group’s risk management policy.
Deferred taxation
Deferred taxation is provided on an undiscounted basis on all timing differences that have originated but not
reversed at the balance sheet date except as referred to below.  Amounts provided are calculated with reference to
tax rates that are expected to apply in the periods in which the timing differences are expected to reverse, based
on tax rates and laws that have been enacted or substantively enacted by the balance sheet date.
Provision is made for tax that would arise on the remittance of the retained earnings of overseas subsidiaries, only
to the extent that the dividends have been accrued as receivable.
Deferred tax assets are recognised only to the extent that it is considered more likely than not that there will be
suitable taxable profits from which the future reversal of the underlying timing differences can be deducted.
Vacant properties
Provisions are made based on the estimated net present value of future rental payments less sub-letting income
where properties are vacant, using independent professional advice.  The discount factor used in coming to the
future rentals value for the average period of the lease is 7% (2003: 7%). 
Professional Indemnity claims including excesses
The Company provides for excesses on professional indemnity insurance claims at the point these are notifiable to
its insurers.  Amounts provided are based on estimates derived applying percentage probabilities to the expected
outturn of the claim.  Claims deemed to have a low chance of success, set at 30% probability or less, are not
provided for.  The amounts provided against specific indemnity claims are necessarily judgemental and reviewed
regularly in the light of known circumstances.  Provision is also made for claims Incurred But Not Reported (IBNR)
based on a statistical model, that estimates likely future losses from claims not yet notified.   notes to the financial statements 
1. Company profit and loss account
As permitted by section 230 of the Companies Act 1985, the profit and loss account of the company has not been
included in these financial statements. The retained profit for the year dealt with in the financial statements of the
company was £7,000 (2003: £26,000).
2. Segmental analysis by geographical area
(a) Turnover by origin
2004 2004 2003 2003
£’000 £’000 £’000 £’000
Continuing operations
UK and Continental Europe 75,672 32,734
Middle East 20,520 7,126
Asia Pacific 26,751) 10,665
Share of joint venture (600) (64)
26,151 10,601
Turnover 122,343 50,461
(b)         Turnover by destination
2004 2004 2003 2003
£’000 £’000 £’000 £’000
Continuing operations
UK and Continental Europe 72,696) 28,142)
Middle East 21,524) 6,895)
Asia Pacific 28,723) 15,488)
Share of joint venture (600) (64)
28,123) 15,424)
Turnover 122,343) 50,461)
(c)         Profit on ordinary activities before taxation
2004 2004 2003 2003
£’000 £’000 £’000 £’000
Continuing operations
UK and Continental Europe 4,441) 2,235)
Middle East 954) 387)
Asia Pacific (689) (721)
Share of joint venture 365) 1)
(324) (720)
5,071) 1,902)
Operating profit exceptional items
UK and Continental Europe (409) 307)
Asia Pacific (375) -)
(784) 307)
Amortisation of positive goodwill (83) (11)
Amortisation of negative goodwill 1,063) 332)
Corporate overheads (1,898) (447)
Post-operating profit exceptional item (419) -)
Net interest (payable) / receivable (729) 108)
Profit on ordinary activities before taxation 2,221) 2,191)
42 Hyder Consulting PLC annual report 2004 (d)         Net assets
2004 2003
£’000 £’000
UK and Continental Europe 12,000) 17,356)
Middle East 604) 382)
Asia Pacific 2,775) (3,032)
Total net assets 15,379) 14,706)
3. Net operating costs
Staff costs 
Depreciation:
Own assets
Assets held under finance leases
Rentals under operating leases:
Land and buildings
Vehicles
Fees paid to auditors:
Audit services (Company £13,000, 2003: £16,000) (i)
Other (ii)
Other operating charges
Loss / (profit) on disposal of fixed assets
Exchange differences 
Pension provision release
Amortisation of positive goodwill
Amortisation of negative goodwill 
Exceptional items
Net operating costs
(i) Audit fees in relation to 2003 represent the annual amount spread evenly over the period and relate to the five-month 
period after the acquisition of HCHL. 
(ii) Other fees in 2004 comprise taxation, legal and Group restructuring services for the year.  These costs were 
particularly high in the first full year following the acquisition of HCHL and are not expected to be at similar levels in 
future years.  In 2003 they comprise taxation services for the post acquisition period.
4.          Exceptional items
2004 2003
£’000 £’000
Operating profit exceptional items
Net amounts recovered from liquidation -) 307
Re-organisation costs (51) -
Re-structuring costs (233) -
Establishment of IBNR provision (500) -
(784) 307
Post-operating profit exceptional item
Loss on termination of business (419) -
Total exceptional items (1,203) 307
The loss on termination of business of £419,000 was incurred as a result of the termination of operations in South
East Asia.  No amounts have been charged or credited for taxation in relation to this loss.
Note
5a
11
12
4
2004
£’000
73,524)
1,795)
506)
2,964)
711)
226)
385)
39,839)
2)
191)
(608)
83)
(1,063)
784)
119,339)
2003)
£’000)
33,730)
515)
176)
1,406)
280)
126)
45)
13,000)
(64)
27)
(234)
11)
(332)
(307)
48,379)
Hyder Consulting PLC annual report 2004 43 44 Hyder Consulting PLC annual report 2004
5. Employee Costs and Numbers
(a) Staff costs (including Directors)
2004 2003
Note £’000 £’000
Wages and salaries 66,020 30,916
Social security costs 3,447 1,379
Pension costs                                                                                          28 4,003 1,435
Severance costs 54 -
73,524 33,730
(b)         Average monthly number of employees during the year (including Directors)
2004 2003
Number Number
Technical (including Directors) 2,329 931
Administration 342 142
2,671 1,073
As at 31 March 2004 the Group had 2,753 employees (2003: 2,542) including 5 Directors (2003: 5).
Directors’ remuneration and pension costs are disclosed in the Directors’ Remuneration Report on page 30.
6.          Interest receivable
2004 2003
£’000 £’000
Bank deposits 85 485
Late invoice payments 3 -
Tax refunds 36 -
Other interest and similar income 6 -
130 485
notes to the financial statements continued Hyder Consulting PLC annual report 2004 45
7.         Interest payable
2004 2004 2003
£’000 £’000 £’000
On borrowings
Bank loans and overdrafts (410) (232)
Finance leases (80) (35)
Interest rate swaps (78) (32)
Loan notes (29) (78)
Bond facilities (11) -
(608) (377)
Other
Professional indemnity credit facility (81) -
Late payment of taxation (65) -
Unwinding of discounts in provisions (105) -
(251) -
(859) (377)
8.         Taxation
2004 2003
£’000 £’000
Based on the results for the year:
Corporation tax:
On profit for the year 89) 334)
Adjustment in respect of the previous year 8) (95)
Overseas tax:
On profit / (loss) for the year (222) 173)
Current year tax (credit) / charge (125) 412)
Deferred tax:
Origination and reversal of timing differences (126) 32)
Deferred tax charge on pension liability release 179) 70)
Overseas deferred tax 80) -)
Total deferred tax 133) 102)
Tax on profit on ordinary activities 8) 514))
Reconciliation of current year tax charge:
Profit on ordinary activities before taxation 2,221) 2,191)
Expected tax charge at 30% of profit before tax (2003: 30%) 666) 657)
Goodwill amortisation not taxable (294) (96)
Other expenses not deductible for tax purposes 139) 116)
Overseas tax losses not utilised 758) 303)
Excess foreign taxes suffered (753) (512)
Deferred tax not recognised (649) (151)
Adjustment to tax in respect of previous periods 8) 95)
Current year tax (credit) / charge (125) 412)
Factors affecting future tax charge
Overseas taxation rates in the Group differ from the UK taxation rate.  In the United Arab Emirates there is no
corporate taxation whilst in the majority of other countries the tax rate exceeds the UK rate. 46 Hyder Consulting PLC annual report 2004
9.          Dividends
2004 2003
£’000 £’000
Equity - Ordinary
Final proposed: 0.4p (2003: nil) per 10p share 98 -
10. Earnings per share
Profit after tax and minority 
interests (£’000)
Basic diluted and adjusted earnings 
attributable to shareholders (£’000)
Basic earnings per share
Diluted earnings per share
Weighted average number of ordinary shares
Dilutive shares to be issued
Dilutive ordinary shares
Diluted weighted average number of ordinary shares
Basic earnings per share is calculated by dividing the earnings attributable to ordinary shareholders by the
weighted average number of shares in issue during the year.
