Growth.
Delivery.
Experience.
Annual Report and Accounts 2005 Contents
1 Highlights
2 Driving growth
4 Chairman’s statement
6 Chief Executive’s statement
16 Operating and financial review
20 Board of directors
21 Directors and advisers
22 Report of the directors
23 Report on remuneration
25 Corporate governance
26 Statement of directors’ responsibilities
27 Report of the independent auditors
28 Consolidated profit and loss account
29 Consolidated statement of total
recognised gains and losses
30 Consolidated balance sheet
31 Company balance sheet
32 Consolidated cash flow statement
33 Notes to the financial statements
1 Accident & Emergency Doctor
2 Call centre
3 HCL reception
4 Biomeds
5 Sterile Services Technician
6 Radiography
234
56
1 Healthcare Locums  1
Healthcare Locums PLC is one of 
the largest and fastest growing specialist
healthcare recruitment businesses in 
the UK.
We focus on higher margin areas such 
as Doctors, Allied Health Professionals
(AHPs) and Social Workers.
£43.9
Turnover (m)
(2004: £12.7m)
£3.2
Operating profit (m)
before exceptional items, share
scheme charges and goodwill
amortisation (2004: £1.4m)
£2.9
Operating profit (m)
before exceptional items and 
goodwill amortisation, after share
scheme charges (2004: £1.3m)
£0.2
Operating profit (m)
after exceptional items, goodwill
amortisation and share scheme
charges (2004: £0.4m)
All comparisons to 5 months to 31 December 2004 as all group Company financial year ends were amended during 2004 to December.
*Based on average number of shares in issue undiluted by share options.
£1.4
Loss before tax (m)
(2004: £0.1m)
5p
Loss per share
– basic* after exceptional items,
goodwill amortisation and share
scheme charges (2004: 1p)
4p
Earnings per share
– basic* pre exceptional items,
goodwill amortisation and share
scheme charges (2004: 3p) 2 Healthcare Locums
Driving growth
Working from two call centre facilities, the group is able to 
supply staff nationwide without the need for an expensive local
branch network.
08450
Contact our
call centre on:
Founded in April 2003, Healthcare
Locums made its first acquisition
in September 2003 and is now
one of the top three specialist
healthcare agencies in the UK.
Since 2003, it has successfully
completed and integrated six
acquisitions and became listed 
on AIM in November 2005.
Acquired in September 2004
• Phlebotomists
• Plaster Technicians
• Sterile Service Technicians
• Theatre Staff
Acquired in June 2005
• AHPs
• Biomedical Scientists
• Doctors
• Social Workers Healthcare Locums  3
639 639
Established in November 2005
• AHPs
• GPs
• Hospital Doctors
• RMOs
Acquired in January 2006
• AHPs
• Clinical Physicians
• Pharmacists
• Social Workers
Acquired in September 2003
• Clinical Psychologists
• GPs
• Hospital Doctors
• Psychiatrists
Acquired in March 2006
• GPs
• Hospital Doctors
• Psychiatrists
Acquired in December 2003
• AHPs
• Biomedical Scientists
• Doctors
• Pharmacists 4 Healthcare Locums
Last year saw significant growth 
for HCL both through the
acquisition of RS Locums, and
strong organic growth across all
other divisions. The management
has successfully completed 
two further acquisitions in the 
first quarter of 2006, which will
enhance HCL’s ability to provide
medical and social care staff. 
The acquisitions will also extend
HCL’s ability to provide locum
General Practitioners, an area 
that the Company expects to
grow significantly over the next
twelve months. All acquisitions
have been fully integrated into
the HCL group, which continues
to operate from two call centre
sites, supported by four small
regional satellite offices.
HCL operates in an increasingly
regulated NHS market, and 
has recognised that this market 
has proved difficult for many
smaller companies lacking the
infrastructure to meet the needs 
of NHS contracts. HCL has
capitalised on this opportunity 
and in so doing has gained
market share. The Company has
also been working closely with 
the private sector, especially those
involved with the Government’s
Independent Sector Treatment
Centre Programme (ISTCs). HCL
is now involved in a number of
campaigns in support of private
sector providers to recruit both
permanent and locum staff 
to service the government’s 
ISTC contracts.
The Company has seen a shift
towards more permanent
placement requirements in both
the NHS and private sector, and
this has had a positive effect 
on the gross margins achieved
across the group. We anticipate
that this trend will continue into
2007 and for the foreseeable
future. HCL’s strategy is to remain
in the high margin niche specialist
healthcare and social care
markets operating mainly from 
its two call centre sites. This
approach will minimise costs and
maintain high net margins.
We expect that the market 
will continue to favour larger
operators. Healthcare Locums
whilst only in its third year of
trading, is already the third largest
specialist provider of healthcare
staff in the UK. It is also 
the fastest growing specialist
healthcare staffing company in 
the UK and it remains well
positioned in this market 
to meet the ever changing
needs of the NHS and private 
healthcare markets.
Result summary
12 5
Business months months
performance* 2005 2004
Turnover 43.9 12.7
Operating profit 3.2 1.4
Interest 1.5 0.5
Profit before tax 1.6 0.9
Earnings per 
share – pence 4p 3p
*N.B. Excluding goodwill amortisation, share
scheme charges and exceptional charges
Turnover for the twelve months 
to December 2005 was 
£43.9m, with operating profit
before goodwill amortisation,
exceptional charges, and share
scheme charges of £3.2m. 
Both the turnover and operating
profit figure have only six months
trading of RS Locums in the 
2005 numbers. 
Chairman’s statement
I am delighted to announce the inaugural preliminary results for
Healthcare Locums PLC (HCL) for 2005 which are in line with our
expectations. HCL was successfully admitted to AIM in November
last year, and raised £15m of new money for the Company which
was used to reduce the Company’s financial gearing and put 
HCL in a strong position going forward into 2006. Healthcare Locums  5
Exceptional items – 
costs of listing and 
reorganisation costs
£0.4m has been charged as 
an exceptional item to the 
profit and loss account under 
the requirements of FRS 25
“Financial Instruments: 
Disclosure and presentation”.
FRS 25, which became effective
in 2005, requires costs incurred 
in listing a company to be
apportioned into two categories.
Those costs relating to listing
existing shares are to be
expensed to the profit and 
loss account whilst those costs 
relating to listing new shares 
and raising new funds are to 
be charged against the share
premium account. Prior to FRS 
25 all costs would have been
charged to the share premium
account. The new financial
reporting standard has no effect
on total shareholder funds and
has no impact on the future
profitability of the group.
Substantial reorganisation 
has taken place following the
acquisition of RS Locums. The
business operation has moved
into the Loughton call centre,
health and social care fields. 
It has established a strong place 
in the markets in which it operates,
and is the fastest growing
specialist health and social care
agency in the UK. Its focus now 
is to continue to grow organically
across all specialties, and to
continue to gain market share.
The private sector is a new and
emerging market for HCL, and 
we have established strong links
with many of the ISTCs, which we
hope to develop over the coming
months and years. Maintaining 
a diverse high margin, low cost
business model, which is reactive
to market changes, is key to
success in the current increasingly
regulated environment. HCL is
well positioned to capitalize on all
the opportunities presented in this
dynamic and changing market.
Ian Rosenblatt
Chairman
branches in London, Australia,
South Africa and Canada have
now been closed. The back 
office operation of RS has 
been incorporated into the HCL
infrastructure, and a significant
amount of costs have been
removed from the business. 
This has led to an exceptional
administrative expense of
approximately £1m in 2005. 
No further reorganisation costs 
are expected in 2006 from the 
RS business.
Cash flow and borrowings
Net borrowings at the end of 
the year were £10.9m, a gearing
ratio of 41%. The net funds
raised of £12.9m from listing 
on AIM in November 2005 were
substantially used to reduce the
levels of debt that had arisen 
to fund the acquisitions. 
Acquisitions
RS Locums was acquired in June
2005 for an initial consideration of
£4.5m with a potential maximum
earn out of £3.0m. This acquisition,
whilst complementing the Allied
Health and Medical divisions 
of Thames Medics and Eurosite
Medical, took the group into a
new market providing qualified
social workers. It is anticipated
that this will be a growth area for
the HCL business over the next
few years, and it is intended 
that the RS Social Care division 
will expand its offering outside 
of the London area, whilst
continuing to operate from the
Loughton site.
Earnings per share/dividend
Earnings per share prior to
goodwill amortisation, share
scheme charges and exceptional
items is 4p. The loss per share
after goodwill amortisation, share
scheme charges and exceptional
items is 5p. The Board is not
recommending a final dividend,
but does intend to implement a
dividend policy at the appropriate
stage in the Company’s
development. This will be
reviewed at the interim results.
Board
HCL has brought together a
strong team of non-executive
directors with a broad range of
experience in the city, commercial
and healthcare sectors. 
Outlook
HCL has now completed six
successful acquisitions in the 6 Healthcare Locums
63%
HCL business
accounted for 
by Allied Health
Professionals
and Pharmacists
Chief Executive’s statement
I am pleased to report that from a ‘standing start’ in 2003,
Healthcare Locums PLC (HCL) is now one of the largest health
and social care agencies in the UK. Specialising in niche 
high-margin businesses, HCL has established a strong position 
in the marketplace and gained a substantial number of contracts
within both the NHS and private healthcare markets.
32%
HCL business
accounted for 
by doctors
240+
Number of
employees
NHS
Group’s largest
client to date
Split of turnover by speciality
March 2006
Acquired BBL Medical Recruitment
January 2006
Acquired Medical Professionals 
and Social Work Professionals
November 2005
Healthcare Locums PLC (HCL) 
admitted to AIM
Established Medics UK
June 2005
Acquired Recruitment Specialist 
Group Ltd trading as RS Locums
September 2004
Acquired Medical Technical
December 2003
Acquired Eurosite Medical
September 2003
Acquired Thames Medics
April 2003
Healthcare Locums founded
14%
32%
5%
49%
Pharmacists
Doctors
Social Workers
Allied Health Professionals Healthcare Locums  7
Overview
The last year has seen significant
growth, development and change
for HCL, including the acquisition
of RS Locums and its integration
into the group, and the listing 
of HCL on AIM. The main
challenge for the group in 2005
was to achieve integration 
of systems and management
whilst maintaining strong organic 
growth in a dynamic and 
changing marketplace. 
HCL has now broadened its
product offering by acquiring in
early 2006, Medical and Social
Work Professionals, and BBL
Medical. The BBL Medical
acquisition gives the group a 
small but strategically important
place in the locum GP market.
All of our newly acquired
businesses have been successfully
integrated in line with our plans.
A significant achievement in 2005
was to gain accreditation for
Investors in People. As a people
business our investment in staff 
it is a key strength. We aim to
make HCL the Company of choice
for those working in the healthcare
recruitment sector. Our employee
rewards programme (VIP), share
option scheme, and quarterly
and annual awards are innovative,
market leading and encourage
loyalty and commitment from our
staff who are highly incentivised 
to achieve strong organic growth
for the group. We now have over
240 employees, most of whom
are based in our two call centres
in Wembley and Loughton.
Financial performance
HCL maintains a strategic 
mix between temporary and
permanent placements. The
temporary locum business
accounted for £42.9m of the
turnover at 21.5% gross margin.
In addition, £1m of permanent
placement sales improved 
the group’s gross margin to
23%. Whilst in 2005 permanent
placements accounted for 
just over 2% of total sales, we
envisage that this will grow to
nearer 4% of sales in 2006,
resulting in further gross margin
improvements.
The business split by turnover 
is as shown on the opposite page.
Allied Health Professionals
and Pharmacists
Allied Health Professionals* 
(AHPs) and Pharmacists
accounted for 63% of the HCL
business in 2005. The value 
of this market in the NHS in
the UK is worth approximately 
£350m and HCL has around 8% 
market share. HCL has recently
been awarded the latest NHS
Framework Agreement for Allied
Health Professionals and 
Health Science Service Staff,
which will run to 2009 and it 
is anticipated that HCL will
become a key supplier to this
contract. According to a recent
survey carried out by the NHS,
AHP vacancies are currently 
the most hard to fill vacancies 
in the NHS.