Diluted earnings per share is calculated by adjusting earnings attributable to ordinary shareholders and the
weighted average number of ordinary shares in issue on the assumption of conversion of all dilutive share options
in issue. 
Supplementary basic and diluted earnings per share have been calculated to exclude the effect of goodwill
amortisation and exceptional items.  The adjusted numbers have been provided in order that the effects on
reported earnings can be fully appreciated.
notes to the financial statements continued
Total
2003
1,582
1,582
10.78p
10.76p
Total
2004
2,163
2,163
9.02p
8.94p
Before
exceptional
items and
goodwill
amortisation
2004
2,386
2,386
9.95p
9.86p
Exceptional
items and
goodwill
amortisation
2004
(223)
(223)
(0.93p)
(0.92p)
Before
exceptional
items and
goodwill
amortisation
2003
954
954
6.50p
6.49p
Exceptional
items and
goodwill
amortisation
2003
628
628
4.28p
4.27p
2003
Number
14,680,714
26,202
-
14,706,916
2004
Number
23,976,026
-
234,489
24,210,515 11. Intangible assets - Goodwill
2004
£’000
Cost or valuation
At 1 April 2003 192
Additions 1,770
Amendments to fair value 48
Exchange movements 15
At 31 March 2004 2,025
Accumulated amortisation
At 1 April 2003 (11) 
Amortised in the period (83)
At 31 March 2004 (94)
Net book value at
31 March 2004 1,931
31 March 2003 181
Positive goodwill arose in the year on the acquisition of Jeff Moulsdale & Associates on 1 October 2003 and
Adamus Consulting Practice on 1 February 2004 in Australia (see Note 31a&b).  The positive goodwill is being
amortised over twenty years, this period reflects the nature of the businesses acquired and their prospective
earnings stream.  The amortisation periods for goodwill relating to the acquisition of Warren & Rowe in 2003 was
extended in the year from three to five years in line with deferred consideration payments.
12. Intangible assets - Negative goodwill 
2004
£’000
Cost or valuation
At 1 April 2003 (1,312)
Additions (607)
Amendments to fair value (571)
Exchange movements 78
At 31 March 2004 (2,412)
Accumulated amortisation
At 1 April 2003 332
Amortised in the period 1,063
Exchange movements (20)
At 31 March 2004 1,375
Net book value at
31 March 2004 (1,037)
31 March 2003 (980)
Hyder Consulting PLC annual report 2004 47 48 Hyder Consulting PLC annual report 2004
Additional negative goodwill of £571,000 has been recognised on the acquisition of Hyder Consulting Holdings
Limited (see Note 31e).  The negative goodwill is being amortised over the life of the non-monetary assets as
follows:
Freehold property 23 years
Other fixed assets 3-5 years
Amounts recoverable on contracts as billed
Negative goodwill of £607,000 arose on the acquisition of the remaining minority shares of Acerplan
Planungsgesellschaft GmbH on 31 July 2003 and 31 January 2004 (see Note 31c).  The negative goodwill is
being amortised over the life of the non-monetary assets as follows:
Other fixed assets 3-5 years
Amounts recoverable on contracts as billed
13. Tangible fixed assets
Group
Cost or valuation
At 1 April 2003
Additions
Disposals
Exchange adjustments
At 31 March 2004
Accumulated depreciation
At 1 April 2003
Charge for year
Disposals
Exchange adjustments
At 31 March 2004
Net book value at 
31 March 2004
31 March 2003
Within the net book value of £8,101,000, £1,359,000 (2003: £1,016,000) relates to assets held under finance
leases.  Within the depreciation charge for the year £506,000 relates to finance leases.
All leasehold properties and improvements are short-term.
The Company owned no tangible fixed assets at 31 March 2004 or 31 March 2003.
notes to the financial statements continued
Total
£’000
26,721)
1,698)
(4,510)
(906)
23,003)
(17,658)
(2,301)
4,383)
674)
(14,902)
8,101)
9,063)
Vehicles, plant,
equipment,
computer
hardware &
software
£’000
19,748)
1,453)
(3,386)
(572)
17,243)
(15,440)
(1,998)
3,335)
480)
(13,623)
3,620)
4,308)
Leasehold,
properties and
improvements
£’000
1,959)
245)
(1,053)
(183)
968)
(1,400)
(185)
1,048)
174)
(363)
605)
559)
Freehold, 
land and
buildings
£’000
5,014)
-)
(71)
(151)
4,792)
(818)
(118)
-)
20)
(916)
3,876)
4,196) Hyder Consulting PLC annual report 2004 49
14. Fixed asset investments
Interest in
Associated Unlisted
Undertaking  Investments Total
Group £’000 £’000 £’000
Cost or valuation
At 1 April 2003 210) 10) 220)
Additions 3) -) 3)
Exchange adjustments (3) -) (3)
Revaluation (36) (10) (46)
At 31 March 2004 174) -) 174)
Joint ventures comprise: 2004 2003
£’000 £’000
Cost or valuation
At 1 April (421) -)
Arising on acquisition -) (392)
Share of retained profit / (loss) 365) (29)
Exchange adjustment (35) -)
At 31 March (91) (421)
Country of incorporation, 
Name Activity Proportion       registration and operation
Hyder CMP Limited                Consulting Engineer         50%                 Australia
McCarthy Acer Consultants  Consulting Engineer 50%                 Republic of Ireland
All other fixed asset investments are dormant.
Interests in group undertakings
Company 2004 2003
Note           £’000 £’000
Cost or valuation
At 1 April  13,090 115
Acquisition of Hyder Consulting Holdings Limited 31e - 12,975
Additions in the year 1,700 -
At 31 March 14,790 13,090
On 21 May 2003, Hyder Consulting PLC subscribed for an additional 17,000,000 10p ordinary shares in Hyder
Consulting Holdings Ltd for a consideration of £1,700,000. 15. Debtors
Group Company
Amounts falling due within one year:
Trade debtors
Amounts recoverable on contracts
Amounts owed by subsidiary undertakings
Amounts owed by associates
Corporation tax recoverable
Assets held for resale - property
Other debtors
Prepayments and accrued income
Amounts falling due after more than one year:
Deferred tax asset (Note 16)
Other debtors
16.        Deferred tax asset
Pension Other Total
£’000 £’000 £’000
At 1 April 2003 1,430 979 2,409
Revision to fair value (Note 31e) - (331) (331)
(Charged) / credited to profit and loss (179) 46 (133)
At 31 March 2004 1,251 694 1,945
Pension Other Total Pension Other Total
2004 2004 2004 2003 2003 2003
£’000 £’000 £’000 £’000 £’000 £’000
Tax asset on pension 1,251) -) 1,251) 1,430) -) 1,430)
Accelerated capital allowances -) 215) 215) -) 696) 696)
Other timing differences -) (353) (353) -) 233) 233)
Utilisable tax losses -) 832) 832) -) 50) 50)
Deferred tax asset 1,251) 694) 1,945) 1,430) 979) 2,409)
The deferred tax asset on the pension scheme arises as part of the fair value exercise undertaken on the acquisition
of Hyder Consulting Holdings Ltd (Note 20).