Increasing demand from the
private sector for both diagnostic
and surgical support staff has
meant that HCL now has a
significant number of contracts
with ISTCs and diagnostic
providers to source and supply
staff from outside the UK. This 
is a key driver in the anticipated
increase in permanent 
placements within the group. 
*Allied Health Professionals (AHPs) 
refers to a distinct grouping of 
highly trained, specialist staff who 
work within the healthcare sector.
This group includes therapists such 
as Physiotherapists, Occupational
Therapists, Speech and Language
Therapists, Dietitians, Podiatrists 
and Radiographers. 
Gross 
Turnover margin
2005 2005
Financial performance £m £m
Doctors 14.1 3.1
Social Workers 2.2 0.5
Allied Health Professionals 21.5 5.3
Pharmacists 6.1 1.2
Total 43.9 10.1
1 Call centre
2 Biomed laboratory
3 Sterile services laboratory
123 8 Healthcare Locums
Chief Executive’s statement continued
Doctors
Doctors accounted for 32% 
of the HCL business in 2005. 
With £14m turnover in this
specialty, HCL has approximately
3.5% of an NHS market that is
worth around £400m per annum. 
The addition of BBL medical 
will increase this market share 
to around 8%, but there remains
significant opportunity for growth
in this area.
Late 2005 saw the introduction of
the new NHS national framework
agreement for doctors. New
contracts have been negotiated
with the Trusts that have signed
up to this framework. HCL 
has been successful in gaining 
a substantial amount of new
business for Thames Medics.
However, the handover from the
old to the new contract saw a
slow down in the medical locum
market in the last quarter of 
2005. This trend has now started
to reverse in the first quarter of
2006 as the new contracts start
to impact positively on trading.
We anticipate synergistic benefits
as a result of the acquisition 
of BBL, who are a first 
tier supplier in a number of 
contracts where Thames Medics 
is the second tier supplier, and
vice versa. This will ensure 
that we are able to maximize 
the fill rates without recourse to
subcontracting outside of the
group. The fill rates, and 
therefore customer satisfaction 
will increase accordingly. 
ISTCs are increasingly a source 
of revenue for our doctors 
division both for permanent and
temporary placements. 
Social Workers
Social Work is a relatively new
business line for HCL, as it
was acquired with the acquisition 
of RS Locums, and accounted 
for only 5% of the HCL turnover
in 2005. RS Locums has
approximately 2.6% of a market
that is worth about £170m per
annum. RS Locums has historically
concentrated its efforts on
supplying staff in and around 
the South East of England, and
we have identified that there is 
a large market outside of this
geographical area, which for HCL
has largely remained untapped.
HCL has now developed 
a new specialist Business
Development Team for 
this sector, and we anticipate 
that this will lead to significant
expansion of this division 
over the next twelve months.
General Practitioners
The acquisition of BBL gives 
HCL approximately a 5% market
share in the locum GP market
which is worth circa £90m 
per annum. Due to the ageing
population, the shortages of 
GPs, the number of GPs who 
are due to retire over the next 
few years, and the increased
spending and focus by the NHS
on Primary Care, it is anticipated
that this specialty will present 
a substantial growth opportunity 
for HCL over the next few years.
BBL provides HCL with an
established position in the 
locum GP marketplace, on 
which it can build over the 
next twelve months. 
HCL currently provides 
GPs to out of hour services 
(run either by the NHS 
or the independent sector), 
NHS GP surgeries, and to the
increasing number of private 
GP providers in the UK.
International recruitment
Due to the rising demand for
specialist staff in the UK, and 
the shortages that exist, we 
have an increasing need to 
source staff from international
sources. We have therefore
developed an international
recruitment division, which now
employs seven staff dedicated to
recruiting, vetting, credentialing
and placing staff from abroad.
International staff currently
account for approximately 40% 
of the locum staff that we place.
As a result of the ‘additionality’
requirements, (i.e., staff working
on ISTC contracts cannot 
have worked within the NHS
for the last six months), we 
have a growing dependence on
attracting well qualified specialist
staff to the UK. 
Strong team. Incentivised sales.
Extensive resource pool. Higher margins.
1 Healthcare Locums  9
In order to achieve this HCL 
has developed a network 
of international recruitment agents
across the world: these agents 
are key to our success in bringing
staff into the UK from abroad.
As a result of our development 
of the international team, 
we have identified shortages 
of specialist staff in other parts 
of the world which we are being
asked to fill. This represents 
a new business opportunity for
HCL which we intend to pursue
during 2006.
Integration
At the heart of our success 
has been the smooth integration 
of newly acquired businesses 
into the HCL group. The
management’s strategy for
quickly introducing centralised
systems, procedures and financial
structures has supported 
both the businesses growth 
profile and reassured staff as
to future direction. 
All of the newly acquired
businesses are now utilising
the group’s dedicated IT systems 
and taking advantage of enhanced
central support functions such 
as HR, Business Development
and Marketing. This additional
support provides access to
immediate advantages and
opportunities, providing greater
scope for development and
earnings enhancement.
Delivering the strategy
HCL has within three years
developed into an established
provider of specialist staff 
to the health and social care 
sectors. It has put together
a senior, middle management, 
and recruitment team which 
we believe is unrivalled in 
the sector. It has achieved 
rapid and full integration of all
acquisitions made. We are now
well positioned to gain market
share from our competitors 
in each of the markets in which 
we operate. Whilst consolidation
opportunities remain, HCL has
focused in 2005 and early 2006
on the integration of acquisitions 
made, and placing the individual
businesses on a sound footing 
to maximise their potential for
strong organic growth.
The healthcare market is always
challenging, and changing. To
succeed in this sector requires
vision, the ability to be responsive,
a diverse offering with high
margins, and a low cost base.
HCL has these attributes at 
the core of its business model 
and we are confident of 
achieving further success 
in 2006.
Kate Bleasdale
Chief Executive
1 Sales team
2 Hospital Doctor
3 Recruitment Consultant
4 Sterile services production area
5 Radiography – CT
6 Radiography – MRI
7 Sterile Technician
23
567
4 10 Healthcare Locums
Growth.
The last year has seen a significant growth for HCL both
through strategic acquisitions and strong organic growth.
HCL is now one of the top three specialist healthcare 
staffing companies in the UK.
240+
staff
200+
contracts
22
niche sectors
20,000
strong database
Investment in staff through
training, infrastructure and 
support systems, remuneration
and incentive programmes, 
has positioned HCL increasingly 
as the employer of choice within
the industry. Recent awards of
Investors in People accreditation
and a national award for our 
staff incentive programme,
has further reinforced this, and 
the management are confident 
that this position will be further
enhanced in the coming year.
This has all been achieved within 
three years from a standing start.
Further organic growth, strategic
acquisitions and investment in
its people will enable HCL to
increase its market penetration
within the medical and social 
care sectors. The recent
acquisition of BBL Medical has
launched HCL into the locum
General Practitioner market, 
an area which is expected 
to see significant growth over 
the next few years.
HCL’s cross-sector strategy,
focusing on specialist niche
markets in health and social
care, continues to drive 
the business forward.
State-of-the-art call centres
provide the infrastructure 
for an agile, highly trained
sales force to take advantage
of fast-changing market
conditions on a nationwide
basis.
HCL Turnover Growth
43.9
2005
26.7
2004
(Turnover £m)
Note: Comparison to 12 months to 31 December. Healthcare Locums  11
Recruitment Consultant
Eurosite Medical
International Recruitment Managers
HCL
Senior Consultant
Thames Medics 12 Healthcare Locums
Delivery.
The Directors have recognised the opportunities that exist 
within the large but fragmented market that HCL operates in. 
They believe that the group has the potential to achieve further
significant growth in a market that is now worth over £1bn 
per annum in the public sector alone.
In 2005, the group invested
significant resources in developing
its international reach. The group
has established relationships 
with 23 international partners
across Europe, the Middle East,
Australia, New Zealand, the 
USA and Canada, providing
access to a pool of international
healthcare professionals with
highly prized transferable skills.
The Company believes that
demand for overseas professionals
will continue to grow due to
sustained shortages of suitably
qualified staff available within
the UK, and the need for 
private sector clients to comply
with additionality requirements. 
HCL’s experience within this 
field will deliver even greater
opportunities for the group. 
The market is consolidating 
as smaller operators find the
increasing regulations in this
market onerous. HCL has
outsourced its credentialing 
and verification of locum staff 
in order to increase efficiency 
and to reduce costs.
“The Nationwide Accreditation
Bureau provides an efficient,
independent and cost effective
method of vetting locum staff 
on behalf of HCL. This has
enabled HCL to concentrate 
staff on sales improvement, 
whilst significantly reducing 
their administrative burden.”
Kate Bleasdale CEO
Historically the group’s largest
customer has been the NHS.
However, with over £3.5bn
of contracts being tendered to 
the private sector over the next 
five years, we are increasingly
developing both permanent and
locum opportunities with private
providers of healthcare and
diagnostic services. Often these
contracts require staff to comply
with ‘additionality’ requirements,
which effectively require new staff
to be sourced from overseas.
HCL has developed strong links
with the Independent Sector
Treatment Centres (ISTCs) and
diagnostic providers. The group
believes that these contracts,
along with increased permanent
placement business, will result 
in gross margin improvement
across the business over the 
next few years.
Over £3.5 billion of contracts
are being tendered by the
government to the private
sector over the next 
five years. Our areas of
operation are:
NHS
Private hospitals
Social care
Residential care homes
£3.5bn Healthcare Locums  13
Public sector spending on staffing 2004 (£m)
345
394
167
90
Pharmacy Department AHP Department Social Work Case Conference
AHPs
GPs
Social Work
Doctors 14 Healthcare Locums
Experience.
As a group, Healthcare Locums has now attracted over 20,000
medical professionals to our databases, across all our niche sectors.
Whilst HCL is a relatively new Company, it has brought together a
group of businesses with over thirty years of combined experience 
in the sector.
20,000
The businesses in the group:
Healthcare Locums PLC
Thames Medics Ltd 
(acquired Sept 2003)
Eurosite Medical Ltd 
(acquired Dec 2003)
Medical Technical Ltd 
(acquired Sept 2004)
Recruitment Specialist 
Group Ltd (RS Locums) 
(acquired June 2005)
Medical and Social 
Work Professionals 
(acquired Jan 2006)
BBL Medical Recruitment Ltd 
(acquired March 2006)
“I would recommend Healthcare
Locums to everyone!” 
NHS Department Manager
“Healthcare Locums is a fantastic
Company to deal with, helpful and
friendly and always there for me” 
Locum Pharmacist at private
sector client
“HCL are a cut above the
competition, with exceptional
speed of response, quality
controls and staff.” 
NHS Department Manager
“The level of service and
commitment is truly exceptional.”
Department Manager in 
private sector
Summary
“HCL aims to become the 
agency of choice for locums,
clients, and employees wanting 
to develop a career in this
exciting, innovative and dynamic
sector. The phenomenal growth
that HCL has achieved in its 
first three years will continue
to make the Company a market
leader, and presents a solid
platform for growth over the
next few years. As a Board we
remain excited for the prospects
of HCL as a key player in the
health and social care markets.”