50 Hyder Consulting PLC annual report 2004
notes to the financial statements continued
2004
£’000
25,203
18,183
-
194
-
-
1,302
2,525
47,407
1,945
190
49,542
2003
£’000
22,218
24,872
-
25
-
-
711
2,714
50,540
2,409
154
53,103
2004
£’000
-
-
291
-
223
-
1
-
515
-
-
515
2003
£’000
-
-
-
-
-
182
-
-
182
-
-
182 Hyder Consulting PLC annual report 2004 51
17. Creditors
(a) Amounts falling due within one year
Group Company
Note
Bank loans and overdrafts 18
Loan notes 18
Payments received on account of contracts
Trade creditors
Obligations under finance leases 18
Deferred consideration 18
Amounts owed to subsidiary undertakings
Amounts owed to associates
Corporation tax
Other taxation and social security
Other creditors
Accruals and deferred income
Dividends payable
(b) Amounts falling due after more than one year
2004 2003 2004 2003
Note               £’000 £’000 £’000 £’000
Bank loans                                                                18 8,357 2,772 - -
Obligations under finance leases                                18 642 421 - -
Deferred consideration                                               18 768 486 - -    
Other creditors 184 100  - -
9,951 3,779    - -
18.     Financial instruments
The Group’s treasury objectives are designed to maximise returns from available funds whilst minimising credit
exposures.  
Surplus funds have been invested in credit deposits with institutions with high AAA credit ratings.  Amounts placed
on deposit are monitored in order to maintain sufficient resources to meet the Group’s daily requirements.
Where borrowings have been deemed suitable to fund the Group’s strategy, these have been arranged on
standard commercial terms using a combination of fixed and floating rate facilities.
2004
£’000
368
-
5,429
6,478
524
945
-
5
971
5,008
5,565
5,682
98
31,073
2003
£’000
5,377
6,000
12,984
5,249
622
1,330
-
-
917
3,948
4,433
5,676
-
46,536
2004
£’000
-
-
-
-
-
-
2,230
-
-
-
-
45
98
2,373
2003
£’000
-
6,000
-
-
-
-
703
-
-
-
77
27
-
6,807
Group Company 52 Hyder Consulting PLC annual report 2004             
(a) Interest rate risk of financial liabilities
2004 Floating Financial
rate Fixed rate       liabilities on
financial             financial which no
Currency Total liabilities liabilities interest is paid
£’000 £’000 £’000 £’000
Sterling
- Financial liabilities 7,150 4,239 2,911 -
- Provisions 1,595 1,595 - -
- Deferred consideration 100 - - 100
Euro
- Financial liabilities 1,907 1,710 197 -
Other
- Financial liabilities 834 579 255 -
- Deferred consideration 1,613 - - 1,613
Total 13,199 8,123 3,363 1,713
2003 Floating Financial
rate Fixed rate  liabilities on
financial           financial which no
Currency Total liabilities liabilities interest is paid
£’000 £’000 £’000 £’000
Sterling
- Financial liabilities 5,954 5,000 954 -
- Loan notes 6,000 6,000 - -
- Provisions 1,876 1,876 - -
- Deferred consideration 1,000 - - 1,000
Euro
- Financial liabilities 2,546 1,812 734 -
Other
- Financial liabilities 692 602 90 -
- Deferred consideration 816 - - 816
Total 18,884 15,290 1,778 1,816
Short-term debtors and creditors have been excluded from all of the following disclosures, other than the currency
risk disclosures. All of the Group’s creditors falling due within one year (except bank and other borrowings) have
been excluded, as they do not meet the definition of a financial liability.   
notes to the financial statements continued Hyder Consulting PLC annual report 2004 53
The Group holds provisions for vacant leasehold properties and annuitants.  As at 31 March 2004 the provisions
were £1,086,000 (2003: £1,141,000) and £509,000 (2003: £735,000) respectively.  These financial liabilities are
considered to be floating rate liabilities.  This is because in establishing the provisions, the cash flows have been
discounted and the discount rate is reappraised to ensure that it reflects current market assessments.
The Group currently undertakes interest rate swaps in Germany and the UK to reduce the exposure of fluctuations
in German and UK interest rates.  This is consistent with the Group’s risk profile.  There are no other derivative
transactions undertaken.  The current interest rate swap in Germany expires on 1 December 2006.  The current
interest rate swap in the UK expires on 31 May 2006.
The loss on the German interest rate swap represents £72,000 (€107,000) of the Group’s interest charge for the
year.  The expected loss to be charged to next year’s profit and loss account is £57,000 (€85,000).  The interest
rate swap is not expected to provide future gains to offset this charge over the near term and therefore any losses
are charged to the profit and loss account during the period in which they arise.
The loss on the UK interest rate swap represents £6,000 of the Group’s interest charge for the year.  The
expected loss to be charged to next year’s profit and loss account is £4,000.  The interest rate swap is not
expected to provide future gains to offset this charge over the near term and therefore any losses are charged to
the profit and loss account during the period in which they arise.
Currency Fixed rate financial Financial liabilities on   
liabilities   which no interest is paid
Weighted
average   Weighted average   
interest period for which Weighted average period 
rate rate is fixed until maturity
% Months Months
Sterling
- Financial liabilities 6.37 26 10
Euro
- Financial liabilities 5.30 8 -
Other
- Financial liabilities 6.75 28 18
Floating rate financial liabilities bear interest at rates, based on relevant national LIBOR equivalents, which are
fixed in advance for periods of one month. 
(b) Interest rate risk of financial assets
2004 2003
Cash at Short Cash at Short 
bank and                 term bank and term
in hand deposits Total in hand deposits Total
£’000 £’000 £’000 £’000 £’000 £’000
Sterling 2,426 -   2,426 4,488 5,738    10,226
Euro 1,043 - 1,043 1,065 - 1,065
Hong Kong (Dollar) 506 - 506 665 -        665
Other 2,532 - 2,532 1,869                       -      1,869
Total 6,507 - 6,507 8,087 5,738           13,825
Of cash at bank and in hand, an amount of £497,000 (2003: nil) is restricted and not available to the Group for
general use.
The cash and short-term deposits are placed overnight with institutions with high credit ratings.  The interest rate
on the deposits is determined by the countries equivalent LIBOR rate.
Cash at bank and in hand earns interest at floating rates, based principally on short-term inter-bank rates. (c) Maturity of financial liabilities
2004 Other 
Finance          financial
Debt Leases          liabilities Total
Group £’000 £’000 £’000 £’000
In one year or less, or on demand 368 524               1,178 2,070
In more than one year but no more than two 7,076 433 280 7,789 
In more than two years but no more than five 1,281 209               1,017 2,507
Greater than five years - - 833 833
8,725 1,166 3,308 13,199
2003 Other 
Finance          financial
Debt Leases         liabilities              Total
Group £’000 £’000 £’000 £’000
In one year or less, or on demand 6,805 622               1,312 8,739
In more than one year but no more than two 5,536 269               1,022 6,827 
In more than two years but no more than five 1,039 152 395 1,586
Greater than five years 769 - 963 1,732
14,149 1,043 3,692 18,884
The Company had no financial liabilities at 31 March 2004 (2003: £6,000,000) and no currency hedges were
undertaken during the year ending 31 March 2004.