Ian Rosenblatt Chairman
The businesses provide
locums in the following
specialties:
Biomedical Scientists
Cardiac Technicians
Dietitians
Doctors
Environmental Health Officers
General Practitioners
Occupational Therapists
Operating Department
Practitioners
Occupational Health Advisors
Opticians
Pharmacists
Phlebotomists
Physiotherapists
Plaster Technicians
Podiatrists
Psychologists
Radiographers
Researchers
Social Workers
Speech and Language Therapists 
Sterile Services Technicians Healthcare Locums  15
Mental Health Specialist Call Centre Sterile Technician Recruitment Consultant 16 Healthcare Locums
Group performance
Group operating profit (before
exceptional items, share scheme
charges and goodwill amortisation)
was £3.2m compared to 
£1.4m for the 5 months to 
31 December 2004.
Group profit (after interest, before
tax, exceptional items, share
scheme charges and goodwill
amortisation) was £1.6m compared
to £0.9m for the 5 months to 
31 December 2004, and after
exceptional items and goodwill
amortisation was a loss of £1.4m
compared to loss of £0.1m.
In the year we have incurred 
an exceptional item relating to
the restructuring of the business
following the acquisition of
Recruitment Specialist Group Ltd.
We have also incurred exceptional
charges related to listing the
Company on AIM in November
2005. These exceptional items,
totalling £1.4m, are described
more fully below.
Goodwill amortisation for the year
was £1.2m compared to £0.4m
for 5 months to 31 December 2004.
The results for the comparative
period are for the 5 months to 
31 December 2004 rather than 
for a 12 month period as all 
group Company financial year
ends were amended during 2004.
The Company had previously had
a July financial year end.
Turnover and gross 
margins by speciality
The HCL group’s business 
can be subdivided into four main
specialities, each of which 
are provided under one or more 
of the operating subsidiaries 
of the group.
Doctors
Doctors ranging from junior
grades to consultants are provided
from a number of subsidiaries
within the HCL group of companies.
Thames Medics, one of HCL’s
subsidiaries, sole focus is the
provision of hospital doctors 
and GPs. 
Thames has been appointed
as a contracted supplier to a
significant number of clients
through the NHS Purchasing and
Supply Agency’s (PaSA) National
Framework Agreement for the
Supply of Medical Locums and
also to private sector clients. Both
Eurosite Medical and RS Locums
also supply Doctors within their
operational mix, outside of this
National Framework Agreement.
The business currently focuses on
the provision of hospital doctors
with only a very small proportion
of this business resulting from 
the provision of GPs.
Social workers
The HCL group entered this
market during 2005, through the
strategic acquisition of RS Locums.
Strong progress has been made
with several major contract wins
predominantly in the South East.
The business mix is currently
weighted towards Qualified Social
Workers, with a growing cross
sector focus into the general
social care sector.
Turnover and Turnover Gross margin Gross margin
gross margins 2005 2005 2005
by speciality £m £m %
Doctors 14.1 3.1 22.0
Social Workers 2.2 0.5 22.7
Allied Health Professionals 21.5 5.3 24.7
Pharmacists 6.1 1.2 19.7
Total 43.9 10.1 23.0
Operating and financial review
Year ended 31 December 2005 Healthcare Locums  17
Allied Health 
Professionals
Allied Health Professionals 
(AHPs) include physiotherapists,
occupational therapists,
radiographers, medical scientists,
dieticians, and speech and language
therapists. These specialists 
are provided by Eurosite Medical 
and RS Locums operating 
within the NHS Procurement 
and Supply Agency National
Framework Agreement for
Allied Health Professionals and
also from Medical Technical
operating outside of this National
Framework Agreement.
Pharmacists
Healthcare Locums’ pharmacy
businesses supply Hospital
Pharmacists and Pharmacy
Technicians to NHS and private
clients across the UK. Operating
through Eurosite Medical and 
RS Locums on a predominantly
Locum basis this sector has
shown consistent growth over 
the last 12 months.
Analysis of business
between locum and
permanent placements
Historically the group has focused
on the provision of locum staff.
During 2005 significant
opportunities were identified
within the permanent placements
market, providing staff to the 
NHS and to the private sector.
The Department of Health’s
strategy of developing long term
partnerships with private 
sector providers, such as the
Independent Sector Treatment
Centres and outsourcing of
diagnostic services will create
further opportunities in this field,
particularly for the recruitment 
of overseas trained professionals.
These opportunities are anticipated
to continue to grow over the 
next few years.
Exceptional items
The total charge for the year of
£1.4m comprises reorganisation
and listing costs.
The exceptional items include 
a charge of £0.4m relating to
costs incurred during the listing 
of the Company on AIM during
November 2005 as required by
FRS 25 “Financial Instruments:
Disclosure and presentation”. 
FRS 25, which became effective 
in 2005, requires costs incurred
in listing a company to be
apportioned into two categories.
Those costs relating to listing
existing shares are to be
expensed to the profit and
loss account whilst those costs
relating to listing new shares 
and raising new funds are to 
be charged against the share
premium account. 
Prior to FRS 25 all costs would
have been charged to the share
premium account. The new
financial reporting standard has 
no effect on total shareholder
funds and has no impact on the
future profitability of the group.
The exceptional charge for the
year includes a charge of £1.0m
of reorganisation and restructuring
costs following the acquisition 
of RS Locums on 6 June 2005.
This acquisition is now fully
integrated into the group with 
no future reorganisation charges
anticipated from this acquisition.
Analysis of business Turnover Gross margin Gross margin
between locum and 2005 2005 2005
permanent placements £m £m %
Locum placements 42.9 9.2 21.4
Permanent placements 1.0 0.9 90.0
Total 43.9 10.1 23.0 18 Healthcare Locums
Operating and financial review continued
Year ended 31 December 2005
The exceptional charge for the
previous period resulted from
restructuring following the
acquisition of Eurosite Medical 
in December 2003 and Thames
Medics in September 2003.
Goodwill
The goodwill charge of £1.2m 
for the year relates to the annual
amortisation of the goodwill
arising on the acquisitions of
Thames Medics in September
2003, Eurosite Medical in
December 2003, Medical
Technical in September 2004 
and RS Locums in June 2005.
Interest
The net interest payable for the
year of £1.5m compares to £0.5m
for the 5 months to 31 December
2004. Net interest was covered
2.1 times by operating profit
before exceptional items and
goodwill amortisation, compared
to 2.8 for the comparative period.
Dividends
No dividends have been proposed
or paid to the holders of ordinary
shares in either period.
Cash flows and net debt 
at the period end
During the year the net debt of 
the group has decreased from
£12.7m to £10.9m. The principal
factors affecting this were 
the increase in debt to fund 
the acquisition of Recruitment
Specialist Group Ltd in June 2005
and the listing on the Company
on AIM in November 2005 which
resulted in a net cash inflow of
£12.9m of new funds (after costs
of listing).
Banking facilities
Net debt at the year end
amounted to £10.9m resulting 
in a balance sheet gearing ratio 
of 41%.
Bank facilities totalling £13.7m
were arranged in November 
2005 following the listing of HCL
PLC on the Alternate Investment
Market of the London Stock
Exchange (AIM). 
The new facilities comprise 
a term loan of £7.5m repayable 
over 5 years plus an invoicing
discounting facility of up to 
£6.2m. These replaced a range 
of facilities that included bank
term loans, bank mezzanine
finance, an invoice discounting
facility and loan notes. 
Following the acquisition of
Medical Professionals and Social
Work Professionals in January
2006 and the acquisition of BBL
Medical in March 2006 additional
bank facilities have been arranged.
The total facility now available 
to the group comprises a term
loan of £15.5m and an invoice
discounting facility of up to £9.5m.
Financial instruments
The group’s financial instruments,
other than derivatives, comprise
borrowings, some cash and liquid
resources, and various items,
such as trade debtors, trade
creditors etc, that arise directly
from its operations. 
The main purpose of these
financial instruments is 
to raise finance for the group’s
operations. The group also
enters into derivatives transactions
(principally interest rate swaps).
The purpose of such transactions 
is to manage the interest rate 
risks arising from the group’s
operations and its sources 
of finance.
It is, and has been throughout the
period under review, the group’s
policy that no trading in financial
instruments shall be undertaken.
The main risks arising from 
the group’s financial instruments 
are interest rate risk. The Board 
reviews and agrees policies for
managing each of these risks
and they are summarised below.
These policies have remained
unchanged since the beginning 
of 2005.
The group finances its operations
through a mixture of retained
profits and bank borrowings.  Healthcare Locums  19
The group borrows in sterling 
at floating rates of interest and 
then uses interest rate swaps 
to generate the desired interest
profile and to manage the 
group’s exposure to interest 
rate fluctuations. 
Share capital
The ordinary share capital of the
Company at 31 December 2004
was £2.3m comprising 233.1m
shares of £0.01. In October 
2005 the share capital was
consolidated into 2.3m shares
of £0.10. In November 2005 
0.6m of ordinary shares of £0.10
were issued under terms of warrant
agreements. A further 27.3m
shares of £0.10 were issued in
November 2005 in respect of the
placing agreement for the listing of
the ordinary share capital on AIM. 
Thus by 31 December 2005 
the ordinary share capital of the
Company was £5.7m comprised
of 56.8m shares of £0.10.
As at 31 December 2004 there
were also 1.8m preference shares
of £1 each with a value of £1.8m.
These were all redeemed in
November 2005 on the listing 
of the ordinary share capital 
of the Company on AIM.
Shareholders’ funds
Shareholders’ funds increased
over the year by £10.8m to
£15.3m, compared to £4.5m 
at 31 December 2004.
Post balance sheet events
Since the year end the Company
has made two further acquisitions.
On the 31 January 2006 the
Company acquired the trading
businesses Medical Professionals
and Social Work Professionals 
for a consideration of £1.15m,
satisfied by £0.75m cash and
£0.4m shares in Healthcare
Locums PLC.
On the 10 March 2006 the
Company acquired the trading
business BBL Medical for a total
consideration of £10.5m. This 
was satisfied by an initial payment
of £5.0m in cash and £3.0m 
in shares in Healthcare Locums
PLC. Two further instalments, of
cash or shares at the Company’s
discretion, will be paid 12 and 
24 months following completion.
The first of these instalments 
will be for £1.0m and the 
second for £1.5m.
Diane Jarvis
Finance Director 20 Healthcare Locums
Ian Rosenblatt
Chairman, Aged 46
Following his graduation from the
London School of Economics in 1980
and Chester College of Law in 1981,
Ian trained at law firm Collyer-Bristow.
He moved to Bernard Sheridan & 
Co in 1984, becoming a partner with 
that firm. Ian is the senior partner 
of the city law firm Rosenblatt which 
he founded in 1989 and which advises
a wide variety of listed and unlisted
companies and is the co founder and
Chairman of Redleaf Communications
Ltd, the financial PR agency.
Kate Bleasdale
Chief Executive, Aged 45
Having graduated as a nurse in 
1983, Kate was promoted to Senior
Nurse Manager within three years,
supervising over 300 staff at Putney
Hospital. In 1987 she founded Match
Healthcare Services, which merged
with GPD in 1996 to create Sinclair
Montrose PLC. Sinclair Montrose 
was floated on AIM in 1996. Kate 
led an MBO of the company in 1999 
to create Match Group PLC which 
she left in 2001 before founding
Healthcare Locums in 2003.
Board of directors
In preparation for the Company’s listing on AIM the Board
underwent a major restructuring with a new Non-Executive
Chairman and two new Non-Executive Directors being appointed.
The biographies of the current Directors are as follows:
Diane Jarvis 
Finance Director, Aged 41
Diane qualified as a chartered
accountant with Ernst & Young in
1988. She joined Courtaulds PLC 
in 1991, becoming a finance manager
within the coatings division by the time
she left in 1997. Diane joined Match
Group plc as financial controller and
was Director of Finance and Managing
Director of the medicentre division
when she left to join Crown Sports PLC
in 2001. She became Group Finance
Director at Crown Sports in 2002
before joining Healthcare Locums as
Finance Director in 2005.
Stephen Oswald
Commercial Director, Aged 43
Stephen qualified as a chartered
account with Ernst & Young in 1989.
In 1991 he moved to the Middle 
East and worked with the Bahrain
Government for five years restructuring
their financial management systems
and then spent a further four years
working on systems for the Bahrain
Telecommunications company. During
this time he undertook a Graduate
Diploma in IT and Management.