(d) Borrowing facilities
As at 31 March 2004, the Group had not fully drawn down its term loan facility with HSBC, and an amount of
£261,000 remains available to draw down through to the expiry of the facility in July 2008.  The Group’s overdraft
facility of £1,500,000 was also unutilised.  The facility, which was increased to £3,500,000 in May 2004, is subject
to an annual review, and as such is regarded as expiring within one year.
(e) Fair value of financial assets and liabilities
The Directors estimate that the fair value of financial assets and liabilities at 31 March 2004 are not significantly
different from their book value.
Bank loans of more than five years are repayable between 31 March 2009 and 31 July 2010.  The loans are
secured by freehold land and buildings in Germany and carry fixed interest rates of 5.30%, other than one variable
loan which rolls over on a six monthly basis.  The current rate on this is 3.09%.
The £6,000,000 loan notes were repaid on 31 May 2003 and 29 January 2004.  The interest rate on these was 1%
lower than the UK Base Rate.
As at 31 March 2004 the Group also had an agreed revolving credit facility of £5,000,000 and an on demand
overdraft facility of £1,500,000 with HSBC, which is due to expire on 31 May 2006.
54 Hyder Consulting PLC annual report 2004
notes to the financial statements continued Hyder Consulting PLC annual report 2004 55 
(f) Currency exposures
The analysis of the Group’s net monetary assets and liabilities denominated in other than the functional currencies
of the local operation may be summarised as follows:
Functional currency of the group operation
Sterling Others Total Sterling Others Total
2004 2004 2004 2003 2003 2003
£’000 £’000 £’000 £’000 £’000 £’000
Net foreign currency monetary assets / (liabilities)
Sterling -) (873) (873) -) (465) (465)
Other (1,026) (129) (1,155) (1,259) 550) (709)
(1,026) (1,002) (2,028) (1,259) 85) (1,174)
19. Leasing commitments
Group
At 31 March 2004 there were revenue commitments, in the ordinary course of business, in the next year to the
payment of rentals on non-cancellable operating leases expiring:
Land & Buildings Others
2004 2003 2004 2003
£’000 £’000 £’000 £’000
Within one year 1,540 553 165 252
Between two and five years 446 1,470 1,460 1,257
After five years 895 895 - -
2,881 2,918 1,625 1,509
Company
The Company had no operating lease commitments at 31 March 2004 (2003: nil).
20. Provisions for liabilities and charges
At 1 Charged to Released to Utilised At 31
April profit and profit and in the Amortisation Exchange March
2003 loss loss period of discountdifference 2004
£’000 £’000 £’000 £’000 £’000 £’000 £’000
Professional indemnity 
insurance excesses 2,751 1,418 (1,263) (77) - 42 2,871
Vacant property 1,141 - -) (118) 63 - 1,086
Reorganisation 477 - -) (477) - - -
Annuities 735 - (177) (91) 42 - 509
Joint ventures 421 - (365) -) -35 91
Pension provision 4,866 - -) (608) - - 4,258
Total 10,391 1,418 (1,805) (1,371) 105 77 8,815 56 Hyder Consulting PLC annual report 2004      
Professional indemnity insurance
The provision reflects management’s estimate of the likely cost of claims including professional indemnity insurance
excesses and has been provided in accordance with Group policy.  These provisions will be carried forward until the
claims to which they relate are agreed and amounts utilised or released as appropriate.
Vacant property
This represents the estimated net present value of future rentals where properties are vacant. These provisions will be
utilised up until such time as the vacant properties are re-let (when the requirement for a provision will be reassessed), or
the lease terminates, whichever occurs earlier.
Reorganisation
The provision was fully utilised in the year against redundancy and other related costs associated with the reorganisation
of the business.
Annuities
The annuities amount represent the estimated obligation in relation to retirement obligations.  These provisions will be
utilised as payments are made.
Joint ventures
These amounts represent the Group’s share of the liabilities of a joint venture.
Pension
As part of the fair value adjustment in relation to the acquisition of HCHL, an amount of £5,100,000 was included in the
balance sheet, representing the estimated funding deficit at the date of acquisition.  The provision will be amortised over
the remaining service lives.
Company
The Company had no provisions for liabilities and charges at 31 March 2004 (2003: nil).
21. Called up share capital
Authorised share capital 2004 2003
£’000 £’000
47,877,306 (2003: 47,877,306) Ordinary shares of 10p 4,788 4,788
Nil (2003: 733,226,940) Deferred shares of 1p - 7,332
Total authorised share capital 4,788 12,120
Allotted, called up and fully paid
24,454,831 (2003: 22,959,501) Ordinary shares of 10p 2,445 2,296
Nil (2003: 733,226,940) Deferred shares of 1p - 7,332
Total allotted, called up and fully paid 2,445 9,628
The movement in share capital during the year was as follows:
Ordinary Deferred
shares of 10p shares of 1p Total
£’000 £’000 £’000
At 1 April 2003 2,296 7,332) 9,628)
Shares issued (a) 149 -) 149)
Capital reduction (b) - (7,332) (7,332)
At 31 March 2004 2,445 -) 2,445)
notes to the financial statements continued (a) 1,495,330 10p Ordinary shares were issued during the year as follows: 
Number of 
shares
Ordinary shares issued in April 2003 representing the value of shares that were not 
allotted at the time Firth Holdings plc acquired Hyder Consulting Holdings Ltd. 59,403
Placing of ordinary shares in July 2003 in order to fund acquisitions. 1,151,000
Placing of ordinary shares in July 2003 in order to fund the purchase of minority interests 
in Acerplan Planungsgesellschaft GmbH. 284,927
1,495,330
(b) On 2 February 2004 at an Extraordinary General Meeting of the Company, resolutions were passed approving
an application to the high court to reduce the share capital of the Company by cancelling and extinguishing all
733,226,940 deferred shares of 1p each.  This was confirmed by the high court on 19 March 2004 and the
amounts arising were used to reduce the Company’s deficit on its profit and loss reserve.
Potential issue of ordinary shares of 10p
Certain senior managers hold options to subscribe for shares in the Company under the Hyder Consulting PLC
Executive Share Option Scheme 2002 approved by the shareholders on 21 October 2002.  Details of the options
granted in the year are as follows: 
Date of grant Exercise price Exercise period Number
19 June 2003 87.5p June 2006 - June 2013 385,000
Share options have also been granted to Sir Alan Thomas.  These are detailed in the Directors’ Remuneration
Report on page 31.
22. Share premium account
Group Company
£’000 £’000
At 1 April 2003 7,694 7,694
Premium on shares issued during the year (Note 21a) 1,058 1,058
Premium on shares issued not allotted in 2003 (Note 23) 11                        11
Capital reduction (8,763) (8,763)
At 31 March 2004 --
On 2 February 2004 at an Extraordinary General Meeting of the Company, resolutions were passed approving an
application to the high court to extinguish the share premium account of the Company.  This was confirmed by the
high court on 19 March 2004 and the amounts arising were used to reduce the company's deficit on its profit and
loss reserve.
23.    Shares to be issued
2004 2003
£’000 £’000
Ordinary shares of 10p Nil (2003: 59,403) - 6
Share premium - 11
At 31 March - 17
Hyder Consulting PLC annual report 2004 57    58 Hyder Consulting PLC annual report 2004   
The shares to be issued represented the estimated value of the shares that were not allotted at the time Firth
Holdings plc acquired Hyder Consulting Holdings Ltd (HCHL).  Employees of HCHL had six months from the date
of the acquisition in which to exercise their share options in HCHL.  On exercise the resulting shares in HCHL
were to be transferred to the Company in return for the allotment of shares and issue of loan notes in the
Company.