In 2000 he moved to England and
worked as Finance Director to a small
start up IT development company,
Global People Holdings plc, which
built systems to manage the temporary
labour supply chain. In 2003 he 
joined Healthcare Locums as Finance
Director, moving to Commercial
Director in 2005.
Alan Walker
Non-Executive Director, Aged 55
Alan qualified with KPMG Glasgow 
as a member of The Institute of
Chartered Accountants of Scotland 
in 1974 and following a period with
Price Waterhouse in Paris has been
engaged in industry and commerce 
for over 20 years. He specialises in
corporate mergers and acquisitions
on behalf of AB Wilh Becker 
of Sweden and other Swedish
multinationals in the UK, continental
Europe and North America where 
he also attended The Harvard
Business School. He is CEO 
of Inveresk PLC, an executive
director of SWP Group PLC and 
holds a number of non-executive
directorships in medium sized
industrial and commercial 
businesses.
Alasdair Liddell
Non-Executive Director, Aged 57 
Alasdair graduated from Oxford 
in 1970. His career includes twelve 
years in Chief Executive positions 
in the NHS; a further six years 
working at the most senior level 
in the Department of Health, as 
Director of Planning for the NHS, 
with Board-level responsibility 
for NHS information and IT,
communications, and a number 
of key policy areas; and a founding
role in a new media consultancy. 
He was a member of the top
management board of the NHS for 
12 years, between 1988 and 2000, 
and also has Board-level experience 
in both charitable and private sectors.
He was awarded the CBE in the
Queen’s Birthday Honours 1997 for
services to the NHS. Healthcare Locums  21
Directors
Ian Rosenblatt
Non-Executive Chairman
Kathleen Veronica Bleasdale
Chief Executive
Diane Jarvis
Finance Director
Stephen Andrew Oswald
Commercial Director
James Alan Fairley Walker 
Non-Executive Director
Alasdair Liddell 
Non-Executive Director
Audit committee
Alan Walker 
Chairman
Ian Rosenblatt
Remuneration committee
Alasdair Liddell 
Chairman
Alan Walker
Nominations committee
Ian Rosenblatt 
Chairman
Alasdair Liddell
Company secretary
Diane Jarvis
Registered office 
of the Company
Greener House
66-68 Haymarket
London
SW1Y 4RF
Nominated adviser
and broker
Collins Stewart Ltd
88 Wood Street
London
EC2V 7QR
Auditors
BDO Stoy Hayward LLP
8 Baker Street
London
W1U 3LL
Solicitors
Lawrence Graham LLP
190 Strand
London
WC2R 1JN
Bankers
Barclays Bank PLC
50 Pall Mall
London
SW1A 1QA
Financial public
relations advisers
Bell Pottinger Financial PR
6th Floor, Holborn Gate
330 High Holborn
London
WC1V 7QD
Registrars
Capita Registrars
The Registry
34 Beckenham Road
Beckenham
Kent
BR3 4TU
Directors and advisers
At 31 December 2005 22 Healthcare Locums
Results and dividends
The consolidated profit and loss
account is set out on page 28
and shows the operating profit
before exceptional items, goodwill
amortisation and share scheme
charges as £3.2m (2004: £1.4m).
The operating profit for the period
after exceptional items, goodwill
amortisation and share scheme
charges was £0.2m (2004: £0.4m)
and the retained loss for the
period was £1.5m (2004: £0.2m).
The Directors do not recommend
the payment of a dividend on
ordinary shares.
Substantial interests 
in share capital
At 22 March 2006 the Company
had been notified of the following
interests of 3% or more in the
ordinary shares:
Principal activities, 
trading review and future
developments
The Company is an investment
holding Company. Details of 
its investments and principal
activities of its subsidiaries 
are outlined in the notes
to the financial statements. 
The principal activity of each 
of the trading subsidiaries is 
that of a recruitment agency.
Consideration of the trading
review and future developments 
of the Company and its
subsidiaries is included in the
operating and financial review and
within the Chairman’s statement
and Chief Executive’s statement.
Post balance sheet events
On 31 January 2006 the group
acquired Medical Professionals 
and Social Work Professionals
and on 10 March 2006 the 
group acquired BBL Medical.
Further details are set out in 
note 32.
Charitable contributions
During the period the Company
made charitable contributions 
of £4,070 (2004: £3,004).
Employee involvement
The group’s and the Company’s
policy is to consult and discuss
with employees, through unions,
staff councils and at meetings,
matters likely to affect employees’
interests. Information on matters
of concern to employees is given
through information bulletins and
reports which seek to achieve 
a common awareness on the part 
of all employees of the financial
and economic factors affecting
the group’s performance.
The Company has an employee
share option scheme. Further
details are set out in note 28.
Disabled persons
The group’s and the Company’s
policy is to recruit disabled
workers for those vacancies that
they are able to fill. All necessary
assistance with initial training
courses is given. Once employed,
a career plan is developed so as 
to ensure suitable opportunities
for each disabled person.
Arrangements are made, wherever
possible, for retraining employees
who become disabled, to 
enable them to perform work
identified as appropriate to their
aptitudes and abilities.
Payments to suppliers
The Company does not follow 
any formal payment code but
agrees terms of payment with
suppliers when opening an
account, to ensure each supplier
is made aware of these terms 
and to comply with payment
terms agreed for existing and 
new accounts. The Company
makes payment to the majority 
of its suppliers, tax authorities and
employees electronically via the
BACS payments system in order
to facilitate a fast, effective and
secure transmission of payment.
The number of days purchases
outstanding for the Company at
31st December 2005 is calculated
at 78 days (2004: 91 days).
Auditors
BDO Stoy Hayward LLP have
expressed their willingness 
to continue in office and a
resolution to reappoint them 
will be proposed at the Annual 
General Meeting.
On behalf of the Board.
Diane Jarvis
Director & Company Secretary
24 March 2006
Report of the directors
The directors present their report together with the audited
financial statements for the year ended 31 December 2005
Number Shareholding
Substantial interests in share capital of shares %
Barclayshare Nominees Limited 9,597,195 17
K V Bleasdale 9,500,000 17
Chase Nominees Limited 5,410,455 10
R Prince 4,312,884 8
Ultimatestar Limited 3,111,089 5
Nortrust Nominees Limited 2,907,024 5
DRKWS Nominees Limited 1,905,000 3
HSBC Global Custody Nominee (UK) 1,800,000 3
Rathbone Nominees Limited 1,631,760 3
Mellon Nominees (UK) Limited 1,603,973 3 Healthcare Locums  23
Purpose
This report sets out the group’s
disclosures in relation to Directors’
remuneration for the year ended
31 December 2005. The group
has chosen to give voluntary
consideration to the Combined
Code. The report has not been
audited by BDO Stoy Hayward
LLP as it is not required to 
do so by the AIM listing rules.
The remuneration and emoluments
of Executive Directors are
determined by the Board based
on the recommendations of the
Remuneration Committee. The
composition of the Remuneration
Committee is set out on page 21.
The committee’s purpose is to
review the performance of the
executive Directors and other
senior executives and to
determine appropriate levels 
of remuneration.
* Kate Bleasdale entered into a service agreement with the Company which came into effect 
on 17 November 2005. Prior to this date she did not receive remuneration from the Company.
** John Cariss resigned as Non-executive Chairman on 11 October 2005. He received no 
remuneration from the Company during the period.
*** Russell Prince resigned as Director on 31 January 2005.
Directors’ remuneration
Salary/ Total Total Pension Pension
fee Benefits 2005 2004 2005 2004
£000 £000 £000 £000 £000 £000
Executive 
Directors
Kate Bleasdale* 27 – 27 – – –
Stephen Oswald 145 15 160 58 – –
Diane Jarvis 110 17 127 – 11 –
Russell Prince*** 37 – 37 112 1 5
Non-Executive 
Directors 
Ian Rosenblatt 6 – 6 – – –
Alasdair Liddell 4 – 4 – – –
Alan Walker 4 – 4 – – –
John Cariss** ––––––
Total 333 32 365 170 12 5
Report on remuneration 24 Healthcare Locums
Report on remuneration continued
Directors’ share interests
As at 31 December 2005 the Directors had the following beneficial interests in the issued shares of 
the Company:
As at 31 December 2005 the Directors who had interests over unissued ordinary shares of 10p
pursuant to share options granted by the Company were as follows:
The average share price of the Company since the listing date was 56.6p. 
The share price at 31 December 2005 was 56.5p.
Ordinary shares Ordinary shares
of 10p at of 1p at
31 December 31 December
2005 2004
Kate Bleasdale 9,500,000 95,000,000
Stephen Oswald – –
Diane Jarvis – –
Ian Rosenblatt – –
Alasdair Liddell 17,390 –
Alan Walker – –
John Cariss* – 95,000,000
Russell Prince** – 43,128,834
* John Cariss resigned as Director on 11 October 2005.
** Russell Prince resigned as Director on 31 January 2005. At 31 December 2004 he also held 
70,177 £1 ‘A’ preference shares and 105,171 £1 ‘B’ shares.
At Awarded At Earliest
1 January during 31 December Exercise date of Expiry
2005 year 2005 price exercise date
Stephen Oswald – 699,386 699,386 10p Jan 2006 Apr 2015
Diane Jarvis – 116,564 116,564 10p Jan 2006 Apr 2015 Healthcare Locums  25
Corporate governance
Under the AIM listing rules 
the Company is not obliged
to implement the provisions of 
the Combined Code. However, 
the Company is committed to
applying the principles of good
governance contained in the
Combined Code as appropriate 
to a company of this size and
nature. The Board will continue 
to review compliance with the
Code at regular intervals.
The Company took a number 
of steps in November 2005 to
comply with the code, principally
by appointing Non-Executive
Directors to the Board and by
the establishment of three Board
committees. The Company has
appointed three Non-Executive
Directors including the Chairman
to bring an independent view 
to the Board and to provide a
balance to the Executive Directors.
Audit committee
This committee, consisting of 
Alan Walker and Ian Rosenblatt,
was established on 4 November
2005. The committee is chaired
by Alan Walker. It will meet 
at least twice a year and 
will be responsible for ensuring 
that the appropriate financial
reporting procedures are properly
maintained and reported on 
and for meeting the auditors 
and reviewing their reports 
relating to the group’s accounts
and internal control systems.
Remuneration committee
This committee, consisting of
Alasdair Liddell and Alan Walker,
was established on 4 November
2005. The committee is chaired
by Alasdair Liddell. It will meet 
at least twice a year and will
be responsible for reviewing the
performance of the Executive
Directors and other senior
executives and for determining
appropriate levels of remuneration.
Nomination committee
This committee, consisting 
of Ian Rosenblatt and Alasdair
Liddell, was established 
on 4 November 2005. The 
committee is chaired by Ian
Rosenblatt. The committee will
make recommendations on 
all new Board appointments. 26 Healthcare Locums
Statement of directors’ responsibilities
Company law requires the
Directors to prepare financial
statements for each financial 
year which give a true and 
fair view of the state of affairs 
of the group and Company 
and of the profit or loss of 
the group for that period. 
In preparing those financial
statements, the Directors are
required to:
• select suitable accounting
policies and then apply 
them consistently;
• make judgements and
estimates that are reasonable
and prudent; 
• state whether applicable
accounting standards have
been followed, subject to any
material departures disclosed
and explained in the financial
statements; and
• prepare the financial statements
on a going concern basis
unless it is inappropriate to
presume that the Company 
will continue in business.
The Directors are responsible 
for keeping proper accounting
records which disclose with
reasonable accuracy at any 
time the financial position of the
Company and to enable them 
to ensure that the financial
statements comply with the
Companies Act 1985. 
They are also responsible for
safeguarding the assets of the
group and hence for taking
reasonable steps for the
prevention and detection of 
fraud and other irregularities.
Financial statements are
published on the group’s website 
in accordance with legislation 
in the United Kingdom governing
the preparation and dissemination 
of financial statements, which 
may vary from legislation in other
jurisdictions. The maintenance
and integrity of the group’s
website is the responsibility of 
the Directors. The Directors’
responsibility also extends to the
ongoing integrity of the financial
statements contained therein. Healthcare Locums  27
Report of the independent auditors
To the shareholders of Healthcare Locums PLC
We also report to you if, in 
our opinion, the Report of the
Directors 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 other transactions is 
not disclosed.
We read other information
contained in the Annual Report
and consider whether it is
consistent with the audited
financial statements. The other
information comprises only 
the Chairman’s statement, the 
Chief Executive’s Review, Case
studies, the Operating and
Financial Review, the Report 
of the Directors, the Report on
Remuneration and the report 
on Corporate Governance. We
consider the implications for 
our report if we become aware 
of any apparent misstatements 
or material inconsistencies 
with the financial statements. 
Our responsibilities do not 
extend to any other information.
Our report has been prepared
pursuant to the requirements
of the Companies Act 1985 and 
for no other purpose. No person 
is entitled to rely on this report
unless such a person is a 
person entitled to rely upon
this report by virtue of and for 
the purpose of the Companies 
Act 1985 or has been expressly 
authorised to do so by our 
prior written consent. 
Save as above, we do not 
accept responsibility for this
report to any other person 
or for any other purpose and 
we hereby expressly disclaim
any and all such liability.
Basis of audit opinion
We conducted our audit in
accordance with International
Standards on Auditing (UK and
Ireland) issued by the Auditing
Practices Board. An audit 
includes examination, on a test
basis, of evidence relevant to 
the amounts and disclosures 
in the financial statements. 
It also includes an assessment 
of the significant estimates 
and judgements made by the
Directors in the preparation of 
the financial statements, and 
of whether the accounting 
policies are appropriate to the 
group’s and the Company’s
circumstances, consistently
applied and adequately disclosed.
We planned and performed 
our audit so as to obtain all the
information and explanations
which we considered necessary 
in order to provide us with
sufficient evidence to give
reasonable assurance that the
financial statements are free 
from material misstatement,
whether caused by fraud 
or other irregularity or error. 
In forming our opinion we also
evaluated the overall adequacy 
of the presentation of information 
in the financial statements.
Opinion
In our opinion the financial
statements: 
• give a true and fair view, 
in accordance with United
Kingdom Generally Accepted
Accounting Practice, of 
the state of the group’s and 
the parent Company’s affairs 
as at 31 December 2005 
and of the group’s loss for 
the year then ended; and 
• have been properly prepared 
in accordance with the
Companies Act 1985.
BDO Stoy Hayward LLP
Chartered Accountants
and Registered Auditors
London
24 March 2006
We have audited the
group and parent Company
financial statements of 
Healthcare Locums PLC for 
the year ended 31 December
2005 which comprise the group
profit and loss account, the 
group and Company balance
sheets, the group cash 
flow statement, the group
statement of total recognised
gains and losses and the 
related notes. These financial 
statements have been prepared 
under the accounting policies 
set out therein.
Respective responsibilities 
of Directors and auditors
As described in the Statement 
of Directors’ Responsibilities 
the Company’s Directors are
responsible for the preparation 
of the financial statements 
in accordance with applicable 
law and United Kingdom
Accounting Standards (United
Kingdom Generally Accepted
Accounting Practice).
Our responsibility is to audit 
the financial statements in
accordance with relevant legal 
and regulatory requirements 
and International Standards 
on Auditing (UK and Ireland).
We report to you our opinion 
as to whether the financial
statements give a true and 
fair view and are properly 
prepared in accordance with 
the Companies Act 1985.  28 Healthcare Locums
12 months 12 months 12 months 5 months 5 months 5 months
ended ended ended ended ended ended
31 December 31 December 31 December 31 December 31 December 31 December
2005 2005 2005 2004 2004 2004
Before Before
amortisation, Amortisation, amortisation, Amortisation,
exceptional exceptional exceptional exceptional
items and items and items and items and
share scheme share scheme share scheme share scheme
charges charges Total charges charges Total
Notes £000 £000 £000 £000 £000 £000
Turnover
Continuing operations 33,605 – 33,605 11,879 – 11,879
Acquisitions 10,254 – 10,254 799 – 799
Turnover 2 43,859 – 43,859 12,678 – 12,678
Cost of sales
Continuing operations 26,087 – 26,087 (9,234) – (9,234)
Acquisitions 7,649 – 7,649 (644) – (644)
Cost of sales 33,736 – 33,736 (9,878) – (9,878)
Gross profit
Continuing operations 7,518 – 7,518 2,645 – 2,645
Acquistions 2,605 – 2,605 155 – 155
Gross profit 10,123 – 10,123 2,800 – 2,800
Administrative expenses
Continuing operations 5 (5,916) (1,529) (7,445) (1,373) (443) (1,816)
Acquisitions (1,050) – (1,050) (71) – (71)
Exceptional administrative expenses 6 – (1,455) (1,455) – (534) (534)
Total administrative expenses (6,966) (2,984) (9,950) (1,444) (977) (2,421)
Operating profit
Continuing operations 1,602 (2,984) (1,382) 1,272 (977) 295
Acquisitions 1,555 – 1,555 84 – 84
Operating profit 7 3,157 (2,984) 173 1,356 (977) 379
Other interest receivable and similar income 2– 2 1– 1
Interest payable and similar charges 8 (1,531) – (1,531) (489) – (489)
Profit/(loss) on ordinary activities before taxation 1,628 (2,984) (1,356) 868 (977) (109)
Taxation 9 (486) 345 (141) (247) 160 (87)
Profit/(loss) on ordinary activities after taxation 1,142 (2,639) (1,497) 621 (817) (196)
Earnings per share 11
Basic loss per share (pence) (0.05) (0.01)
Diluted loss per share (pence) (0.05) (0.01)
All amounts relate to continuing activities.
The notes on pages 33 to 48 form part of these financial statements.
Consolidated profit and loss account
Year ended 31 December 2005 Healthcare Locums  29
Consolidated statement of 
total recognised gains and losses
Year ended 31 December 2005
12 months 5 months
ended ended
31 December 31 December
2005 2004
Retained loss for the period (1,497) (196)
Effect of the adoption of FRS 25 on 1 January 2005 (28) –
(1,525) 196
The notes on pages 33 to 48 form part of these financial statements. 30 Healthcare Locums
Consolidated balance sheet
At 31 December 2005
As at As at As at As at
31 December 31 December 31 December 31 December
2005 2005 2004 2004 
Notes £000 £000 £000 £000
Fixed assets
Intangible assets 12 24,654 18,714
Tangible assets 13 1,081 426
25,735 19,140
Current assets
Debtors 16 8,047 3,868
Cash at bank and in hand 1,072 64
9,119 3,932
Creditors: amounts falling due within one year 17 11,739 6,428
Net current liabilities (2,620) (2,496)
Total assets less current liabilities 23,115 16,644
Creditors: amounts falling due after more than one year 18 (7,720) (12,156)
15,395 4,488
Capital and reserves
Called up share capital 20 5,681 4,139
Share premium account 22 11,588 1,019
Profit and loss account 22 (1,874) (670)
Shareholders’ funds – equity 23 15,395 4,488
Included within shareholders’ funds is an amount of £Nil (2004: £1,808,000) in respect of non-equity interests.
The financial statements were approved by the Board on 24 March 2006.
Kate Bleasdale Diane Jarvis
Chief Executive Finance Director
The notes on pages 33 to 48 form part of these financial statements. Healthcare Locums  31
Company balance sheet
At 31 December 2005
As at As at As at As at
31 December 31 December 31 December 31 December
2005 2005 2004 2004 
Notes £000 £000 £000 £000
Fixed assets
Intangible assets 12 – 174
Tangible assets 13 848 331
Fixed asset investments 14 29,835 22,308
30,683 22,813
Current assets
Debtors 16 1,670 84
Cash at bank and in hand 1,000 –
2,670 84
Creditors: amounts falling due within one year 17 8,255 5,599
Net current liabilities (5,585) (5,515)
Total assets less current liabilities 25,098 17,298
Creditors: amounts falling due after more than one year 18 (7,712) 12,134
17,386 5,164
Capital and reserves
Called up share capital 20 5,681 4,139
Share premium account 22 11,588 1,019
Profit and loss account 22 117 6
Shareholders’ funds – equity 23 17,386 5,164
Included within shareholders’ funds is an amount of £Nil (2004: £1,808,000) in respect of non-equity interests.
The financial statements were approved by the Board on 24 March 2006.
Kate Bleasdale Diane Jarvis
Chief Executive Finance Director
The notes on pages 33 to 48 form part of these financial statements. 32 Healthcare Locums
Consolidated cash flow statement
Year ended 31 December 2005
Year Year 5 months 5 months
ended ended ended ended
31 December 31 December 31 December 31 December
2005 2005 2004 2004 
Notes £000 £000 £000 £000
Net cash inflow from operating activities 29 (2,205) 1,479
Returns on investments and servicing of finance
Interest received 2 1
Interest paid: other (1,522) (488)
Interest paid: finance leases (9) (1)
Net cash outflow from returns on investments and servicing of finance (1,529) (488)
Taxation (137) (260)
Capital expenditure and financial investment
Purchase of intangible fixed assets – (67)
Purchase of tangible fixed assets (739) (211)
(739) (278)
Acquistions and disposals
Purchase of subsidiary undertakings (5,617) (1,270)
Cash acquired with subsidiary undertakings 39 364
(5,578) (906)
Preference dividends paid – (28)
Cash outflow before financing (10,188) (481)
Financing
Increase/(decrease) in short term borrowings 125 (378)
(Decrease)/increase in long term borrowings (3,625) 534
Capital element of finance leases repaid (53) (15)
Issue of ordinary share capital 13,919 –
Repayment of preference share capital (1,808) –
Net cash inflow from financing 8,558 141
Decrease in cash in the period 30, 31 (1,630) (340)
Cash flows relating to RS Locums in the period were comprised principally of an operating cash outflow of £1,404,000. There were no further 
material cash movements arising as a result of the acquisition.
The notes on pages 33 to 48 form part of these financial statements. Healthcare Locums  33
Note 01  Accounting Policies
The financial statements have been prepared under the historical cost
convention and are in accordance with applicable accounting standards. 
The policies adopted are consistent with those applied in the preparation 
of the audited accounts for the 5 months ended 31 December 2004,
except that the group has adopted FRS 20 “share-based payments”,
FRS 21 “Events after the balance sheet date” and FRS 25 “Financial
instruments: disclosure and presentation” for the first time. The effect 
of adopting FRS 20 has been to reduce operating profit by £11,000. 
The adoption of FRS 21 and FRS 25 have had no effect on 
operating profit. 
The following principal accounting policies have been applied:
Basis of consolidation
The consolidated financial statements incorporate the financial
statements of the Company and all group undertakings made up 
to 31 December 2005.
The consolidated financial statements are accounted for under the
acquisition method of accounting.
The results of companies acquired or disposed of are included 
in the profit and loss account after or up to the date that control
passes respectively.
Turnover
Turnover represents sales to external customers at invoiced amounts
less value added tax or local taxes on sales.
Depreciation
Depreciation is provided to write off the cost, less estimated residual
values, of all tangible fixed assets, evenly over their expected useful
lives. It is calculated at the following rates:
Improvements to leasehold buildings – term of lease
Motor vehicles – 4 years
Office and computer equipment – 3 to 5 years
Valuation of investments
Investments held as fixed assets are stated at cost less any provision 
for impairment.
Goodwill
Purchased goodwill (representing the excess of the fair value of the
consideration given and associated costs over the fair value of the
separable net assets acquired) arising on consolidation in respect of 
acquisitions is capitalised. Goodwill is amortised to nil by equal annual
instalments over its estimated useful life, normally 20 years.