The shares in the Company, which would have been issued to the optionholder in question, were issued
subsequent to 31 March 2003 to those optionholders of HCHL who had exercised their options (pro rata to their
holdings).
24.         Capital redemption reserve
Group Company 
£’000 £’000
At 1 April 2003 and 31 March 2004 80 80
25.         Profit and loss reserve
Group Company
£’000 £’000
At 1 April 2003 (3,911) (5,637)
Profit for the financial year 2,065) 7)
Capital reduction (Note 21b) 16,095) 16,095)
Foreign exchange (1,476) -)
At 31 March 2004 12,773) 10,465)
26.         Analysis of cash flows for headings netted in the cash flow statement
a)          Net cash inflow from operating activities
2004 2003
£’000 £’000
Group operating profit 3,004) 2,083)
Net amortisation of intangible fixed assets (980) (321)
Depreciation of tangible fixed assets 2,301) 691)
Loss / (profit) on sale of tangible fixed assets 2) (64)
(Increase) / decrease in amounts recoverable on contracts (1,822) 1,798)
Decrease in fixed asset investments 46) -)
(Increase) / decrease in external debtors (4,373) 3,015)
Increase in external creditors 2,828) 1,588)
Decrease in provisions (1,394) (1,278)
(388) 7,512)
Other items affecting cash flows:
Fair value amendments 902) -)
Post-operating profit exceptional item (419) -)
Net cash inflow from operating activities 95) 7,512)
notes to the financial statements continued b) Returns on investment and servicing of finance
2004 2003
£’000 £’000
Interest received 130) 485)
Interest paid (674) (342)
Interest element of finance lease payments (80) (35)
Distribution from associated undertaking 155) -)
(469) 108)
c)          Capital expenditure and financial investment
2004 2003
£’000 £’000
Purchase of tangible fixed assets (777) (281)
Proceeds from sale of fixed assets 125) 247)
(652) (34)
d)           Acquisitions and disposals
2004 2003
£’000 £’000
Purchase of fixed asset investments (3) -)
Purchase of subsidiary minority interests (427) -)
Purchase of subsidiary undertaking (589) (1,231)
Cash in business acquired at acquisition -) 2,633)
(1,019) 1,402)
e)       Financing
2004 2003
£’000 £’000
Issue of ordinary share capital 956) -)
Increase in borrowings 1,309) -)
Repayment of bank loans (706) (555)
Repayment of loan notes (6,000) -)
Capital element of finance lease payment (764) (222)
Cash received for 230,189 shares re: capital reorganisation -) 138)
(5,205) (639)
f) Reconciliation of movement in net debt
At 1 April At 31
2003 Non cashExchange March
(restated) Cashflow movement movement 2004 
£’000 £’000 £’000 £’000 £’000
Cash in hand and at bank 13,825) (7,023) -) (295) 6,507)
Overdraft (261) (46) -) 39) (268)
13,564) (7,069) -) (256) 6,239)
Loan Notes (6,000) 6,000) -) -) -)
Debt due within 1 year (5,116) 27) 5,000) (11) (100)
Debt due after 1 year (2,772) (630) (5,000) 45) (8,357)
Finance leases due within 1 year (622) 674) (573) (3) (524)
Finance leases due after 1 year (421) 90) (313) 2) (642)
(14,931) 6,161) (886) 33) (9,623)
(1,367) (908) (886) (223) (3,384)
Deferred consideration of £1,816,000 included in net debt at 31 March 2003 has been reclassified as an external
creditor.
Hyder Consulting PLC annual report 2004 59 27. Directors’ and officers’ loans and transactions
Other than the loan notes described in the Directors’ Remuneration Report on page 30, no loans or credit
transactions with any Directors, officers or connected persons subsisted during the year or were outstanding at the
end of the year.
28. Pension schemes
Employees of the group participate in a number of pension schemes both in the UK and overseas.  The assets of
each pension scheme are held separately from the assets of the Group and are administered by trustees.  The
principal scheme in the UK is the Acer Group Pension Scheme (AGPS) which is a defined benefit scheme.  During
the year contributions were also made to the Hyder Consulting Limited Group Personal Pension Plan, a defined
contribution scheme.
The pension cost for the AGPS, being the principal UK scheme for Hyder Consulting (UK) Limited has been
assessed in accordance with actuarial advice, using the attained age method.  For this purpose the main actuarial
assumptions used are based upon investment return of 7% per annum, pay growth of 3.85% per annum,
increases to pensions in payment of 2.85% per annum which were the assumptions used for the most recent
actuarial valuation of the AGPS applicable to the 2003 / 2004 year.
This valuation was carried out as at 1 April 2002 with the market value of the assets being £58.2m.  Using the
assumptions adopted for SSAP24 the actuarial value of the assets represented 94.1% of the value of the accrued
benefits after allowing for expected future earnings increases.  In deriving the pension cost under SSAP24 the
deficit in the scheme is being spread over the future working lifetime of employees and is being reduced by way of
increased employer’s and employees’ contribution rates.
The total pension cost for the period was £4,003,000 (2003: £1,435,000) of which £995,000 (2003: £58,000)
relates to overseas Schemes.
There is no difference between contributions paid over to the principal UK schemes and the accumulated pension
costs recognised in the profit and loss account (2003: nil).
FRS 17 disclosures
A full actuarial valuation of the AGPS was carried out as at 1 April 2002 and updated to 31 March 2004 by a
qualified independent actuary.  The contribution made to the Scheme in the year reduced to £1,722,000 as a result
of staff leaving the scheme (2003: £1,724,000).  The Company contribution rate was increased to 10.6% with
effect from 1 December 2003.  In addition, members over 40 years of age at 1 April 2003 were asked to increase
their contribution rate by 1% in order to continue to accrue benefits at their previous level.  As an alternative,
members were able to reduce their contributions for a reduced pension accrual rate of 1/80 of salary for each year
of service or opt-out of the Scheme.  Finally, future increases to Pensionable Salaries are to be restricted to the
increase in the Retail Prices Index each year (excluding exceptional promotional increases).  As the scheme is
closed to new members, under the projected unit method the current service cost will increase as the members of
the scheme approach retirement.
notes to the financial statements continued
60 Hyder Consulting PLC annual report 2004 The major assumptions used by the actuary were (in nominal terms):
At 31 March At 31 March
2004 2003
% per annum % per annum
Rate of increase of salaries 2.89 3.50
Rate of increase of pensions in payment and deferred pensions 2.89 2.50
Discount rate 5.70 5.50
Inflation assumption 2.89 2.50
The assets in the scheme and the expected rate of return were:
Long term
Long term rate rate of return
of return expected at
expected at Value at 31 March Value at 31
31 March 2004 31 March 2004 2003 March 2003
% per annum £m % per annum £m
Equities 7.50 28.9) 7.50 28.9)
Bonds 5.30 30.0) 5.50 16.9)
Other 4.00 1.0) 3.75 3.1)
Total market value of assets 59.9) 48.9)
Present value of scheme liabilities (88.8) (80.7)
Deficit in the scheme (28.9) (31.8)
Related deferred tax asset 8.7) 9.5)
Net pension deficit (20.2) (22.3)
Notes
(1)   At the date of the last funding valuation (1 April 2002), the scheme held assets to the value of £58.2m. This     
represented a funding level of 94.1% of the scheme’s accrued liabilities at that date. 
(2) The Minimum Funding Requirement solvency level was certified by the scheme’s independent actuary as 
being 102.5% as at 1 April 2002 and hence there is no statutory obligation to fund the pension deficit shown 
under FRS17.