The Directors carry out regular impairment reviews in accordance with
Financial Reporting Standard 11. Provisions for impairment are taken 
to the profit and loss account.
Knowledge database and brand development 
The cost of purchasing knowledge databases are capitalised at cost
and amortised over the estimated useful life, normally two years.
Brand development costs were previously capitalised and amortised
over the estimated useful life, normally three years. The Directors have
reviewed the nature of the costs previously capitalised as brand identity
costs, in the light of the requirements of FRS 10 “Goodwill and intangible
assets”. While the costs incurred are anticipated to bring future benefits
to the group, the Directors have concluded that they do not give rise to
an asset that qualifies to be capitalised separately as an intangible asset.
In consequence, the amount previously capitalised has been eliminated
from intangible assets. The adjustment has been reflected wholly in the
current year’s financial statements, as the impact of the elimination of
the intangible asset on the prior period’s results and financial position
was not fundamental in the context of the requirements of FRS 3
‘Reporting financial performance’.
The Directors carry out regular impairment reviews in accordance with
Financial Reporting Standard 11. Provisions for impairment are taken 
to the profit and loss account.
Deferred taxation
Deferred tax balances are recognised in respect of all timing differences
that have originated but not reversed by the balance sheet date except
that the recognition of deferred tax assets is limited to the extent that 
the Company anticipates making sufficient taxable profits in the future 
to absorb the reversal of the underlying timing differences.
Deferred tax balances are not discounted.
Leased assets
Where assets are financed by leasing agreements that give rights
approximating to ownership (‘finance leases’), the assets are treated
as if they had been purchased outright. The amount capitalised is the
present value of the minimum lease payments payable during the lease
term. The corresponding leasing commitments are shown as amounts
payable to the lessor. Depreciation on the relevant assets is charged 
to the profit and loss account.
Lease payments are analysed between capital and interest components
so that the interest element of the payment is charged to the profit and
loss account over the period of the lease and represents a constant 
proportion of the balance of capital repayments outstanding. The 
capital part reduces the amounts payable to the lessor.
All other leases are treated as operating leases. Their annual rentals 
are charged to the profit and loss account on a straight-line basis 
over the term of the lease.
Notes to the financial statements
Year ended 31 December 2005 34 Healthcare Locums
Note 01  Accounting Policies continued
Foreign currency
Foreign currency transactions are translated into sterling at the rates
ruling when they occurred. Foreign currency monetary assets and
liabilities are translated at the rates ruling at the balance sheet dates.
Any differences are taken to the profit and loss account.
Share based employee remuneration
The group operates an equity settled share based compensation plan.
When share options are awarded to employees a charge is made to
the profit and loss account recognising the fair value of the employee
services received in exchange for the share options granted. There 
are no non-market vesting conditions, other than that the options lapse
should the employee leave the group. The total amount to be expensed
over the vesting period is determined by reference to the fair value of 
the options granted as required by FRS 20 “share-based payments”.
In previous years the amount to be charged was based on the
difference between the market value of the Company’s shares at the
date of the grant and the option exercise price in accordance with
UITF 17 (revised 2003) “Employee share schemes”.
Under both standards the credit entry for this charge is taken to the
profit and loss reserve and reported in the reconciliation of movements 
in shareholders’ funds.
Pension costs
Contributions to the Company’s defined contribution pension scheme 
are charged to the profit and loss account in the year in which they
become payable. 
Financial instruments
In relation to the disclosures made in note 19:
• Short term debtors and creditors are not treated as financial 
assets or financial liabilities;
• The group does not hold or issue derivative financial instruments 
for trading purposes; and
• The group does not conduct any transactions in foreign currencies 
and therefore does not need to use foreign exchange related 
financial instruments.
Note 02  Turnover
Turnover is wholly attributable to the principal activity of the Company
and arises solely within the United Kingdom.
Note 03  Employees
Group Group Company Company
12 months 5 months 12 months 5 months
ended ended ended ended
31 December 31 December 31 December 31 December
2005 2004 2005 2004
£000 £000 £000 £000
Staff costs 
consist of:
Wages and 
salaries 4,417 1,353 770 170
Social security 
costs 478 148 74 20
Other pension 
costs 18 5 8 5
4,913 1,506 852 195
The average 
number of 
employees 
during the 
period was: 
Administration staff 119 58 22 2
Note 04  Directors
12 months 5 months
ended ended
31 December 31 December
2005 2004
£000 £000
Directors’ remuneration consist of:
Emoluments 333 170
Company contributions to money 
purchase pension schemes 12 5
There was one Director in the Company’s defined contribution pension
scheme during the year (2004: one).
The total amount payable to the highest paid Director in respect 
of emoluments was £160,000 (2004: £112,000). Company pension
contributions of £Nil (2004: £5,000) were made to a money purchase
scheme on his behalf.
Unaudited detail on Directors’ remuneration is disclosed in the Report 
on Remuneration on pages 23 and 24.
Notes to the financial statements continued
Year ended 31 December 2005 Healthcare Locums  35
Note 05  Other Administrative Expenses
12 months 5 months
ended ended
31 December 31 December
2005 2004
£000 £000
Amortisation of intangible fixed assets 1,236 443
Share scheme costs 293 –
1,529 443
Note 06  Exceptional Administrative Expenses
12 months 5 months
ended ended
31 December 31 December
2005 2004
£000 £000
Share scheme costs – 27
Reorganisation costs 1,045 507
Costs incurred in listing the Company’s
share on AIM 410 –
1,455 534
Exceptional reorganisation costs represent costs incurred reorganising
the management structure following the acquisition of Thames Medics
Limited in September 2003, Eurosite Medical Limited in December
2003, Medical Technical Limited in September 2004 and Recruitment
Specialist Group Limited in June 2005. 
£410,000 has been charged as an exceptional item to the profit and
loss account under the requirements of FRS25 “Financial Instruments:
Disclosure and presentation”. FRS25 requires costs incurred in listing a
company to be apportioned into two categories with those costs relating
to listing existing shares expensed to the profit and loss account whilst
those costs relating to listing new shares and raising new funds are
charged against the share premium account.
Note 07  Operating Profit
12 months 5 months
ended ended
31 December 31 December
2005 2004
£000 £000
This has been arrived at after charging:
Amortisation of intangible fixed assets 1,236 443
Depreciation of tangible fixed assets 128 26
Loss on disposal of tangible fixed assets 9 18
Loss on disposal of intangible assets 124 –
Hire of other assets – operating leases 242 45
Auditors remuneration – audit services 82 25
During the year non-audit services of £397,000 (2004: £47,000) were
paid to the auditors. These costs have been capitalised as part of the
cost of investments. In addition fees of £370,000 have been paid to 
the auditors for reporting accounting services and charged against
the share premium account and to exceptional administrative expenses
as described in note 6 above.
Note 08  Interest Payable and Similar Charges
12 months 5 months
ended ended
31 December 31 December
2005 2004
£000 £000
Bank loans and overdrafts 1,474 488
Finance lease interest 9 1
Dividend on preference shares 48 –
1,531 489
Dividends on preference shares have been reclassified to interest 
due to the adoption of FRS 25 “Financial Instruments: Disclosure 
and presentation”. 36 Healthcare Locums
Notes to the financial statements continued
Year ended 31 December 2005
Note 09  Taxation on Profit on Ordinary Activities
12 months 5 months
ended ended
31 December 31 December
2005 2004
£000 £000
Domestic current year tax:
UK corporation tax 81 87
Adjustment for prior years 60 –
Current tax charge 141 87
Deferred tax:
Origination and reversal 
of timing differences – –
The tax assessed for the period is lower than the standard rate of
corporation tax in the UK. The differences are explained below:
12 months 5 months
ended ended
31 December 31 December
2005 2004
£000 £000
Loss on ordinary activities before tax (1,356) (109)
Loss on ordinary activities at the standard 
rate of corporation tax in the UK of 30% 
(2004: 30%) (407) (33)
Effects of:
Marginal relief (18) (4)
Expenses not deductible for tax purposes 216 1
Net goodwill amortisation not deductible 356 133
Depreciation in excess of capital allowances (66) (10)
Under provision in prior years 60 –
Current tax charge for period 141 87
Note 10  Profit for the Period
The loss after tax for the period dealt with in the accounts of the
Company amounts to £182,000 (2004: profit £466,000). As allowed 
by the provisions of Section 230 of the Companies Act 1985 the
Company has not published its own profit and loss account.
Note 11  Earnings/(Loss) per Share
Basic loss per share has been calculated on the loss for the period to 
31 December 2005: £1,497,000 (31 December 2004: £196,000) using
weighted average number of ordinary 10p shares in issue at December 
2005: 27,442,392 (December 2004: 23,312,883).
Diluted loss per share has been calculated using the weighted average
number of ordinary shares in issue diluted for the effect of share options.
The diluted weighted average number of ordinary 10p shares for the 
period ended 31 December 2005 is 28,699,263 (December 2004:
23,779,141).
12 months 5 months
ended ended
31 December 31 December
2005 2004
Basic loss per ordinary share 
of 10p (pence) (0.05) (0.01)
Diluted loss per ordinary share 
of 10p (pence) (0.05) (0.01)
Adjusted earnings has been calculated on the profit before exceptional
items and amortisation of intangible assets for the period to December
2005: £1,142,000 (December 2004: £621,000).
12 months 5 months
ended ended
31 December 31 December
2005 2004
Adjusted basic earnings 
per ordinary share (pence) 0.04 0.03
Adjusted diluted earnings 
per ordinary share (pence)                            0.04 0.03 Healthcare Locums  37
Note 12  Intangible Assets
Knowledge Brand
Goodwill database identity Total
Group £000 £000 £000 £000
Cost or valuation:
At 1 Jan 2005 21,046 100 149 21,295
Additions 7,300 – – 7,300
Disposals – – (149) (149)
At 31 Dec 2005 28,346 100 – 28,446
Amortisation:
At 1 Jan 2005 2,506 50 25 2,581
Provided for 
the period 1,186 50 – 1,236
Disposals – – (25) (25)
At 31 Dec 2005 3,692 100 – 3,792
Net book value:
At 31 Dec 2005 24,654 – – 24,654
At 31 Dec 2004 18,540 50 124 18,714
The Directors have reviewed the nature of the costs previously
capitalised as brand identity costs, in the light of the requirements of
FRS 10 “Goodwill and intangible assets”. While the costs incurred are
anticipated to bring future benefits to the group, the Directors have
concluded that they do not give rise to an asset that qualifies to be
capitalised separately as an intangible asset.
In consequence, the amount previously capitalised has been eliminated
from intangible assets.
The adjustment has been reflected wholly in the current year’s financial
statements, as the impact of the elimination of the intangible asset on
the prior period’s results and financial position was not fundamental in
the context of the requirements of FRS 3 “Reporting financial
performance”.
This adjustment is reflected in the financial statements for the
consolidated group and for the Company.
Knowledge Brand
database identity Total
Company £000 £000 £000
Cost or valuation:
At 1 Jan 2005 100 149 249
Additions –– –
Disposals – (149) (149)
At 31 Dec 2005 100 – 100
Amortisation:
At 1 Jan 2005 50 25 75
Provided for the year 50 – 50
Disposals – (25) (25)
At 31 Dec 2005 100 – 100
Net book value:
At 31 Dec 2005 –– –
At 31 Dec 2004 50 124 174 38 Healthcare Locums
Note 13  Tangible Assets
Improvements Office and
to leasehold computer Motor
buildings equipment vehicles Total
Group £000 £000 £000 £000
Cost or valuation:
At 1 Jan 2005 113 427 – 540
On acquisition 
of businesses 
and subsidiary 
undertakings – – 110 110
Additions 77 650 17 744
Disposals (71) – (32)          (103)
At 31 Dec 2005 119 1,077 95 1,291
Depreciation:
At 1 Jan 2005 73 41 – 114
On acquisition 
of businesses
and subsidiary 
undertakings – – 57 57
Provided for the year 38 82 8 128
Disposals (71) – (18) (89)
At 31 Dec 2005 40 123 47 210
Net book value:
At 31 Dec 2005 79 954 48 1,081
At 31 Dec 2004 40 386 – 426
The net book value of fixed assets of £1,081,000 includes an amount 
of £110,000 (2004: £76,000) in respect of assets held under finance
leases and hire purchase contracts. The depreciation charge for 
the period in relation to assets held under finance leases and hire
purchase contracts is £23,000 (2004: £13,000).