The following amounts at 31 March would have been recorded under FRS 17
2004 2003
£m £m
Profit and loss reserve excluding pension liability 12.8) (3.9)
Fair value pension provision (net of deferred tax) 3.0) 3.4)
Pension deficit (net of deferred tax) (20.2) (22.3)
Profit and loss reserve including net pension deficit (4.4) (22.8)
Analysis of the amount (credited) / charged to operating profit 2004 2003
£m £m
Current service cost 1.6) 1.4)
Settlements / curtailments (2.7) -)
Total operating (income) / charge (1.1) 1.4)
Hyder Consulting PLC annual report 2004                61 Movement in deficit in the year 2004 2003
£m £m
Deficit in scheme at beginning of year (31.8) (8.4)
Movement in year:
Current service cost (1.6) (1.4)
Contributions 1.7) 1.7)
Past service costs and settlements / curtailments 2.7) -)
Other finance income (1.2) (0.2)
Actuarial gain / (loss) 1.3) (23.5)
Deficit in scheme at end of year (28.9) (31.8)
Analysis of the amount charged to other finance income 2004 2003
£m £m
Expected return on pension scheme assets 3.3) 4.0)
Interest on pension scheme liabilities (4.5) (4.2)
Net expense (1.2) (0.2)
Analysis of amount recognised in statement of total recognised gains and losses 2004 2003
£m £m
Actual return less expected return on pension scheme assets 5.0) (17.0)
Experience gains and losses arising on the scheme liabilities (0.4) 0.2)
Changes in assumptions underlying the present value of the liabilities (3.3) (6.8)
Actuarial gains / (losses) 1.3) (23.6)
History of experience gains and losses 2004 2003
Difference between the expected and actual return on scheme assets:
Amount (£m) 5.0) (17.0)
Percentage of scheme assets 8%) (35%)
Experience of gains and losses on scheme liabilities:
Amount (£m) (0.4) 0.2)
Percentage of the present value of the scheme liabilities 0%) 0%)
Total amount recognised in statement of total recognised gains and losses
Amount (£m) 1.3) (23.6)
Percentage of the present value of the scheme liabilities 1%) (29%)
29. Contingent liabilities
The Directors’ estimate that at 31 March 2004 the maximum contingent liability primarily in respect of the
insurance excesses relating to potential professional indemnity claims with regard to contracts of Group
companies and joint ventures in excess of amounts provided for in the financial statements, amounted to £8.2m
(2003: £8.96m).  The Directors do not consider any provision is necessary in respect of these amounts as they
consider the likelihood of loss to be remote based on legal and other advice received.
notes to the financial statements continued
62 Hyder Consulting PLC annual report 2004 Hyder Consulting PLC and various Group companies have entered into performance guarantees and performance
bonds supporting project requirements in the ordinary course of business.  The Groups’ liabilities under
performance guarantees are only limited to the extent of the underlying contracts.  The potential liability of
subsidiary undertakings under performance bonds as at 31 March 2004 totalled £5.36m (2003: £5.69m).  The
Directors’ do not consider any provision is necessary in respect of guarantees and bonds.
30. Related party transactions
The Hyder Consulting PLC’s related parties, as defined by Financial Reporting Standard 8, the nature of the
relationship and the extent of transactions with them are summarised below.
12 months to 5 months to
31 March 2004 31 March 2003
£’000 £’000
Maunsell Hyder JV
Sales of consulting services on normal trading 
terms to the joint arrangement 918 215
Guangzhou Hyder Metro Design Co.
Sales of consulting services on normal trading 
terms to the joint arrangement 114 107
CDM / Hyder JV
Sales of consulting services on normal trading 
terms to the joint arrangement 102 47
Hyder Arup Binnie JV
Sales of consulting services on normal trading 
terms to the joint arrangement 97 117
Acer Laing JV
Sales of consulting services on normal trading 
terms to the joint arrangement 1 -
Freeman Fox Maunsell
Sales of consulting services on normal trading 
terms to the joint arrangement 16 -
As at 31 March 2004 a balance of £194,000 (2003: £25,000) remained due predominantly from Guangzhou Hyder
Metro Design Co. (Note 15). 
Hyder Consulting PLC annual report 2004                63 31. Acquisitions
(a) Fair Values - Moulsdale Associates
Hyder Consulting Australia acquired the whole of the share capital of Moulsdale Associates Pty Ltd on 1 October
2003.  At the date of acquisition Moulsdale Associates had the following assets and liabilities.
£’000 £’000
Fair value of net liabilities acquired:
Fixed Assets 16)
Creditors and accruals (28)
Net liabilities acquired (12)
Consideration:
Consideration and transaction costs (556)
Deferred consideration: amounts falling due within one year (139)
Deferred consideration: amounts falling due after more than year (279)
(974)
Goodwill (986)
(b)       Fair Values - Adamus Consulting Practice
Hyder Consulting Australia acquired the whole of the share capital of Adamus Consulting Practice Pty Ltd on 1
February 2004.  At the date of acquisition Adamus had the following assets and liabilities.
£’000 £’000
Fair values of net liabilities acquired:
Fixed assets 19)
Creditors and accruals (38)
Net liabilities acquired (19)
Consideration:
Consideration and transaction costs (33)
Deferred consideration: amounts falling due within one year (517)
Deferred consideration: amounts falling due after more than year (215)
(765)
Goodwill (784)
notes to the financial statements continued
64 Hyder Consulting PLC annual report 2004 (c)        Fair Values - Acerplan minority interest purchase
Bosker GmbH acquired the remaining share capital of Acerplan Planungsgesellschalft GmbH in two tranches on
30 June 2003 and 31 January 2004.
Fair value
of net Total
assets purchase Negative
acquired consideration Goodwill
£’000 £’000 £’000
Net assets acquired on 30 June 2003 (9% acquired) 384 (245) 139
Net assets acquired on 31 January 2004 (16.33% acquired) 895 (427) 468
1,279 (672) 607
(d)       Fair Values - Warren & Rowe
Hyder Consulting Australia acquired the whole of the share capital of Warren & Rowe Pty Ltd on 7 January 2003.
At the date of acquisition Warren and Rowe had no assets or liabilities.
Fair value
of net Additional
assets revaluation in
acquired 2003/04 Goodwill
£’000 £’000 £’000
Total assets acquired -- -
Consideration:
Consideration and transaction costs (39) - (39)
Deferred consideration: amounts falling due within one year (31) (31) (62)
Deferred consideration: amounts falling due after more than year (123) (17) (140)
(193) (48) (241)
(e)      Fair Values - Hyder Consulting Holdings Ltd
Hyder Consulting PLC acquired the whole of the share capital of Hyder Consulting Holdings Ltd (HCHL) on 22
October 2002.  Accordingly HCHL became a subsidiary of Hyder Consulting PLC and has been consolidated into
the Group accounts.  Provisional fair value assessments were made at 31 March 2003.  There have since been
additional adjustments made to the book value of assets acquired in order to finalise their fair value.