Improvements Office and
to leasehold computer
buildings equipment Total
Company £000 £000 £000
Cost or valuation:
At 1 Jan 2005 42 309 351
Additions 24 574 598
At 31 Dec 2005 66 883 949
Depreciation:
At 1 Jan 2005 218 20
Provided for the year 36 45 81
At 31 Dec 2005 38 63 101
Net book value:
At 31 Dec 2005 28 820 848
At 31 Dec 2004 40 291 331
The net book value of fixed assets of £848,000 includes an amount of
£29,000 (2004: £36,000) in respect of assets held under finance leases
and hire purchase contracts. The depreciation charge for the period in
relation to assets held under finance leases and hire purchase contracts
is £7,000 (2004: £7,000).
Note 14  Fixed Asset Investments
Company £000
Cost:
At 1 Jan 2005 22,308
Additions:
Recruitment Specialist Group Limited 7,527
At 31 Dec 2005 29,835
Notes to the financial statements continued
Year ended 31 December 2005 Healthcare Locums  39
Subsidiary undertakings, associated undertakings 
and other investments
During the period the Company purchased Recruitment Specialist 
Group Limited for a total anticipated consideration of £6,410,000, 
plus capitalised costs of acquisition amounting to £1,117,000. 
This purchase has been accounted for as an acquisition.  
In calculating the goodwill arising on the acquisition the fair values 
of the net assets of Recruitment Specialist Group Limited have been
assessed. No adjustment from book value was deemed necessary.
Book and fair value £000
Fixed assets 53
Current assets and liabilities
Debtors and prepayments 2,047
Creditors and accruals (1,901)
Net cash 39
Net current assets 185
Deferred taxation (11)
Net assets acquired 227
Consideration £000
Purchase consideration 6,410
Costs of acquisition 1,117
Total cost of acquisition 7,527
Goodwill £000
Goodwill arising on acquisition 7,300
The results of Recruitment Specialist Group Limited prior to its
acquisition were as follows:
Year ended
1 October 2004 30 September
to 6 June 2005 2004
Profit and loss account £000 £000
Turnover 11,383 17,083
Operating profit 261 371
Net interest (55) (65)
Profit on ordinary activities before taxation 206 306
Taxation on profit from ordinary activities (2) (63)
Profit on ordinary activities after taxation 204 243
Dividends – (48)
Profit for the year 204 195
All recognised gains and losses are included in the profit and 
loss account.
Note 15  Cash Flows in Respect of Purchase 
of Business
Total
£000
Total anticipated consideration 6,410
Costs of acquisitions 1,117
7,527
Less deferred and retained consideration accrued, 
not yet paid (1,910)
5,617
Less net cash acquired (39)
5,578
The maximum potential deferred consideration that could have been
paid on the acquisition of Recruitment Specialist Group Limited was
£3,011,000 potential earn out payments. The amount payable under 
the earn out was dependent on the gross profit earned by Recruitment
Specialist Group Limited over the two year period to 6 June 2007. The
deferred consideration included within these financial statements has
been based upon the audited financial statements of Recruitment
Specialist Group Limited for the period to 31 December 2005 and
forecasts for the future to enable an estimate to be made of the earn 
out that will be payable. 40 Healthcare Locums
Note 15  Cash Flows in Respect of Purchase 
of Business continued
The principal undertakings in which the Company has an interest at 
the year end are as follows:
Nature of business
Thames Medics Limited Supply of professional health services
of statutorily registered doctors
Eurosite Medical Limited Supply of professional health services 
of statutorily registered medical staff
Eurosite Limited Dormant
Healthcare Locums Dormant
Payroll Limited
Medical Technical Limited Supply of professional health services 
of statutorily registered medical staff
Recruitment Specialist Supply of professional health services
Group Limited  of statutorily registered medical staff 
and social workers
RS Permanents Limited* Dormant
Career Plus Options Limited* Dormant
RS Locums Limited* Dormant
RS Locums Canada Inc* Dormant
All subsidiaries are 100% owned by Healthcare Locums Ltd, other 
than those marked * which are 100% owned by Recruitment Specialist
Group Limited. All subsidiaries operate in the United Kingdom and are
registered in England and Wales, other than RS Locums Canada Inc
which is registered in Canada. All companies have been included in 
the consolidated results of the group.
Note 16  Debtors
Group Group Company Company
31 December 31 December 31 December 31 December
2005 2004 2005 2004
£000 £000 £000 £000
Trade debtors 5,074 2,858 24 –
Other taxes and 
social security 255 – 255 43
Other debtors 518 108 412 21
Prepayments and 
accrued income 2,200 902 323 20
Amounts receivable 
from subsidiary
companies – – 656 –
8,047 3,868 1,670 84
All amounts shown under debtors fall due for payment within one year.
Note 17  Creditors: Amounts Falling Due Within
One Year
Group Group Company Company
31 December 31 December 31 December 31 December
2005 2004 2005 2004
£000 £000 £000 £000
Bank loans 
and overdrafts 
(secured – see 
note 18) 5,505 2,742 1,387 1,002
Trade creditors 1,513 347 1,000 203
Obligations under 
finance leases 
and hire 
purchase contracts 40 41 13 27
Deferred consideration 1,749 759 1,749 759
Amounts due to 
group undertakings – – 3,788 3,305
Corporation tax 358 317 – 18
Other taxes and 
social security 821 661 74 –
Other creditors 869 645 – 79
Accruals and 
deferred income 910 916 244 206
11,739 6,428 8,255 5,599
Included in bank loans and overdrafts is an Invoice Discounting facility
provided by Barclays of £3,990,000 (2004: £1,579,000). This is secured
by a fixed and floating charge over the assets of the Company.
The deferred consideration payable falling due within one year arose 
on the acquisitions of Eurosite Medical Limited and Recruitment
Specialist Group Limited.
Notes to the financial statements continued
Year ended 31 December 2005 Healthcare Locums  41
Note 18  Creditors: Amounts Falling Due After
More Than One Year 
Group Group Company Company
31 December 31 December 31 December 31 December
2005 2004 2005 2004
£000 £000 £000 £000
Deferred 
consideration 1,337 1,542 1,337 1,542
Bank loans 
(secured – 
see below) 6,375 10,000 6,375 10,000
Obligations under 
finance leases 
and hire purchase 
contracts 8 24 – –
Other creditors – 590 – 592
7,720 12,156 7,712 12,134
Deferred Loans and Finance
Consideration overdrafts leases
Group £000 £000 £000
Maturity of debt:
In one year or less, or 
on demand 1,619 5,505 40
In more than one year but 
not more than two years 1,337 1,500 8
In more than two years but 
not more than five years – 4,875 –
1,337 6,375 8
The bank loans are with the group’s bankers, Barclays Bank Plc, 
and are repayable by instalments over the period to November 2009.
The bank loan is secured by a floating charge over the assets of the
Company and its subsidiaries.
The hire purchase contracts and finance leases are secured on the
assets to which they relate.
The deferred consideration arose on the acquisition of Eurosite 
Medical Limited and Recruitment Specialist Group Limited and is
payable in 2006 and 2007.
Note 19  Financial Instruments
The group’s principal financial instruments comprise bank term 
loans, bank overdraft facilities, invoice discounting facilities and cash.  
All of the group activities are conducted in sterling and as such no
currency risk exists.
Under the terms of the loan facilities of the group taken out in 2003 
and renegotiated in June 2005 and November 2005, the group is
exposed to interest rate risks from any movements in the LIBOR 
rate. Interest rate risk is managed through interest rate derivatives
which cap the group’s exposure to interest rate increases. The group
purchased an interest rate swap financial instrument in December 
2003 that protected £10m of borrowings against upward movements 
in the LIBOR rate above 6% but exposed the group to charges 
should the LIBOR rate fall below the floor specified in the agreement 
of 3.9%. This agreement was cancelled in July 2005 and replaced 
by a similar agreement that protects £7.8m of borrowings (amortising
across the lifetime of the loans) with an upper cap effective on a 
LIBOR rate of above 5.5% and a lower collar effective on a LIBOR 
rate of below 4.46%.
Note 20  Share Capital
Authorised
31 December 31 December
2005 2004
£000 £000
Equity share capital: 
315,000,000 ordinary shares of £0.01 each – 3,150
51,500,000 ordinary shares of £0.10 each 5,150 –
Non-equity share capital: 
750,000 ‘A’ preference shares of £1 each – 750
1,100,000 ‘B’ preference shares of £1 each – 1,100
5,150 5,000
31 December 31 December
2005 2004
Allotted, called up and fully paid £000 £000
Equity share capital: 
233,128,834 ordinary shares of £0.01 each – 2,331
56,807,790 ordinary shares of £0.10 each 5,681 –
Non-equity share capital: 
719,905 ‘A’ preference shares of £1 each – 720
1,087,962 ‘B’ preference shares of £1 each – 1,088
5,681 4,139 42 Healthcare Locums
Notes to the financial statements continued
Year ended 31 December 2005
Note 20  Share Capital continued
The movements during the year in the authorised and the issued share capital are as set out below.
Authorised share capital – Number
Non-equity Non-equity
Equity Equity shares shares
shares shares ‘A’ ‘B’
Ordinary Ordinary Preference Preference
shares of shares of shares of shares of
£0.01 £0.10 £1.00 £1.00 Total
As at 1 January 2005 315,000,000 – 750,000 1,100,000 316,850,000
11 October 2005 (315,000,000) 31,500,000 – – (283,500,000)
£0.001 ordinary shares consolidated into 
£0.10 ordinary shares
11 October 2005 – 20,000,000 – – 20,000,000
authorised share capital increased
17 November 2005 – – (750,000) (1,100,000) (1,850,000)
Preference shares redeemed and cancelled
As at 31 December 2005 – 51,500,000 – – 51,500,000
Authorised share capital – Value
Non-equity Non-equity
Equity Equity shares shares
shares shares ‘A’ ‘B’
Ordinary Ordinary Preference Preference
shares of shares of shares of shares of
£0.01 £0.10 £1.00 £1.00 Total
As at 1 January 2005 3,150,000 – 750,000 1,100,000 5,000,000
11 October 2005 (3,150,000) 3,150,000–––
£0.001 ordinary shares consolidated into 
£0.10 ordinary shares
11 October 2005 – 2,000,000 – – 2,000,000
authorised share capital increased
17 November 2005 – – (750,000) (1,100,000) (1,850,000)
Preference shares redeemed and cancelled
As at 31 December 2005 – 5,150,000 – – 5,150,000 Healthcare Locums  43
Issued share capital – Number
Non-equity Non-equity
Equity Equity shares shares
shares shares ‘A’ ‘B’
Ordinary Ordinary Preference Preference
shares of shares of shares of shares of
£0.01 £0.10 £1.00 £1.00 Total
As at 1 January 2005 233,128,834 – 719,905 1,087,962 234,936,701
11 October 2005 (233,128,834) 23,312,883 – – (209,815,951)
£0.001 ordinary shares consolidated into 
£0.10 ordinary shares
17 November 2005 – 6,222,180 – – 6,222,180
shares issued under warrant agreements
17 November 2005 – 27,272,727 – – 27,272,727
shares issued under Placing agreement
17 November 2005 – – (719,905) (1,087,962) (1,807,867)
Preference shares redeemed and cancelled
As at 31 December 2005 – 56,807,790 – – 56,807,790
Issued share capital – Value
Non-equity Non-equity
Equity Equity shares shares
shares shares ‘A’ ‘B’
Ordinary Ordinary Preference Preference
shares of shares of shares of shares of
£0.01 £0.10 £1.00 £1.00 Total
As at 1 January 2005 2,331,288 – 719,905 1,087,962 4,139,155
11 October 2005 (2,331,288) 2,331,288––– 
£0.001 ordinary shares consolidated into 
£0.10 ordinary shares
17 November 2005 – 622,218 – – 622,218
shares issued under warrant agreements
17 November 2005 – 2,727,273 – – 2,727,273
shares issued under Placing agreement
17 November 2005 – – (719,905) (1,087,962) (1,807,867)
Preference shares redeemed and cancelled
As at 31 December 2005 – 5,680,779 – – 5,680,779 44 Healthcare Locums
Note 20  Share Capital continued
‘A’ and ‘B’ preference shares did not carry any voting rights.