Fair value Total
of balance purchase Negative
sheet consideration Goodwill
£’000 £’000 £’000
Provisional fair value at 31 March 2003 14,192) (12,975) 1,217)
Completion and hindsight period adjustments
Deferred consideration 1,063) -) 1,063)
German interest (161) -) (161)
German deferred tax (331) -) (331)
571) -) 571)
14,763) (12,975) 1,788)
Hyder Consulting PLC annual report 2004                65 32. Principal group undertakings
Country of
incorporation,
registration and Direct Indirect
operation shareholding Shareholding
Subsidiary %%
Hyder Consulting Holdings Limited England and Wales 100
Hyder Consulting Overseas Holdings Limited England and Wales 100
Hyder Consulting Holdings Pty Limited Australia 100
Hyder Consulting Pty Limited Australia 100
Hyder Consulting Group Limited England and Wales 100
Hyder Australia Pty Limited Australia 100
Freeman Fox Group Limited Hong Kong 100
Hyder Consulting Pte Limited Singapore 100
Hyder Consulting Middle East Limited Guernsey 100
Hyder Consulting Limited (Hong Kong) Hong Kong 100
Acer Kerensky Limited Guernsey 100
Acerplan Planungsgesellschaft GmbH Germany 100
Hyder Consulting Europe Limited England and Wales 100
Hyder Consulting (UK) Limited England and Wales 100
The Group owns 100% of the preference shares in the Hyder Consulting Cell within HSBC Insurance PCC
Limited, a Guernsey registered company.
33. Ultimate controlling party
The majority of shares are held by Directors’ of Group Companies.  No one Director has majority voting control
hence there is no ultimate controlling party.
66 Hyder Consulting PLC annual report 2004
notes to the financial statements continued Hyder Consulting PLC annual report 2004                67
The following tables contain the profit and loss account of Hyder Consulting Group as would have been presented
if the acquisition of HCHL had taken place on 1 April 2000.  The information is illustrative only and does not form
part of the financial statements.
Year to Year to Year to Year to
31 March 31 March 31 March 31 March
2004 2003 2002 2001
£’000 £’000 £’000 £’000
Turnover - HCHL
UK and Continental Europe 75,672) 71,552) 69,719) 59,040)
Middle East 20,520) 16,443) 16,489) 15,571)
Asia Pacific 26,151) 27,212) 33,383) 37,698)
Turnover - Firth
UK and Continental Europe -) -) 158) 103)
Total turnover 122,343) 115,207) 119,749) 112,412)
Operating profit / (loss) - HCHL
UK and Continental Europe 4,511) 3,849) 2,680) 152)
Middle East 954) 996) 1,020) 939)
Asia Pacific (324) (1,912) (1,629) (1,443)
Operating loss - Firth
UK and Continental Europe (70) (403) (154) (970)
Operating profit / (loss) 5,071) 2,530) 1,917) (1,322)
Corporate overhead - HCHL (1,898) (1,386) (1,374) (2,210)
Operating profit / (loss) before goodwill 
amortisation and exceptional items 3,173) 1,144) 543) (3,532)
Net goodwill amortisation 980) 321) 2,339) 12,716)
Exceptional items - operating (784) 307) 41) (3,957)
Operating profit after goodwill 
amortisation and exceptional items 3,369) 1,772) 2,923) 5,227)
Exceptional items - post-operating (419) -) -) -)
Net interest (payable) / receivable (729) (288) (309) 449)
Profit before taxation 2,221) 1,484) 2,614) 5,676)
Taxation (8) (514) 173) 214)
Profit after taxation 2,213) 970) 2,787) 5,890)
Minority interests (50) (104) (25) 47)
Profit attributable to shareholders 2,163) 866) 2,762) 5,937)
Dividends (98) -) -) -
)
Retained profit for the year 2,065) 866) 2,762) 5,937)
EPS
No. of shares - basic (m) 23.97) 23.0 23.0 23.0)
No. of shares - diluted (m) 24.21) 23.0 23.0 23.0)
EPS - basic 9.02p) 3.77p 12.03p 25.86p)
EPS - diluted 8.94p) 3.76p 12.00p 25.79p)
EPS - Excluding exceptional items and
negative goodwill
EPS - basic 9.95p) 1.04p) 1.66p) (12.29p))
EPS - diluted 9.86p) 1.03p) 1.66p) (12.26p))
non-statutory information - summary of four
year trading results (unaudited) 68 Hyder Consulting PLC annual report 2004
guidance for shareholders
The Annual General Meeting of Hyder Consulting PLC will be held at the offices of Evolution Beeson Gregory
Limited, 100 Wood Street, London, EC2V 7AN on 30 July 2004 at 11.00 a.m.  As part of the Group’s drive to
communicate more clearly with shareholders, we have set out below explanations of the detailed formal business
to be dealt with at the annual general meeting.
Resolutions 1 to 5: Ordinary Business
These resolutions relate to matters commonly considered at annual general meetings of listed companies and are
explained in greater detail below.
Resolution 1: Reports and accounts
The Directors are required to lay before the meeting the accounts, the Directors’ Report and the Auditors’ Report
for the year ended 31 March 2004.
Resolution 2: Directors’ Remuneration Report
Resolution 2, to receive and approve the Directors’ Remuneration Report, is an item of business required under
the Companies Act 1985 by virtue of the Directors’ Remuneration Report Regulations 2002.  Voting on this
resolution is advisory in nature, meaning that by voting for the resolution shareholders indicate their approval of
the report.
Resolution 3: Dividend
The Directors recommend payment of a final dividend of 0.4p per share for the year ended 31 March 2004.
Resolution 4: Re-election of Director
The Company’s articles of association require that the number nearest to, but not exceeding, one-third of the
Directors shall retire from office at each annual general meeting.  The Directors due to retire are those who have
been in office longest since their appointment or last re-appointment.  In accordance with these rules, Peter
Morgan is retiring by rotation but seeking re-election at the Annual General Meeting.  
A profile of Peter Morgan is provided on page 19, together with profiles of the other Directors. 
Resolution 5: Re-appointment and remuneration of auditors
The Company is required to appoint auditors at each general meeting at which accounts are laid.  Resolution 5
proposes the re-appointment of PricewaterhouseCoopers LLP and follows standard practice in giving authority to
the Directors to determine the remuneration of the auditors.  
Resolutions 6 to 8: Special Business
Resolution 6: Authority to allot shares
The Directors are not permitted to allot new shares unless authorised to do so by the shareholders.  In accordance
with the relevant guidelines issued by the Investment Committee of the Association of British Insurers, pursuant to
resolution 6 the Directors are authorised to allot shares up to an aggregate nominal amount of £815,161
(8,151,610 shares) representing one-third of the Company’s existing issued share capital.  The authority lapses at
the conclusion of the Company’s next annual general meeting.  The authority (or part thereof) may be utilised in
connection with the Company’s infill acquisition programme.  Hyder Consulting PLC annual report 2004               69
Resolution 7: Authority to allot shares other than on a pre-emptive basis
The Directors require specific authority from the shareholders before allotting new shares for cash without first
offering them to existing shareholders.  Resolution 7 gives the Directors the necessary authority to allot shares up
to an aggregate nominal amount of £244,548 (2,445,483 shares), which represents 10% of the Company’s issued
share capital as at 31 March 2004 and as at 6 June 2004. The authority lapses at the conclusion of the
Company’s next Annual General Meeting.  The authority and power provides the Directors with a degree of
flexibility to take advantage of any favourable opportunities that are to the benefit of shareholders.  In particular,
the authority and power will help fund the Company’s infill acquisition programme.  It is considered that the
allotment of shares is the most cost-effective way of funding small infill acquisitions at this stage of the Company’s
development. 
Resolution 8: Authority to buy back ordinary shares
The effect of this resolution is to permit the Company to buy back its own shares, with a stated upper and lower
limit on the price payable.  The Directors consider that it would be in the interests of the shareholders of the
Company to have the authority to make such purchases when the market conditions are favourable, and only if
earnings per share are thereby enhanced.  The authority would enable the Company to purchase up to 1,222,741
ordinary shares, representing 5% of the Company’s existing issued ordinary share capital.  
Currently, there are outstanding options to subscribe for up to 960,473 ordinary shares in the capital of the
Company, representing 3.9% of the Company’s existing issued share capital.  If the Company were to exercise in
full the authority to purchase its own shares, which is proposed in resolution 8, the 960,473 ordinary shares would
represent 4.1% of the Company’s existing issued share capital as reduced by those purchases. 
Action to be taken
Enclosed is a form of proxy for use at the Annual General Meeting.  If you do not intend to be present at the
Annual General Meeting, please complete, sign and return the proxy form as soon as possible.  In order for it to
be valid, it must be received by the Company’s registrars no later than 11.00 a.m. on 28 July 2004.  
Shareholders who return completed proxy forms may still attend the annual general meeting instead of their proxy
or proxies, and vote in person if they wish.  In the event of a poll in which the shareholder votes in person, any
proxy votes lodged with the Company by or on behalf of such shareholder will be excluded. 70 Hyder Consulting PLC annual report 2004
notice of annual general meeting
HYDER CONSULTING PLC (Company Number: 768087)
Notice is hereby given that the annual general meeting of Hyder Consulting PLC ("the Company") will be held at
the offices of Evolution Beeson Gregory Limited, 100 Wood Street, London, EC2B 7AN on Friday, 30 July 2004 at
11.00 a.m. for the following purposes:
Ordinary Business
1. To receive the annual accounts of the Company for the year ended 31 March 2004, together with the 
Directors’ Report and the Auditors’ Report on those accounts.
2. To receive and approve the Directors’ Remuneration Report.
3. To declare a final dividend for the year ended 31 March 2004.
4. To re-elect Peter Morgan as a Director of the Company.
5. To re-appoint PricewaterhouseCoopers LLP, chartered accountants and registered auditors, as auditors of 
the Company to hold office from the conclusion of the meeting to the conclusion of the next general meeting
at which accounts are laid before the Company, and to authorise the Directors to fix their remuneration.
Special Business
To consider and, if thought fit, pass the following resolutions which will be proposed as to resolution 6 as an
ordinary resolution and as to resolutions 7 and 8 as special resolutions of the Company:
6. THAT, in substitution for all existing and unexercised authorities, the Directors of the Company be and they 
are hereby generally and unconditionally authorised for the purposes of section 80 of the Companies Act 
1985 to exercise all the powers of the Company to allot relevant securities (within the meaning of section 
80(2) of that Act) up to an aggregate nominal amount of £815,161 provided that this authority shall expire at 
the conclusion of the Company’s next annual general meeting, save that the Company may before such 
expiry make an offer or agreement which would or might require relevant securities to be allotted after such 
expiry and the Directors may allot relevant securities in pursuance of such offer or agreement 
notwithstanding that the authority conferred hereby has expired.
7. THAT, subject to the passing of the previous resolution, the Directors of the Company be and they are 
hereby empowered pursuant to section 95 of the Companies Act 1985 to allot equity securities (within the 
meaning of section 94(2) of that Act) for cash pursuant to the authority conferred by the previous resolution 
as if section 89(1) of that Act did not apply to such allotment, provided that this power shall be limited to the 
allotment of equity securities:
(a) in connection with an offer of such securities by way of rights to holders of ordinary shares in proportion (as 
nearly as may be practicable) to their respective holdings of such shares, but subject to such exclusions or 
other arrangements as the Directors may deem necessary or expedient in relation to fractional entitlements 
or any legal or practical problems under the laws of any territory, or the requirements of any regulatory body 
or stock exchange; and
(b) otherwise, up to an aggregate nominal amount of £244,548, and shall expire on the conclusion of the 
Company’s next annual general meeting, save that the Company may before such expiry make an offer or 
agreement which would or might require equity securities to be allotted after such expiry and the Directors 
may allot equity securities in pursuance of such offer or agreement  notwithstanding that the authority 
conferred hereby has expired. Hyder Consulting PLC annual report 2004                71
This power applies in relation to a sale of shares which is an allotment of equity securities by virtue of section 94
(3A) of the Companies Act 1985 as if in the first paragraph of this resolution the words "pursuant to the authority
conferred by the previous resolution" were omitted.
8. THAT, the Company be and is hereby generally and unconditionally authorised for the purposes of section 
166 of the Companies Act 1985 to make one or more market purchases (within the meaning of section 
163(3) of that Act) on the London Stock Exchange of ordinary shares of 10p each in the capital of the 
Company provided that:
(a) the maximum aggregate number of ordinary shares hereby authorised to be purchased is 1,222,741 
(representing five per cent. of the Company’s existing issued ordinary share capital);
(b) the minimum price which may be paid for such shares is 10p per share;
(c) the maximum price which may be paid for an ordinary share shall not be more than five per cent. above the 
average of the middle market quotations for an ordinary share as derived from the London Stock Exchange 
Daily Official List for the five business days immediately preceding the date on which the ordinary share is 
purchased;
(d) unless previously renewed, varied or revoked, the authority hereby conferred shall expire at the conclusion 
of the Company’s next annual general meeting or twelve months from the date of passing this resolution, if 
earlier; and
(e) the Company may make a contract or contracts to purchase ordinary shares under the authority hereby 
conferred prior to the expiry of such authority, which will or may be executed wholly or partly after the expiry 
of such authority and may make a purchase of ordinary shares in pursuance of any such contract or 
contracts.
BY ORDER OF THE BOARD
Simon Hamilton-Eddy
Company Secretary 
7 June 2004
Registered office:
29 Bressenden Place
London
SW1E 5DZ 72 Hyder Consulting PLC annual report 2004
NOTES:
1. A member entitled to attend and vote at the meeting convened by the notice set out above is entitled to appoint
one or more proxies to attend and, on a poll, to vote instead of him. A proxy need not be a member of the 
Company.
2. A form of proxy is provided with this notice and instructions for use are shown on the form.  To be valid, a 
completed form, and the authority (if any) under which it is signed or a certified copy of such authority, must be 
received by the Company’s Registrars, Capita Registrars, Registration Services, PO Box 25, Beckenham, Kent,
BR3 4BR, not later than 48 hours before the time appointed for the meeting or adjourned meeting or, in the 
case of a poll taken otherwise than at or on the same day as the meeting or adjourned meeting, not later than 
24 hours before the time appointed for the taking of the poll at which it is to be used.  Deposit of a form of 
proxy shall not preclude a member from attending and voting in person at the meeting or any adjournment of 
the meeting.
3. Copies of all Directors’ contracts of service and the Register of Directors’ Interests maintained under section 
325 of the Companies Act 1985 are available for inspection during normal business hours at the Company’s 
registered office on any weekday (excluding Saturdays, Sundays and public holidays) and will also be available
for inspection at the place of the meeting for fifteen minutes prior to, and during, the meeting.
4. In accordance with regulation 41 of the Uncertificated Securities Regulations 2001, only those members 
entered on the Company’s Register of Members as at 11.00 a.m. on 28 July 2004 or, if the meeting is 
adjourned, members entered on the Company’s register of members 48 hours before the time fixed for the 
adjourned meeting, shall be entitled to attend and vote at the meeting in respect of the number of shares 
registered in their respective names at that time.  Changes to entries on the register after 11.00 a.m. on 28 July
2004 or, if the meeting is adjourned, on the register 48 hours before the time fixed for the adjourned 
meeting, will be disregarded in determining the rights of any person to attend and vote at the meeting.
notice of annual general meeting continued Tanaka Business School photograph: copyright Benedict Luxmoore www.hyderconsulting.com
registered office: 29 Bressenden Place, London SW1E 5DZ