‘A’ preference shares had a right to a dividend of 5p per ‘A’ share for 
the year ended 30 November 2004, 7.5p per ‘A’ share for year ended
30 November 2005, 10p per ‘A’ share for the year ended 30 November
2006, 12.5p per ‘A’ share for the year ended 30 November 2007, 15p
per ‘A’ share for each year thereafter. ‘B’ preference shares had a right
to a dividend of 2% per annum above base rate for the years ended 
30 November 2007 and November 2008, then 5% per annum above
base rate for each year thereafter.
The Company had the right to redeem the ‘A’ and ‘B’ preference shares
at any time after issue of written notice and had to redeem all ‘A’ and 
‘B’ preference shares still in issue on 30 November 2008 or on an Exit 
if earlier. On redemption the Company had to pay the shareholder £1 
for each ‘A’ preference share or ‘B’ preference share held.
On a return of assets on liquidation, reduction of capital or otherwise,
the preference shareholders would have received first any accrued and
unpaid dividends and second an amount equal to the paid up value of
the preference shares prior to any distribution to ordinary shareholders.
All preference shares were redeemed on 17 November 2005 when 
the ordinary shares of the Company were listed on AIM.
On 1 January 2005 both ‘A’ and ‘B’ preference shares were reclassified 
as creditors in accordance with FRS 25 “Financial Instruments:
Disclosure and presentation”.
Note 21  Adoption of FRS 25 Financial
Instruments: Disclosure and Presentation
In accordance with the requirements of FRS 25, redeemable preference
shares previously included within share capital have been reclassified 
as liabilities. As a result of this reclassification, amounts paid which 
were previously included within dividend payments are now disclosed
as interest expense.
Both the group and the Company have taken advantage of the
exemption in FRS 25 from the requirement to restate comparative
information and have instead restated the amounts included in these
financial statements as at 1 January 2005.
The impact of the adoption of FRS 25 on the current year profit and 
loss account is to increase interest expense by £48,000 for both the
group and the Company.
The main effect of the primary financial statements in the comparative
period had the requirements of FRS 25 been applied retrospectively 
to that year would have been similar to the adjustments that have been
made in the current year, with the increase to the interest expense for
both the group and Company amounting to £28,000.
Note 22  Reserves
Share Profit
premium and loss
account account
Group £000 £000
At 1 January 2005 1,019 (670)
Loss for the year – (1,497)
Share scheme costs – 293
Premium on shares issued during the period 12,272 –
Share issue costs (1,703) –
At 31 December 2005 11,588 (1,874)
Share Profit
premium and loss
account account
Company £000 £000
At 1 January 2005 1,019 6
Loss for the year – (182)
Share scheme costs – 293
Premium on shares issued during the period 12,272 –
Share issue costs (1,703) –
At 31 December 2005 11,588 117
Notes to the financial statements continued
Year ended 31 December 2005 Healthcare Locums  45
Note 23  Reconciliation of Movements in
Shareholders’ Funds
Group Group Company Company
12 months 5 months 12 months 5 months
ended ended ended ended
31 December 31 December 31 December 31 December
2005 2004 2005 2004
£000 £000 £000 £000
Profit/(loss)
for the year (1,497) (196) (182) 494
Issue of shares 3,350 – 3,350 –
Premium on 
shares issued 12,272 – 12,272 –
Share issue 
costs during 
the period (1,703) – (1,703) –
Effect of adoption
of FRS 25 at
1 Jan 2005 (1,808) – (1,808) –
Share scheme 
costs 293 27 293 27
Preference
dividend paid – (28) – (28)
Net additions to 
shareholders’ 
funds 10,907 (197) 12,222 493
Opening 
shareholders’ 
funds 4,488 4,685 5,164 4,671
Closing 
shareholders’ 
funds 15,395 4,488 17,386 5,164
The final dividend paid in 2004 was of £0.04 per ‘A’ preference shares. 
A final dividend was paid in 2005 on the ‘A’ preference shares but 
in accordance with FRS 25 “Financial Instruments: Disclosure and
presentation” this charge has been classified within interest paid
in note 8. 
No dividends are proposed for ordinary shares in 2005.
Note 24  Contingent Liabilities
In November 2005, group bank facilities totalling £13.7m were 
arranged with the Company’s bankers Barclays Bank Plc. These
replace a range of facilities which had existed within the businesses. 
The bank loan facility is shown on the balance sheet of the Company 
and is secured against the assets of the entire group. The Company 
has guaranteed bank borrowings of its subsidiaries.  
Note 25  Pensions
The Company operates a defined contribution pension scheme. There
were no outstanding or prepaid contributions at either the beginning 
or end of the financial year.
Note 26  Commitments Under Operating Leases
As at 31 December 2005, the group had annual commitments 
under non-cancellable operating leases as set out below:
12 months 5 months 12 months 5 months
ended ended ended ended
31 December 31 December 31 December 31 December
2005 2004 2005 2004
Land and Land and
buildings buildings Other Other
£000 £000 £000 £000
Operating Leases 
which expire:
Under one year 46 – 13 –
In two to five years 72 36 322 145
Over five years 119 37 – –
237 73 335 145 46 Healthcare Locums
Notes to the financial statements continued
Year ended 31 December 2005
Note 27  Related Party Transactions
12 months 5 months
ended ended
31 December 31 December
2005 2004
£000 £000
Charges from Global People Limited 
to HCL 145 90
Charges from HCL to Global People Limited – (25)
Charges from European Recruitment 
Network Limited to HCL 193 92
Charges from Nationwide Accreditation
Bureau Company Limited to HCL 206 –
Charges from HCL to Nationwide 
Accreditation Bureau Company Limited (5) –
Total 539 157
Amounts Amounts
owed by/to owed by/to
related parties related parties
at 31 at 31 
December December
2005 2004
£000 £000
Global People Limited (5) 26
Nationwide Accreditation
Bureau Company Limited (60) –
Total (65) 26
Global People Limited, Nationwide Accreditation Bureau Company
Limited and European Recruitment Network Limited are related 
parties to the Company by virtue of significant shareholders of 
the Company, KV Bleasdale and JS Cariss, owning 100% of the
share capital of these companies.
All transactions between Global People Limited, Nationwide 
Accreditation Bureau Company Limited, European Recruitment 
Network Limited and the Company are conducted on an arms 
length basis. 
In addition to the above transactions, KV Bleasdale who is a Director 
and JS Cariss, who was a Director during the above year, have each
made a loan to the group with £Nil outstanding at 31 December 2005 
(31 December 2004: £327,000). The total Directors’ loans outstanding
at 31 December 2005 are £Nil (31 December 2004: £655,000). 
In addition a payment of £12,000 (2004: £Nil) has been made to 
KV Bleasdale in respect of a car owned by KV Bleasdale but used 
by an employee of the Company.
The Company has taken advantage of the exemption conferred 
by Financial Reporting Standard 8 “Related Party disclosures” not 
to disclose transactions with members of the group headed by
Healthcare Locums Ltd on the grounds that at least 90% of the 
voting rights in the Company are controlled within that group and
that Company is included in the consolidated financial statements. Healthcare Locums  47
Note 28  Share Option Scheme
The Company has established a share option scheme. The share 
options in issue over ordinary shares of £0.10p as at 31 December 
2005 were the following:
At 1 At 31
January December Exercise Expiry
2005 Granted Exercised Lapsed 2005 price date
Issued 
Dec 2003 462,200––– 462,200 33.62p Dec 2008
Issued 
Dec 2004 89,700 – – (89,700) – 10.00p Dec 2014
Issued
Apr 2005 – 1,045,900 – (24,814) 1,021,086 10.00p Apr 2015
Issued
Aug 2005 – 84,696 – (18,303) 66,393 50.00p Aug 2015
In accordance with FRS 20 “Share based payments” an expense has
been charged against the profits of the group and the Company for the
year. The fair value of options granted during the year determined using
the Black Scholes valuation model was £328,000. The significant inputs
into the model were a share price of 40p, exercise price as in the table
above, standard deviation of expected share price of 56%, option life
disclosed in the table above, dividend yield of nil, and annual risk-free
interest rate of 4.5%. The volatility measured at the annualised standard
deviation of daily changes in share price is based on statistical analysis
of daily share prices of comparable companies between September
2001 and June 2005. 48 Healthcare Locums
Notes to the financial statements continued
Year ended 31 December 2005
Note 29  Reconciliation of Operating Profit to 
Net Cash Inflow from Operating Activities
12 months 5 months
ended ended
31 December 31 December
2005 2004
£000 £000
Operating profit 173 379
Amortisation of intangible fixed assets 1,236 443
Depreciation of tangible fixed assets 128 26
Loss on disposal of tangible fixed assets 9 18
Loss on disposal of intangible fixed assets 124 –
Decrease/(Increase) in debtors (2,132) 82  
Increase in creditors (2,036) 504
Share scheme costs 293 27
Net cash inflow/(outflow) from 
operating activities (2,205) 1,479
Note 30  Reconciliation of Net Cash Inflow to
Movement in Net Debt
12 months 5 months
ended ended
31 December 31 December
2005 2004
£000 £000
Decrease in cash in the year 1,630 340
Cash inflow from changes in 
debt and lease financing (3,516) 85
(1,886) 425
New finance lease – 46
Movement in net debt in the year (1,886) 471
Opening net debt 12,742 12,271
Closing net debt 10,856 12,742
Note 31  Analysis of Net Debt
Acquisitions
At and other At
1 December Cash non-cash 31 December
2004 flow items 2005
£000 £000 £000 £000
Cash in hand 
and at bank               64 1,008 – 1,072
Bank overdrafts        (1,742) (2,638) – (4,380)
(1,678) (1,630) – (3,308)
Debt due within 
one year              (1,000) (125) – (1,125)
Debt due after 
one year              (10,000) 3,625 – (6,375)
Finance leases            (64) 53 (37) (48)
(11,064) 3,553 (37) (7,548)
Total (12,742)1,923 (37) (10,856)
Note 32  Post Balance Sheet Event
On the 31 January 2006 the Company acquired the trading businesses
Medical Professionals and Social Work Professionals for a consideration
of £1.15m, satisfied by £0.75m cash and £0.4m shares in Healthcare
Locums PLC.
On the 10 March 2006 the Company acquired the trading business 
BBL Medical for a total consideration of £10.5m. This was satisfied 
by an initial payment of £5.0m in cash and £3.0m in shares in
Healthcare Locums PLC. Two further instalments, of cash or shares 
at the Company’s discretion, will be paid 12 and 24 months following
completion. The first of these instalments will be for £1.0m and the
second for £1.5m. Designed and produced by Rare Corporate Design, London     www.rarecorporate.co.uk Healthcare Locums PLC
Greener House
66-68 Haymarket
London
SW1Y 4RF
Telephone  020 7451 1451
Email info@healthcarelocums.com Healthcare Locums PLC Annual Report and Accounts 2005